/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/220923.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, September 23, 2022, Vol. 26, No. 265 Headlines 77 VARET: Voluntary Chapter 11 Case Summary A AND N DIAMOND: Express Lube in Brunswick Files Subchapter V Case AA FOOD AND COMPANY: Amends Plan to Include Mendoza Unsecured Claim AAIM CARE: PCO Reports Staffing Changes ABRAXAS PETROLEUM: AGEF Sells Preferred Shares to Biglari for $80M ABRAXAS PETROLEUM: Posts $6.7 Million Net Income in Second Quarter AIP MC: S&P Alters Outlook to Negative, Affirms 'B' ICR ALERISLIFE INC: Appoints Heather Pereira as Senior VP, CFO ALL FLORIDA SAFETY: Case Summary & 15 Unsecured Creditors ALL YEAR HOLDINGS: Amends Remaining Unsecured Claims Pay Details ALUDYNE INC: Moody's Lowers CFR to Caa1, Outlook Remains Stable ALVOGEN PHARMA: Affirms 'B-' ICR, Outlook Stays Negative AMD METAL WORKS: Seeks Chapter 7 Bankruptcy Protection ANDOVER SENIOR: Residents Still Concerned Over Rent Hike, PCO Says ASTROTECH CORP: Incurs $8.3 Million Net Loss in FY Ended June 30 ATI INC: Moody's Upgrades CFR to B1 & Alters Outlook to Positive AVSC HOLDING: Moody's Hikes CFR & First Lien Secured Debt to Caa1 BANTEC INC: To Sell 5 Billion Shares of Common Stock BAY AREA DEVELOPMENT: Files for Chapter 11 Protection BED BATH & BEYOND: To Close and To Liquidate 56 Stores BITNILE HOLDINGS: Expects Increase in Daily Mining Production BITNILE HOLDINGS: To Pay Monthly Cash Dividend on Preferred Shares BORREGO COMMUNITY: U.S. Trustee Appoints Jacob Nathan Rubin as PCO BROOKLYN IMMUNOTHERAPEUTICS: Inks Services Deal With Factor CADIZ INC: Calif. Court Affirms Tentative Rulings on Rights-of-Ways CAPSTONE GREEN: All Five Proposals Passed at Annual Meeting CAREERBUILDER LLC: Moody's Cuts CFR & Alters Outlook to Stable CARVER BANCORP: Three Proposals Passed at Annual Meeting CEN BIOTECH: To Launch WordPresto on Sept. 28 CIP 1106: Seeks Cash Collateral Access Thru Dec 31 CLEANSPARK INC: Board OKs Amendments to Execs' Employment Contracts COAL NETWORK: Gets Interim Cash Collateral Access COMPUTE NORTH: Case Summary & 30 Largest Unsecured Creditors COMPUTE NORTH: Crypto-Mining Data Center Files for Chapter 11 COMSTOCK RESOURCES: S&P Affirms 'B+' ICR, Outlook Stable CONNECT HOLDING II: Moody's Assigns 'B3' Corp. Family Rating CYTODYN INC: Registers 35.8M Common Shares DOT DOT SMILE: Has Deal on Cash Collateral Access DUNN PAPER: Moody's Withdraws Ca CFR Amid Insufficient Info EAGLE LEDGE: Unsecured Creditors Will Get 100% of Claims in Plan EASTERN FOUNDRY: Seeks Chapter 7 After Exiting Several Locations ECOARK HOLDINGS: Acquires 69.9% Stake in Enviro Technologies ECOARK HOLDINGS: All Four Proposals Passed at Annual Meeting ECOARK HOLDINGS: Terminates Exchange Agreement With HUMBL ENERGY HARBOR: S&P Ups ICR to 'BB+' on Improved Regulatory Support EQT CORP: Moody's Rates New Senior Unsecured Notes 'Ba1' EQUESTRIAN SPIRITS: Starts Subchapter V Case ESCADA AMERICA: Seeks Cash Collateral Access Thru Jan 2023 FALLSWAY CONSTRUCTION: Has Deal on Cash Collateral Access FM SOLUTIONS: Starts Subchapter V Case FRALEG GROUP: Unsecured Creditors to Recover 100% in Plan FRASIER CONTRACTING: Files Subchapter V Case, Rejects Contract GAUCHO GROUP: Trims Board to Five GIGA-TRONICS INC: Issues 229,268 Common Shares to Investor HANJIN INT'L: Moody's Rates New Term Loan Due 2025 'Ba2' INTEGRATED VENTURES: Amends Terms of Warrants to Buy 30M Shares INTRADO CORP: Moody's Puts B3 CFR on Review for Downgrade JORGABY FREIGHT: Seeks to Use Cash, Continue Factoring Deal KALBARRI AUSTRALIA: Taps Voehringer Law Firm as Special Counsel KAYA HOLDINGS: Registers 5 Million Shares Under 2022 Equity Plan KEYSTONE GAS: Commences Chapter 11 Bankruptcy KNOW LABS: Two Proposals Passed at Annual Meeting LBM ACQUISITION: Moody's Raises CFR to B2, Outlook Stable MELO AIR: Wins Continued Cash Collateral Access MOLAOI RESTAURANT: Taps Edge Accounting as Financial Advisor MOLECULAR IMAGING: Case Summary & 20 Largest Unsecured Creditors MUSCLEPHARM CORP: Gets Default Notice After Non-Reliance Disclosure NATURALSHRIMP INC: SEC Declares Registration Statement Abandoned NCR CORP: Moody's Puts 'B2' CFR on Review Direction Uncertain ORGANICELL REGENERATIVE: Expands Into Health and Beauty Market ORGANICELL REGENERATIVE: Ryan Likes is New Chief Operating Officer PACKERS HOLDINGS: Moody's Affirms 'B3' CFR, Outlook Remains Stable PALMS MEDICAL TRANSPORT: Starts Subchapter V Case PELLETIER MANAGEMENT: Commences Subchapter V Case PHENOMENON MARKETING: Taps Morrison & Foerster as Special Counsel PRECIPIO INC: Incurs $2.1 Million Net Loss in Second Quarter QHC FACILITIES: PCO Reports Operational Challenges, Poor Sanitation R.J. CONSTRUCTION: Texas Families Close to Getting Answers REARDEN STEEL: Starts Subchapter V Case REHME CUSTOM: Cash Collateral Access, $100,000 of DIP Loan OK'd RENNOVA HEALTH: CEO Provides Business Update SHAWN JENSEN: No Patient Complaints, 7th PCO Report Says SHOPS AT BROAD: Seeks to Hire Holder Law as Bankruptcy Counsel SONOMA PHARMACEUTICALS: Three Proposals Passed at Annual Meeting STARCREST PRODUCTS: SSG Advises on Sale of Assets to Silver Star STORED SOLAR: Owner of 7 Biomass Plants Files for Chapter 11 TOTAL URBAN: Seeks to Hire Rehan Khawaja as Bankruptcy Counsel TOUCHPOINT GROUP: Hikes Authorized Common Shares to 10 Billion TREES CORP: Signs Deal to Acquire Green Tree Entities' Assets TREES CORP: Signs New One-Year Consulting Contract With Interim CEO UNIVERSITY RX: Seeks to Tap Krekeler Law as Bankruptcy Counsel VALRAM INTERNATIONAL: Seeks to Hire Donald Wyatt PC as Counsel VBI VACCINES: Secures $100M Debt Facility From K2 HealthVentures VCH RANCH: Court OKs Interim Cash Collateral Access VIVAKOR INC: Registers 3 Million Shares for Possible Resale WATSONVILLE HOSPITAL: PCO Report Says Hospital Needs New Staff WILLIAMS LAND: Files for Chapter 11 Bankruptcy WMG ACQUISITION: Moody's Rates New $150MM Term Loan Add-on 'Ba3' [*] Glenn McMahon Joins Getzler Henrich's Restructuring Practice [*] Graiser Named to A&G Top 100 Restructuring Professionals List [*] Paul Hastings Lawyer Comments on Direct Lenders' Key Actions [] Colorado Bankruptcies Decreased 5.7% in August 2022 [^] BOOK REVIEW: PANIC ON WALL STREET ********* 77 VARET: Voluntary Chapter 11 Case Summary ------------------------------------------- Debtor: 77 Varet Holding Corp. 114 Avenue T Brooklyn, NY 11223-3629 Business Description: 77 Varet is a stock holding company whose sole asset is its 100% membership interest in 162-164 82nd Street LLC, which owns a residential apartment building on the Upper East Side containing 37 units, most of which are free market. Chapter 11 Petition Date: September 21, 2022 Court: United States Bankruptcy Court Eastern District of New York Case No.: 22-42316 Debtor's Counsel: Kevin J. Nash, Esq. GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP 1501 Broadway 22nd Floor New York, NY 10036 Tel: (212) 221-5700 Email: knash@gwfglaw.com kjnash@gwulaw.com Total Assets: $0 Total Liabilities: $1,382,027 The petition was signed by David Goldwasser as manager. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/5INOK6Q/77_Varet_Holding_Corp__nyebke-22-42316__0001.0.pdf?mcid=tGE4TAMA A AND N DIAMOND: Express Lube in Brunswick Files Subchapter V Case ------------------------------------------------------------------ A and N Diamond Inc. filed for chapter 11 protection in the Middle District of Florida. The Debtor elected on its voluntary petition to proceed under Subchapter V of chapter 11 of the Bankruptcy Code. The Debtor is the operator of an Express Lube oil change center which operates in Brunswick, GA. The business was started in 2015 by Elia Hawara and has continuously operated since that time. The Debtor originally had two locations, the Brunswick, GA location and a previous location at 11571 Beach Blvd., Jacksonville, FL. That Jacksonville location was sold in March of 2022 as a result of a default and foreclosure action that was pending. During 2020 and 2021 as a result of COVID-19 and a loss of car wash revenue at the Georgia location as a result of needed repairs, the Debtor's revenue began to substantially decline. The Debtor had a blanket lien on both locations with Suntrust/Truist Bank which went into default during this time. The mortgages on both properties were declared in default and subjected to foreclosure in Case No. 2021 CA 05088 in Duval County, FL. The Debtor eventually was able to sell the Beach Blvd location and partially satisfy the Suntrust/Truist lien, but the default on the Georgia location still exists. The Debtor was also a defendant in a second action brought by Ascentium Capital as a result of fixture loans on the Georgia property in Case 2022 CA 04467 in Duval County, FL. As of September of 2022, the Debtor had defaulted on the loans and was facing severe financial trouble. However, the Debtor felt that the income would significantly increase with the ability to obtain funding to repair the car wash equipment in the Georgia location. This would allow a successful reorganization for all secured, priority and unsecured debts. This Chapter 11 followed in order to restructure the existing secured debt, unsecured debt and other priority claims. Additionally, the Debtor is seeking DIP funding to buy out existing lien holders and obtain repair costs for the car wash. The Debtor's gross revenues for the period ended Dec. 31, 2020 were $841,929. 2021 gross annual revenue was approximately $483,356. 2022 gross revenue has been approximately $287,136 through the end of August 2022. The Debtor's secured various lenders are owed $1,345,000. The Debtor's unsecured debt is currently listed as $1,017,915. A and N Diamond 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. 19, 2022 at 11:00 a.m. in Room Telephonically on Conference Line is 866-718-3566 (participant passcode: 2721444#). About A and N Diamond A and N Diamond, Inc. owns an Express Lube oil change and car wash business located in Brunswick, Ga., valued at $588,700. A and N Diamond Inc. filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-01859) on Sept. 14, 2022. In the petition filed by Ella Hawara, as president, the Debtor reported assets between $500,000 and $1 million and liabilities between $1 million and $10 million. Aaron R. Cohen has been appointed as Subchapter V trustee. The Debtor is represented by Bryan K. Mickler of Mickler & Mickler. AA FOOD AND COMPANY: Amends Plan to Include Mendoza Unsecured Claim ------------------------------------------------------------------- AA Food and Company, LLC, submitted an Amended Disclosure Statement regarding the Amended Plan of Reorganization dated September 15, 2022. The Debtor was formed in 2015 for the purpose of purchasing a property and restaurant located at 425 E Main Street, Grand Prairie, Texas ("Property"). The Debtor continues to renovate the property from the damages from the storm described above. The Debtor has reached an agreement to lease a portion of the space beginning in June 2022. The Debtor has obtained approval from the Bankruptcy Court to rent a portion of the Property to Gustove Morales for a rental price of $7,000. The Debtor has renovated the remainder of the Property and has agreed with PNS Operating , LLC to rent out the remaining portion. The Debtor is awaiting permits from the City of Grand Prairie ("City") to complete this construction. Upon completion the Debtor intends to lease out the remaining portion of the Property to PNS Operating, LLC. Although no lease has been executed the Debtor would show the agreement for rental on this portion of the Property will be for $2,700 per month. The Debtor will use the funds from these leases to make the payments under the Plan. The principals of the Debtor will guaranty the Plan payments. The Reorganized Debtor will continue in business until the sale of the Property. The Plan will break the existing claims into 6 categories of Claimants. These claimants will receive cash payments beginning on the Effective Date. Class 4 consists of Allowed Secured Claims of Evolve Bank & Trust. On or about December 16, 2015, Debtor executed that certain U.S. Small Business Administration Note in the original amount of $722,000 ("Evolve Note") in favor of Evolve Bank & Trust and its successors and assigns ("Evolve"). The Evolve Note was secured by that certain Deed of Trust, Security Agreement and Assignment of Rents granting Evolve a first lien on certain property as more specifically described therein, duly recorded in the Deed Records of Dallas County, Texas under Document No. 201500334514 and that certain Security Agreement on granting Evolve a first lien all personal property of Debtor and perfected by filing a UCC Financing Statement with the Texas Secretary of State under Financing Statement No. 15-0035730579, as continued. On June 17, 2022, Evolve filed its Proof of Claim in the secured amount of $705,495.88 [Claim No. 6-1]("Evolve Proof of Claim"). All loan documents attached to the Evolve Proof of Claim, including all loan documents executed in connection therewith, whether referenced in the Evolve Proof of Claim or not, are collectively referred to herein as the "Evolve Loan Documents." Evolve shall be fully secured on all collateral described in the Evolve Loan Documents ("Evolve Collateral") in the amount of $750,171.52 which includes Evolve's Proof of Claim plus all post petition interest, reasonable and necessarylegal fees/costs, expenses, force-place insurance, appraisals, and other charges in connection therewith all of which shall be deemed allowed by confirmation order of this Plan without necessity of Evolve to obtain separate Court approval ("Allowed Evolve Secured Claim"). The Debtor shall make 119 equal monthly payments of $4,833.37 commencing on the Effective Date and one payment on the 120th month following the Effective Date of all amounts remaining under the Allowed Evolve Secured Claim. The Debtor may sell the Evolve Collateral at any time provided the sale amount is sufficient to pay all liens against the Evolve Collateral in full including the Allowed Evolve Secured Claim. Evolve shall retain all its liens on the Collateral pursuant to the Evolve Loan Document in its current lien priority to secure repayment of amounts to be paid to Evolve under this Plan. Class 5 consists of the Allowed Unsecured Creditors Tommie Mendoza. On or about December 16, 2015 Debtor executed that certain Promissory Note in the original principal amount of $200,000 payable to Tommie Mendoza ("Note #1"). On or about December 16, 2015, Debtor executed that certain Promissory Note in the original principal amount of $100,000 payable to Tommie Mendoza ("Note #2"). Pursuant to the Proof of Claim filed by Tommie Mendoza ("Mendoza") that current indebtedness on Note #1 and Note #2 is $268,327.71. Mendoza shall have an allowed unsecured claim in the amount $268,327.71 ("Mendoza Allowed Claim"). The Mendoza Allowed Claim shall be paid in 119 equal installments of $1,500 per month beginning on the Effective Date and all outstanding amounts due on the Mendoza Allowed Claim shall be paid on the 120 month following the Effective Date. The Class 5 Creditors are impaired under this Plan. Class 6 consists of Allowed Unsecured Creditors. All allowed unsecured creditors shall share pro rata in the unsecured creditors pool. The Debtor shall make $100 per month payments into the unsecured creditors pool. The Debtor shall pay into the unsecured creditors pool until all Allowed Unsecured Creditors receive 100% of their Allowed Claims. Based upon the Proof of Claim on File the Debtor shall make 23 payments into the unsecured creditors pool. The Calls 6 Claimants are impaired under this Plan. Debtor shall lease the Property in order to make the payments required under the Plan. The Debtor intends to use the funds from the two leases, however, the principals of the Debtor will guaranty the plan payments in the event the Debtor does not receive sufficient rental income in any month. Additionally, the principal will infuse a total of $12,500 on the Effective Date to paid directly to the Class 4 in the amount of $10,000 and to the Class 5 creditor in the amount of $2,500. A full-text copy of the Amended Disclosure Statement dated September 15, 2022, is available at https://bit.ly/3dvTkcK from PacerMonitor.com at no charge. Attorneys for the Debtor: Eric A. Liepins, Esq. ERIC A. LIEPINS, P.C. 12770 Coit Road, Suite 850 Dallas, Texas 75251 Tel: (972) 991-5591 Fax: (972) 991-5788 About AA Food and Company AA Food and Company, Inc. is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). The Debtor owns a real estate property located at 425 E. Main Street, Grand Prairie, Texas valued at $700,000. AA Food and Company filed a petition for Chapter 11 protection (Bankr. N.D. Texas Case No. 22-30321) on Feb. 28, 2022, disclosing $887,000 in assets and $1,086,000 in liabilities. Mumtaz Abbasi, president, signed the petition. Eric A. Liepins, Esq., serves as the Debtor's legal counsel. AAIM CARE: PCO Reports Staffing Changes --------------------------------------- Susan Goodman, the court-appointed patient care ombudsman, filed with the U.S. Bankruptcy Court for the District of Oregon a third interim report detailing continued, low-key monitoring of the quality of patient care provided at AAIM Care, LLC's Clackamas and Gresham clinics. The PCO did not engage in a site visit this reporting cycle. Despite AAIM's assertions regarding the PCO's incessant probing interactions with clinic staff and patients, her engagement remains limited to the supervising or collaborating physician for the primary clinic, and, to a lesser degree, with the Clackamas and Gresham primary clinician (to confirm continued staff and supply stability). Further, the PCO was not contacted by anyone asserting a clinic concern or requesting a copy of her first or second report in this latest reporting cycle. The Clackamas and Gresham clinics reported the addition of a new physician. The PCO has not interacted with this individual yet understands she is an osteopathic physician who recently completed fellowship. With this addition, the Washington-based physician assistant was no longer assisting at the Clackamas and Gresham clinics one day per week. Additionally, the individual previously serving as the clinic patient coordinator was reported as no longer having responsibility for the Clackamas and Gresham clinics. The clinic patient coordinator role was filled internally by the former reception/benefits coordinator team member. Other than these staffing changes, the clinicians denied experiencing any other changes from the previous reporting period. The PCO's well-reasoned impression is that the Clackamas and Gresham clinics remain status quo with the tight-knit, clinic teams remaining stable relative to the PCO's previous reports. A copy of the third interim report is available for free at https://bit.ly/3Sc05iF from PacerMonitor.com. The ombudsman may be reached at: Susan N. Goodman, Esq. Pivot Health Law, LLC PO Box 69734 Oro Valley, AZ 85737 Tel: (520) 744-7061 Email: sgoodman@pivothealthaz.com About AAIM Care AAIM Care, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ore. Case No. 22-30228) on Feb. 14, 2022, with up to $500,000 in assets and up to $10 million in liabilities. Judge Teresa H. Pearson oversees the case. Theodore J. Piteo, Esq., at Michael D. O'Brien & Associates, P.C. is the Debtor's counsel. Susan N. Goodman, Esq., at Pivot Health Law, LLC is the patient care ombudsman appointed in the Debtor's case. ABRAXAS PETROLEUM: AGEF Sells Preferred Shares to Biglari for $80M ------------------------------------------------------------------ AG Energy Funding, LLC and Biglari Holdings Inc. have entered into a Preferred Stock Purchase Agreement and an Assignment and Assumption Agreement, pursuant to which AGEF agreed to sell and assign to Biglari, and Biglari agreed to purchase, acquire, and assume from AGEF, all of AGEF's Preferred Shares and all of AGEF's rights, title, and interests in, and duties and obligations under, an exchange agreement. Abraxas Petroleum Corporation and AGEF entered into the Exchange Agreement dated Jan. 3, 2022, pursuant to which the Company issued 685,505 shares of its Series A Preferred Stock to AGEF, which entitled AGEF to approximately 85% of the voting power of the Company's outstanding capital stock. Following Biglari's acquisition of the Preferred Shares, a change in control of the Company occurred. Biglari's ownership of the Preferred Shares results in its beneficial ownership, both directly and indirectly, of the approximately 85% of the Company's voting securities that AGEF owned prior to effecting the Sale and Assignment. In exchange for the Preferred Shares, Biglari paid consideration to AGEF in an amount of $80,000,000. Biglari used working capital and cash on hand to fund the purchase of the Preferred Shares. In connection with the transactions contemplated by the Purchase Agreement, Messrs. Todd Dittmann, David Roberts, Damon Putman, and Daniel Baddeloo tendered letters of resignation to the board of directors of the Company in which they resigned from their positions on the Board. In accordance with the terms of the Purchase Agreement, the resignations became effective immediately prior to 10:00 a.m., New York City time, on Sept. 13, 2022. At the time of their resignations, Mr. Dittmann served as a Class I member of the Board, Mr. Roberts served as a Class II member of the Board, and Messrs. Putman and Baddeloo served as Class III members of the Board. Messrs. Putman and Baddeloo also held positions on the Company's Audit and Compensation Committees, with Mr. Baddeloo being the Chairman of the Audit Committee and Mr. Putman being the Chairman of the Compensation Committee. Messrs. Dittmann, Roberts, Putman, and Baddeloo resigned from the Board given the change in control of the Company in accordance with the conditions of Closing set forth in the Purchase Agreement. Mr. Robert L.G. Watson will continue to serve as a Class II member of the Board until the expiration of his term when he stands for re-election in 2023. Mr. Brian L. Melton will continue to serve as a Class III member of the Board until the expiration of his term when he stands for re-election in 2025. In accordance with the terms of the Purchase Agreement, on Sept. 13, 2022, the Board voted to appoint Messrs. Sardar Biglari, Philip Cooley, and Bruce Lewis as members of the Board to fill vacancies created by the resignations of Messrs. Dittmann, Putman, and Baddeloo. Mr. Biglari will fill the vacancy created by the resignation of Mr. Dittmann and will serve as a Class I director. Messrs. Cooley and Lewis will fill the vacancies created by the resignations of Messrs. Baddeloo and Putman and will serve as Class III directors. The new directors will serve in their respective roles until the next annual meeting of the stockholders of the Company at which such person's class of directors stands for election, or until their earlier resignation or removal. The Class II director vacancy created by the resignation of Mr. Roberts will remain vacant until further action with respect thereto by the Board or the Company's stockholders. The Board intends to determine on which committees the three new directors will serve at its first board meeting following the transactions. All three newly appointed members of the Board are affiliated with officers and directors of Biglari Holdings Inc. Upon the effectiveness of their appointment to the Company's Board, Messrs. Biglari, Cooley, and Lewis will become subject to Section 16 of the Securities Exchange Act of 1934. In connection with the change in control of the Company, Mr. Steven P. Harris was informed on Sept. 15, 2022 that his services as the vice president – chief financial officer of the Company would no longer be required, effective as of Sept. 30, 2022. In consideration for Mr. Harris's services, the Company will pay Mr. Harris a severance payment equal to one month of Mr. Harris's salary compensation for each year of his service to the Company. Mr. Harris has served as the Company's vice president – chief financial officer since November 2018. Bylaws Amendment On Sept. 13, 2022, the Board adopted an amendment to the Company's Bylaws, which became effective as of the Closing of the Purchase Agreement. Specifically, Article X was amended to establish the inapplicability of the "Controlling Interest Statues" set forth in the Nevada Revised Statutes Sections 78.378 through 78.3793 to both the Exchange Agreement between the Company and AGEF and to the Purchase Agreement between AGEF and Biglari, or any of the transactions contemplated by such agreements. About Abraxas San Antonio, TX-based Abraxas Petroleum Corporation -- www.abraxaspetroleum.com -- is an independent energy company primarily engaged in the acquisition, exploration, development and production of oil and gas. Abraxas Petroleum reported a net loss of $44.57 million for the year ended Dec. 31, 2021, a net loss of $184.52 million for the year ended Dec. 31, 2020, and a net loss of $65 million for the year ended Dec. 31, 2019. As of March 31, 2022, the Company had $78.13 million in total assets, $17.30 million in total liabilities, and $60.83 million in total stockholders' equity. ABRAXAS PETROLEUM: Posts $6.7 Million Net Income in Second Quarter ------------------------------------------------------------------ Abraxas Petroleum Corporation filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting net income of $6.75 million on $14.54 million of total revenue for the three months ended June 30, 2022, compared to a net loss of $14 million on $18.44 million of total revenue for the three months ended June 30, 2021. For the six months ended June 30, 2022, the Company reported net income of $46.88 million on $26.72 million of total revenue compared to a net loss of $37.69 million on $35.11 million of total revenue for the six months ended June 30, 2021. As of June 30, 2022, the Company had $85.58 million in total assets, $17.86 million in total liabilities, and $67.72 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/867665/000143774922020262/axas20220630_10q.htm About Abraxas San Antonio, TX-based Abraxas Petroleum Corporation -- www.abraxaspetroleum.com -- is an independent energy company primarily engaged in the acquisition, exploration, development and production of oil and gas. Abraxas Petroleum reported a net loss of $44.57 million for the year ended Dec. 31, 2021, a net loss of $184.52 million for the year ended Dec. 31, 2020, and a net loss of $65 million for the year ended Dec. 31, 2019. As of March 31, 2022, the Company had $78.13 million in total assets, $17.30 million in total liabilities, and $60.83 million in total stockholders' equity. AIP MC: S&P Alters Outlook to Negative, Affirms 'B' ICR ------------------------------------------------------- S&P Global Ratings revised its outlook on grinding media producer AIP MC Holdings LLC (Molycop) to negative from stable and affirmed its 'B' long-term issuer credit rating on the company. The issue-level and recovery ratings on Molycop's debt are unchanged. The negative outlook reflects the erosion of the buffer in Molycop's credit metrics and our view that leverage will likely remain above 7x, underscored by our belief that the company's earnings capacity might not increase meaningfully within the next 12 months to push leverage lower. Molycop's debt-financed distribution to its financial sponsor has eroded the buffer in the company's leverage metrics. In fiscal 2022, Molycop issued $1.125 billion of secured debt to refinance its capital structure and partially fund a $450 million return of capital to its financial sponsor. The transaction led to a 44% increase in adjusted debt to $1.2 billion as of June 30, 2022, compared with the previous fiscal year. Meanwhile, the company's adjusted earnings were relatively flat within the same period, when Molycop faced a tough operating environment in the form of supply-chain disruptions and higher freight and conversion costs. Molycop's adjusted leverage weakened to 7.7x at the end of fiscal 2022, compared with our previous lower expectation of close to 6.0x. S&P forecasts adjusted leverage will drop closer to 7x in 2023 following our assumption of a recovery in earnings. However, the growth in earnings alone might not be enough to compensate for the significant increase in adjusted debt and restore the cushion in the company's credit metrics for the current rating. Molycop's margins are currently being weighed down by high energy prices and general inflationary pressures but should recover in 2023. The company's gross and EBITDA margins declined to 16.0% and 9,0%, respectively, in fiscal 2022, compared with 21.0% and 12.7%, respectively, in fiscal 2021. The decrease in margins was a result of higher production costs that were only partially offset by increased volumes and selling prices. Molycop ensured continuous supply of grinding media to its customers despite supply-chain disruptions, which earned it new customers in the process and increased sales volumes by 6.7% in 2022. S&P Said, "We expect a further increase of about 3%-5% in 2023 from enhanced volumes with existing customers and new customer wins. We also expect EBITDA margins will increase to 11%-12% in fiscal 2023 based on increased volumes and declining input costs, as well as on our assumption of moderation in steel prices, as steel is a major input in the production of grinding media." Molycop's free operating cash flow could turn positive in fiscal 2023, supported by moderate capital expenditure. Cash flow from operations could improve in fiscal 2023 as the company reduces working capital investments due to declining input prices. This could be partially offset by the need to carry more inventory than necessary due to a significant increase in procurement times, which are currently almost double the standard. The decrease in working capital investment should result in free operating cash flow (FOCF) turning positive (about $100 million-$150 million over the next 12-24 months) in 2023. S&P said, "Given our assumption of no dividends over the forecast period, the positive FOCF would provide Molycop with the opportunity to further reinvest in various internal strategic initiatives, fund more tuck-in acquisitions, or potentially pay down debt." S&P said, "The negative outlook reflects our view that leverage will likely remain above 7x resulting from our expectation of mild earnings growth, which might not be commensurate with the existing debt load. Although we expect earnings and margins to improve, Molycop's earnings capacity might not increase enough to restore the buffer in its credit metrics, which was about two turns of leverage before the company issued new debt in fiscal 2022. "We could lower our ratings on Molycop in the next 12 months if it sustains adjusted leverage above 7x. This could occur if the expansion in earnings is not material enough to push leverage lower and/or the financial sponsor is not committed to prioritizing the use of FOCF to pay down debt. "We could revise the outlook on Molycop to stable in the next 12 months if adjusted leverage trends toward 6x. This could occur if EBITDA per metric ton increases by 8%-10% or volumes exceed 1.4 million metric tons. This could also occur if Molycop voluntarily pays down debt using its FOCF." 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 Molycop. Our assessment of the company's financial risk profile as highly leveraged reflects corporate decision-making that prioritizes the interests of the controlling owners, in line with our view of most rated entities owned by private-equity sponsors. Our assessment also reflects their generally finite holding periods and a focus on maximizing shareholder returns. Environmental factors are an overall neutral consideration in our credit rating analysis. Molycop produces grinding media from raw steel for use in mineral extraction and processing. We view the manufacturing process of grinding media as having lower environmental exposure than the mining of metals. Molycop's grinding media helps extract copper, which is essential for the energy transition of the global economy." ALERISLIFE INC: Appoints Heather Pereira as Senior VP, CFO ---------------------------------------------------------- The Board of Directors of AlerisLife Inc. has appointed Heather Pereira as senior vice president, chief financial officer and treasurer of the Company, effective Sept. 19, 2022. Ms. Pereira succeeds Jeffrey C. Leer, who will continue to serve as the Company's president and chief executive officer. Prior to joining the Company, Ms. Pereira, 47, held financial and accounting roles of increasing responsibility at Acushnet Holdings Corp. since 2004, including vice president and corporate controller from May 2017 through August 2022 and Controller between May 2014 and May 2017. Prior to Acushnet, Ms. Pereira served as accounting manager at Cognos Incorporated from 2002 to 2004 and was an Associate at Arthur Andersen LLP from 2002 through 2004. Ms. Pereira is a certified public accountant and holds a Master of Science in Accountancy and a Master of Business Administration from Northeastern University. Ms. Pereira has advised the Company that she has no arrangements or understandings with any other person pursuant to which she was appointed senior vice president, chief financial officer and treasurer. She also advised the Company that she has no family relationships with any director, executive officer or any person nominated or chosen by the Company to become a director or executive officer of the Company. Ms. Pereira's annual base salary will be $285,000 and will receive a one-time $75,000 cash sign-on bonus. She will be eligible for additional bonuses and future share awards in amounts to be determined in the Company's discretion. About AlerisLife AlerisLife Inc., formerly known as Five Star Senior Living Inc., collectively with its consolidated subsidiaries, is a holding company incorporated in Maryland and substantially all of its business is conducted by its two segments: (i) residential (formerly known as senior living) through its brand Five Star Senior Living, or Five Star, and (ii) lifestyle services (formerly known as rehabilitation and wellness services) primarily through its brands Ageility Physical Therapy Solutions and Ageility Fitness, or collectively Ageility, as well as Windsong Home Health. AlerisLife reported a net loss of $29.93 million for the year ended Dec. 31, 2021, and a net loss of $7.59 million for the year ended Dec. 31, 2020, and a net loss of $20 million for the year ended Dec. 31, 2019. As of March 31, 2022, the Company had $396.47 million in total assets, $114.85 million in total current liabilities, $110.08 million in total long-term liabilities, and $171.54 million in total shareholders' equity. ALL FLORIDA SAFETY: Case Summary & 15 Unsecured Creditors --------------------------------------------------------- Debtor: All Florida Safety Institute, LLC 820 A1A South Suite #12-A c/o Mark Allen, Manager Ponte Vedra Beach, FL 32082-3582 Business Description: The Debtor offers driving lessons, drivers license testing & traffic school. Chapter 11 Petition Date: September 22, 2022 Court: United States Bankruptcy Court Middle District of Florida Case No.: 22-01926 Debtor's Counsel: Bryan K. Mickler, Esq. LAW OFFICES OF MICKLER & MICKLER, LLP 5452 Arlington Expy. Jacksonville, FL 32211 Email: bkmickler@planlaw.com Total Assets: $2,200,185 Total Liabilities: $5,618,570 The petition was signed by Mark Allen as manager. 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/25PJABQ/All_Florida_Safety_Institute_LLC__flmbke-22-01926__0001.0.pdf?mcid=tGE4TAMA ALL YEAR HOLDINGS: Amends Remaining Unsecured Claims Pay Details ---------------------------------------------------------------- All Year Holdings Limited submitted an Amended Chapter 11 Plan of Reorganization dated September 15, 2022. The Debtor shall seek confirmation of the Plan pursuant to section 1129(b) of the Bankruptcy Code with respect to any Class of Claims or Interests that rejects or is deemed to reject the Plan. The Debtor reserves the right to modify the Plan to the extent, if any, that confirmation pursuant to section 1129(b) of the Bankruptcy Code requires modification, including by modifying the treatment applicable to a Class of Claims or Interests to render such Class of Claims or Interests Unimpaired to the extent permitted by the Bankruptcy Code and the Bankruptcy Rules. Class 4 consists of Remaining Unsecured Claims against the Debtor. Except to the extent that a holder of an Allowed Remaining Unsecured Claim against the Debtor agrees to a less favorable treatment of such Claim, in full and final satisfaction, settlement and release of such Allowed Remaining Unsecured Claim, each such holder shall receive (i) on the Effective Date, from the Disbursing Agent (on behalf of the Debtor), its Pro Rata Share of the Class 4 ED Distribution, (ii) in the event the William Vale Purchase occurs subsequent to the Effective Date, from the Disbursing Agent (on behalf of the Debtor), its Pro Rata Share of any additional New Notes issued, and (iii) on such other date(s) as determined from time to time by the Plan Administrator, from Wind-Down Co, the amounts recovered, if any, from the Excluded Assets (including, but without limitation, from the prosecution of Avoidance Actions and other Causes of Action) and any remaining Wind Down Cash Funding. The right to the foregoing distributions shall be nontransferable except by will, intestate succession, or operation of law. Class 4 is Impaired, and the holders of Remaining Unsecured Claims against the Debtor are entitled to vote to accept or reject the Plan. Like in the prior iteration of the Plan, Class 3 consists of the General Unsecured Claims against the Debtor. Except to the extent that a holder of a General Unsecured Claim against the Debtor agrees to less favorable treatment, the legal, equitable, and contractual rights of the holders of an Allowed General Unsecured Claim are unaltered by the Plan. On and after the Effective Date, the Reorganized Debtor shall continue to satisfy, dispute, pursue, or otherwise reconcile each General Unsecured Claim in the ordinary course of business. Class 6 consists of Interests in the Debtor. On or after the Effective Date, and subject to consummation of the BVI Plan of Arrangement and any other necessary approvals in the BVI Proceeding, all Interests in the Debtor shall be cancelled. The existing holders of the Interests in the Debtor shall neither receive nor retain any property of the Debtor or interest in property of the Debtor on account of such Interest. On the Effective Date, in accordance with the Plan and the Plan Investment Agreement, subject to the satisfaction or waiver of all applicable conditions under the terms thereof, the Sponsor shall: * provide the Sponsor Contribution; and * be the sole shareholder of the Reorganized Debtor, and on the Effective Date, shall hold 100% of the NewCo Shares free and clear of all Claims and Liens. On the Effective Date, in accordance with the Plan and the Plan Investment Agreement, subject to the satisfaction or waiver of all applicable conditions under the terms thereof, the Disbursing Agent (on behalf of the Debtor) shall distribute Pro Rata the Class 4 ED Distribution to (i) the holders of Remaining Unsecured Claims that are Allowed as of the Effective Date, and (ii) the Disbursing Agent, to be held in the Class 4 Disputed Claims Reserve, on behalf of holders of Disputed Remaining Unsecured Claims. On the Effective Date, in accordance with the Plan and the Plan Investment Agreement, subject to the satisfaction or waiver of all applicable conditions under the terms thereof, a single limited liability company unit representing a non-economic 100% ownership interest in Wind-Down Co shall be issued to the Plan Administrator. The Pro Rata Share of the Class 4 ED Distribution allocated to Disputed Remaining Unsecured Claims shall be held in one or more segregated accounts in the Class 4 Disputed Claims Reserve until such claims are Allowed or Disallowed, at which time the applicable portion of the Class 4 ED Distribution shall be distributed to such holders of newly Allowed Remaining Unsecured Claims or to the holders of Remaining Unsecured Claims that were previously Allowed, as the case may be. A full-text copy of the Disclosure Statement dated September 15, 2022, is available at https://bit.ly/3Uvw6E7 from PacerMonitor.com at no charge. Attorneys for the Debtor: Gary T. Holtzer, Esq. Matthew P. Goren, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, New York 10153 Telephone: (212) 310-8000 Facsimile: (212) 310-8007 About All Year Holdings Limited All Year Holdings Limited is a real estate development company founded by American real estate developer Yoel Goldman. It operates as a holding company, which, through its direct and indirect subsidiaries, focuses on the development, construction, acquisition, leasing and management of residential and commercial income producing properties in Brooklyn, N.Y. The company's portfolio includes 1,648 residential units and 69 commercial units in Bushwick, Williamsburg, and Bedford-Stuyvesant. All Year Holdings sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 21-12051) on Dec. 14, 2021. At the time of the filing, the Debtor listed $1 billion to $10 billion in assets and liabilities. Judge Martin Glenn oversees the case. Weil, Gotshal & Manges LLP, led by Matthew Paul Goren, Esq., is the Debtor's bankruptcy counsel while Koffsky Schwalb, LLC and Bartov & Co. serve as special counsels. Donlin Recano & Company, Inc. Is the Debtor's administrative agent. On Dec. 16, 2021, the Debtor filed an application under the laws of the British Virgin Islands with the Eastern Caribbean Supreme Court in the High Court of Justice, Commercial Division Virgin Islands (the "BVI Court") seeking the appointment of Paul Pretlove and Charlotte Caulfield of Kalo (BVI) Limited as joint provisional liquidators under the applicable provisions of the BVI Insolvency Act 2003 (the "BVI Proceeding"). The BVI Court entered an order appointing the JPLs on December 20, 2021 (the "JPL Order"). In addition, on April 14, 2022, with the consent of the JPLs and the approval of the BVI Court, the Debtor commenced a proceeding in the District Court of Tel Aviv â€“ Yafo for recognition of the Chapter 11 Case as a foreign main proceeding under the applicable provisions of Chapter I, Part C of the Insolvency and Rehabilitation Law 5778-2018. The Israeli Court entered an order recognizing the Chapter 11 Case on May 4, 2022. ALUDYNE INC: Moody's Lowers CFR to Caa1, Outlook Remains Stable --------------------------------------------------------------- Moody's Investors Service downgraded Aludyne, Inc.'s corporate family rating to Caa1 from B3 and probability of default rating to Caa1-PD from B3-PD. The senior secured bank credit facility rating was affirmed at Caa1. The rating outlook is stable. The downgrade of the CFR reflects Moody's view that Aludyne's liquidity has weakened with persistent negative free cash flow and significant refinancing risk over the next twelve months. Aludyne's free cash flow burn in 2022 is expected to be greater than Moody's originally anticipated due to higher working capital needs and increased capex spend to support new vehicle programs. Moody's expects Aludyne's free cash flow to be modestly positive in 2023, but with limited cushion to absorb negative developments, such as continued production challenges at the auto manufacturers or higher debt service costs that will likely result from a necessary refinancing. The company's senior secured term loan comes due in November 2023. Further, the company's asset based lending ("ABL") facility, which is in place through 2026 and currently has a meaningful outstanding balance, could face a springing maturity in August 2023 if the existing term loan remains outstanding. Moody's expects Aludyne to generate steady earnings to maintain debt/EBITDA below 4x by end of 2022 and through 2023. Moody's views this to be a sustainable level of financial leverage, but notes ongoing capital markets volatility has heightened the company's refinancing risk in the near-term Downgrades: Issuer: Aludyne, Inc. Corporate Family Rating, Downgraded to Caa1 from B3 Probability of Default Rating, Downgraded to Caa1-PD from B3-PD Affirmations: Issuer: Aludyne, Inc. Gtd Senior Secured 1st Lien Term Loan B, Affirmed Caa1 (LGD4) Outlook Actions: Issuer: Aludyne, Inc. Outlook, Remains Stable RATINGS RATIONALE Aludyne's ratings reflect the company's moderate scale, low earning margin and weak liquidity. The company's ratings are supported by its good competitive position within its product space, specifically as a leading provider of aluminum steering knuckles. Further, Aludyne has content on several newer vehicle launches in the US, which has contributed to the company's above market growth in 2022. Higher volumes and increased pricing have improved Aludyne's earnings in 2022, but uneven production schedules from its customers and elevated input costs continue to weigh on margins. Moody's expects Aludyne's EBITA margin to remain around 3% in 2022 and 2023, which is a marked improvement from the prior two years, but still well below pre-Covid levels (above 7%) when production volumes were much higher. The stable outlook reflects Moody's expectation for debt/EBITDA to remain below 4x, improving margins and moderating free cash flow burn. However, there is significant refinancing risk facing Aludyne over the next twelve months. Moody's expects Aludyne's liquidity to be weak over the next twelve months due to persistent negative free cash flow, significant reliance on its ABL, and the company's looming debt maturities in 2023. The company maintains a moderate amount of cash on its balance sheet, but the majority of the its cash is expected to be held in China. As a result, Aludyne relies heavily on its $125 million ABL to fund its US operations. ABL borrowings of about $79 million at the end of June 2022 were largely used to offset the company's sizeable cash burn related to working capital investments. Moody's expects some working capital reversal to occur in the back half of 2022, but to still contribute to a cash burn for the full year. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if Aludyne is able to restore liquidity, including the expectation of positive free cash flow and the successful refinancing of its 2023 term loan at par. An EBITA margin expected to be sustained above 4% would also support an upgrade. The ratings could be downgraded if Aludyne is unable to increase liquidity through improved operating results and a successful refinancing of its 2023 debt maturities. The ratings could also be downgraded if Moody's believes there is increased risk that Aludyne may pursue a debt restructuring or recovery expectations on the outstanding debt decline. The principal methodology used in these ratings was Automotive Suppliers published in May 2021. Headquartered in Southfield, Michigan, Aludyne is a vertically integrated manufacturer and supplier of aluminum and iron chassis subframe components, including steering knuckles, control arms, sub-frames and assemblies for leading automotive OEMs. Revenue for the twelve months ended June 30, 2022 was approximately $1.2 billion. ALVOGEN PHARMA: Affirms 'B-' ICR, Outlook Stays Negative -------------------------------------------------------- S&P Global Ratings assigned its 'B-' rating to Alvogen Pharma US Inc.'s new extended term loan. S&P also affirmed its 'B-' long-term issuer credit rating and the 'B-' rating on the nonextended portion of the term loan. The 'B-' issuer credit rating reflects recent weakness in profitability, elevated leverage, and the company's reliance on new products for significant improvement in profitability, compounded by substantial maturities within 18 months. The pharmaceutical company recently extended the maturity for 91% of its term loan to June 2025, and the maturity on its asset-backed lending (ABL) facility to January 2024. It also received $110 million cash through the issuance of new preferred equity and converted a portion of the common equity into $120 million of preferred. The negative outlook reflects elevated refinancing risks with about $245 million of outstanding debt maturing within the next 18 months. It also reflects the downside risk to S&P's base-case forecast, which assumes the company's profitability will significantly increase over the next 12 months driven by recent and new product launches. S&P said, "We view the changes to Alvogen's capital structure as credit-positive, but not enough to move the rating. While liquidity is improved, refinancing risk remains high given the $82 million portion of the term loan that was not extended, maturing in December 2023, as well as $164 million of borrowing outstanding under the ABL, which now matures in January 2024. We revised our assessment of liquidity to less than adequate from weak. "This positive credit factor is only partially offset by the increase in cash interest expense, from the 225 basis points (bps) increase on the extended term loan and 50 bps increase on the ABL. Our forecast for revenues and EBITDA remains largely unchanged from June and reflects our expectation for significant EBITDA growth over the coming year from recent product approvals and a good product pipeline. However, this projected growth has yet to be realized and we see elevated downside risks to our base case. "We treat the $230 million of new preferred instrument (including $110 of new capital, and $120 million of existing common that was converted to preferred) as debt-like in our ratios since it has a high PIK interest rate with significant annual step ups beginning year four, which provides an incentive for the company to redeem the instrument as soon as possible, undermining permanence. That said, we recognize that the PIK feature enables the company to conserve cash, which increases its financial flexibility. This represents about a 20% increase in Adjusted Debt from our previous forecast. "The negative outlook reflects elevated refinancing risks with about $245 million of outstanding debt maturing within the next 1.5 years. It also reflects the downside risk to our base-case forecast, which assumes the company's profitability will significantly increase over the next 12 months driven by recent and new product launches. "We could lower our rating within the next 12 months if the company is unable to address its upcoming debt maturities or if expected improvement in profitability and operating cash flow doesn't materialize due to poor execution of recently launched products or further delays to upcoming products. This could lead to liquidity constraints and could lead us to conclude that the company's capital structure is unsustainable. "We could revise our outlook to stable if the company successfully refinances or repays its upcoming debt maturities and we see improvements in profitability supporting operating cash flow generation sufficient to cover fixed charges including mandatory debt amortization, as well as some purchases of intangible assets. Under this scenario, we would expect significant growth from Alvogen's recent and upcoming product launches and EBITDA to interest coverage above 2x. "We view Alvogen's liquidity as less than adequate, reflecting our expectation that the company's sources of cash to be at least 1.2x uses over the next 12 months. However, we believe the company is likely unable to absorb low-probability adversities, even factoring in capital spending cuts and asset sales. "While we expect sources of cash to be sufficient to cover its uses over the next 12 months, we do not forecast sources to cover uses beyond January 2024 without extending the maturity of the ABL." Principal liquidity sources -- About $110 million in cash and cash equivalents, pro forma for the preferred equity issuance; -- Availability of about $76 million under the ABL as of June 30, 2022; and -- Cash funds from operations generation of about $80 million over the next 12 months. Principal liquidity uses -- Mandatory debt amortization of about $48 million over the next 12 months; -- Net working capital investments of about $100 million over next 12 months; and -- Annual capital expenditures of at least $10 million. The company's capital structure consists of a $240 million ABL maturing January 2024 and a first-lien term loan with $82 million due December 2023 and $831 million due June 2025. S&P said, "Our simulated default scenario contemplates a default in 2024, precipitated by underperformance among the new products undermining the significant improvement expected in profitability. "We assume the ABL is about 68% drawn at the time of default, consistent with its current balance. "We assume an emergence EBITDA of $113 million, which would represent a significant decline from our expectations. At that level, we estimate the company would be unable to fund its debt service and nondiscretionary capital expenditures. "We believe Alvogen would reorganize in the event of default given the potential earnings in its development pipeline. "We have valued the company on a going-concern basis using a 5.5x multiple of our projected emergence EBITDA, in line with other peers within the generic pharmaceutical industry." -- Simulated year of default: 2024 -- EBITDA at emergence: $113 million -- EBITDA multiple: 5.5x -- Net enterprise value (after 5% administrative costs): $593 million -- Valuation split in % (obligors/nonobligors): 100/0 -- Collateral value available to first-lien lenders: $423 million -- Priority claims: $170 million (ABL revolver) -- Secured first-lien debt: $890 million --Recovery expectations: 30%-50%; rounded estimate: 45% Notes: All debt amounts include six months of prepetition interest. ESG credit indicators: E-2, S-2, G-3 AMD METAL WORKS: Seeks Chapter 7 Bankruptcy Protection ------------------------------------------------------ Ben van der Meer of Sacramento Business Journal reports that a metalworking company listed as part of several Sacramento region construction projects has filed for Chapter 7 bankruptcy, suggesting the company will liquidate. AMD Metal Works Inc., with an address in Sacramento County near the Power Inn Road area, filed for bankruptcy on Sept. 9, 2022 in U.S. Bankruptcy Court, Eastern District of California. Mark Wolff, an Elk Grove attorney listed as representing AMD Metal Works in the case, said he couldn't speak to the case. The voicemail box at a phone number for AMD Metal Works was full Wednesday. According to the filing, AMD Metal Works has assets of about $3.72 million and liabilities of about $1.89 million. However, about $2.49 million of the company's assets are listed as accounts receivable, or money the company hasn't received yet for work performed within the last 90 days. Among the projects listed where the company performed work and is owed money are the 65 East, now known as Wexler on 65th, student housing project in Sacramento; the 47-unit affordable housing project Sunrise Pointe in Citrus Heights; and Aurora, a 162-unit affordable housing project in Gold River. The company also lists work performed on several Bay Area projects of all kinds and elsewhere in California. Under liabilities, the firm's largest debts include about $363,000 to the IRS, $253,298.30 to Danys Construction Co. in Minnesota and $161,354 to SOL USA LLC, an Illinois-based engineering consultancy. The latter two debts are listed as "accounts payable." AMD Metal Works also owes $317,653 to Valley Iron Inc. in Fresno, listed as a supplier. AMD Metal Works is listed as having active contracts on more than two dozen projects, including both Sunrise Pointe and Aurora. On the company's website, AMD Metal Works states Rocco DiGiovanni founded it in 2016. About AMD Metal Works Inc. Roseville, California-based AMD Metal Works Inc. is a metalworking company founded in 2016 by Rocco DiGiovanni. AMD Metal Works, Inc., sought Chapter 7 bankruptcy protection (Bankr. E.D. Cal. Case No. 22-bk-22290) on Sept. 9, 2022. The company reported assets of about $3.72 million and liabilities of about $1.89 million. The Debtor's counsel: Mark A. Wolff Tel: 916-714-5050 attorneys@wolffandwolff.com ANDOVER SENIOR: Residents Still Concerned Over Rent Hike, PCO Says ------------------------------------------------------------------ Marilyn Randa, the court-appointed patient care ombudsman, filed with the U.S. Bankruptcy Court for the District of Kansas a third report regarding Andover Senior Care, LLC's Victoria Falls assisted living facility. During the facility visit, the PCO observed and heard about rent increase; abusive staff member who appears to be still employed at this facility; reports of no activities; 30-day involuntary discharges for nonpayment; and phones not being answered. The PCO reported that 17 complaints have been made to her office by residents since Andover Senior Care filed bankruptcy. They generally related to call light response, rent increase, discharges, phones not being answered, abusive staff member still employed. The PCO assisted the parties to satisfactorily resolve those complaints. The PCO said there are no open cases being investigated. A copy of the Ombudsman Report is available for free at https://bit.ly/3qPgcHj from PacerMonitor.com The ombudsman may be reached at: Marilyn Randa Regional 4 Long-Term Care Ombudsman-Wichita Kansas Office of Public Advocates 900 SW Jackson St., Suite 1041 Topeka, KS 66612-1220 Tel: (316) 347-1429 Fax: (785) 296-3916 Email: Marilyn.Randa@ks.gov About Andover Senior Care Andover Senior Care, LLC owns and operates an assisted living facility in Andover, Kan. Andover Senior Care sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 22-10139) on March 11, 2022, with up to $10 million in assets and up to $50 million in liabilities. Dennis L. Bush, managing member, signed the petition. Judge Mitchell H. Herren oversees the case. Mark Lazzo, Esq., at Mark J. Lazzo, Attorney At Law, is the Debtor's counsel. Marilyn Randa, the Regional 4 Long-Term Care Ombudsman employed by the Kansas Office of Public Advocates, is the patient care ombudsman appointed in the Debtor's case. ASTROTECH CORP: Incurs $8.3 Million Net Loss in FY Ended June 30 ---------------------------------------------------------------- Astrotech Corporation filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $8.33 million on $869,000 of revenue for the year ended June 30, 2022, compared to a net loss of $7.60 million on $334,000 of revenue for the year ended June 30, 2021. As of June 30, 2022, the Company had $56.22 million in total assets, $2.98 million in total liabilities, and $53.23 million in total stockholders' equity. "Fiscal year 2022 saw continued traction for sales of our TRACER 1000 in our targeted markets of airport security and cargo facilities, with an increase in revenue of 160% over the last fiscal year," stated Thomas B. Pickens, III, Astrotech's chairman and chief executive officer. "We are in the process of introducing the AgLAB-1000-D2 to the nutraceutical processors market. The D2 will be used in high throughput biomass-to-oil applications designed to substantially increase THC and CBD yields, which we believe will have a directly proportional impact on customer revenues. At BreathTech, Dr. Karim Sirgi continues to collaborate with the Chairman of the Respiratory Institute at Cleveland Clinic and his team. Pre-clinical trials are underway to develop the BreathTest-1000, a rapid breath analysis tool that could indicate the presence of a bacterial or viral infection. Finally, we are well-capitalized to invest in the many opportunities across all aspects of the company, and we're excited to share updates on our progress over the coming months," concluded Mr. Pickens. A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1001907/000143774922022502/astc20220705_10k.htm 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 $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. ATI INC: Moody's Upgrades CFR to B1 & Alters Outlook to Positive ---------------------------------------------------------------- Moody's Investors Service upgraded ATI Inc.'s Corporate Family Rating to B1 from B2, its Probability of Default Rating to B1-PD from B2-PD, its senior unsecured rating to B2 from B3 and its senior unsecured shelf rating to (P)B2 from (P)B3. At the same time, the senior unsecured rating for Allegheny Ludlum, LLC was upgraded to B2 from B3. ATI's speculative grade liquidity rating remains at SGL-2. The ratings outlook was changed to positive from stable. "The upgrade of ATI Inc.'s ratings reflects Moody's expectation that its operating performance and credit metrics will significantly improve over the next 12 to 18 months as it benefits from the recovery in its key aerospace end market, market share gains and cost saving and efficiency improvement initiatives. The positive ratings outlook reflects the possibility of additional upgrades if the company's uses a portion of its free cash flow to pay down its funded debt further strengthening its credit profile" said Michael Corelli, Moody's Senior Vice President and lead analyst for ATI Inc. Upgrades: Issuer: ATI Inc. Corporate Family Rating, Upgraded to B1 from B2 Probability of Default Rating, Upgraded to B1-PD from B2-PD Senior Unsecured Regular Bond/Debenture, Upgraded to B2 (LGD4) from B3 (LGD4) Senior Unsecured Shelf, Upgraded to (P)B2 from (P)B3 Issuer: Allegheny Ludlum, LLC GTD Senior Unsecured Regular Bond/Debenture, Upgraded to B2 (LGD4) from B3 (LGD4) Outlook Actions: Issuer: Allegheny Ludlum, LLC Outlook, Changed To Positive From Stable Issuer: ATI Inc. Outlook, Changed To Positive From Stable RATINGS RATIONALE ATI Inc.'s B1 corporate family rating reflects its moderate leverage and ample interest coverage and the expectation these metrics will materially strengthening along with the company's operating performance mainly due to the ongoing recovery in the commercial aerospace market. ATI's rating also reflects its position as a leading producer of specialty titanium and titanium alloys, nickel-based alloys and super alloys serving a wide range of end markets including aerospace and defense, energy, medical, electronics, automotive and others. The company benefits from long term agreements (LTA's) with many of its customers across the airframe, aero engine, defense and medical markets. The rating also incorporates its good liquidity position which provides support to its credit profile and enables it to navigate periods of weakness in the aerospace sector and potential investments in working capital as its business recovers. The rating also incorporates the extreme historical volatility of its operating performance which tends to track the aerospace cycle as well as the risk of lower demand as worldwide economic growth weakens. ATI's operating performance is expected to materially improve along with the recovery in the commercial aerospace sector, since the aerospace and defense sectors account for more than 50% of revenue in a typical year. Continued strength in the defense sector and positive trends in the specialty energy, electronics and medical end markets will also support its recovery. In addition, it will benefit from market share gains and recent efficiency improvement and cost cutting initiatives. Therefore, Moody's anticipate that ATI's adjusted EBITDA will rise to a record high level in the range of $550 million - $600 million in 2022 versus $318 million in 2021. This should enable the company to generate free cash flow even though it plans to make voluntary contributions of about $50 million per year to its pension plans to reduce its underfunding. However, the company has already spent more than Moody's annual estimate of free cash flow on share repurchases as it repurchased $90 million of stock in 1H22. It could buy more stock during the second half of the year considering it has about $60 million left on its $150 million repurchase authorization. ATI's credit metrics have begun to materially strengthen with its leverage ratio (debt/EBITDA) declining to 4.4x in June 2022 from 11.6x in June 2021 as its interest coverage (EBIT/Interest) rose to 2.6x from 0.6x due to the substantial improvement in its operating results and the conversion of $82.5 million of convertible notes into common stock. Moody's expect the company's credit metrics to further improve as it benefits from improved end market demand and a lower pension underfunding adjustment even though Moody's anticipate limited debt paydowns. Also, the leverage ratio would only be about 3.8x on a pro forma basis assuming the company's outstanding convertible debt is converted to equity. The leverage ratio calculation includes $291.4 million of convertible notes due 2025 with a conversion price of $15.49 per share. The company's current share price is about $30.00 per share so it is possible this debt could eventually convert to equity. ATI's speculative grade liquidity rating of SGL-2 considers the company's good liquidity profile which consists of $274 million in cash and approximately $456 million of borrowing availability on its $500 million asset-based lending credit facility as of June 30, 2022. The company utilized $40.8 million of its revolver availability to support the issuance of letters of credit and had no borrowings outstanding. Availability was limited by the borrowing base calculation. The company amended its credit agreement in September 2022 and upsized the revolver to $600 million from $500 million and extended the maturity date to September 2027 from September 2024. The B2 rating on ATI's senior unsecured debt instruments reflects the effective subordination of the unsecured debt relative to the ABL facility and the term loan. The senior unsecured debt at Allegheny Ludlum (guaranteed by ATI) has the same rating as the senior unsecured debt at ATI given the high level of interdependence between the operations. The instruments are also considered to be at parity given the significantly higher asset values of ATI relative to the asset value of Allegheny Ludlum and the view that given the operating interdependence, ATI would support Allegheny Ludlum. The positive outlook incorporates Moody's expectation that ATI's operating performance and credit metrics will strengthen over the next 12 to 18 months and its credit metrics will be strong for its rating. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS ATI's rating could be upgraded if the company pays down its funded debt and demonstrates the ability to sustain EBIT/interest above 3.0x, debt/EBITDA below 3.5x and an adjusted operating margin above 7%. Downward rating pressure could materialize if ATI's adjusted operating margin declines below 5%, retained cash flow is sustained below 8% of outstanding debt or its leverage ratio remains above 5.0x. The rating could also be downgraded if the company's liquidity position materially deteriorates. Headquartered in Dallas, Texas, ATI Inc. is a diversified producer and distributor of components and specialty metals such as titanium and titanium alloys, nickel-based alloys and stainless and specialty steel alloys. It sells these products to the aerospace & defense, specialty energy, electronics and medical sectors. For the twelve months ended June 30, 2022 the company generated revenues of $3.3 billion. The principal methodology used in these ratings was Aerospace and Defense published in October 2021. AVSC HOLDING: Moody's Hikes CFR & First Lien Secured Debt to Caa1 ----------------------------------------------------------------- Moody's Investors Service upgraded AVSC Holding Corp.'s ("AVSC, " dba "Encore") corporate family rating to Caa1 from Caa2 and its probability of default rating to Caa1-PD from Caa2-PD. Concurrently, Moody's upgraded the company's first lien senior secured credit facilities (revolvers due 2023-2024 and term loans due 2025-2026) to Caa1 from Caa2, and its second lien senior secured term loan due 2025 to Caa3 from Ca. The outlook remains stable. The upgrade of the CFR to Caa1 from Caa2 reflects Encore's very strong rebound in revenue and EBITDA in the second quarter of 2022 to above pre-pandemic levels, driven by accelerated market recoveries, pricing initiatives and good expense management. Moody's expects that the positive revenue momentum, combined with substantial improvements in both leverage and liquidity will continue through at least the first quarter of 2023. Moody's expects the company's high debt-to-EBITDA leverage of 10.0 times as of June 30, 2022 to improve to approximately 7.7 times by the end of 2022 as the company anniversaries prior year quarters, which were heavily impacted by the pandemic. The ratings upgrade also incorporates Encore's improved liquidity position following the June 2022 bank amendment to address the near-term refinancing risk associated with the expiration of its $135 million revolving credit facility due March 2023. The amendment affords the company additional time to deleverage prior to accessing capital markets for refinancing. Moody's expects that the company will generate annual free cash of 3-4% of total debt in 2023. Upgrades: Issuer: AVSC Holding Corp. Corporate Family Rating, Upgraded to Caa1 from Caa2 Probability of Default Rating, Upgraded to Caa1-PD from Caa2-PD Senior Secured First Lien Bank Credit Facility, Upgraded to Caa1 (LGD3) from Caa2 (LGD3) Senior Secured Second Lien Bank Credit Facility, Upgraded to Caa3 (LGD6) from Ca (LGD6) Outlook Actions: Issuer: AVSC Holding Corp. Outlook, Remains Stable RATINGS RATIONALE The Caa1 CFR reflects Encore's high debt-to-EBITDA leverage, the refinancing risk associated with upcoming debt maturities in 2025-2026, and challenges to maintain EBITDA growth to offset the accretion of the PIK interest that may impede the company's ability to deleverage. Despite the meaningful EBITDA improvement, Encore's capital structure remains unsustainable. Moody's remains cautiously optimistic about the company's growth prospects in 2023, in the context of uncertain macro environment and inflationary cost pressures. Given the tight labor markets and rising wages, Encore's ability to maintain adequate staffing levels to meet growing demand could prove difficult and costly. Moody's expects the company will take price actions, as needed, to mitigate higher operating costs but also recognizes that Encore's profitability is well above pre-pandemic levels, providing support to the current rating level. Pricing initiatives and incremental business capture for hosting larger-size events in the second quarter 2022 have more than offset event volumes that have not yet fully recovered. Moody's believes that the company's international operations and the smaller-size events will take longer to recover given the macroeconomic uncertainty. Moody's projects revenue and EBITDA growth in the low-single digit percentages over the next 12-18 months, and Encore's very high leverage to decline towards low-to-mid 7.0 times by the end of fiscal 2023. Moody's expect Encore to have adequate liquidity over the next 12-15 months. Sources of liquidity consist of $158.5 million of balance sheet cash at June 30, 2022 and Moody's expectation for free cash flow generation in excess of $100 million over the next 12-15 months. Free cash flow would be significant lower absent the $75 million of PIK interest election on the outstanding debt, which could be paid in cash at the option of the borrower. Following the June 2022 bank amendment, Encore has a $20 million revolving credit facility expiring in March 2023 and a $30 million revolving credit facility due November 2024, both were undrawn at June 30, 2022. After factoring outstanding letters of credit ($17.9 million), revolver availability was around $33.1 million as of June 30, 2022. Encore's springing net leverage ratio covenant of 7.5x under its revolving credit facility has been waived through December 31, 2023. However, the company is subject to a monthly $40 million minimum liquidity covenant (cash and revolver availability), tested at the end of every month through the end of 2023. Moody's expects Encore will maintain at least $150 million of liquidity over the next 12-15 months. The stable outlook reflects Moody's expectation for Encore to maintain at least adequate liquidity and generate organic revenue and EBITDA growth in low-single digit percentages in 2023. The outlook also assumes that the company will continue to deleverage towards 7.0 times and begin to address its capital structure in 2023. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's could upgrade Encore's ratings if the company puts in place a more tenable capital structure, demonstrates sustained growth in revenue and earnings and maintains at least adequate liquidity. A ratings upgrade would also require the company sustaining debt-to-EBITDA (Moody's adjusted) below 7.0 times and maintaining positive free cash flow generation. Moody's could downgrade Encore's ratings if the company's liquidity deteriorates, reports weaker than expected operating performance, or delays in addressing debt maturities. AVSC Holding Corp., operating under the primary brand name Encore, is a leading provider in the audiovisual and event experiences industry delivering creative production, advanced technology and staging to help its customers deliver more dynamic and impactful experiences at their meetings, trade shows and special events. Encore is the event technology provider of choice at leading hotels, resorts and convention centers. Its business model is based on long-term partnerships with these venues, which establish Encore as the exclusive on-site provider of event technology services. Following the August 2018 leveraged buyout, Encore is majority owned by affiliates of Blackstone Group, Inc. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. BANTEC INC: To Sell 5 Billion Shares of Common Stock ---------------------------------------------------- Bantec, Inc. has filed a preliminary prospectus on Form S-1 with the Securities and Exchange Commission relating to a public offering of 5,000,000,000 of its common stock, par value $0.0001 per share. This offering will terminate on the date which is 270 days from the effective date of the prospectus, although the Company may close the offering on any date prior if the offering is fully subscribed or upon the vote of its board of directors. The Company currently expects the public offering price of the shares it is offering to be $0.0002 per share of its common stock. The Company is quoted on the OTC Pink market and there is a limited established market for its stock. Bantec said the offering price of the shares has been determined arbitrarily by the Company. It added that the price does not bear any relationship to its assets, book value, earnings, or other established criteria for valuing a company. In determining the number of shares to be offered and the offering price, the Company took into consideration our capital structure and the amount of money it would need to implement the Company's business plans. Accordingly, the Company maintains, the offering price should not be considered an indication of the actual value of the Company's securities. The offering is being conducted on a self-underwritten, best efforts basis, which means its management will attempt to sell the shares being offered hereby on behalf of the Company. There is no underwriter for this offering. Completion of this offering is not subject to the Company raising a minimum offering amount. The Company does not have an arrangement to place the proceeds from this offering in an escrow, trust or similar account. Any funds raised from the offering will be immediately available to the Company for its immediate use. A full-text copy of the prospectus is available for free at: https://www.sec.gov/Archives/edgar/data/1704795/000121390022056623/ea165185-s1_bantec.htm About Bantec Inc. Bantec, Inc., a product and service company, through its subsidiaries and divisions, sells drones and related products manufactured by third parties to various parties, including facility managers, engineers, maintenance managers, purchasing managers and contract officers who work for hospitals, universities, manufacturers, commercial businesses, local and state governments and the US Government. The Company also offers technical services related to drone utilization. Bantec reported a net loss of $1.88 million for the year ended Sept. 30, 2021, compared to a net loss of $4.33 million for the year ended Sept. 30, 2020. As of June 30, 2022, the Company had $838,279 in total assets, $16.43 million in total liabilities, and a total stockholders' deficit of $15.59 million. Boca Raton, Florida-based Salberg & Company, P.A., the Company's auditor since 2017, issued a "going concern" qualification in its report dated Jan. 7, 2022, citing that the Company has a net loss and cash used in operations of $1,882,071 and $1,576,648 respectively, in fiscal 2021, and has a working capital deficit, stockholders' deficit and accumulated deficit of $14,709,592, $14,796,078 and $32,956,840 at Sept. 30, 2021. These matters raise substantial doubt about the Company's ability to continue as a going concern. BAY AREA DEVELOPMENT: Files for Chapter 11 Protection ----------------------------------------------------- Due to its financial circumstances, Bay Area Development Co. filed for chapter 11 protection. According to court filings, Bay Area Development Co. estimates between 1 and 49 unsecured creditors. The bare-bones petition states that funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for Oct. 17, 2022, at 9:00 AM at UST-LA2, TELEPHONIC MEETING. CONFERENCE LINE:1-866-816-0394, PARTICIPANT CODE:5282999. Proofs of claim are due by Jan. 15, 2023. About Bay Area Development Co. Bay Area Development Co. is a loan agency in California. Bay Area Development Co. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-15031) on September 15, 2022. In the petition filed by Leslie Klein, as president and CEO, the Debtor reported assets and liabilities between $1 million and $10 million each. The Debtor is represented by Vanessa M Haberbush of Haberbush, LLP. BED BATH & BEYOND: To Close and To Liquidate 56 Stores ------------------------------------------------------ Eliza Ronalds-Hannon and Jeannette Neumann of Bloomberg News report that Bed Bath & Beyond cuts 56 stores in its latest turnaround move. Bed Bath & Beyond Inc. is starting to close down and liquidate 56 stores as part of a wide-ranging turnaround plan, which the troubled retailer is betting will rekindle some of its lost appeal with US shoppers. The closings, many of which are happening in the upper Midwest, New York and New Jersey where its locations are more densely packed, are the first round of what will ultimately total about 150 stores. Along with job cuts for 20% of its workforce, the changes are aimed at slashing costs at a business that has burned through cash and lost customers. About Bed Bath & Beyond The Union, NJ-based Bed Bath & Beyond Inc., together with its subsidiaries, is an omnichannel retailer selling a wide assortment of merchandise in the Home, Baby, Beauty & Wellness markets and operates under the names Bed Bath & Beyond, buybuy BABY, and Harmon, Harmon Face Values. The Company also operates Decorist, an online interior design platform that provides personalized home design services. The Company reported a net loss of $559.62 million for the fiscal year ended Feb. 26, 2022, a net loss of $150.77 million for the year ended Feb. 27, 2021, a net loss of $613.82 million for the year ended Feb. 29, 2020, and a net loss of $137.22 million for the year ended March 2, 2019. As of May 28, 2022, the Company had $4.94 billion in total assets, $5.16 billion in total liabilities, and a total stockholders' deficit of $220.30 million. Much of Bed Bath & Beyond's bonds and loans are trading at distressed levels. In August 2022, Bloomberg reported that Bed Bath hired law firm Kirkland & Ellis to help it address a debt load that's become unmanageable, and is late on its payments to vendors, leading some to restrict shipments or halt them altogether. Kirkland, typically known for its dominance in restructuring and bankruptcy situations, was tapped to advise the retailer on options for raising new money, refinancing existing debt, or both. BITNILE HOLDINGS: Expects Increase in Daily Mining Production ------------------------------------------------------------- BitNile Holdings, Inc. provided projections on expected Bitcoin mining production levels. The Company expects to have 7,500 miners at its Michigan data center and 6,500 miners at the Texas facility hosted by Computer North, LLC installed by the end of September 2022. This includes the 2,004 S19j Pro Antminers that had been held by U.S. Customs and Border Patrol for review and audit, which miners have been released and delivered to the Company's Michigan property. Based on expected installations of S19j Pro and S19 XP Antminers, BitNile expects to increase its average daily mining production to approximately 4.7 Bitcoin per day by the end of September 2022, nearly doubling to approximately 9.33 Bitcoin per day by the end of December 2022, based on current market conditions, including a mining difficulty of 32.05 trillion. Milton "Todd" Ault, III, the Company's executive chairman, stated, "As the market has experienced a crypto winter, our investment in the Michigan data center and our positive relationship with Bitmain allow us to have confidence in our long-term plans regarding Bitcoin mining. Our recent purchase of additional Bitcoin mining equipment demonstrates our belief in the long-term outlook for Bitcoin. The plan to grow our Bitcoin mining operations is clear, and it is rewarding to see the team continue to deliver on the goal of timely installation of new Bitcoin miners as they arrive at our Michigan data center and the Texas hosted facility." As previously disclosed, BitNile has entered into purchase agreements with Bitmain Technologies Limited for a total of 21,925 Bitcoin miners, including 4,600 environmentally friendly S19 XP Antminers that feature a processing power of 140 terahashes per second ("TH/s") and 17,325 S19j Pro Antminers that feature a processing power of 100 TH/s. Once all of the miners are fully deployed and operational, BitNile expects to achieve a mining production capacity of approximately 2.3725 exahashes per second. The Company notes that all estimates and other projections are subject to the actual delivery and installation of Bitcoin miners, the volatility in Bitcoin market price, the fluctuation in the mining difficulty level, and other factors that may impact the results of production or operations. About BitNile Holdings BitNile Holdings, Inc. (formerly known as Ault Global Holdings, Inc.) -- www.BitNile.com -- is a diversified holding company pursuing growth by acquiring undervalued businesses and disruptive technologies with a global impact. Through its wholly and majority-owned subsidiaries and strategic investments, the Company owns and operates a data center at which it mines Bitcoin and provides mission-critical products that support a diverse range of industries, including defense/aerospace, industrial, automotive, telecommunications, medical/biopharma, and textiles. In addition, the Company extends credit to select entrepreneurial businesses through a licensed lending subsidiary. BitNile's headquarters are located at 11411 Southern Highlands Parkway, Suite 240, Las Vegas, NV. BitNile reported a net loss of $23.97 million for the year ended Dec. 31, 2021, a net loss of $32.73 million for the year ended Dec. 31, 2020, a net loss of $32.94 million for the year ended Dec. 31, 2019, and a net loss of $32.98 million for the year ended Dec. 31, 2018. As of June 30, 2022, the Company had $596.27 million in total assets, $133.98 million in total liabilities, $116.89 million in redeemable noncontrolling interests in equity of subsidiaries, and $345.40 million in total stockholders' equity. BITNILE HOLDINGS: To Pay Monthly Cash Dividend on Preferred Shares ------------------------------------------------------------------ BitNile Holdings, Inc.'s Board of Directors has declared a monthly cash dividend of $0.2708333 per share of the Company's outstanding 13.00% Series D Cumulative Redeemable Perpetual Preferred Stock. The record date for this dividend is Sept. 30, 2022, and the payment date is Oct. 11, 2022. Link to NYSE quote for the Company's 13.00% Series D Cumulative Redeemable Perpetual Preferred Stock: https://www.nyse.com/quote/XASE:NILEpD For more information on BitNile and its subsidiaries, BitNile recommends that stockholders, investors, and any other interested parties read BitNile's public filings and press releases available under the Investor Relations section at www.BitNile.com or available at www.sec.gov. About BitNile Holdings BitNile Holdings, Inc. (formerly known as Ault Global Holdings, Inc.) -- www.BitNile.com -- is a diversified holding company pursuing growth by acquiring undervalued businesses and disruptive technologies with a global impact. Through its wholly and majority-owned subsidiaries and strategic investments, the Company owns and operates a data center at which it mines Bitcoin and provides mission-critical products that support a diverse range of industries, including defense/aerospace, industrial, automotive, telecommunications, medical/biopharma, and textiles. In addition, the Company extends credit to select entrepreneurial businesses through a licensed lending subsidiary. BitNile's headquarters are located at 11411 Southern Highlands Parkway, Suite 240, Las Vegas, NV. BitNile reported a net loss of $23.97 million for the year ended Dec. 31, 2021, a net loss of $32.73 million for the year ended Dec. 31, 2020, a net loss of $32.94 million for the year ended Dec. 31, 2019, and a net loss of $32.98 million for the year ended Dec. 31, 2018. As of June 30, 2022, the Company had $596.27 million in total assets, $133.98 million in total liabilities, $116.89 million in redeemable noncontrolling interests in equity of subsidiaries, and $345.40 million in total stockholders' equity. BORREGO COMMUNITY: U.S. Trustee Appoints Jacob Nathan Rubin as PCO ------------------------------------------------------------------ Tiffany Carroll, Acting U.S. Trustee for Region 15, appointed Jacob Nathan Rubin as patient care ombudsman for Borrego Community Health Foundation. The PCO will carry out the duties set forth in Section 333(b) as follows: * monitor the quality of patient care provided to patients of Borrego, to the extent necessary under the circumstances, including interviewing patients and physicians; * not later than 60 days after the date of appointment, and not less frequently than at 60-day intervals thereafter, report to the court after notice to the parties in interest, at a hearing or in writing, regarding the quality of patient care provided to patients of Borrego; and * if such ombudsman determines that the quality of patient care provided to patients is declining significantly or is otherwise being materially compromised, file with the court a motion or a written report, with notice to the parties in interest immediately upon making such determination. A copy of the notice is available for free at https://bit.ly/3BP2H0w from PacerMonitor.com About Borrego Community Borrego Community Health Foundation offers, among other services, comprehensive primary care, pediatric care, urgent care, behavioral health services, dental services, specialty care, transgender health, women's health, prenatal care, veteran's health, and chiropractic services. The Debtor is a non-profit public charity, tax-exempt under section 501(c)(3) of the Internal Revenue Code. The Debtor, as of Sept. 12, 2022, had 24 brick and mortar sites including administrative sites, two pharmacies and six mobile units covering a service area consisting of a 250-mile corridor on the eastern side of San Diego and Riverside Counties, Calif. Borrego Community Health Foundation sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Calif. Case No. 22-02384) on Sept. 12, 2022, with between $50 million and $100 million in assets and liabilities. Isaac Lee, chief restructuring officer, signed the petition. Tania M. Moyron, Esq., at Dentons US, LLP is the Debtor's legal counsel. Kurtzman Carson Consultants, LLC is the Debtor's claims and noticing agent. BROOKLYN IMMUNOTHERAPEUTICS: Inks Services Deal With Factor ----------------------------------------------------------- Brooklyn ImmunoTherapeutics, Inc. entered into a Master Services Agreement with Factor Bioscience Inc., pursuant to which Factor has agreed to provide services to the Company as agreed between the Company and Factor. Under the MSA, Factor has agreed to provide the Company with mRNA cell engineering research support services, including access to certain facilities, equipment, materials and training, and the Company has agreed to pay Factor an initial fee of $5,000,000, payable in twelve equal monthly installments of $416,667. Following the initial 12-month period, the Company has agreed to pay Factor a monthly fee of $416,667 until such time as the first work order under the MSA is terminated. The Company may terminate the first work under the MSA on or after the second anniversary of the date of the MSA, subject to providing Factor with 120 days' prior notice. Factor may terminate such work order only on and after the fourth anniversary of the date of the MSA, subject to providing the Company with 120 days' prior notice. The MSA contains customary confidentiality provisions and representations and warranties of the parties, and the MSA may be terminated by ether party upon 30 days' prior notice, subject to any superseding termination provisions contained in a particular work order. In connection with entering into the MSA, Factor's subsidiary, Factor Bioscience Limited, agreed to waive payment of $3,500,000 otherwise payable to it in October 2022 by the Company's subsidiaries under the Company's previously disclosed Exclusive License Agreement, dated April 26, 2021, by and among Factor Limited and the Company's wholly owned subsidiaries, Novellus Therapeutics Limited and Brooklyn ImmunoTherapeutics LLC. About Brooklyn ImmunoTherapeutics Brooklyn ImmunoTherapeutics, Inc. (formerly NTN Buzztime, Inc.) is biopharmaceutical company focused on exploring the role that cytokine, gene editing, and cell therapy can have in treating patients with cancer, blood disorders, and monogenic diseases. Brooklyn ImmunoTherapeutics reported a net loss of $122.31 million for the year ended Dec. 31, 2021, compared to a net loss of $26.53 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $32.43 million in total assets, $25.93 million in total liabilities, and $6.50 million in total stockholders' and members' equity. New York, NY-based Marcum LLP, the Company's former auditor, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. CADIZ INC: Calif. Court Affirms Tentative Rulings on Rights-of-Ways ------------------------------------------------------------------- The U.S. District Court for the Central District of California affirmed on Sept. 13, 2022, its tentative ruling in two cases filed against the US Department of the Interior and US Bureau of Land Management by the Center for Biological Diversity and National Parks Conservation Association challenging the adequacy of the federal review of the two rights-of-ways issued to Cadiz Inc. in 2020 authorizing the conversion of the natural gas pipeline acquired from El Paso Natural Gas to transport water over BLM-managed lands (approx. 58 miles of the 220 mile pipeline). In its ruling, the Court granted Interior's motion for voluntary remand sending the permits back to the BLM while the agency considers the scope of environmental review required to approve conversion of the pipeline to transport water over BLM lands. There is a status conference with the Court set for Sept. 26, 2022. The Executive Chair of the Company's Board of Directors, Susan Kennedy, made the following statement regarding the ruling: The ruling will have no impact on completion of the Cadiz Water Conservation and Storage Project and we do not expect additional environmental review by the BLM to cause significant delay. Cadiz' ownership of the pipeline is unaffected by the Court's ruling, and any additional environmental review required by the BLM to convert the pipeline to transport water will be done concurrently with the existing construction schedule. Full environmental review of the Cadiz Water Conservation and Storage Project was completed in 2012 with a final ruling issued by the California Court of Appeal in 2016. California Courts have determined the Groundwater Management, Monitoring and Mitigation Plan adopted by San Bernardino County and reviewed under California Environmental Quality Act ensures that the Project will have no adverse environmental impacts. The Company has no concerns with additional environmental review and believes review can be conducted without impeding the construction timeline. While permits for conversion of the Northern Pipeline are reviewed by federal agencies, the Company will continue with the conversion of the pipeline and development of the Project, including the construction of three new groundwater wells beginning in the 4th quarter of 2022. Construction of the three wells will start in early October and proceed through 1st quarter of 2023. With three new wells online, the Cadiz Ranch will have 10 wells in operation with total annual capacity of 25,000 acre-feet of water per year. About Cadiz Inc. Founded in 1983 and headquartered in Los Angeles, California, Cadiz Inc. -- http://www.cadizinc.com-- is a natural resources development company dedicated to creating sustainable water and agricultural opportunities in California. The Company owns 70 square miles of property with significant water resources in Southern California and are the largest agricultural operation in San Bernardino, California, where we have sustainably farmed since the 1980s. The Company is also partnering with public water agencies to implement the Cadiz Water Project, which was named a Top 10 Infrastructure Project that over two phases will create a new water supply for approximately 400,000 people and make available up to 1 million acre-feet of new groundwater storage capacity for the region. Cadiz reported a net loss and comprehensive loss of $31.25 million for the year ended Dec. 31, 2021, a net loss and comprehensive loss of $37.82 million for the year ended Dec. 31, 2020, a net loss and comprehensive loss applicable to common stock of $29.53 million for the year ended Dec. 31, 2019, and a net loss and comprehensive loss of $26.27 million for the year ended Dec. 31, 2018. As of March 31, 2022, the Company had $119.74 million in total assets, $74.13 million in total liabilities, and $45.61 million in total stockholders' equity. CAPSTONE GREEN: All Five Proposals Passed at Annual Meeting ----------------------------------------------------------- Capstone Green Energy Corporation virtually held its Annual Meeting via webcast at which the stockholders: (1) elected Robert C. Flexon, Darren R. Jamison, Yon Y. Jorden, Robert F. Powelson, Denise Wilson, and Ping Fu as directors to serve until the next annual meeting or until their successors are elected and qualified; (2) approved an amendment to increase the number of shares available under the Capstone Green Energy Corporation 2017 Equity Incentive Plan by 600,000; (3) approved, on non-binding advisory basis, the compensation of the Company's named executive officers; (4) ratified an amendment to the Company's NOL Rights Agreement, extending the Final Expiration Date under the NOL Rights Agreement from May 6, 2022 to May 6, 2025; and (5) ratified the selection of Marcum LLP as the Company's independent registered public accounting firm for the fiscal year ending March 31, 2023. About Capstone Energy Capstone Green Energy Corporation is a provider of customized microgrid solutions and on-site energy technology systems focused on helping customers around the globe meet their environmental, energy savings, and resiliency goals. In April 2021, the Company added additional products to its portfolio and shifted its focus to four key business lines. Capstone reported a net loss of $20.21 million for the year ended March 31, 2022, a net loss of $18.39 million for the year ended March 31, 2021, Capstone reported a net loss of $21.90 million for the year ended March 31, 2020, and a net loss of $16.66 million for the year ended March 31, 2019. As of March 31, 2022, the Company had $100.77 million in total assets, $95.36 million in total liabilities, and $5.41 million in total stockholders' equity. CAREERBUILDER LLC: Moody's Cuts CFR & Alters Outlook to Stable -------------------------------------------------------------- Moody's Investors Service downgraded CareerBuilder, LLC's corporate family rating to Caa3 from Caa1, probability of default rating to Ca-PD from Caa1-PD, and Senior Secured First Lien Term Loan Rating to Caa3 from Caa1. The outlook was changed to stable from negative. The downgrade of CareerBuilder's CFR to Caa3 reflects Moody's view that the likelihood of a debt restructuring has increased given the company's July 2023 maturity of its senior secured term loan and the company's negative operating trends that include declining revenue, negative free cash flow and a lack of consolidated profits. Moody's views the capital structure as unsustainable particularly given the limited timeframe the company has to complete an asset sale and, or refinancing. The downgrade of the PDR to Ca-PD from Caa1-PD specifically incorporates Moody's view of a high likelihood of a distressed exchange – pre-emptive or otherwise – with an above average recovery in the event of default. Downgrades: Issuer: CareerBuilder, LLC Corporate Family Rating, Downgraded to Caa3 from Caa1 Probability of Default Rating, Downgraded to Ca-PD from Caa1-PD Senior Secured 1st Lien Term Loan, Downgraded to Caa3 (LGD3) from Caa1 (LGD3) Outlook Actions: Issuer: CareerBuilder, LLC Outlook, Changed To Stable From Negative RATINGS RATIONALE CareerBuilder's Caa3 CFR reflects its elevated risk of a distressed exchange given the remaining $175.6 million senior secured term loan due in July 2023 and the company's weak credit metrics that include a 7.5% revenue decline over the past twelve months ending June 30, 2022. The company's earning quality is very weak and characterized by negative EBITDA without including large add-backs for restructuring charges and other items. After investing heavily in marketing and its go-to-market strategy over nearly the past two years, the company has slowed revenue declines but has yet to demonstrate a consistent growth profile that would lead to earnings improvement sufficient of capably serving its current debt load, or one that would allow for refinancing on good economic terms. With $52.1 million of cash on hand, the company has sufficient cash to operate until its July 2023 maturity but Moody's expects it to run free cash flow deficits of about $45 million on an annual basis under the current capital structure. CareerBuilder benefits from a well-known brand and a large database of resumes. However, there the company faces strong competition, including from larger, better-capitalized peers such as Indeed.com owner Recruit Holdings Co., Ltd. (A3 stable) and LinkedIn owner Microsoft Corporation (Aaa stable). All financial metrics cited reflect Moody's standard adjustments. Moody's expects CareerBuilder's financial strategies will be aggressive under its private equity ownership and may include cash distributions to shareholders. The company used proceeds from asset sales in 2020 for debt reduction, cash to fund future investment and a distribution to shareholders and may potentially look to divest other assets in anticipation of its July 2023 debt maturity. Moody's notes that the losses and cash flow burn are partly a result of the company's decision to invest asset sale proceeds in the business. Nonetheless, the continuation of revenue declines, while they are slowing, are also a key driver of poor operating results. CareerBuilder's liquidity profile is considered weak. The company will rely on its large cash balance to fund operations. Cash as of June 30, 2022 was $52.1 million. The $50 million revolving credit facility is no longer available after having expired in July 2022. Moody's expects the company will generate negative $45 million of free cash flow on an annual basis up to the July 2023 maturity of its senior secured term loan. There are no financial covenants on the first lien credit facility following the expiration of the revolver. The Caa3 rated senior secured $175 million term loan maturing in July 2023 reflects both the PDR of Ca-PD and the loss given default ("LGD") assessment of LGD3. The senior secured first lien term loan benefits from secured guarantees from all existing and subsequently acquired domestic subsidiaries and is in line with the Caa3 CFR, as there is no other meaningful debt in the capital structure. The stable outlook reflects Moody's view that the company's probability of default, including the potential for a debt restructuring, will remain at current levels as it executes its plan to address upcoming debt maturities. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if the company addresses its debt maturity and reduces its debt burden. The ratings could be downgraded if the company's liquidity were to erode faster than Moody's expects such that the likelihood of default became more imminent or if the company were to undertake a distressed exchange of its debt. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. CareerBuilder, headquartered in Chicago, IL and controlled by affiliates of private-equity sponsor Apollo Global Management, operates an online job board and provides related services and software. Revenue for the twelve months ending June 30, 2022 was $242 million. CARVER BANCORP: Three Proposals Passed at Annual Meeting -------------------------------------------------------- Carver Bancorp, Inc. held its Annual Meeting of Stockholders at which the stockholders: (1) elected Pazel G. Jackson, Jr. as director for a three-year term; (2) ratified the appointment of BDO USA, LLP as independent auditors for Carver Bancorp, Inc. for the fiscal year ending March 31, 2023; and (3) approved, on an advisory (non-binding) basis, the compensation of the Company's Named Executive Officers. Robin L. Nunn's nomination was not considered at the Annual Meeting since the Company did not receive the non-objection of the Board of Governors of the Federal Reserve by the Annual Meeting. Ms. Nunn will subsequently be appointed to the Board of Directors of the Company upon the receipt of the FRB's non-objection. About Carver Bancorp Headquartered in New York, Carver Bancorp, Inc., is the holding company for Carver Federal Savings Bank, a federally chartered savings bank. The Company conducts business as a unitary savings and loan holding company, and the principal business of the Company consists of the operation of its wholly- owned subsidiary, Carver Federal. Carver Federal was founded in 1948 to serve African-American communities whose residents, businesses and institutions had limited access to mainstream financial services. The Bank remains headquartered in Harlem, and predominantly all of its seven branches and four stand-alone 24/7 ATM centers are located in low- to moderate-income neighborhoods. Carver Bancorp reported a net loss of $847,000 for the year ended March 31, 2022, a net loss of $3.90 million for the year ended March 31, 2021, a net loss of $5.42 million for the year ended March 31, 2020, and a net loss of $5.94 million for the year ended March 31, 2019. As of March 31, 2022, the Company had $735.31 million in total assets, $680.23 million in total liabilities, and $55.09 million in total equity. CEN BIOTECH: To Launch WordPresto on Sept. 28 --------------------------------------------- CEN Biotech Inc. plans to launch its newest technology product, WordPresto (www.wordpresto.com) on Sept. 28, 2022, at 11:00 a.m. EDT. This launch event will be broadcast on both Facebook Live and YouTube live and will highlight WordPresto's capabilities aiming to revolutionize the web design market and to address the needs of scalable and affordable web design. Date: September 28, 2022 Time: 11:00 AM EDT / 8:00 AM PDT Location: www.wordpresto.com (Links to Facebook and YouTube live events from the home page) As stated in a press release, "WordPresto is a both a product and service that seeks to provide people with a customized web design experience that utilizes WordPress as the core content management system as its web platform. WordPresto aims to provide interactive and customized web design technologies and services coupled with affordable ongoing support and maintenance. Our team aims to work from the ground up to quickly and affordably create an eloquent website that gives users a custom look and feel. With WordPresto, all you need to do is communicate your needs, provide ongoing feedback and let our experts do the rest. It starts with selecting a website package that best suits your company's needs based on the industry, overall goals and objectives, and other marketing efforts that are in place. Each website package includes image and software licensing, professional design and development, updates and security patches, enterprise hosting, project management, and ongoing support and maintenance." "The launch event will be hosted by Larry Lehoux, the Company's President, and chief technology officer, who states "WordPresto is the first scheduled launch of a new line of products which are in the process of being developed by CEN. We are very excited to bring forth and continue seeking to develop leading consumer and business-focused products that utilize Artificial Intelligence-based technologies designed to make website development and maintenance more efficient and affordable. CEN has fully embraced the power of Artificial Intelligence and intends to design a series of products and services that utilize A.I. technologies to make everyday life easier, more efficient informative and entertaining." About CEN Biotech Inc. CEN Biotech, Inc. -- http://www.cenbiotechinc.com-- is focused on the manufacturing, production and development of Light Emitting Diode lighting technology and hemp products. The Company intends to explore the usage of hemp, which it intends to cultivate for usage in industrial, medical and food products. Its principal office is located at 300-3295 Quality Way, Windsor, Ontario, Canada. CEN Biotech reported a net loss of $18.90 million for the year ended Dec. 31, 2021, compared to net income of $14.25 million for the year ended Dec. 31, 2020. As of June 30, 2022, the Company had $8.07 million in total assets, $9.93 million in total liabilities, and a total shareholders' deficit of $1.86 million. New York, New York-based Mazars USA LLP, the Company's former auditor, issued a "going concern" qualification in its report dated April 14, 2022, citing that the Company has incurred significant operating losses and negative cash flows from operations since inception. The Company also had an accumulated deficit of $45,964,183 at Dec. 31, 2021. The Company is dependent on obtaining necessary funding from outside sources, including obtaining additional funding from the sale of securities in order to continue their operations. The COVID-19 pandemic has hindered the Company's ability to raise capital. These conditions raise substantial doubt about its ability to continue as a going concern. CIP 1106: Seeks Cash Collateral Access Thru Dec 31 -------------------------------------------------- CIP 1106 11th St, LLC asks the U.S. Bankruptcy Court for the Central District of California, Los Angeles, Division, for authority to use cash collateral for the period from September 1 through December 31, 2022. The Debtor requires the use of cash collateral to pay ordinary and necessary operating expenses in accordance with the budget, with a 15% variance. Currently, the Debtor is not using cash collateral and those funds are being segregated, but this is no longer sustainable. The Debtor believes the senior lienholder, ReadyCap Commercial, LLC, has an equity cushion of approximately 51%. Notwithstanding, the Debtor proposes to make adequate protection payments to Keybank of $12,000. Northern California Collection Service, Inc. filed a UCC-1 based on a judgment entered on July 21, 2021 (NCCS v. CIP 4730 El Camino Holdings, LCC., et al., Case No. 34-2019-00267250). However, the Debtor disputes NCCS holds a judgment against it or that it holds a valid lien against it cash on hand. The Debtor intends to file an objection if NCCS files a proof of claim. In January 2018, the Debtor financed the purchase of the Property, a 25,272-square foot office building located at 1106 11th Street, Sacramento, CA, with a loan from ReadyCap. Keybank Real Estate Capital is the servicer for ReadyCap. The Debtor values the Property at $10,000,000. During 2020 and 2021, and a direct result of the worldwide COVID-19 pandemic, most tenants walked away from their leases, including both ground floor retail tenants -- over 14,660-square feet of abandoned space in the 25,272-square foot building. However, the Debtor was able to maintain the Property, pay the mortgage, insurance, taxes, and maintenance. In late 2021, the Debtor succeeded in signing a new lease for the 5th floor. In 2022, the Debtor was successful in signing a lease with a new tenant for the 2nd floor, and it moved existing tenants to the lower level. ReadyCap issued a default when the loan matured in April 2022. A trustee sale was set for July 21, 2022, which was postponed to August 19 after payment to the lender of $150,000. The parties thereafter engaged in robust discussions and negotiations to postpone the sale again while the Debtor proceeded with a complete refinance. There was a constant stream of communication with the Lender until the moment the bankruptcy was filed. The Debtor believes the lienholders are adequately protected by the continued and uninterrupted operation of the business. The Debtor will also give to the alleged secured creditors a replacement lien on the revenue generated postpetition from the Property to the extent that the ReadyCap's cash collateral is actually used. A hearing on the matter is set for October 11, 2022 at 10 a.m. A copy of the motion is available at https://bit.ly/3eLTjl3 from PacerMonitor.com. About CIP 1106 11th St, LLC CIP 1106 11th St, LLC is a Delaware limited liability company created on October 24, 2019, as a real estate investment company. Its managing member is Robert W. Clippinger. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-14521) on August 19, 2022. Judge Vincent P. Zurzolo oversees the case. Mathew D. Resnick, Esq., at RHM LAW, LLP is the Debtor's counsel. CLEANSPARK INC: Board OKs Amendments to Execs' Employment Contracts ------------------------------------------------------------------- The compensation committee of the Board of Directors of CleanSpark, Inc. approved (i) amendments to the executive employment agreements of Zachary Bradford, the Company's chief executive officer and president, S. Matthew Schultz, the Company's executive chairman, and Gary Vecchiarelli, the Company's chief financial officer, (ii) certain one-time cash and equity incentive grants to Mr. Bradford and Mr. Schultz and (iii) adjustments to certain existing equity incentive grants of Mr. Bradford and Mr. Schultz. Mr. Bradford's and Mr. Schultz's Employment Agreements, both of which were executed on October 26, 2020, were filed as exhibits to the Current Report on Form 8-K filed by the Company on Oct. 28, 2020. Amendment to Zachary Bradford's Employment Agreement On Sept. 13, 2022, Mr. Bradford's Employment Agreement was amended to provide the following compensation to Mr. Bradford: (i) a $600,000 annual base salary, effective Oct. 1, 2022, , (ii) a bonus opportunity equal to 100% of base salary, effective Oct. 1, 2022, (iii) the grant of 1,350,000 performance stock units, 1/7th of which shall vest upon the later of the Company obtaining shareholder approval to increase the shares available under the Company's 2017 Equity Incentive Plan, as amended and the Company's reaching 4.0 EH of total Bitcoin mining processing power, and each additional 1/14th of which shall vest each time the Company reaches an incremental 500 PH/s of total processing power (or, in each case, if later, the Shareholder Approval Date) (i.e., from 4.5 to 10.0 EH), (iv) 1,350,000 restricted stock units, such RSUs vesting on each anniversary of the grant date, such that the RSUs will fully vest on the third anniversary of the grant date, provided the Shareholder Approval is obtained, and (v) effective October 1, 2022, the payment of 1.2 Bitcoin per month. In the event that the Company ceases to mine Bitcoin for any reason, the Bitcoin payment shall automatically terminate, and the Company shall have no obligation to pay Mr. Bradford any additional Bitcoin. The amendment to Mr. Bradford's Employment Agreement does not alter, amend or supersede any other terms of his Employment Agreement, all of which shall continue in full force and effect. Amendment to S. Matthew Schultz's Employment Agreement On Sept. 13, 2022, Mr. Schultz's Employment Agreement was amended to provide the following compensation to Mr. Schultz: (i) a $540,000 annual base salary, effective Oct. 1, 2022, (ii) a bonus opportunity equal to 100% of base salary, effective Oct. 1, 2022, (iii) the grant of 1,215,000 performance PSUs, 1/7th of which shall vest upon the later of the Shareholder Approval Date and the Company's reaching 4.0 EH of total Bitcoin mining processing power, and each additional 1/14th of which shall vest each time the Company reaches every incremental 500 PH/s of total processing power (or, in each case, if later, the Shareholder Approval Date) (i.e., from 4.5 to 10.0 EH), (iv) 1,215,000 RSUs, such RSUs vesting on each anniversary of the grant date, such that the RSUs will fully vest on the third anniversary of the grant date, provided the Shareholder Approval has been obtained and (v) effective Oct. 1, 2022, the payment of 1.08 Bitcoin per month. In the event that the Company ceases to mine Bitcoin for any reason, the Bitcoin payment shall automatically terminate, and the Company shall have no obligation to pay Mr. Schultz any additional Bitcoin. The amendment to Mr. Schultz's Employment Agreement does not alter, amend or supersede any other terms of his Employment Agreement, all of which shall continue in full force and effect. Amendment to Gary Vecchiarelli's Employment Agreement On Sept. 13, 2022, Mr. Vecchiarelli's Employment Agreement was amended to provide the following compensation to Mr. Vecchiarelli: (i) a $400,000 annual base salary, effective Oct. 1, 2022, (ii) the grant of 120,000 PSUs, 1/7th of which shall vest upon the later of the Shareholder Approval Date and the Company's reaching 4.0 EH of total Bitcoin mining processing power, and each additional 1/14th of which shall vest each time the Company reaches every incremental 500 PH/s of total processing power (or, in each case, if later, the Shareholder Approval Date) (i.e., from 4.5 to 10.0 EH), (iii) 120,000 RSUs, such RSUs vesting on each anniversary of the grant date, such that the RSUs will fully vest on the third anniversary of the grant date, provided the Shareholder Approval has been obtained and (iv) effective Oct. 1, 2022, the payment of 0.167 Bitcoin per month. In the event that the Company ceases to mine Bitcoin for any reason, the Bitcoin payment shall automatically terminate, and the Company shall have no obligation to pay Mr. Vecchiarelli any additional Bitcoin. The amendment to Mr. Vecchiarelli's Employment Agreement does not alter, amend or supersede any other terms of his Employment Agreement, all of which shall continue in full force and effect. Modification of Existing PSUs and One-time Cash and Equity Incentive Bonuses In addition to the foregoing, the Compensation Committee approved (i) one-time cash bonuses of $100,000 to each of Mr. Bradford and Mr. Schultz, payable on or before Sept. 30, 2022 and (ii) the modification of the vesting terms of 450,000 PSUs owned by Mr. Bradford and 360,000 PSUs owned by Mr. Schultz, such that the Existing PSUs vest in full immediately, in recognition of the growth in the Company's annualized revenues and increased profitability since 2020. Vesting of the Existing PSUs was previously subject to the Company reaching certain market capitalization and share price milestones. The Compensation Committee also approved one-time grants of 400,000 RSUs to Mr. Bradford and 360,000 RSUs to Mr. Schultz, which shall vest on the later of the grant date and the Shareholder Approval Date. The equity incentive grants set forth above (other than the immediate vesting of the Exiting PSUs) are subject to the Company obtaining the Shareholder Approval. The Compensation Committee recommended to the Board that it approve an increase in the number of shares available under the Plan, subject to obtaining the Shareholder Approval, by an amount to be determined by the Board, but in no event by an amount less than a number sufficient to cover the equity grants set forth above. The Shareholder Approval is expected to be sought at the next annual meeting of the Company's shareholders. The Company expects that the Shareholder Approval will be obtained due to the voting power held by the Company's directors and officers. If the Shareholder Approval has not been obtained by March 15, 2023, all such equity incentive grants shall terminate unvested and shall no longer be outstanding. On Sept. 13, 2022, the Compensation Committee also approved a new Form of Restricted Stock Unit Award and a new Form of Performance-Based Stock Unit Award Agreement in connection with the approval of the equity grants set forth above. About CleanSpark Headquartered in Bountiful, Utah, CleanSpark, Inc. -- www.cleanspark.com -- is a sustainable bitcoin mining and energy technology company that is solving modern energy challenges. CleanSpark reported a net loss of $21.81 million for the year ended Sept. 30, 2021, a net loss of $23.35 million for the year ended Sept. 30, 2020, and a net loss of $26.12 million for the year ended Sept. 30, 2019. As of June 30, 2022, the Company had $411.06 million in total assets, $34.19 million in total liabilities, and $376.87 million in total stockholders' equity. COAL NETWORK: Gets Interim Cash Collateral Access ------------------------------------------------- In the Chapter 11 case of Coal Network, LLC, the U.S. Bankruptcy Court for the Eastern District of Kentucky, Ashland Division, entered an order modifying the Agreed Interim Order Authorizing the Use of Cash Collateral and Providing Adequate Protection. The interim order 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. As previously reported by the Troubled Company Reporter, 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. Coal Network and KeyBank have agreed to extend the terms of the order as follows: 1. Paragraph 1 of the First Interim Order entitled "Maximum Amounts" will be construed to reference the Bridge Budget, and the limits on variance set forth therein will apply to the Bridge Budget. 2. Paragraph 2 of the First Interim Order will be construed to extend the Approved Period from September 16, 2022 to September 30, 2022, and the Initial Approved Budget is supplemented by the extended budget (the Bridge Budget). 3. All references to the Initial Approved Budget in the First Interim Order are modified to reference the Bridge Budget as the context may require. 4. Paragraph 10(d) of the First Interim Order is modified to the following: "A written report verified by any financial advisor of the Debtor, to be provided to KeyBank and the Subchapter V Trustee on or before 10:00 a.m. (Eastern) Wednesday each week: (i) itemizing and cumulatively totaling all post-petition receipts and disbursements for the previous week (with disbursements for pre-petition cost of goods sold separately notated); (ii) setting forth a performance vs. budget comparison analysis (including with respect to collections and disbursements) for the previous calendar week; (iii) setting forth a performance vs. budget comparison analysis (including with respect to collections and disbursements) for the cumulative period beginning with the Petition Date through the conclusion of the previous calendar week; (iv) itemizing expenses incurred but not paid (and the terms thereof) during the previous calendar week, each to be in form and substance reasonably satisfactory to KeyBank and the Subchapter V Trustee; and (v) setting forth the accounts receivable balance for the prior week and sales booked during the prior week." In the event the Agreed Order is reversed, vacated or modified, in whole or in part, KeyBank will be entitled to the protection of section 364(e) of the Bankruptcy Code with respect to priorities, liens, and security interests granted under the First Interim Order, and any reversal, modification or reconsideration of the Agreed Order, whether on appeal or otherwise, will not limit or affect the rights of KeyBank obtained or acted upon in reliance upon the Agreed Order and/or the First Interim Order, as the case may be. The Court will hold a final hearing on the matter on September 28, 2022 at 9:30 a.m. A copy of the order and the Debtor's budget is available at https://bit.ly/3QQAj2r from PacerMonitor.com. The budget provides for total Chapter 11 disbursements, on a weekly basis, as follows: $18,500 for the week ending September 23; and $18,500 for the week ending September 30. 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. Judge Tracey N. Wise oversees the case. April A. Wimberg, Esq., at Dentons Bingham Greenebaum LLP, is the Debtor's counsel. COMPUTE NORTH: Case Summary & 30 Largest Unsecured Creditors ------------------------------------------------------------ Lead Debtor: Compute North Holdings, Inc. 7575 Corporate Way Eden Prairie, Minnesota 55344 Business Description: Compute North offers digital infrastructure solutions for blockchain, cryptocurrency, and other distributed computing applications. Compute North works collaboratively with power providers in support of developing an intelligent grid that relieves congestion, promotes renewables, and strengthens the stability of local power markets. Chapter 11 Petition Date: September 22, 2022 Court: United States Bankruptcy Court Southern District of Texas Nineteen affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Compute North Holdings, Inc. (Lead Case) 22-90273 Compute North LLC 22-90275 CN Corpus Christi LLC 22-90272 CN Atoka LLC 22-90276 CN Big Spring LLC 22-90277 CN Colorado Bend LLC 22-90278 CN Developments LLC 22-90279 CN Equipment LLC 22-90280 CN King Mountain LLC 22-90281 CN Minden LLC 22-90282 CN Mining LLC 22-32786 CN Pledgor LLC 22-90274 Compute North Member LLC 22-90283 Compute North NC08 LLC 22-90284 Compute North NY09 LLC 22-90285 Compute North SD, LLC 22-90286 Compute North Texas LLC 22-90287 Compute North TX06 LLC 22-90288 Compute North TX10 LLC 22-90289 Judge: Hon. Marvin Isgur Debtors' General Bankruptcy Counsel: James T. Grogan III, Esq. PAUL HASTINGS LLP 600 Travis Street, 58th Floor Houston, TX 77002 Tel: (713) 860-7300 Email: jamesgrogan@paulhastings.com Debtors' Investment Banker: JEFFERIES LLC 520 Madison Avenue New York, NY 10022 Debtors' Financial Advisor: PORTAGE POINT PARTNERS 300 North LaSalle, Suite 1420, Chicago, IL 60654 Debtors' Notice & Claims Agent: EPIQ CORPORATE RESTRUCTURING LLC Estimated Assets (on a consolidated basis): $100 million to $500 million Estimated Liabilities (on a consolidated basis): $100 million to $500 million The petitions were signed by Harold Coulby as authorized signatory. A full-text copy of the Lead Debtor's petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/H5RB3XQ/Compute_North_Holdings_Inc__txsbke-22-90273__0001.0.pdf?mcid=tGE4TAMA Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Bootstrap Energy LLC Contract Unliquidated 3838 Oak Lawn Ave, Suite 100 Counterparty Dallas, TX 75219 Contact: Steve Quisenberry Email: info@bootstrapenergy.com 2. US Bitcoin Corporation Litigation $3,750,000 1221 Brickell Ave Ste 900 Miami, FL 33131 Contact: Joel Block Tel: 813-624-3074 Email: jblock@usbitcoin.com 3. MP2 Energy Texas LLC Utilities $2,096,171 d/b/a Shell Energy Solutions TX PO Box 733560 Dallas, TX 75373-3560 Contact: Marsha Pierce Tel: 877-238-5343 Email: marsha.pierce@shellenergy.com 4. Atlas Consolidated Mining Litigation $1,773,184 and Development Corporation 1705 Guadalupe, Suite 400 Austin, TX 78701 Contact: Michael Guo Email: michael.guo@atlasmining.com 5. NBTC Limited Litigation $1,383,024 Room 1502, 15/F, Harcourt House No. 39 Gloucester Road Wanchai, Hong Kong Contact: Anastasia/George Tel: +86 1376 421 8363 Email: anastasia@corp.the9.com 6. Sunbelt Solomon Trade Payable $837,705 Services, LLC 1922 S. MLK Jr. Drive Temple, TX 76504 Contact: Bill Sparks Jr. Tel: 330-727-3796 Email: bill.sparks@sunbeltsolomon.com 7. Ernst & Young LLP Professional $341,292 PNC Bank c/o Ernst & Services- Young US LLP Accounting 3712 Solutions Center Chicago, IL 60677-3007 Contact: Nykema Jackson Tel: 404-541-8340 Email: nykema.jackson@ey.com 8. Commonwealth Electric Utilities $188,160 Company of The Midwest 472 26th Avenue Columbus, NE 68601 Contact: Kelli Birkel Tel: 402-563-9334 Email: kbirkel@commonwealthelectric.com 9. MVP Logistics LLC Trade Payable $121,051 10205 10th Aven N Suite A Plymouth, MN 55441 Contact: Rachel Williams Tel: 763-390-5320 10. Meritus Recruiting Group LLC Trade Payable $79,872 10319 Lynbrook Hollow Dr Houston, TX 77042 Contact: Thomas Williams Tel: 713-304-1883 Email: twilliams@meritusrecruiting.com 11. Axle Logistics Trade Payable $75,230 835 N Central Street Knoxville, TN 37917 Contact: Ben Shuster Tel: 888-440-1888 Email: ben.shuster@axlelogistics.com 12. Urban Solution Group Trade Payable $71,637 4230 Elati St Denver, CO 80216 Contact: Chief Financial Officer Tel: 720-749-2916 Email: accounting@urbansolutiongroup.com 13. Gartner, Inc. Trade Payable $62,125 13200 Paul J Doherty Parkway Ft Myers, FL 33913 Contact: Spencer Hockert Tel: 239-561-4000 Email: spencer.hockert@gartner.com 14. Westwood Professional Trade Payable $59,866 Services PO Box 856650 Minneapolis, MN 55485 Contact: David Wirt Tel: 888-937-5150 Email: david.wirt@westwoodps.com 15. Echo Search Group Trade Payable $47,400 1660 Highway 100 South, Suite 318 St Louis Park, MN 55416 Contact: Amit Bhatia Tel: 612-452-6000 Email: abhatia@echosearchgroup.com 16. Koch Filter Corporation Trade Payable $46,740 8401 Air Commerce Dr Louisville, KY 40119 Contact: Gilbert Frederick Tel: 888-684-8288 Email: gilbert.frederick.newberry@kochfilter.com 17. Madel PA Law Firms, $46,358 800 Hennepin Avenue Accountants, Minneapolis, MN 55403 Other Contact: Amitybeiner Professionals Tel: 612-605-0630 Email: abeiner@madellaw.com 18. Spectrum Search Partners, LLC Trade Payable $45,000 4643 South Ulster Suite 1420 Denver, CO 80237 Contact: Tom Shahnazarian Tel: 303-534-8105 Email: tom@spectrumsearchpartners.com 19. Cortalent, LLC Trade Payable $40,000 7801 East Bush Lake Road Suite 100 Minneapolis, MN 55439 Contact: Alison Pye Tel: 612-599-5933 Email: apye@cortalent.com 20. Freudenberg Filtration Trade Payable $39,934 Technologies L.P. 2975 Pembroke Road Hopkinsville, KY 42240 Contact: Colett Gagnon Tel: 270-887-6359 Email: colett.gagnon@freudenberg-filter.com 21. Rand Worldwide Inc. Trade Payable $30,275 11201 Dolfield Boulevard Suite 112 Owings Mills, MD 21117 Contact: Austin Sobolewski Tel: 800-356-9050 Email: asobolewski@rand.com 22. Recruiters of Minnesota Trade Payable $30,000 6110 Blue Circle Dr, Suite 280 Minnetonka, MN 55343 Contact: Kelly Hogan Tel: 952-767-0089 Email: kelly@recruitersofmn.com 23. Hubspot, Inc. Trade Payable $29,184 25 First Street Cambridge, MA 02141 Contact: Chief Financial Officer Tel: 888-482-7768 Fax: 617-812-7768 Email: media@hubspot.com 24. Dell Technologies, Inc. Trade Payable $27,407 One Dell Way Round Rock, TX 78682 Contact: Richard Rothberg Tel: 512-513-9022 Fax: 512-283-2836 Email: richard_rothberg@dell.com 25. Growth Operators, LLC Trade Payable $26,529 800 LaSalle Ave Minneapolis, MN 55402 Contact: Stephanie Wells TEl: 952-400-1440 Email: stephanie.wells@growthoperators.com 26. Circuit Breaker Guys LLC Trade Payable $25,904 4740 E 2nd St Unit C21 Benecia, CA 94510 Contact: Steve Weidner Tel: 855-875-5050 Email: steve@cbguys.com 27. City of Big Spring, TX Utilities $24,463 310 Nolan Street Big Spring, TX 79720 Contact: Aricka Grove Tel: 432-264-2346 Email: agrove@mybigspring.com 28. Koho Consulting Trade Payable $22,000 6030 Printery Street Suite 103 Tampa, FL 33616 Contact: Marc Doucette Tel: 813-390-1309 Email: marc@kohoconsulting.com 29. Flexential Corp. Trade Payable $20,790 PO Box 732368 Dallas, TX 75373-2368 Contact: Mark Leyda TEl: 888-552-3539 Email: mark.leyda@flextential.com 30. Prosek LLC Trade Payable $20,737 105 Madison Ave Floor 7 New York, NY 10016 Contact: Thomas Petrullo Tel: 646-818-9208 Email: tpetrullo@prosek.com COMPUTE NORTH: Crypto-Mining Data Center Files for Chapter 11 ------------------------------------------------------------- Compute North Holdings Inc., one of the largest operators of crypto-mining data centers, has filed for Chapter 11 bankruptcy. Compute North, which provides data center services for cryptocurrency miners and blockchain companies, said it owed as much as $500 million to at least 200 creditors. The company's assets are worth between $100 million and $500 million, according to its Chapter 11 petition. Compute North and its 18 affiliates immediately filed motions to pay $726,750 in wages and benefits outstanding to 148 employees, pay prepetition taxes and fees, grant adequate assurance to utilities, and use their existing cash management system. Compute North, one of the largest operators of crypto-mining data centers, filed for bankruptcy and revealed that its CEO stepped down as the rout in cryptocurrency prices weighs on the industry. The company filed for Chapter 11 in the U.S. Bankruptcy Court for the Southern District of Texas, according to a filing. Compute North in February announced a capital raise of $385 million, consisting of an $85 million Series C equity round and $300 million in debt financing. But it fell into bankruptcy as miners struggle to survive amid slumping bitcoin (BTC) prices, rising power costs and record difficulty in mining bitcoin. The filing is likely to have negative implications for the industry. Compute North is one of the largest data center providers for miners, and has multiple deals with other larger mining companies. Compute North CEO Dave Perrill stepped down earlier this month but will continue to serve on the board, a spokesperson told CoinDesk. Drake Harvey, who has been chief operating officer for the last year, has taken the role of president at Compute North. The Company has initiated voluntary Chapter 11 proceedings to provide the company with the opportunity to stabilize its business and implement a comprehensive restructuring process that will enable us to continue servicing our customers and partners and make the necessary investments to achieve our strategic objectives," a spokesperson told CoinDesk in an emailed statement. Crypto Related Business The Debtors are a leader in data centers, focused on the development and management of sustainable, cost-efficient computer data centers that can be used by customers in the blockchain, cryptocurrency mining, and distributed computing space. With operations across the United States, the Debtors bring a unique combination of data center, energy, and technology expertise to meet the growing demand for purpose-built infrastructure solutions for highly specialized computing needs. In addition to the Debtors' development and ownership of data centers, the Debtors' operations also include cryptocurrency mining hosting services, Bitcoin mining, and cryptocurrency equipment sales. The Debtors' core business segment is cryptocurrency mining hosting services and the Debtors provide a suite of services to customers that range from offering rack space, energy, and broadband access to a full scale, hands-on experience which provides customers with additional services including monitoring, troubleshooting, firmware management, miner configuration, and mining pools. CN Wolf Hollow LLC, Compute North NE05 LLC, and CN Borrower LLC are non-Debtor affiliate entities controlled by Generate Lending, LLC (the "Generate Entities"). Pursuant to a Property Management Agreement (the "Wolf Hollow PMA") dated as of April 28, 2022, by and among CN Wolf Hollow LLC and Compute North LLC, the Debtors manage and operate the data center, commonly referred to as "Wolf Hollow," located in Granbury, TX. Pursuant to a Property Management Agreement dated as of February 7, 2022, by and among Compute North NE05 LLC and Compute North, the Debtors manage and operate the data center, commonly referred to as "Kearney," located in Kearney, NE. Pursuant to the PMAs, the Debtors provide various management services to Wolf Hollow and Kearney in exchange for fixed fees, potential bonus payments, and reimbursement of certain expenses. In order to comply with the terms of the PMAs, certain of the Debtors’ Employees provide services to Wolf Hollow and Kearney either on-site at the locations or remotely. About Compute North Holdings Computer North Holdings Inc. -- https://www.computenorth.com/ -- is a crypto mining data center company. Compute North has four facilities in the U.S. – two in Texas and one in both South Dakota and Nebraska, according to its website. While cryptocurrency prices skyrocketed during the pandemic (with bitcoin surging by 300% in 2020), the Federal Reserve's decision to curb rising inflation by hiking interest rates has since ushered in some of the crypto market’s biggest losses in history. After amassing a record value above $3 trillion in November 2021, the cryptocurrency market posted its worst first half ever -- plummeting more than 70% through July. Terra's luna token, a once top cryptocurrency worth more than $40 billion, lost virtually all its value within a week in May after sister token TerraUSD, a stablecoin meant to hold a price of $1, broke its dollar peg as markets collapsed. 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 include crypto lenders Celsius Network, Three Arrows Capital, Voyager Digital, and crypto mining firm Compute North. Compute North Holdings and 18 affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 22-90273) on Sept. 22, 2022. In the petition filed by Harold Coulby, as authorized signatory, the Debtor reported assets and liabilities between $100 million and $500 million. Compute North tapped PAUL HASTINGS LLP as bankruptcy counsel; JEFFERIES LLC as investment banker; and PORTAGE POINT PARTNERS as financial advisor. EPIQ CORPORATE RESTRUCTURING LLC is the claims agent. COMSTOCK RESOURCES: S&P Affirms 'B+' ICR, Outlook Stable -------------------------------------------------------- S&P Global Ratings affirmed its 'B+' issuer credit rating on U.S.-based oil and gas exploration and production (E&P) company Comstock Resources Inc. and 'B+' rating on its unsecured debt. The recovery rating on this debt remains '3', reflecting its expectation for meaningful (50%-70%; rounded estimate: 60%) recovery in the event of a payment default. S&P said, "Our stable outlook incorporates Comstock's lack of near-term debt maturities, low-cost structure, and significant free cash flow generation. We forecast average funds from operations (FFO) to debt will exceed 60%, with debt to EBITDA below 1.5x from 2022 to 2024, and expect revolver borrowings will be fully repaid by year-end." Comstock's financial metrics continue to improve along with higher natural gas prices. S&P said, "Between 2022 and 2024, we forecast average FFO to debt of more than 60% with debt to EBITDA below 1.5x, which we expect will pave the way for the company to reinstate a common dividend by the end of this year as borrowings on the revolving credit facility are repaid. We anticipate production of more than 1.4 Bcfe/d in 2022 with growth in the low double-digit percent range in 2023, supported by a nine-rig program in the Haynesville. During the second quarter, the company also reported solid results from a 7,900-foot well drilled in the Western Haynesville's Robertson County--which tested at 37 MMcf per day. However, despite the expected growth in production and generally consistent recent performance, its high proportion (63%) of proved undeveloped reserves and relatively low developed reserve life of roughly 4.5 years continue to lag higher-rated natural gas producing peers." Debt reduction focus may soon shift to shareholder returns. S&P said, "The balance sheet has improved meaningfully year-to-date, as robust cash flows have enabled Comstock to redeem some of its debt. The company retired its $244 million of 2025 senior notes during the second quarter and subsequently repurchased $26 million of its 6.75% 2029 notes in the open market. We also expect revolver borrowings ($350 million outstanding at the end of June) on its $1.4 billion facility will be fully repaid by year-end. We believe opportunistic purchases of its term debt could continue as the notes trade below par, although the focus will likely shift to distributions after management guided to reinstatement of a common stock dividend in the fourth quarter. We expect any base dividends will be modest relative to free operating cash flow--which could exceed $1 billion in both 2022 and 2023 based on our projections." Comstock's hedging policy is evolving with higher natural gas prices. Although the company has historically hedged a sizable portion of its production, management appears to be less inclined to hedge in the near term given expectations for elevated natural gas prices resulting from geopolitical tensions and high demand for LNG exports. Thus, while about 50% of production is hedged for the rest of 2022, less than 25% is hedged for 2023 via wide collars. The current market environment continues to be advantageous for Comstock, which is a low-cost leader with exposure to higher-value markets along the Gulf Coast. S&P said, "Our stable outlook incorporates Comstock's lack of near-term debt maturities, low-cost structure, and significant free cash flow generation. We forecast average FFO to debt will exceed 60%, with debt to EBITDA below 1.5x from 2022 to 2024, and expect revolver borrowings will be fully repaid by year-end. "We could lower our rating on Comstock if its FFO to debt approaches 20% on a sustained basis, most likely due to a prolonged period of low natural gas prices, or if the company adopts a more aggressive capital allocation strategy that results in weaker credit measures. "We could raise our rating on Comstock if it further expands its production and developed reserves to levels that are more comparable with those of its higher-rated peers. The company would also need to maintain FFO to debt above 45%." ESG credit indicators: E-4, S-2, G-2 S&P said, "Environmental factors are a negative consideration in our credit rating analysis of Comstock Resources Inc. as the exploration and production and downstream industries contend with an accelerating energy transition and adoption of renewable energy sources. We believe falling demand for fossil fuels will lead to declining profitability and returns for the industry as it fights to retain and regain investors that seek higher return investments. To help address these concerns, Comstock is utilizing cleaner burning natural gas in drilling and completion operations to reduce emissions and has improved completion designs to reduce freshwater usage by 30%. The company's emission intensity has declined by 38% since 2018. The company has also received independent certification of its natural gas production for responsibly sourced gas under the MiQ standard." CONNECT HOLDING II: Moody's Assigns 'B3' Corp. Family Rating ------------------------------------------------------------ Moody's Investors Service assigned a first-time B3 corporate family rating and a B3-PD probability of default rating to Connect Holding II LLC, doing business as Brightspeed. Moody's has also assigned a B2 rating to the company's proposed $1.9 billion senior secured notes due 2029 and $3.6 billion senior secured credit facilities. The proceeds from the proposed senior secured notes and the credit facility, together with approximately $1.2 billion equity contribution and a $1.9 billion Holdco loan (unrated) will be used to fund the acquisition of Brightspeed by funds affiliated with Apollo Global Management, Inc. (Apollo) from Lumen Technologies, Inc.'s (Lumen, Ba3 stable) for $7.5 billion. In addition to the purchase price, fees and expenses, the transaction proceeds will fund approximately $1.5 billion cash to the balance sheet to prefund upcoming capital expenditures. In connection with the acquisition, Embarq Corporation (Embarq) will become a subsidiary of Brightspeed, and the Embarq's existing $1.44 billion senior unsecured notes, due 2036, will remain outstanding post acquisition. In the rating action, Moody's downgraded Embarq's senior unsecured notes to Caa2 from Ba2. The rating outlooks at Brightspeed and Embarq are stable. Brightspeed is a new independent entity formed as a carveout of Lumen's incumbent local exchange carrier (ILEC) business, including its consumer, small business, wholesale and mostly copper-served enterprise customers and assets, across a 20-state footprint. Brightspeed's credit profile is constrained by the company's aggressive growth strategy that Moody's expects will result in several years of negative free cash flows and financial leverage increasing to around 8x by the end of 2023 on a Moody's adjusted basis (including Holdco notes in Moody's debt calculations). Governance considerations are a key driver of the rating actions. The downgrade of Embarq's senior unsecured notes to Caa2 reflects their subordination to the proposed secured debt at Brightspeed post acquisition. The Embarq notes will not be guaranteed by Brightspeed, the issuer of the proposed secured debt, nor by any of the subsidiaries that guarantee the proposed senior secured notes and the credit facilities. The multi-notch downgrade also reflects the weaker credit profile of Embarq's new parent Brightspeed (as reflected in its B3 CFR) relative to the Ba3 CFR of its pre-acquisition parent, Lumen. Assignments: Issuer: Connect Holding II LLC Corporate Family Rating, Assigned B3 Probability of Default Rating, Assigned B3-PD Gtd Senior Secured Revolving Credit Facility, Assigned B2 (LGD3) Gtd Senior Secured Term Loan A, Assigned B2 (LGD3) Gtd Senior Secured Term Loan B, Assigned B2 (LGD3) Gtd Senior Secured 1st Lien Global Notes, Assigned B2 (LGD3) Downgrades: Issuer: Embarq Corporation Senior Unsecured Notes, Downgraded to Caa2 (LGD5) from Ba2 (LGD3) Outlook Actions: Issuer: Connect Holding II LLC Outlook, Assigned Stable Issuer: Embarq Corporation Outlook, Remains Stable RATINGS RATIONALE Brightspeed's B3 CFR reflects its heavy debt burden, secular pressures in legacy copper-based portions of its network as evidenced by multi-year declines in revenue due to voice and digital subscriber line (DSL) customer attrition, high capex requirements to upgrade its existing network, and high execution risk associated with its ambitious growth strategy. The company will continue to face intense competition from large cable and other wireline and wireless telecom companies providing competitive services to residential and commercial customers in its markets. Moody's expects that Brightspeed will continue generating positive cash flow from operations in the $500 - $550 million range in 2023. However, the company plans to spend nearly twice that amount in capex annually through the end of 2025, resulting in at least three years of negative free cash flow generation and the need to use available cash to fund network improvements. The company's very good liquidity, including roughly $1.5 billion cash at closing mitigates the planned investment funding risk. The company's financial leverage is high and is one of key credit challenges constraining the rating. By the end of 2023, Moody's expects Brightspeed's adjusted Debt/EBITDA to peak at around 8x. Moody's views the company's $1.9 billion Holdco note issued by Brightspeed's indirect parent Connect Midco LLC (Holdco) as debt and includes it in Moody's adjusted debt when calculating financial leverage. Brightspeed's 2023 leverage is estimated at 6.3x excluding Holdco loan's equity commitments from the sponsor's affiliates. Apollo managed funds will provide an equity commitment letter (ECL) to the Holdco, and will pay the principal and interest of the Holdco loan as contemplated by the ECL. Assuming solid execution, Moody's expects leverage to start declining toward 7x by the end of 2024, which Moody's considers still high given the extended investment period, execution risks associated with it, intense competition and challenging macroenvironment with rising inflation and interest rates. Brightspeed's credit profile garners support from its position as the fifth largest ILEC in the US based on households passed, robust and growing data demand for bandwidth and fiber infrastructure, valuable asset base and very good liquidity that helps support significant infrastructure upgrade spending. Brightspeed's owned network assets are comprised of approximately 446,000 total route miles, including 371,000 copper-route miles and 75,000 fiber route miles. While the company operates across 20 states across the Midwest, Mid-Atlantic and Southeast regions of the United States, it has some concentration in eight states that contributed over 75% of total premises passed in 2021. Additional network passings include over 6,000 on-net cell towers (with 90% of which are single-tenant locations) and 3,800 towers within 2,000 feet of company facilities, a potential extension opportunity with a payback on capital investment of less than 24 months. In addition, Brightspeed owns 1.2 million utility poles that are available to install new fiber cabling. Brightspeed expects roughly 75% of the fiber build to be aerial (pole-to-pole) as opposed to buried or underground, which results in lower upfront investment. Based on the expected $3 billion investment in its network over the next three years, Brightspeed expects to have 54% of homes passed with fiber, up from 4% currently. In addition to focusing on growing revenue through new network buildouts, Brightspeed has the potential to improve upon previously undermanaged legacy fiber operations, improve its ARPUs and expand currently weak 28% fiber broadband penetration levels. However, the company faces meaningful execution and competitive risks in implementing its growth strategy. Disruptions in supply chains could impact customer premise and network equipment sourcing, slowing build-up beyond 2023, when the current supplier commitments end. Moreover, if economic conditions weaken, customer churn associated with missed service payments could ramp over time, and the company may need to use heavier discounting to acquire new customers, which would hurt the expected revenue gains from the new service offerings. LIQUIDITY Moody's expects Brightspeed to have very good liquidity over the next 12 -18 months. Following the transaction close, the company is expected to have an undrawn $600 million revolver and around $1.5 billion cash on hand to pre-fund a three-year plan to overlay significant portions of an existing copper-based network with fiber. Moody's forecasts the company generating negative free cash flow of about $500 million after accounting for high capital spending of about 45% of revenue in 2023. This assumes Moody's expectation of roughly $1.1 billion in EBITDA in 2023. Together with cash of $1.5 billion at close, total sources are sufficient to cover all mandatory costs, including roughly $590 million in debt service (interest and secured term loan amortization), approximately $1 billion capex, taxes, working capital without tapping on the revolver in the coming year. The proposed revolver matures in 2027 and is expected to have $560 million available (net of $40 million letters of credit) at close. The revolver is expected to contain a springing maximum first lien net leverage covenant to be tested when 35% or more of the revolver is outstanding at the end of each quarter. Moody's expects that the company will not rely on the revolver over the next 12-18 months, and should the covenant be tested, there will be at least a 35% cushion over the requirement. The term loans are covenant-lite. STRUCTURAL CONSIDERATIONS Brightspeed's debt instrument ratings reflect the probability of default of the company, as reflected in the B3-PD probability of default rating, an average expected family recovery rate of 50% at default given the mix of secured and unsecured debt and the particular instruments' ranking in the capital structure. The company's senior secured credit facility, consisting of a five-year revolver due 2027, a six and a half-year term loan A and a seven-year term loan B due 2029 are rated B2, one notch above the CFR reflecting their senior priority position in the capital stack, above the Embarq unsecured notes due 2036 and Holdco equity-backed loan due 2025. Other than with respect to maturity and pricing, the term loan A and term loan B will have the same terms. The rolled-over Embarq unsecured notes are rated Caa2, two notches below the CFR given their junior position in a capital structure relative to $5.5 billion of the proposed secured debt. There is a one notch downward differential on the secured and unsecured rated debt instruments than indicated in the LGD framework, reflecting uncertainty as to the amount and treatment of the substantial non-rated claims, including pensions and the $1.9 billion Holdco loan in a default scenario. The proposed debt instrument ratings incorporate Moody's expectation Brightspeed will assume a total pension plan liability of approximately $2 billion that will be fully funded at close. As proposed, the new credit facilities are expected to provide covenant flexibility that if utilized could negatively impact creditors. Notable terms include the following: Incremental debt capacity up to the greater of $1,240 million and 1x of LTM EBITDA, plus unlimited amounts subject to net first lien leverage ratio on a pro forma basis of not greater than 0.25x above its value at close, if pari passu secured. Amounts up to $1,240 million and 1x of LTM EBITDA may be incurred with an earlier maturity date than the initial term loans. There are no express "blocker" provisions which prohibit the transfer of specified assets to unrestricted subsidiaries; such transfers are permitted subject to carve-out capacity and other conditions. Non-wholly-owned subsidiaries are not required to provide guarantees; dividends or transfers resulting in partial ownership of subsidiary guarantors could jeopardize guarantees, with no explicit protective provisions limiting such guarantee releases. There are no express protective provisions prohibiting an up-tiering transaction. The credit facilities allow restricted payments capacity from numerous carve-outs to be reallocated to increase debt incurrence capacity. The proposed terms and the final terms of the credit agreement may be materially different. The stable outlook reflects Moody's view that Brightspeed will maintain very good liquidity, will smoothly execute the separation of its business from Lumen into an independent entity and that leverage (Moody's adjusted) will start declining in 2024 after peaking at around 8x (accounting for a Holdco equity-backed loan) by the end of 2023, reflecting a front-loaded buildout plan. ESG CONSIDERATIONS Brightspeed's ESG credit impact score is highly negative (CIS-4). The score reflects highly negative governance risk, moderately negative social risk and neutral-to-low environmental risk. The company's highly negative credit exposure to governance risks (G-4) reflects its aggressive financial and growth strategy that tolerates high financial leverage and is comfortable operating for an extended period with negative free cash flows. Lack of independent board of directors, concentrated ownership and control by Apollo and no history of operating as an independent entity also contribute to governance weakness. Brightspeed has moderately negative exposure to social risks, reflecting the company's collection of sensitive consumer data and exposure to cyber security risks that could negatively impact customer relations. The company's business model faces pressures in legacy wireline voice operations tied to changing demographic and societal trends towards greater use of wireless and faster bandwidth technologies. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Given the company's network upgrade execution risks, a rating upgrade is unlikely over the coming year but could develop over time if Brightspeed successfully implements its strategy to increase broadband penetration across its existing footprint and grow EBITDA such that Moody's adjusted Debt/EBITDA declines to below 5x on a sustainable basis and commits to a financial policy supporting operating at such leverage level. Ratings will be downgraded if liquidity deteriorates, operating performance weakens, revenue declines or Moody's expects that leverage will sustain materially above 6x following the prefunded investment period end in late 2025. The principal methodology used in these ratings was Telecommunications Service Providers published in January 2017. Headquartered in Charlotte, North Carolina, Brightspeed is a provider of broadband and telecommunications services. The company will be formed as a carve out of a 20-state Incumbent Local Exchange Carrier (ILEC) footprint from Lumen Technologies (Lumen) to become the fifth largest ILEC. For the twelve months ended June 30, 2022, Brighspeed generated revenue of approximately $2.3 billion. The company will be majority owned by Apollo following the acquisition close. CYTODYN INC: Registers 35.8M Common Shares ------------------------------------------ Cytodyn, Inc. filed a Form S-3 registration statement with the Securities and Exchange Commission relating to the offer and sale by certain selling stockholders of 35,786,835 shares of the Company's common stock, par value $0.001, underlying certain warrants. The shares of common stock being offered include: 1) 15,000,000 shares of common stock underlying warrants issued in exchange for assistance in obtaining a surety bond; and 2) 20,786,835 shares of common stock underlying warrants issued to certain selling stockholders in 2021 and 2022 in connection with financial advisory fees payable to a placement agent. The selling stockholders may sell all or a portion of the Shares from time to time, in amounts, at prices and on terms determined at the time of sale. The Company will not receive any proceeds from the sale of these Shares of its common stock by the selling stockholders. The Company will bear all other costs, fees and expenses incurred in effecting the registration of the Shares covered by this prospectus. All selling and other expenses incurred by the selling stockholders will be borne by the selling stockholders. The Company is registering the offer and sale of these Shares pursuant to certain registration rights granted to the selling stockholders. The registration of these Shares of common stock does not necessarily mean that any of the Shares will be offered or sold by the selling stockholders. The timing and amount of any sale is within the sole discretion of the selling stockholders. The Company's common stock is quoted on the OTCQB of OTC Markets Group, Inc. under the symbol "CYDY." On Sept. 13, 2022, the closing price of the Company's common stock was $0.62 per share. A full-text copy of the prospectus is available for free at: https://www.sec.gov/Archives/edgar/data/1175680/000155837022014409/tmb-20220912xs3.htm#SELLINGSTOCKHOLDERS_324087 About CytoDyn Inc. Headquartered in Vancouver, Washington, CytoDyn Inc. -- http://www.cytodyn.com-- is a late-stage biotechnology company focused on the clinical development and potential commercialization of leronlimab (PRO 140), a CCR5 antagonist to treat HIV infection, with the potential for multiple therapeutic indications. Cytodyn reported a net loss of $210.82 million for the year ended May 31, 2022, compared to a net loss of $176.47 million for the year ended May 31, 2021. As of May 31, 2022, the Company had $29.19 million in total assets, $123.58 million in total liabilities, and a total stockholders' deficit of $94.40 million. San Jose, California-based Macias Gini & O'Connell LLP, the Company's auditor since 2022, issued a "going concern" qualification in its report dated Aug. 15, 2022, citing that the Company incurred a net loss of approximately $210,820,000 for the year ended May 31, 2022 and has an accumulated deficit of approximately $766,131,000 through May 31, 2022, which raises substantial doubt about its ability to continue as a going concern. DOT DOT SMILE: Has Deal on Cash Collateral Access ------------------------------------------------- Dot Dot Smile, LLC and EBF Holdings, LLC advised the U.S. Bankruptcy Court for the Central District of California, Riverside Division, that they have reached an agreement regarding the Debtor's use of cash collateral and now desire to memorialize the terms of this agreement into an agreed order. EBF was the sole claimant that made an appearance at the emergency hearings on cash collateral and asserts interests in the Debtor's past (if any) and future accounts receivables. EBF asserts the Debtor sold and assigned a portion of its Receivables to EBF prior to the bankruptcy filing. The Debtor disputes the nature, extent and validity of EBF's interests in the Receivables. The parties agree that the Debtor may use all cash and cash equivalents on hand and hereafter received, on an interim basis, to pay ordinary and necessary operating expenses in accordance with the Budget, with a 15% variance, through the later of 75 days or the continued hearing on use of cash collateral that will be set by the Court. To the extent EBF is determined to be a secured creditor with a lien on the Receivables, EBF will have a perfected post-petition lien against cash collateral to the same extent and with the same validity and priority as the prepetition lien, without the need to file or execute any document as may otherwise be required under applicable non-bankruptcy law. The Debtor will make an adequate protection payment in the amount of $4,500 to EBF on or before October 15, 2022, and another payment in the amount of $4,500 on or before November 15, 2022. All funds paid to EBF in accordance with the agreement will reduce EBF's claim(s) against the Debtor on a dollar-for-dollar basis. A further hearing on the matter is set for December 1, 2022 at 10 a.m. A copy of the stipulation is available at https://bit.ly/3dx2Iga from PacerMonitor.com. About Dot Dot Smile, LLC Dot Dot Smile, LLC is a wholesaler of children's clothing. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-13361) on September 3, 2022. In the petition filed by CEO Jeffrey Eugene Thompson, the Debtor disclosed $4,478,922 in assets and $5,638,742 in liabilities. Judge Wayne E. Johnson oversees the case. Jeffrey S. Shinbrot, APLC, is the Debtor's counsel. DUNN PAPER: Moody's Withdraws Ca CFR Amid Insufficient Info ----------------------------------------------------------- Moody's Investors Service has withdrawn Dunn Paper Holdings, Inc.'s Ca corporate family rating, D-PD probability of default rating, Ca rating on both the senior secured 1st lien term loan and revolving credit facility, and C rating on the senior secured 2nd lien term loan. Prior to the withdrawal, the rating outlook was negative. Withdrawals: Issuer: Dunn Paper Holdings, Inc. Corporate Family Rating, Withdrawn , previously rated Ca Probability of Default Rating, Withdrawn , previously rated D-PD Senior Secured First Lien Term Loan, Withdrawn , previously rated Ca (LGD3) Senior Secured Revolving Credit Facility, Withdrawn , previously rated Ca (LGD3) Senior Secured Second Lien Term Loan, Withdrawn , previously rated C (LGD5) Outlook Actions: Issuer: Dunn Paper Holdings, Inc. Outlook, Changed To Rating Withdrawn From Negative RATINGS RATIONALE Moody's has decided to withdraw the ratings because it believes it has insufficient or otherwise inadequate information to support the maintenance of the ratings. Headquartered in Alpharetta, GA, Dunn Paper manufactures a broad range of lightweight food packaging paper as well as absorbency and specialty tissue products. The company operates seven mills with annual capacity of 270,000 tonnes of specialty paper and tissue products. The company is privately owned (Arbor Investments acquired Dunn Paper in August 2016) and does not publicly disclose financial information. EAGLE LEDGE: Unsecured Creditors Will Get 100% of Claims in Plan ---------------------------------------------------------------- Eagle Ledge Foundation, Inc., filed with the U.S. Bankruptcy Court for the Eastern District of California a Disclosure Statement for Chapter 11 Plan of Reorganization dated September 15, 2022. ELF was formed in 2009 and is a California not-for-profit religious corporation. ELF launched a loan fund focused on serving the small local church, which often lack financing options with commercial lenders. Prior to October 2021, ELF never missed a payment obligation to the Certificate Holders. However, ELF's chapter 11 filing was precipitated by a number of factors, including (i) lengthy foreclosure proceedings on a mortgage loan held on property located in Chicago, Illinois; (ii) an adverse tax lien and foreclosure litigation initiated by a New Jersey municipality on a Newark, New Jersey loan held by ELF (which litigation was ultimately resolved in favor of ELF), (iii) the impact of the global COVID-19 pandemic on the church borrowers served by ELF, and (iv) ELF's challenges in generating sufficient cash flow from its Mortgage Loan Assets. ELF filed this chapter 11 case with the goal of reaching a fair resolution with its creditors, restructuring its debts, and preserving and maximizing the value of its assets. The Debtor in Possession has continued to operate post-petition and to manage its loan portfolio and other assets. Shortly after the Petition Date, one of the Debtor in Possession's borrowers refinanced its loan and paid off the entire loan balance owed to the Debtor in Possession. As reflected in the most recent monthly operating report, the Debtor in Possession has cash on hand of $820,734.60 as of August 31, 2022. Class 2 consists of Certificate Holder Claims Pro Rata distributions of Available Cash to commence on April 1, 2023 and continue for four consecutive years. Final distribution of all remaining Cash shall be made April 1, 2028. The Allowed Claims in this Class total $4,043,000.00. This Class will receive a distribution of 39% of their allowed claims. Class 3 consists of General Unsecured Claims. Unsecured Creditor Carveout of $8,844.62 will be funded within six months of the Effective Date and distributed Pro Rata as soon practicable thereafter. The allowed unsecured claims total $8,844.62. This Class will receive a distribution of 100% of their allowed claims. ELF and the Debtor in Possession have ceased making new mortgage loans, and the Reorganized Debtor intends to limit its business activities to managing the mortgage loan investments and liquidating the Mortgage Loan Assets and the Real Estate Assets. The Reorganized Debtor will make the payments contemplated under the Plan from the net proceeds resulting from the sale or liquidation of the Mortgage Loan Assets and Real Estate Assets, the liquidation or maturity of the TMI Bond Portfolio, and from Cash on hand. A full-text copy of the Disclosure Statement dated September 15, 2022, is available at https://bit.ly/3LFTZoD from PacerMonitor.com at no charge. Counsel for Debtor: Dennis D. Miller, Esq. LUBIN OLSON & NIEWIADOMSKI LLP The Transamerica Pyramid 600 Montgomery Street, 14th Floor San Francisco, California 94111 Telephone: (415) 981-0550 Facsimile: (415) 981-4343 dmiller@lubinolson.com Kathleen L. DiSanto, Esq. BUSH ROSS, P.A. Post Office Box 3913 Tampa, Florida 33601-3913 Telephone: (813)224-9255 Facsimile: (813) 223-9620 kdisanto@bushross.com About Eagle Ledge Foundation Formed in 2009, Eagle Ledge Foundation, Inc., is a California not-for-profit religious corporation. It launched a loan fund focused on serving the small local church, which often lacked financing options with commercial lenders. ELF issued bond certificates to individuals who made, either directly or through their retirement accounts, contributions to ELF. Eagle Ledge Foundation sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case No. 22-90160) on May 18, 2022. In the petition signed by Chester L. Reid, president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Ronald H. Sargis oversees the case. Lubin Olson & Niewiadomski LLP and Bush Ross, P.A. represent the Debtor as legal counsels. Jim Wren, CPA of Wren Kelly CPAs, LLP is the Debtor's accountant. EASTERN FOUNDRY: Seeks Chapter 7 After Exiting Several Locations ---------------------------------------------------------------- Ana Lucía Murillo of Washington Business Journal reports that Coworking firm and government contracting accelerator Eastern Foundry has filed for Chapter 7 bankruptcy and appears to have shuttered all operations, according to court records and interviews. The company — which at one point maintained three locations, in Crystal City, Rosslyn and Fayetteville, North Carolina — closed a checking account that contained $0 on Oct. 1, 2021, according to the bankruptcy filings. According to court documents, the firm has no cash and no longer owns or leases any commercial property. Eastern Foundry owes Arlington County $20,033 in unpaid taxes, according to bankruptcy filings, $267,872.99 to JBG Smith Properties (NYSE: JBGS), $394,902.62 to Monday Properties and $50,209.41 to Allied Telecom Group of Arlington. Co-founder Geoff Orazem declined to comment, citing the ongoing proceedings. Efforts to reach co-founder Andrew Chang and a lawyer representing Eastern Foundry were not successful. Eastern Foundry's website is no longer active. In 2020, the firm generated $928,913.00 in gross revenue, per the Chapter 7 filing. Launched in 2014 at 2011 Crystal Drive in Crystal City, which it eventually grew to 27,000 square feet, Eastern Foundry provided technology and contracting startups with the tools to do business with the federal government, including coworking space. In 2016, it leased 19,000 square feet at 1100 Wilson Blvd. in Rosslyn that Arlington County heavily subsidized. With those locations proving successful, Eastern Foundry plotted an expansion outside the Beltway, including opening its first out-of-state location in Fayetteville, just south of Fort Bragg, in 2019 in partnership with the Fayetteville Cumberland County Economic Development Corp. (FCEDC). But further expansion did not materialize as the pandemic arrived in 2020. JBG Smith confirmed Eastern Foundry is no longer a tenant at 2011 Crystal Drive but declined to comment further. It is unclear exactly when the office closed. Monday Properties declined to comment on the status of the space at 1100 Wilson, but Google lists Eastern Foundry in Rosslyn as permanently closed. Eastern Foundry left Fayetteville by the end of 2020, according to the FCEDC, but the space remains operational without it. In fact, it is “thriving” and has since expanded, said Robert Van Geons, president and CEO of the FCEDC. It's up to around 20 clients from 5-10 in late 2020, and the organization has leased additional space to accommodate the growing demand. Under its partnership with the economic development organization, Eastern Foundry set up shop in space leased by the FCEDC, the group said, which explains why there are no Fayetteville-tied creditors in the bankruptcy proceedings. In exchange for Eastern Foundry managing, recruiting and providing programming, FCEDC would receive a portion of each month's revenue. In the fall of 2020, Van Geons said Eastern Foundry decided to pull out of the partnership due to the effects of the pandemic. The two groups worked together on a transition through the end of that year. "It was a very positive relationship and if Covid hadn't happened, we would have loved to have seen where it could have gone," Van Goens said. "They were very open with us and worked with us through the transition." Eastern Foundry retained Ashvin Pandurangi of Vivona Pandurangi PLC as its bankruptcy lawyer, according to court records. The firm paid the $5,000 legal services charge in advance, per the bankruptcy filings. About Eastern Foundry Eastern Foundry is a coworking firm and government contracting accelerator. Eastern Foundry sought protection under Chapter 7 of the U.S. Bankruptcy Code (Bankr. E.D. Va. Case No. 22-11102) on August 24, 2022. The Debtor is represented by Ashvin Pandurangi of Vivona Pandurangi, PLC. According to court documents, the firm has no cash and no longer owns or leases any commercial property. Eastern Foundry owes Arlington County $20,033 in unpaid taxes, according to bankruptcy filings, $267,872.99 to JBG Smith Properties (NYSE: JBGS), $394,902.62 to Monday Properties and $50,209.41 to Allied Telecom Group of Arlington. The Debtor's attorneys: Ashvin Pandurangi Vivona Pandurangi, PLC Tel: 571-969-6540 ashvinp@vpbklaw.com ECOARK HOLDINGS: Acquires 69.9% Stake in Enviro Technologies ------------------------------------------------------------ Ecoark Holdings, Inc. disclosed in a Schedule 13D filed with the Securities and Exchange Commission that as of Sept. 6, 2022, it beneficially owns 12,996,958 shares of common stock of Enviro Technologies U.S., Inc., representing 69.9 percent of the shares outstanding. Randy S. May is the chief executive officer of Ecoark and may be deemed to beneficially own the Shares held by Ecoark. The Shares were issued to Ecoark Holdings, Inc., pursuant to a share exchange between Enviro, Banner Midstream Corp., a Delaware corporation and Ecoark, the sole shareholder of Banner Midstream Corp., whereby Ecoark exchanged its wholly owned interest in Banner Midstream Corp, in consideration of the Shares. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1043894/000121390022056618/ea165906-13decoark_enviro.htm About Ecoark Holdings Rogers, Arkansas-based Ecoark Holdings, Inc., founded in 2011, is a diversified holding company. Through its wholly-owned subsidiaries, the Company has operations in three areas: (i) oil and gas, including exploration, production and drilling operations and transportation services, (ii) post-harvest shelf-life and freshness food management technology, and (iii) financial services including consulting, fund administration and asset management. Ecoark reported a net loss of $10.55 million for the year ended March 31, 2022, a net loss of $20.89 million for the year ended March 31, 2021, a net loss of $12.14 million for the year ended March 31, 2020, and a net loss of $13.65 million for the year ended March 31, 2019. As of June 30, 2022, the Company had $43.65 million in total assets, $14.89 million in total liabilities, $11.81 million in mezzanine equity, and $16.96 million in total stockholders' equity. ECOARK HOLDINGS: All Four Proposals Passed at Annual Meeting ------------------------------------------------------------ At the 2022 Annual Meeting of Stockholders of Ecoark Holdings, Inc., the stockholders: (1) elected Randy S. May, Gary Metzger, Steven K. Nelson, and Emily L. Pataki as directors for a one-year term expiring at the next annual meeting of stockholders; (2) voted to approve for purposes of complying with Listing Rule 5635 of the Nasdaq Stock Market, the issuance by the Company of shares of the Company's Common Stock pursuant to the terms of the private placement financing transaction pursuant to the Securities Purchase Agreement dated June 8, 2022 between the Company and Digital Power Lending, LLC, a California limited liability company, without giving effect to any beneficial ownership limitations contained therein; (3) approved an amendment to the Company's Articles of Incorporation to increase the number of shares of Common Stock the Company is authorized to issue from 40,000,000 shares to 100,000,000 shares; and (4) ratified the selection of RBSM LLP as the Company's independent registered public accounting firm for the fiscal year ending March 31, 2023. About Ecoark Holdings Rogers, Arkansas-based Ecoark Holdings, Inc., founded in 2011, is a diversified holding company. Through its wholly-owned subsidiaries, the Company has operations in three areas: (i) oil and gas, including exploration, production and drilling operations and transportation services, (ii) post-harvest shelf-life and freshness food management technology, and (iii) financial services including consulting, fund administration and asset management. Ecoark reported a net loss of $10.55 million for the year ended March 31, 2022, a net loss of $20.89 million for the year ended March 31, 2021, a net loss of $12.14 million for the year ended March 31, 2020, and a net loss of $13.65 million for the year ended March 31, 2019. As of June 30, 2022, the Company had $43.65 million in total assets, $14.89 million in total liabilities, $11.81 million in mezzanine equity, and $16.96 million in total stockholders' equity. ECOARK HOLDINGS: Terminates Exchange Agreement With HUMBL --------------------------------------------------------- Ecoark Holdings, Inc. has terminated the Securities Exchange Agreement with HUMBL, Inc., and Agora Digital Holdings, Inc., a majority-owned subsidiary of the Company. Pursuant to the Exchange Agreement, the Company agreed to transfer to HUMBL the issued and outstanding shares of Agora common stock held by the Company, constituting approximately 89% of Agora's issued and outstanding common stock, and the line of credit promissory note issued to the Company by Agora having an outstanding balance of approximately $5.4 million which comes due on March 31, 2023, in exchange for 5,415 shares of HUMBL's newly designated Series C Convertible Preferred Stock. In addition, the Exchange Agreement contemplates that some or all of Agora's other shareholders, consisting of Agora's directors, officers and consultants (some of whom are also directors and officers of the Company including its Chief Executive Officer and Chief Financial Officer) who own a total of up to 5,000,000 of the outstanding shares of Agora common stock, may also execute the Exchange Agreement and exchange their shares of Agora common stock for a total of up to 585 shares of Series C. The Exchange Agreement was subject to certain closing conditions, including that the Company or Agora source a minimum of $10 million in capital for HUMBL. Despite the good faith efforts of the Company and Agora, neither one of them was able to raise the minimum of $10 million in capital. For this reason, the Company and HMBL have decided to terminate the Exchange Agreement. About Ecoark Holdings Rogers, Arkansas-based Ecoark Holdings, Inc., founded in 2011, is a diversified holding company. Through its wholly-owned subsidiaries, the Company has operations in three areas: (i) oil and gas, including exploration, production and drilling operations and transportation services, (ii) post-harvest shelf-life and freshness food management technology, and (iii) financial services including consulting, fund administration and asset management. Ecoark reported a net loss of $10.55 million for the year ended March 31, 2022, a net loss of $20.89 million for the year ended March 31, 2021, a net loss of $12.14 million for the year ended March 31, 2020, and a net loss of $13.65 million for the year ended March 31, 2019. As of June 30, 2022, the Company had $43.65 million in total assets, $14.89 million in total liabilities, $11.81 million in mezzanine equity, and $16.96 million in total stockholders' equity. ENERGY HARBOR: S&P Ups ICR to 'BB+' on Improved Regulatory Support ------------------------------------------------------------------ S&P Global Ratings raised its issuer credit rating (ICR) on Energy Harbor Corp. (EH) to 'BB+' from 'BB'. At the same time, S&P Global Ratings affirmed its 'BBB-' issue-level rating on EH's secured debt, with a '1' recovery rating, indicating its expectation for very high (90%-100%; rounded estimate: 95%) recovery in the event of a default. The stable outlook indicates S&P's expectation that EH's plants will continue to perform well operationally and will generate positive free cash flow, with the downside risk mitigated by the PTCs. S&P also expects that net leverage will remain below 1x. S&P believes Energy Harbor Corp. (EH) will benefit from a more supportive regulatory environment. The production tax credits (PTCs) included in the recently approved Inflation Reduction Act (IRA) are particularly meaningful for EH in terms of mitigating downside risk, given that the company doesn't benefit from any regulatory support for its nuclear wholesale generation. Upcoming PTCs for nuclear power generation will mitigate downside risks for EH. EH is poised to benefit from a more supportive regulatory environment for merchant nuclear generation. S&P views the PTCs, which will be applicable from 2024 to 2032, as particularly meaningful for EH because they would translate into a floor on power prices of about $42-$45 per megawatt hour (MWh). The full PTC is about $15/MWh, due to a base credit rate of $3/MWh, which can be multiplied by a factor of five, assuming domestic content requirements are met. This, in turn, can be reduced on a sliding scale if the baseline price exceeds $25/MWh. Other provisions include an adjustment for inflation. As baseload generators, nuclear facilities in non-regulated states have usually required regulatory payment uplift to be profitable given their high fixed cost structure. This was particularly salient when declining natural gas prices resulted in a backwardated forward curve, thus putting pressure on future energy margin. With this provision, downside risk will effectively be mitigated and should result in prospective hedging being opportunistic. Having a floor will also materially reduce cash flow volatility. S&P said, "EH will decarbonize sooner than expected with the early deactivation of its coal plants. We view EH's decision to exit the fossil business by mid-2023 compared with our initial expectation of 2025 as positive from an environmental standpoint. The W.H. Sammis and Pleasant plants are now scheduled to close by mid-2023, compared with our initial expectation of 2025. As a result, we are revising our environmental credit indicator to E-3 from E-4, given that EH's fleet will be all nuclear and therefore will have no associated carbon footprint. Those closures were precipitated by the facilities' challenged profitability, due to operational issues given their age, lack of economic coal supply, and increasing regulatory costs. "We continue to view EH as having a more concentrated fleet compared with that of peers, given that its wholesale generation is produced by three nuclear units with a combined 4 gigawatts (GW) of capacity. We don't view the exit of the coal facilities as negative in terms of asset diversity, given their modest EBITDA contribution." EH's retail position has remained stable, albeit not growing as rapidly as expected. EH continues to benefit from a stable retail position, albeit somewhat smaller and less diversified than that of peers. EH's total retail load has remained stable, at about 40 terawatt hours (TWh), as the projected growth has not materialized. Furthermore, the company's retail segment is largely concentrated in Ohio and other PJM zones. EH also relies on lower-margin segments, such as large commercial and industrial or government retail. Mitigating these factors, EH has experienced a low attrition rate as well as stable margins, given that it operates in a less competitive environment. EH's leverage is minimal. As in S&P's previous assumptions, it forecasts EH's adjusted debt-to-EBITDA ratio will be below 1x over the outlook period because the company has only about $431 million of secured notes on its balance sheet. EH's only other indebtedness is its asset retirement obligations (ARO), linked to its fossil assets as its nuclear AROs are fully funded. S&P said, "We expect that EH's adjusted EBITDA will be stronger than our previous expectations, given the current high power prices. Furthermore, we note that EH has hedged a meaningful portion of its wholesale generation in 2022 and 2023, which should result in high cash flow visibility. "The stable outlook reflects our view that EH will continue to produce positive free cash flows from its nuclear plants, with the downside risks in terms of energy margin generation being mitigated by the PTCs, while maintaining a stable retail presence. We also expect that the plants will continue to perform well operationally, and net leverage will remain below 1x." S&P could take a negative rating action if: -- Net adjusted debt to EBITDA increases above 2x; or -- EH does not receive expected regulatory support, which results in a deterioration of its profitability. S&P said, "We don't anticipate an upgrade since we already factor in regulatory support over the long term in our base-case scenario. We could raise the rating if the company expands its generation scale and retail segment such that it compares favorably with those of larger independent power producers." ESG credit indicators: To E-3, S-2, G-2; From E-4, S-2, G-2 S&P said, "Environmental factors are a moderately negative consideration in our credit rating analysis of EH. Following its decision to deactivate its two coal plants in 2023, EH's capacity will consist entirely of nuclear generation. By 2024, EH will also benefit from PTCs as per the recently passed IRA. This highlights a favorable regulatory environment. As a result, we revised our environmental indicator to E-3 from E-4, given the lower carbon footprint associated with the company's nuclear fleet." EQT CORP: Moody's Rates New Senior Unsecured Notes 'Ba1' -------------------------------------------------------- Moody's Investors Service assigned a Ba1 rating to EQT Corporation's (EQT) proposed new senior unsecured notes. The proceeds of the notes offering will be used to partially fund the company's pending acquisition of upstream assets from THQ Appalachia I, LLC (Tug Hill) and gathering and processing assets from THQ-XcL Holdings I, LLC (XcL Midstream). All other ratings for the company, including its Ba1 Corporate Family Rating, remain unchanged. The outlook remains positive. Assignments: Issuer: EQT Corporation Senior Unsecured Regular Bond/Debenture, Assigned Ba1 (LGD4) RATINGS RATIONALE The company's senior unsecured notes, including the proposed new 2025 and 2028 notes are rated Ba1, which is the same as its CFR, because the debt portion of its capital structure is all unsecured, including its $2.5 billion revolving credit facility. EQT's Ba1 CFR reflects the substantial improvement in its organic capital efficiency and improvement in financial leverage metrics. The company's cost structure improvements have allowed EQT to generate meaningful free cash flow while maintaining its production output and to realize improved credit metrics in a volatile natural gas price environment. The company's multi-pronged strategy to efficiently develop its acreage, navigate its hedging strategy, and further reduce its absolute debt level enhance its resilience and support its rating and outlook. EQT's continued focus on absolute debt reduction and managing its commodity hedge book points to increased visibility in free cash flow and enhanced credit metrics that was supported by restrained capital spending in the previous two years. The Tug Hill transaction substantially increases EQT's absolute debt burden, however the acquired acreage improves the durability of EQT's free cash flow generation and somewhat improves EQT's overall cost structure and lowers EQT's breakeven price. Although the company's debt increases due to the transaction, the weakening of its projected leverage metrics will be mitigated by EQT's prioritization of debt reduction particularly if natural gas prices decline from present high levels. Importantly, the company has increased its debt reduction target reinforcing its focus on aggressively reducing its debt burden. Should the commodity price strength be sustained, the company will be able to reduce a substantial amount of debt through 2023, significantly improving the company's credit profile and rendering its capital structure durable and resilient. EQT's positive outlook reflects the company's stated position to reduce absolute debt significantly while restraining capital spending to generate free cash flow. A strong commodity price environment and EQT's ability to demonstrate substantial cash flow metrics (including retained cash flow to debt) also contribute to the positive outlook. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS EQT's ratings could be upgraded if the company is able to reduce its debt burden substantially towards its stated targets, including the incremental debt from the acquisition, while maintaining its current production levels to generate free cash flow. The company would need to sustain its retained cash flow-to-debt (RCF/Debt) metric above 50% and its leverage full-cycle ratio (LFCR) above 2x. EQT's ratings could be downgraded if the company fails to meaningfully reduce debt or if a substantial decline in reserves and production occurs. The ratings could be downgraded if its retained cash flow-to-debt (RCF/Debt) ratio falls below 30%. EQT Corporation is an independent exploration and production (E&P) company focused on developing natural gas assets in the Appalachian Basin. The principal methodology used in these ratings was Independent Exploration and Production published in August 2021. EQUESTRIAN SPIRITS: Starts Subchapter V Case -------------------------------------------- Equestrian Spirits Inc. has sought bankruptcy protection in Florida. The Debtor elected on its voluntary petition to proceed under Subchapter V of chapter 11 of the Bankruptcy Code. The Debtor listed assets and liabilities between $500,000 and $1 million and less than 49 creditors. The petition estimates that funds will be available for distribution to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for Oct. 26, 2022, at 10:00 AM Eastern Time at with the U.S. Trustee by telephone at (877) 835-0364, Access Code 4662459. Proofs of claim are due by Nov. 25, 2022. About Equestrian Spirits Inc. Equestrian Spirits Inc. -- https://www.equestrianspirits.org/ -- provides unique opportunities for rescue and rehab animals to redefine their lives. Equestrian Spirits filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. N.D. Fla. Case No. 22-10149) on Sept. 16, 2022. In the petition filed by Laurie L. Wolf, as senior director, the Debtor reported assets and liabilities between $500,000 and $1 million. Jodi D. Dubose has been appointed as Subchapter V trustee. The Debtor is represented by Lisa Caryl Cohen of Ruff & Cohen, P.A. ESCADA AMERICA: Seeks Cash Collateral Access Thru Jan 2023 ---------------------------------------------------------- Escada America LLC asks the U.S. Bankruptcy Court for the Central District of California for authority to use cash collateral on a final basis through January 7, 2023, in accordance with the Debtor's operating budget, with a 15% variance. The Debtor requires the use of cash collateral to pay the expenses of maintaining and operating its business as a going concern. For several decades, Escada had been a global retail brand for high-fashion, high-end, ready-to-wear apparel for women, with an emphasis on high-fashion evening wear. By 2019, the Escada business on a global scale was in deep distress and could not continue. At that time, the Debtor, together with other subsidiaries of Escada's then-parent company, was acquired by new ownership (which is now the current ownership and management). At the time of the acquisition of the Debtor in 2019, Escada had 29 subsidiaries in 22 countries, all of which were financially distressed. In December 2019, the Debtor devised and began implementation of a plan to turn around the U.S. Escada retail business. The Debtor believed the business could be operated at a profit if fundamental business-model changes were implemented, such as overhauling the Debtor's technological suite and reducing speed to market by shifting supply chains from Asia to Europe. The Debtor's turnaround plan was also contingent upon the Debtor's ability to sell product at the Debtor's physical locations because ecommerce sales were minimal. However, what was not -- and could not be -- known at the time of the acquisition in November 2019, was that an unprecedented, global, catastrophic, and lifechanging event with severe economic consequences was on the immediate horizon -- the COVID-19 pandemic. In December 2019, just one month after the acquisition and just as the Debtor's transformation plan was being put into effect, the novel coronavirus was quietly spreading in certain regions of Asia, unbeknownst to the rest of the world. From December 2019 through February 2020, the Debtor prepared to implement a number of business model and operational changes with the goal of making the U.S. Escada retail business profitable. However, in March 2020, the world drastically changed, and set the Debtor on course for this current bankruptcy filing. On or about March 15, 2020, the City of Los Angeles declared a state of emergency with shelter in place orders. In the following days, many business and financial centers across the United States came to a near total standstill as the nation was gripped by the Covid-19 crisis. In the span of just 12 days, all 15 of the Debtor's then-active stores in eight States were shuttered due to lockdown restrictions. From March 2020 to December 2021, the Debtor reduced its overhead expenses by an estimated $13,383,037 and entered into negotiations with its commercial landlords for rent relief at all store locations. Nonetheless, the 21 months leading up to the Debtor's petition date were a marked state of tremendous uncertainty for the world's health and economic affairs brought on by an unprecedented pandemic, followed by an unprecedented recession, then unprecedented trillions of dollars of government aid, none of which has prevented the ongoing uncertainty posed by COVID-19 variants and the attendant on-again-off-again lockdowns across the nation and around the world, all of which made business in that economic environment very difficult. The Debtor negotiated workouts with some, but not all, of its various landlords during 2020 and 2021, but with the consequences of the COVID-19 pandemic that Debtor was forced to file bankruptcy to restructure its business affairs. The Debtor cannot survive ongoing litigation with these landlords and the attendant litigation costs and potential liability for breach of those leases. The Debtor has three secured creditors: -- Eden Roc International, LLC has a first-position security interest perfected by the filing of a UCC-1 on substantially all the Debtor's assets and a secured debt of approximately $579,025. -- Mega International, LLC has a second-position security interest perfected by the filing of a UCC-1 on substantially all the Debtor's assets and a secured debt of approximately $1,506,953. -- Escada Sourcing and Production, LLC is a true consignor, and substantially all of the Debtor's inventory is owned by ESP via a consignment agreement between the parties. ESP recorded a UCC-1 to give the world notice of its consignment; additionally, ESP has a security interest on the proceeds and products of ESP's inventory. The Secured Creditors consent to the use of cash collateral as set forth in the Budget. In order to provide the Secured Creditors with adequate protection against any potential post-petition decline in the value of the Secured Creditors' collateral, the Debtor proposes that the Secured Creditors receive: (i) replacement liens against the Debtor's post-petition assets, with such replacement liens to have the same validity, priority, and extent as the prepetition liens held by the Secured Creditors; (ii) a super-priority administrative claim pursuant to section 507(b) of the Bankruptcy Code; and (iii) adequate protection payments of $25,000 for each of the three Secured Creditors on a monthly basis. A hearing on the matter is set for October 12, 2022 at 10 a.m. A copy of the motion and the Debtor's budget is available at https://bit.ly/3SmDCzA from PacerMonitor.com. The budget provides for total expenses, on a weekly basis, as follows: $113,000 for the week ending October 15, 2022; $12,000 for the week ending October 22, 2022; $38,000 for the week ending October 29, 2022; $24,000 for the week ending November 12, 2022; $40,000 for the week ending November 19, 2022; $87,000 for the week ending November 26, 2022; $38,000 for the week ending December 3, 2022; $374,000 for the week ending December 10, 2022; $38,000 for the week ending December 17, 2022; $87,000 for the week ending December 24, 2022; $38,000 for the week ending December 31, 2022; and $24,000 for the week ending January 7, 2023. About Escada America Escada America, LLC, had been a global retail brand for high-fashion, high-end, ready-to-wear apparel for women, with an emphasis on high-fashion evening wear, for several decades. Escada America sought Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No. 22-10266) on Jan. 18, 2022. In the petition filed by Kevin Walsh, director of finance, the Debtor listed $1 million to $10 million in both assets and liabilities. Judge Sheri Bluebond oversees the case. John Patrick M. Fritz, Esq., at Levene, Neale, Bender, Yoo & Golubchik, LLP serves as the Debtor's legal counsel while Holthouse, Carlin & Van Trigt, LLP is the Debtor's accountant. On May 18, 2022, the U.S. Trustee for Region 16 appointed an official committee of unsecured creditors in this Chapter 11 case. The committee tapped Kelley Drye & Warren, LLP as legal counsel and Emerald Capital Advisors as financial advisor. The Debtor filed its proposed Chapter 11 plan of reorganization and disclosure statement on May 12, 2022. FALLSWAY CONSTRUCTION: Has Deal on Cash Collateral Access --------------------------------------------------------- Fallsway Construction Company, LLC and Manufacturers and Traders Trust Company advised the U.S. Bankruptcy Court for the District of Maryland, Baltimore Division, that they have reached an agreement regarding the Debtor's use of cash collateral and now desire to memorialize the terms of this agreement into an agreed order. The Debtor requires the use of the Lender's cash collateral in the ordinary course of its business to operate. The Lender holds a first-priority security interest in and liens in, to and against all assets of the Debtor, including without limitation, the Debtor's accounts receivable pursuant to and as more particularly described in a Security Agreement, dated September 20, 2014, executed by the Debtor and delivered to the Lender and a UCC financing statement properly recorded among the records of State Department of Assessment and Taxation. The Consent Order requires the Debtor to, among other things, make certain adequate protection payments to the Lender. A copy of the motion is available at https://bit.ly/3BXOQoC from PacerMonitor.com. About Fallsway Construction Fallsway Construction Company, LLC, a road construction company in Baltimore, Md., filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 22-14340) on Aug. 9, 2022. At the time of the filing, the Debtor listed $1 million to $10 million in both assets and liabilities. Judge Michelle M. Harner oversees the case. Donald L. Bell, Esq., at The Law Office of Donald L. Bell, LLC is the Debtor's counsel. FM SOLUTIONS: Starts Subchapter V Case -------------------------------------- FM Solutions Management Inc. filed for chapter 11 protection in the District of Arizona. The Debtor elected on its voluntary petition to proceed under Subchapter V of chapter 11 of the Bankruptcy Code. FM Solutions is a small business that provides Architectural, Design, and Project Management services to multiple municipalities and utilities in Arizona. The Debtor provides services that take an "owner's view" of facility needs. This includes everything from mission critical facilities to space planning and design of employee workspaces. In 2020, the Debtor was shut down due to the COVID pandemic. As with many companies, the utilities and municipalities sent their employees home to work remotely. Most of FM Solutions' projects for these companies were either cancelled outright or placed on indefinite hold. The Debtor employed an average of 45 full-time employees and with full benefits including medical and 401(k). The Debtor has always held its employee's interest very high in its thoughts and decision making. FM Solutions has always been committed to looking after its employees and opted into a program with DES unemployment called "shared work" that allowed employees to get partial unemployment while they worked reduced hours. After the pandemic many of the Debtor's clients did not return to their offices and still have their employees working remotely. This caused another major decline in the Debtor's work. The Debtor has been actively pursuing new clients and new partnerships with other companies to continue its cash flow. During this time, the Debtor obtained funding by various hard money lenders because it thought this was a temporary situation and the workload would return to normal. In April to May 2022 the workload took another sharp downturn and over this past summer the Debtor realized it needed to make some drastic changes. At the end of June 2022, two managerial employees were laid off to reduce overhead costs. The Debtor has further reduced costs by closing its main office and moving all employees to working remotely and now its staff is down to 11 employees. The Debtor is looking into further cost savings by moving all its systems from a server co-location center and move all systems to the Cloud. Curtis Slife, President, and Nancy Davis, Office Manager and Director of HR, did not receive paychecks for the month of August 2022, in an effort to see the Debtor survive and grow again. In mid-August one of its lenders, Funding Metrics d/b/a Lendini, served a collateral demand against one of the Debtor's receivables from a major client. The Debtor was then unable to make payments to vendors and make payroll. At that point, the Debtor sought the advice of counsel and decided to file bankruptcy. FM Solutions Management estimates between 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About FM Solutions Management Inc. FM Solutions Management Inc. is a full-service firm providing Architecture, Facility Consulting, Project Management and Furniture Services. FM Solutions Management filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 22-06152) on Sept. 14, 2022. In the petition filed by Curtis Slife, as manager, the Debtor reported assets between $100,000 and $500,000 and estimated liabilities between $500,000 and $1 million. Lynton Kotzin has been appointed as Subchapter V trustee. The Debtor is represented by D Lamar Hawkins of GUIDANT LAW, PLC. FRALEG GROUP: Unsecured Creditors to Recover 100% in Plan --------------------------------------------------------- Fraleg Group, Inc., filed with the U.S. Bankruptcy Court for the Eastern District of New York a Disclosure Statement describing Chapter 11 Plan dated September 15, 2022. The Debtor is a New York Corporation with its corporate office located at 931 Lincoln Place, Brooklyn, New York 11213. The Debtor is also registered in New Jersey as a Foreign Profit Corporation with an address for service of process care of VCorp services at 820 Bear Tavern Road, West Trenton, New Jersey 11213 along with the corporate address. Currently, the Debtor owns 1 multi-family residential building located at 112 North Walnut Street, East Orange, New Jersey 07017 (the "Property") and an adjacent vacant unimproved lot (the "Vacant Lot") commonly known as and located at 116 North Walnut Street, East Orange, New Jersey 07017 (together the "Properties"). The Debtor's primary goal is to refinance the underlying mortgage debt, so as to permit the Debtor to maintain ownership of its real properties, consisting of 1 multi-family residential building located at 112 North Walnut Street, East Orange, New Jersey 07017 (the "Property") and a vacant unimproved land commonly known as and located at 116 North Walnut Street, East Orange, New Jersey 07017 (the "Vacant Lot" and the Property are collectively the "Properties"). CAF Borrower GS, LLC the mortgagee in connection with the Mortgage debt, filed a proof of claim docketed as Claim Number 5 on the Bankruptcy Court's Claims Register ("CAF's Claim"). The Debtor asserted that CAF's Claim is miscalculated and is not permitted under the law. The issue of the proper calculation of CAF's Claim is being briefed before the Court and will be decided by the Court. The Debtor's preferred treatment is to have the parties agree to, or have the Court determine, the Allowed amount of CAF's Claim and refinance that amount with a new lender on terms sufficient to pay CAF's Allowed Secured Claim. Under any scenario, it is the Debtor's intention to properly address the Mortgage (CAF's Claim) so as to comply with the provisions of the Bankruptcy Code. In addition, the Plan also provides for a 100% distribution to general unsecured creditors plus interest at the federal judgment rate in effect on the date the Plan is confirmed. It is the Debtor's position that none of the classes of creditors are impaired and, as a result, are not entitled to vote on the Plan. In the event that the Bankruptcy Court determines that any classes are impaired, the provisions on voting on the Plan are included in this Disclosure Statement and Plan. Class 1 shall consist of the Allowed CAF Secured Claim. Class 1 is unimpaired. Since the Filing Date, the Debtor and CAF have engaged in motion practice and litigation surrounding the accurate calculation of the Mortgage and CAF's Secured Claim. Upon Final Order of this court, the Debtor shall pay CAF's Allowed Secured claim as determined by the Bankruptcy Court, or such other amount as the Debtor and CAF agree to by stipulation. The Debtor shall then proceed with refinancing the Properties (the "Refinancing") to satisfy CAF's Allowed Claim (Mortgage). The Refinancing shall be completed within 10 business days of the Effective Date. The Debtor has obtained a Conditional Mortgage Commitment. The proceeds of that Loan shall be used to pay the Allowed Claim of CAF. Class 2 shall consist of all Allowed General Unsecured Claims. Class 2 Claimants shall receive a 100% distribution to be paid by the Debtor within 60 days after the Effective Date with interest at the federal judgment rate in effect on the Confirmation Date. The New York State Department of Taxation and Finance filed its proof of claim [Claim Number 1] claiming $640.47 in Corporation tax as general unsecured liability. In addition, the Debtor received a loan from the Small Business Association in an amount of approximately $625,875.00 (the "SBA Loan"). The Debtor applied for forgiveness of the SBA Loan, which is currently pending. The SBA Loan will either be paid in full or forgiven, in accordance with its terms. Class 2 Claimants are unimpaired. Class 3 shall consist of all Allowed Equity Interests. Class 3 Claimants shall retain all existing pre-petition Equity Interest in the Debtor effective as of the Effective Date. Class 3 Claimants are unimpaired, are not eligible to vote on the Plan and are deemed to have accepted the Plan. The Plan shall be funded through a combination of: (i) the Refinancing of the Properties and/or (ii) contributions from the Debtor's principal and insiders. A full-text copy of the Disclosure Statement dated September 15, 2022, is available at https://bit.ly/3dFPtK6 from PacerMonitor.com at no charge. Attorneys for the Debtor: Avrum J. Rosen, Esq. Law Offices of Avrum J. Rosen, PLLC 38 New Street Huntington, NY 11743 Tel: 631-423-8527 Fax: 631-423-4536 Email: arosen@ajrlawny.com About Fraleg Group Inc. Fraleg Group, Inc. is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). It is the fee simple owner of two properties in East Orange, N.J., having a total current value of $4 million. Fraleg Group sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-41410) on June 17, 2022, listing as much as $10 million in both assets and liabilities. Judge Jil Mazer-Marino oversees the case. The Debtor's counsel is Avrum J. Rosen, Esq., at the Law Offices of Avrum J. Rosen, PLLC. FRASIER CONTRACTING: Files Subchapter V Case, Rejects Contract -------------------------------------------------------------- Frasier Contracting Inc. filed for chapter 11 protection in the Middle District of Florida. The Debtor elected on its voluntary petition to proceed under Subchapter V of chapter 11 of the Bankruptcy Code. The principal of the Debtor, Darryl L. Riley, passed away on May 3, 2022. Mr. Riley was the qualifier and held the contractor's license for the WLA project. The contractor's license expired on August 31, 2022, and as a result of his death could not be renewed. The Debtor has undertaken a review of its contract with Winter Lake Apartments, LLC, and has determined that: (a) the contract is financially burdensome to the Debtor's estate; (b) the contract has no marketable value that could be generated through assumption and assignment; and (c) the Debtor is unable to continue performance under the contract. Accordingly, the Debtor filed with the Bankruptcy Court a motion for authority to reject the contract effective as of the Petition Date. Frasier Contracting estimates between 50 and 99 creditors. The petition states that funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for Oct. 14, 022, at 1:30 PM. U.S. Trustee (T/FM) will hold the meeting telephonically. Proofs of claim are due by Nov. 25, 2022. About Frasier Contracting Inc. Frasier Contracting Inc. -- https://www.frasiercontracting.com -- is a Florida State Certified Class A General Contracting company. Frasier Contracting filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-03776) on September 15, 2022. In the petition filed by Matthew LaForest, as president, the Debtor reported assets and liabilities between $1 million and $10 million. Amy Denton Mayer has been appointed as Subchapter V trustee. The Debtor is represented by Buddy D Ford of Buddy D. Ford, P.A. GAUCHO GROUP: Trims Board to Five --------------------------------- The Board of Directors of Gaucho Group Holdings, Inc. approved a reduction in the number of directors from seven to five effective Oct. 30, 2022. As previously disclosed in Gaucho Group's Current Report on Form 8-K as filed with the Securities and Exchange Commission on Sept. 2, 2022, as amended on Sept. 8, 2022 and Sept. 13, 2022, the terms of two directors of the Board of Directors of the Company, Dr. Steven Moel and Ms. Edie Rodriguez, ended and both did not stand for re-election at the Company's Annual General Stockholder Meeting on Oct. 30, 2022. Dr. Moel and Ms. Rodriguez were members and chairpersons of the Company's Audit Committee and Compensation Committee, respectively. As a result, vacancies were created in both committees. At a meeting of the Board of Directors of the Company held on Sept. 14, 2022, the Board of Directors, at the recommendation of the Nominating and Corporate Governance Committee, appointed Mr. Reuben Cannon to fill the vacancy on the Audit Committee created by Dr. Steven Moel's departure and appointed Mr. Peter Lawrence to fill the vacancy in the Compensation Committee created by Ms. Edie Rodriguez's departure, effective Aug. 30, 2022. The Board of Directors determined that both Mr. Cannon and Mr. Lawrence are independent pursuant to the definition of independence under Rule 5605(a)(2) of the Nasdaq Listing Rules and further meet all qualifications to serve as members of the Audit Committee and Compensation Committee, respectively. The Board of Directors, at the recommendation of the Nominating and Corporate Governance Committee, further appointed Mr. Marc Dumont as Chairman of the Audit Committee and Mr. Reuben Cannon as Chairman of the Compensation Committee effective Aug. 30, 2022. The Board of Directors then accepted Mr. Cannon's resignation as Chairman of the Nominating and Corporate Governance Committee and appointed Mr. Peter Lawrence as Chairman of the Nominating and Corporate Governance Committee effective Aug. 30, 2022. As a result of the above, the composition of each of the committees of the Board of Directors is as follows as of Aug. 30, 2022: * Audit Committee: - Marc Dumont (Chairman) - Reuben Cannon - Peter Lawrence * Compensation Committee: - Reuben Cannon (Chairman) - Peter Lawrence - Marc Dumont - William Allen * Nominating and Corporate Governance Committee: - Peter Lawrence (Chairman) - Reuben Cannon - Marc Dumont Mr. Allen, a member of the Compensation Committee, has been deemed not to meet the definition of an independent director as defined in Rule 5605(a)(2) because he owns a 20% interest in and is the Managing Member of SLVH LLC. SLVH is the managing member of LVH Holdings LLC and the Company, through its wholly owned subsidiary Gaucho Ventures I - Las Vegas, LLC holds a minority membership interest in LVH. In reliance on the exemption provided pursuant to Nasdaq Rule 5605(d)(2)(B), the Compensation Committee consists of three independent directors and one non-independent director, all of whom are all non-employee directors for purposes of Rule 16b-3 of the Exchange Act. The Board of Directors has, under exceptional and limited circumstances, determined that Mr. Allen's membership on the Compensation Committee is required by the best interests of the Company and its stockholders because of his extensive experience in the leisure, hospitality, and food service industry and public company experience as an officer and director. Pursuant to Rule 5605(d)(2)(B), Mr. Allen may not serve longer than two years on the Compensation Committee and his term on the Compensation Committee will expire on or before July 21, 2023. Reduction in Authorized Shares Effective as of Sept. 15, 2022, the Company filed an Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to reflect the reduction in the number of authorized shares of preferred stock from 11,000,000 shares to 902,670 shares as a result of the previous conversion of the Series A Convertible Preferred into shares of common stock of the Company. The Certificate of Incorporation also reflects the removal of provisions related to the Corporation's previously effective reverse-stock split. The Certificate of Incorporation was approved by the Board of Directors, without a vote of the stockholders, on Sept. 14, 2022, as permitted by Section 242 and Section 245 of the General Corporation Law of the State of Delaware. About Gaucho Group Headquartered in New York, NY, Gaucho Group Holdings, Inc. -- http://www.algodongroup.com-- was incorporated on April 5, 1999. Effective Oct. 1, 2018, the Company changed its name from Algodon Wines & Luxury Development, Inc. to Algodon Group, Inc., and effective March 11, 2019, the Company changed its name from Algodon Group, Inc. to Gaucho Group Holdings, Inc. Through its wholly-owned subsidiaries, GGH invests in, develops and operates real estate projects in Argentina. GGH operates a hotel, golf and tennis resort, vineyard and producing winery in addition to developing residential lots located near the resort. In 2016, GGH formed a new subsidiary and in 2018, established an e-commerce platform for the manufacture and sale of high-end fashion and accessories. The activities in Argentina are conducted through its operating entities: InvestProperty Group, LLC, Algodon Global Properties, LLC, The Algodon - Recoleta S.R.L, Algodon Properties II S.R.L., and Algodon Wine Estates S.R.L. Algodon distributes its wines in Europe through its United Kingdom entity, Algodon Europe, LTD. Gaucho Group reported a net loss of $2.39 million for the year ended Dec. 31, 2021, a net loss of $5.78 million for the year ended Dec. 31, 2020, and a net loss of $6.96 million for the year ended Dec. 31, 2019. As of March 31, 2022, the Company had $25.16 million in total assets, $10 million in total liabilities, and $15.16 million in total stockholders' equity. GIGA-TRONICS INC: Issues 229,268 Common Shares to Investor ---------------------------------------------------------- Giga-tronics Incorporated issued an investor 229,268 shares of the Company's common stock on Sept. 15, 2022, in connection with a cashless exercise of pre-funded warrants. The issuance of shares was exempt from registration pursuant to Section 4(a)(2) of the Securities Act of 1933 and Rule 506 of Regulation D promulgated thereunder. 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. HANJIN INT'L: Moody's Rates New Term Loan Due 2025 'Ba2' -------------------------------------------------------- Moody's Investors Service has assigned a Ba2 backed senior secured rating to Hanjin International Corporation's (HIC, B1 stable) proposed term loan due 2025. The loan will be guaranteed by its parent, Korean Air Lines Co., Ltd. (KAL). HIC's rating outlook remains stable. HIC will use the majority of the proceeds of the transaction to refinance its existing Ba2-rated senior secured term loan due December 2022. RATINGS RATIONALE "The Ba2 rating on the term loan is higher than HIC's B1 corporate family rating (CFR), reflecting the fact that the term loan will benefit from a first lien on the company's property in Los Angeles and ranks higher in priority than HIC's existing inter-company loans from KAL," says Sean Hwang, a Moody's Assistant Vice President and Analyst. HIC's B1 CFR is driven by Moody's assessment of a strong likelihood of support from its parent, KAL, which results in a three-notch uplift to HIC's CFR from its standalone credit quality. This assessment takes into account KAL's 100% ownership of HIC and explicit financial support through its guarantee of all of HIC's external debt and provision of subordinated inter-company loans. HIC's standalone credit quality remains weak, despite its improving hotel operations, reflecting its high debt leverage and still-weak cash flow. The small scale of HIC's single-location operations also tempers its standalone credit quality, although this risk is mitigated by the prime location and competitive profile of its mixed-use building, the Wilshire Grand Center (WGC) in downtown Los Angeles. The guarantor KAL's credit quality is supported by its leading position in Korea's (Aa2 stable) airline sector, its significantly strengthened capital structure and liquidity, and a likelihood of government and institutional support in Korea because of KAL's strategic importance to the Korean economy. Over the past two years, KAL has significantly reduced debt and increased liquidity through large equity offerings, asset sales and strong cash flow. The improvement in its capital structure should continue over the next 12-18 months because of KAL's manageable capital spending and adequate profitability amid robust cargo and recovering passenger operations. Moody's forecasts KAL's adjusted debt/EBITDA will stay at around 4x-5x during this period, providing reasonable capacity to absorb the inherent industry volatility and KAL's planned acquisition of Asiana Airlines Co., Ltd. Similar to the existing term loan, the proposed term loan is secured by a first lien on the majority of HIC's assets including the WGC, giving it priority over KAL's inter-company loans in the company's liability structure. Following the completion of the refinancing, HIC's debt will mainly comprise the senior secured term loan of $400 million and KAL's inter-company loans and revolving credit facility totaling $606 million. In terms of environmental, social and governance (ESG) considerations, HIC is exposed to (1) physical climate risks due to its geographically concentrated operations, (2) long-term societal risk stemming from the potential shift in business travel and workplace flexibility, and (3) governance considerations associated with its track record of high leverage, as well as concentrated ownership, although the parent's explicit support mitigates these risks. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING The stable outlook mainly reflects Moody's expectation that (1) KAL's credit profile will remain largely stable over the next 12-18 months and (2) the airline will continue to extend support to HIC, thereby mitigating the latter's weak liquidity and cash flow. Upward pressure on HIC's CFR could arise over time if KAL's credit quality improves through the maintenance of moderate financial leverage and adequate liquidity; and a successful integration with Asiana, while continuing its strong support for HIC in the form of guarantees and intercompany funding. Downward pressure on HIC's CFR could emerge if the likelihood of parental support weakens because of (1) adverse changes in HIC's relationship with KAL or (2) a significant weakening in KAL's credit quality. The principal methodology used in this rating was Business and Consumer Services published in November 2021. Hanjin International Corp. (HIC) is a wholly-owned subsidiary of Korean Air Lines Co., Ltd. and owns the Wilshire Grand Center (WGC), a 73-story Class A mixed-use building located in Los Angeles in the US. Korean Air Lines Co., Ltd. is a leading airline company in Korea. As of June 30, 2022, the company owned a fleet of 131 passenger aircraft and 23 cargo aircraft serving 120 destinations across 43 countries. INTEGRATED VENTURES: Amends Terms of Warrants to Buy 30M Shares --------------------------------------------------------------- Integrated Ventures, Inc. previously entered into securities purchase agreements with two institutional investors on March 30, 2021, for the offering of (i) 30,000,000 shares of common stock, par value $0.001 per share, of the Company and (ii) common stock purchase warrants to purchase up to an aggregate of 30,000,000 shares of Common Stock, which are exercisable for a period of five years after issuance at an initial exercise price of $0.30 per share, subject to certain adjustments, as provided in the Warrants, with each of the Purchasers receiving Warrants in the amount equal to 100% of the number of Shares purchased by such Purchaser and each Share and accompanying Warrant offered at a combined offering price of $0.30. On Sept. 13, 2022, the Company and one of the Purchasers entered into a letter agreement whereby the Company agreed to amend the terms of such Purchaser's Warrants to purchase up to 15 million shares to provide effective as of June 29, 2022 reduce the exercise price thereof to $0.001, subject to adjustment, and waive the "exploding feature" of the Anti-Dilution Provision in the Warrant that would otherwise have effected an increase in the number of warrant shares as a result of an exercise price reduction so as to result in the same aggregate value of the warrant shares multiplied by the exercise price. Additionally, other than an Exempt Issuance, as defined in the Warrants, until 90 days after Sept. 16, 2022, neither the Company nor any subsidiary of the Company may issue, enter into any agreement to issue or announce the issuance or proposed issuance of any shares of Common Stock or Common Stock Equivalents (as defined in the Warrants). On Sept. 15, 2022, the Company and the other Purchaser entered into a letter agreement whereby the Company agreed to amend the terms of such Purchaser's Warrants to purchase up to 15 million shares to provide, effective as of Aug. 30, 2022 reduce the exercise price thereof to $0.001, subject to adjustment therein, and waive the "exploding feature" of the Anti-Dilution Provision in the Warrant that would otherwise have effected an increase in the number of warrant shares as a result of an exercise price reduction so as to result in the same aggregate value of the warrant shares multiplied by the exercise price. Additionally, other than an Exempt Issuance, as defined in the Warrants, until 90 days after Sept. 16, 2022, neither the Company nor any subsidiary of the Company may issue, enter into any agreement to issue or announce the issuance or proposed issuance of any shares of Common Stock or Common Stock Equivalents (as defined in the Warrants). About Integrated Ventures Inc. Integrated Ventures Inc. -- www.integratedventuresinc.com -- operates as technology holdings Company with focus on cryptocurrency sector. Integrated Ventures reported a net loss of $22.43 million for the year ended June 30, 2021, compared to a net loss of $1.08 million for the year ended June 30, 2020. As of March 31, 2022, the Company had $16.15 million in total assets, $787,303 in total liabilities, $1.13 million in series C preferred stock, $3 million in series D preferred stock, and $11.24 million in total stockholders' equity. Houston, TX-based M&K CPAS, PLLC, the Company's auditor since 2018, issued a "going concern" qualification in its report dated Sept. 24, 2021, citing that the Company has suffered net losses from operations in current and prior periods and has an accumulated deficiency, which raises substantial doubt about its ability to continue as a going concern. INTRADO CORP: Moody's Puts B3 CFR on Review for Downgrade --------------------------------------------------------- Moody's Investors Service placed Intrado Corporation's ratings, including its B3 Corporate Family Rating, its B2 ratings for senior secured credit facilities and the Caa2 rating for senior unsecured notes under review for downgrade. The ratings action follows the announcement that affiliates of Stonepeak Partners LP will acquire Intrado's Safety business for $2.4 billion. The proposed divestiture is subject to regulatory approvals and is expected to close in the first quarter of 2023. The transaction is not subject to any financing contingency and may be terminated by either party if it is not completed by March 16, 2023; provided that either party may extend the termination date under certain circumstances. On Review for Downgrade: Issuer: Intrado Corporation Corporate Family Rating, Placed on Review for Downgrade, currently B3 Probability of Default Rating, Placed on Review for Downgrade, currently B3-PD Senior Secured Bank Credit Facility, Placed on Review for Downgrade, currently B2 (LGD3) Senior Unsecured Regular Bond/Debenture, Placed on Review for Downgrade, currently Caa2 (LGD6) Outlook Actions: Issuer: Intrado Corporation Outlook, Changed To Rating Under Review From Stable RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's placed Intrado's ratings under review to reflect the uncertain impact on its capital structure after the divestiture of its strongest service offering. In addition, given Intrado's very high leverage, even assuming a scenario of substantial debt reduction from the after-tax proceeds from the sale of the Safety business, it is unclear if the remaining businesses will have sufficient cash generating capacity to support remaining debt levels. The company's ongoing cost restructurings, lagging costs from the previously announced separation of its legacy conferencing and collaboration businesses, and potential for more divestitures make estimating cash flows difficult. Intrado has previously used a majority of after-tax proceeds from asset sales to pay down debt, most notably from the sale of the Health Advocate business in 2021. However, Intrado has not indicated how it intends to apply the net proceeds from the sale of the substantially larger Safety business. Governance considerations, specifically, the lack of clarity about use of proceeds from the sale of the Safety business and the company's history of high financial risk tolerance, were key drivers of the rating action. Moody's believes that Intrado's Safety business has the strongest business profile among its various service offerings. Intrado's Safety business is a leading provider of public safety and critical communication software and solutions to government entities, carriers, and enterprises. Moody's had expected at least mid-single digit revenue growth in the Safety business over the long-term. Moody's estimates that EBITDA from the Safety segment represented 50% or more of Intrado's reported total adjusted EBITDA in 2Q 2022. Intrado's revenues will become less diversified and debt servicing capacity of the remaining portfolio is uncertain given the declining trajectory of adjusted EBITDA in the YTD 2Q '22 period for each of the remaining business segments. The company's liquidity profile is adequate with $143 million of cash balances and Moody's expectation for negative free cash flow over the next few quarters, partly burdened by expenses in connection with the cost reduction program. Intrado had access to only $101 million of availability under its $312 million of revolving credit facility due to covenant constraints. Absent an amendment in the credit agreement, Moody's expects that Intrado's revolving commitments would be reduced substantially after the proposed divestiture is completed. Its existing term loans mature in October 2024. Moody's ratings review will focus on: (i) Intrado's capital structure, liquidity and debt maturity profile after the divestiture of the Safety business; (ii) Moody's assessment of the sustainability of the capital structure that will be supported by the remaining businesses and the cost structure of the remaining businesses; and, (iii) potential for further asset sales. Intrado Corporation (f/k/a West Corporation) is a provider of technology-enabled communications services. Intrado was acquired by affiliates of Apollo Global Management, LLC in October 2017. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. JORGABY FREIGHT: Seeks to Use Cash, Continue Factoring Deal ----------------------------------------------------------- Jorgaby Freight Services LLC and its debtor-affiliates ask the U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, for authority to use $188,949 in cash collateral and obtain DIP financing in the form of continued factoring through TBS Factoring Service, LLC. TBS Factoring Service is the only secured, perfected creditor expected to assert a secured claim in the cash collateral. At the moment of filing, the Debtors have a cash balance on deposit of $419,281. The Debtors have no accounts receivable since all of their invoicing is done through the factoring service, TBS. Jorgaby submits bills of lading and compliant shipping documents to TBS upon the conclusion of every freight delivery. TBS takes title to those documents and to the receivable represented by those documents and immediately transfers cash to the Debtors' account representing the value of the receivable less processing fees. To the extent of the outstanding balance of unpaid invoices, TBS has a lien on cash collateral and other assets represented by a security agreement and UCC-1 filing statements. From time to time, TBS issues notice of "Charge Backs" to the Debtor with respect to Invoices which it deems, or which have become, uncollectible. TBS then offsets these charged back amounts against the current cash disbursements to the Debtor and charges a finance charge as to amounts to offset in full upon charge back. The Debtors have developed a budget which is representative of ongoing operations for the business. The Debtors expect to disburse $1,338,828 over the course of the budget. The Debtors expect to generate an estimated $515,177 per month or $1,783,097 in revenues during the same period. The Debtors request permission to continue the Factoring relationship with TBS and utilize the accounts receivable from TBS and cash assets during the period subsequent to this interim period and before confirmation of a plan to continue running the business and so that they can reorganize. As adequate protection, TBS will be granted a replacement lien to the same nature, extent, and priority in property of the Estate(s) as the lien(s) it held in property of the Debtor immediately prior to commencement of the Chapter proceedings. A copy of the motion is available at https://bit.ly/3eNKPKw from PacerMonitor.com. About Jorgaby Freight Services Jorgaby Freight Services LLC is a trucking services provider. Jorgaby Freight Services LLC with affiliates, Jorgaby Delivery Services, Inc, Jorgaby Investments, LLC, and Jorgaby Logistix, Inc., each filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case Nos. 22-36208 to 22-36211) on Sept. 5, 2022. In the petition filed by COO Magdiel Herrera, Jorgaby Freight reported assets between $1 million and $10 million and liabilities between $100,000 and $500,000. Jarrod B. Martin has been appointed as Subchapter V trustee. The Debtors are represented by Donald Wyatt PC. KALBARRI AUSTRALIA: Taps Voehringer Law Firm as Special Counsel --------------------------------------------------------------- Kalbarri Australia, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Tennessee to employ the Voehringer Law Firm, PC as its special counsel. The Debtor requires a special counsel to render legal services relating to drafting and negotiating of real estate agreements and closing work related to its property located at 4242 B. F. Goodrich Blvd., Memphis, Tenn. G. Gregory Voehringer, Esq., an attorney at Voehringer Law Firm, will be billed at his hourly rate of $250. Mr. Voehringer disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: G. Gregory Voehringer, Esq. Voehringer Law Firm, PC 4917 William Arnold Road Memphis, TN 38117 Telephone: (901) 683-0223 About Kalbarri Australia Kalbarri Australia, LLC, a Memphis-based company, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tenn. Case No. 22-23562) on Aug. 25, 2022. In the petition filed by George X. Canno, manager, the Debtor disclosed between $1 million and $10 million in both assets and liabilities. Judge Denise E. Barnett oversees the case. The Debtor tapped Adam M. Langley, Esq., at Butler Snow, LLP as bankruptcy counsel and G. Gregory Voehringer, Esq., at Voehringer Law Firm, PC as special counsel. KAYA HOLDINGS: Registers 5 Million Shares Under 2022 Equity Plan ---------------------------------------------------------------- Kaya Holdings, Inc. filed a Form S-8 registration statement with the Securities and Exchange Commission covering 5,000,000 shares of common stock, par value $0.001 per share of the Company, which may be offered pursuant to the Company's 2022 Equity Incentive Plan. A full-text copy of the prospectus is available for free at: https://www.sec.gov/Archives/edgar/data/1530746/000190359622000587/f2s091422kayss8.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 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. 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. KEYSTONE GAS: Commences Chapter 11 Bankruptcy --------------------------------------------- Keystone Gas Corporation filed for chapter 11 protection in the Western District of Oklahoma without stating a reason. Based in Tulsa, Oklahoma, the Company distributes natural gas from stripper oil and gas wells. The Debtor's Schedules, Summary of Assets and Liabilities, Declaration of Schedules, Attorney Disclosure Statement and Statement of Financial Affairs are due to be filed with the Court on Sept. 28, 2022. But the Debtor filed a motion to extend the deadline by 14 days. The 11 U.S.C. Section 341 meeting of creditors is not yet scheduled. According to court filings, Keystone Gas Corporation estimates between 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Keystone Gas Corporation Keystone Gas Corporation provides utility services. Keystone Gas Corporation sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Okla. Case No. 22-12088) on Sept. 14, 2022. In the petition filed by the Debtor reported assets and liabilities between $1 million and $10 million. The Debtor is represented by Courtney D. Powell of Spencer Fane LLP. KNOW LABS: Two Proposals Passed at Annual Meeting ------------------------------------------------- Know Labs, Inc. held its 2022 Annual Meeting of Stockholders at which the stockholders: (1) elected Ronald P. Erickson, Phillip A. Bosua, Jon Pepper, Ichiro Takesako, and William A. Owens as directors to serve on the Board until the 2023 Annual Meeting of Stockholders; and (2) ratified the appointment of BPM, LLP of Walnut Creek, CA as the Company's independent registered public accounting firm for the fiscal year ending Sept. 30, 2022. About Know Labs Know Labs, Inc., was incorporated under the laws of the State of Nevada in 1998. Since 2007, the Company has been focused primarily on research and development of proprietary technologies which can be used to authenticate and diagnose a wide variety of organic and non-organic substances and materials. The Company's Common Stock trades on the OTCQB Exchange under the symbol "KNWN." Know Labs reported a net loss of $25.36 million for the year ended Sept. 30, 2021, a net loss of $13.56 million for the year ended Sept. 30, 2020, and a net loss of $7.61 million for the year ended Dec. 31, 2019. As of June 30, 2022, the Company had $9.63 million in total assets, $4.61 million in total current liabilities, $97,261 in total non-current liabilities, and $4.92 million in total stockholders' equity. LBM ACQUISITION: Moody's Raises CFR to B2, Outlook Stable --------------------------------------------------------- Moody's Investors Service upgraded LBM Acquisition, LLC's (dba US LBM) Corporate Family Rating to B2 from B3 and Probability of Default Rating to B2-PD from B3-PD. Moody's also upgraded the ratings on US LBM's senior secured term loan to B2 from B3, senior unsecured notes due 2029 to Caa1 from Caa2 and the rating on BCPE Ulysses Intermediate, Inc.'s (BCPE) senior unsecured PIK toggle notes due 2027 (PIK notes) to Caa1from Caa2. BCPE is a parent holding company of LBM Acquisition, LLC. The outlook remains stable. The upgrade of US LBM's CFR to B2 from B3 reflects US LBM's improved scale with revenue in excess of $10 billion, diversity of products and maintenance of low leverage. Moody's believes that these factors will enable US LBM to better withstand the inherent cyclicality in the homebuilding sector. Moody's forecasts EBITDA margins remaining in the range of 10% - 13% over the next eighteen months, which is a key credit strength. Also, Moody's projects low leverage, with adjusted debt-to-EBITDA below 4.25x through 2024, and interest coverage, defined as adjusted EBITA-to-interest expense, above 3.0x over the same period. Cash flow allocated to reducing revolver borrowings, which were utilized for acquisitions, further supports the ratings upgrade. "Good relative operating performance and cash flow used for debt reduction that is resulting in low leverage support US LBM's rating upgrade," said Peter Doyle, Vice President at Moody's. The following ratings are affected by the action: Upgrades: Issuer: BCPE Ulysses Intermediate, Inc. Senior Unsecured Regular Bond/Debenture, Upgraded to Caa1 (LGD6) from Caa2 (LGD6) Issuer: LBM Acquisition, LLC Corporate Family Rating, Upgraded to B2 from B3 Probability of Default Rating, Upgraded to B2-PD from B3-PD Senior Secured 1st Lien Bank Credit Facility, Upgraded to B2 (LGD4) from B3 (LGD3) Senior Unsecured Regular Bond/Debenture, Upgraded to Caa1 (LGD5) from Caa2 (LGD5) Outlook Actions: Issuer: BCPE Ulysses Intermediate, Inc. Outlook, Remains Stable Issuer: LBM Acquisition, LLC Outlook, Remains Stable RATINGS RATIONALE US LBM's B2 CFR reflects financial policies that tend to favor shareholders over creditors. There is the potential for additional debt utilized for dividend payments, which could be substantial. Also, fixed charges, including cash interest, debt amortization, and operating and finance lease payments, are slightly more than $375 million per year, significantly inhibiting cash flow and financial flexibility. At the same time, US LBM faces execution risk to its operating plan amidst strong competition, making it difficult to increase pricing materially and maintain current margins. Moody's projects US LBM will have a very good liquidity profile over the next eighteen months, generating decent cash flow each year and having ample availability under its revolving credit facility. US LBM has no material near-term maturities. The stable outlook reflects Moody's expectation that US LBM will continue to perform well, generating good operating margins. Very good liquidity and no material maturities until 2027 further support the stable outlook. The B2 rating on US LBM's senior secured term loan, the same rating as the Corporate Family Rating, result from its subordination to the company's revolving credit facility but priority claim relative to the senior unsecured notes. The term loan has a first lien on substantially all noncurrent assets and a second lien on assets securing the company's revolving credit facility (ABL priority collateral). The Caa1 rating on US LBM's senior unsecured notes due 2029, two notches below the Corporate Family Rating, results from their subordination to the company's considerable amount of secured debt. The Caa1 rating on BCPE's senior unsecured PIK toggle notes due 2027, two notches below the Corporate Family Rating, results from their contractual and structural subordination to LBM Acquisition, LLC's substantial amount of committed obligations. While the rating is the same as the senior unsecured notes issued by LBM Acquisition, LLC the expected loss in a distress scenario is greater for the PIK toggle notes. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS An upgrade would be predicated on debt-to-EBITDA staying below 4.5x, EBITA-to-interest expense is above 2.5x, preservation of at least good liquidity and continuing conservative financial policies. A downgrade could occur should US LBM adopt an aggressive financial strategy, particularly with respect to shareholder return initiatives or acquisitions, or experience a weakening of liquidity. Negative rating pressure also would result from debt-to-EBITDA nears 6.0x. The principal methodology used in these ratings was Distribution & Supply Chain Services Industry published in June 2018. US LBM, headquartered in Buffalo Grove, Illinois, is a North American distributor of building materials. Bain Capital Private Equity, LP, through its affiliates, is the owner of US LBM. MELO AIR: Wins Continued Cash Collateral Access ----------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, authorized Melo Air, Inc. to use cash collateral of Monroe Capital Management Advisors, LLC, on an interim basis retroactive to April 7, 2022, to pay: (a) amounts expressly authorized by the Court; (b) one quarter of the current and necessary expenses set forth in the budget, plus an amount not to exceed 10% for each line item; and (c) additional amounts as may be expressly approved in writing by the Secured Creditor. As adequate protection, the Secured Creditor will have a perfected post-petition lien against cash collateral to the same extent and with the same validity and priority as its prepetition lien, without the need to file or execute any document as may otherwise be required under applicable non-bankruptcy law. The Debtor will maintain insurance coverage for its property in accordance with the obligations under the loan and security documents with the Secured Creditor. A continued hearing on the matter is scheduled for October 25, 2022 at 10 a.m. A copy of the order is available at https://bit.ly/3BDMfPk from PacerMonitor.com. About Melo Air, Inc. Melo Air, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-01394) on April 7, 2022. In the petition signed by Gustavo M. Melo, president, the Debtor disclosed $100,000 in assets and $500,000 in liabilities. Judge Michael G. Williamson oversee the case. Buddy D. Ford, Esq., at Buddy D. Ford, P.A. is the Debtor's counsel. MOLAOI RESTAURANT: Taps Edge Accounting as Financial Advisor ------------------------------------------------------------ Molaoi Restaurant Corp., doing business as Blue Door Souvlakia, seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Edge Accounting LLC as its financial advisor. The firm will render these services: (a) address all accounting duties that the Debtor is required to address during the Chapter 11 reorganization of the Debtor's business and finances; (b) complete the reports and other documents required by the Office of the United States Trustee; (c) prepare and complete tax returns regularly required by the Debtor's business; (d) assist and guide with budgeting and financial planning; and (e) prepare all necessary and desirable reports, summaries and/or statements required in the course of the Debtor's Chapter 11 case, during the Debtor's negotiations with its creditors, and for approval of the Debtor's disclosure statement and confirmation of the Debtor's plan of reorganization. Edge Accounting will charge $75 per hour for accounting staff. Glenroy Wood, a managing partner at Edge Accounting, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Glenroy Wood Edge Accounting LLC 22109 Braddock Avenue Queens Village, NY 11427 About Molaoi Restaurant Corp. Molaoi Restaurant Corp., doing business as Blue Door Souvlakia, filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-40017) on Jan. 5, 2022, with as much as $1 million in both assets and liabilities. Salvatore LaMonica, Esq., serves as Subchapter V trustee. Judge Jil Mazer-Marino oversees the case. The Debtor tapped Koutsoudakis & Iakovou Law Group, PLLC as legal Counsel; Saranto Calamas, CPA, PC as accountant; and Edge Accounting LLC as financial advisor. MOLECULAR IMAGING: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Molecular Imaging Chicago LLC d/b/a Advantage Diagnostic Imaging f/d/b/a Advantage MRI LLC f/d/b/a Advantage MRI - Carol Stream, LLC f/d/b/a Molecular Imaging of Suburban Chicago, LLC 3 Grant Square #322 Hinsdale, IL 60521 Business Description: Molecular Imaging is dedicated to providing diagnostic testing services, including PET/CT, MRI (Open and High Field), Diagnostic CT, EMG/NCV, Ultrasound, Arthrogram, and Digital X-Ray services. Chapter 11 Petition Date: September 22, 2022 Court: United States Bankruptcy Court Northern District of Illinois Case No.: 22-10864 Judge: Hon. Jacqueline P. Cox Debtor's Counsel: Gregory K. Stern, Esq. GREGORY K. STERN, P.C. 53 West Jackson Boulevard Suite 1442 Chicago, IL 60604 Tel: (312) 427-1558 Fax: (312) 427-1289 Email: greg@gregstern.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Rajeev Batra as managing member. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/3ZAFQGQ/Molecular_Imaging_Chicago_LLC__ilnbke-22-10864__0001.0.pdf?mcid=tGE4TAMA MUSCLEPHARM CORP: Gets Default Notice After Non-Reliance Disclosure ------------------------------------------------------------------- MusclePharm Corporation previously disclosed in a Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on Aug. 22, 2022, that the Board of Directors of the Company determined that the Company's financial statements contained in its Annual Report on Form 10-K 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, and that a restatement of such financial statements is required. On Aug. 26, 2022, the Company received a letter from Empery Tax Efficient, LP (Collateral Agent), pursuant to which Empery Tax advised the Company of its position that such public disclosure about the non-reliance on, and restatement of, the above referenced financial statements demonstrates a breach of certain representations under Section 3.1(h) of the Amended and Restated Securities Purchase Agreement, dated June 3, 2022, by and among the Company and the purchasers thereto, including Collateral Agent, Empery Master Onshore, LLC, Empery Debt Opportunity Fund, LP, Empery Tax Efficient, LP and Empery Tax Efficient III, LP. In the August Letter, the Collateral Agent advised further that an event of default under the Original Issue Discount Senior Secured Notes, dated Oct. 13, 2021, and the Original Issue Discount Senior Secured Notes, dated June 10, 2022, issued by the Company to the Noteholders includes a breach of the representations under the Purchase Agreement. The Collateral Agent further advised the Company in the August Letter that any event of default in one Note would result in a cross-default of the other Notes. In the August Letter, the Collateral Agent further notified the Company that the Noteholders reserve their rights under the Notes. On Sept. 8, 2022, the Company received a separate letter from the Collateral Agent, pursuant to which the Collateral Agent advised the Company of its position that an event of default under the Notes includes Sabina Rizvi no longer serving as the Company's chief financial officer and as a member of the Company's Board of Directors, unless Ms. Rizvi resigns without Good Reason (as defined in the Notes) and the Company replaces Ms. Rizvi with another chief financial officer and member of the Board of Directors, in each case that is not objectionable to the Collateral Agent, within 45 days. In the September Letter, the Collateral Agent advised further that such 45-day period has expired and Ms. Rizvi has not been replaced with another chief financial officer and member of the Board of Directors that is not objectionable to the Collateral Agent. In the September Letter, the Collateral Agent further notified the Company that the Noteholders reserve their rights under the Notes, and requested information and documentation to confirm the Company's compliance with the terms and conditions of the Notes, with a request that the Company provide such information no later than the close of business on Sept. 15, 2022. The Collateral Agent further advised the Company of their position that the Company's failure to respond with the requested information by such date shall constitute an event of default under the Notes. Section 5(b) under the Notes provides that if any event of default occurs, the outstanding principal amount of the Notes, plus accrued but unpaid interest, liquidated damages and other amounts owing in respect thereof through the date of acceleration, shall become, at the holder's election, immediately due and payable in cash at the Mandatory Default Amount and further that commencing five days after the occurrence of any event of default and that results in the right or automatic acceleration of the Notes, the Notes shall accrue interest at an interest rate equal to the lesser of 18% per annum or the maximum rate permitted under applicable law. The October Notes were amended pursuant to a Waiver and Amendment, dated June 3, 2022. As of Sept. 16, 2022 (the filing of this Current Report on Form 8-K), the Noteholders have not accelerated payment of the outstanding balances under the Notes and have not informed the Company that the Noteholders intend to accelerate payment of the outstanding balances under the Notes. However, the Company noted, there can be no assurance that the Noteholders will not exercise their rights to accelerate payment of outstanding balances under the Notes. 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. NATURALSHRIMP INC: SEC Declares Registration Statement Abandoned ---------------------------------------------------------------- In August 2019, NaturalShrimp Incorporated entered into an Equity Financing Agreement with an investor. The Company was not mandated to sell shares pursuant to the Financing Agreement. In October 2019, the Company filed a resale registration statement on Form S-1 to register the shares issuable pursuant to the Financing Agreement. The Company did not seek to have the registration statement declared effective by the Securities and Exchange Commission as the Company did not need to utilize the Financing Agreement. The investor who signed the Financing Agreement has invested in the Company's securities a number of times in the last three years. As the Company never formally withdrew the resale registration statement filed in 2019 related to the Financing Agreement, the SEC, on Sept. 14, 2022, declared the resale registration statement abandoned. This action by the SEC has no effect on the Company's trading status on the OTC Markets nor does it have any effect on the Company's status as a fully reporting issuer with the SEC able to file other registration statements. 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 March 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 June 30, 2022, the Company had $35.45 million in total assets, $24.71 million in total liabilities, $2.02 million in series E redeemable convertible preferred stock, $43.61 million in series F redeemable convertible preferred stock, and a total stockholders' deficit of $34.89 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. NCR CORP: Moody's Puts 'B2' CFR on Review Direction Uncertain ------------------------------------------------------------- Moody's Investors Service placed NCR Corporation's ratings on review with direction uncertain following the announcement of a separation into two separately traded public entities to be completed by the end of 2023. The announcement of a separation process is the beginning of a significant operational, accounting and documentation effort that will take over a year to complete, and a different transaction could occur in the interim. The company has not announced details of approach to capital structure, and the ultimate capital structure decisions will be influenced by market conditions and the company's credit profile in the second half of 2023. The following rating actions were taken: On Review Direction Uncertain: Issuer: NCR Corporation Corporate Family Rating, Placed on Review Direction Uncertain, currently B2 Probability of Default Rating, Placed on Review Direction Uncertain, currently B2-PD Senior Secured Bank Credit Facility, Placed on Review Direction Uncertain, currently Ba3 (LGD2) Senior Unsecured Regular Bond/Debenture, Placed on Review Direction Uncertain, currently B3 (LGD4) Outlook Actions: Issuer: NCR Corporation Outlook, Changed To Rating Under Review From Stable RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The review will focus on the transaction structure as well as the pro forma capital structure, forecasts and capital allocation policy for the business that will remain with NCR. Depending on the final structure, an upgrade, downgrade or confirmation of the existing ratings is possible. NCR's existing B2 CFR is supported by scale and diversification as a leading provider of technology solutions to merchants and banks globally. The company benefits from high market shares in target markets which include digital and self-service banking, merchant point of sale and self-checkout solutions. NCR continues to successfully migrate its portfolio from sales of hardware and related software and services to the platform-as-a-service (PaaS) model, with recurring revenue share increased to 62% and hardware sales share reduced to 24% in 2021. The 2021 acquisition of Cardtronics provided key outsourcing capabilities accelerating PaaS transition. Moody's adjusted total debt+preferred/EBITDA stands at 5.3x for LTM June 2022 but is projected to decline to about 5.0x by the end of 2022. After a pro forma revenue decline of 12% in 2020, NCR rebounded to solid growth of 6.7% in 2021 and Moody's projects low single digit growth in 2022 with continued mix improvement. While some of the company's end markets may face long-term secular pressures and the competitive environment is intense, NCR as a combined portfolio of businesses is positioned to sustain mid-single digit revenue growth over the medium term with support from share of wallet gains in the PaaS model. Profitability is expected to be about flat in 2022 after a modest improvement in 2021, driven by positive mix and Cardtronics merger synergies offset by input and logistic cost inflation counteracted through price actions. Free cash flow generation will remain solid but capital intensity may increase due to investment in equipment in the PaaS model. The SGL-2 liquidity rating is unchanged at this time but could be pressured if liquidity weakens as a result of the separation. ESG considerations relevant to the rating include governance considerations related to NCR's capital structure and capital allocation pro forma for the separation. With adjusted net revenues of $8 billion for the last 12 months ended June 2022, NCR is a diversified financial technology company. The principal methodology used in these ratings was Diversified Technology published in February 2022. ORGANICELL REGENERATIVE: Expands Into Health and Beauty Market -------------------------------------------------------------- Organicell Regenerative Medicine, Inc. will expand into the skincare and haircare industries. On Sept. 14, 2022, BeautyHealth's Hydrafacial announced its new partnership with Organicell to create the first to market exosome booster for their patented Hydrafacial device. Organicell's science team will work with Hydrafacial to prove the efficacy of how this new booster application may reduce inflammation, increase collagen, and increase elastin while extending the benefits of a traditional Hydrafacial. Organicell's CEO, Matt Sinnreich, said "This partnership is the first of many we are working on in the aesthetic and hair space. Hydrafacial is its own market, and we have given them exclusivity for their applications, however, this partnership paves the way for our science team to start collecting data that may help prove the efficacy of our products on hair restoration and in various topical skincare and aftercare products. "Extracellular Vesicles (EVs) are anti-inflammatory in nature. Our patent pending process allows us to concentrate up to 600 billion EVs per milliliter which contain over 300 cytokines, chemokines and growth factors. Organicell's science team will be researching how certain characterizations of our extracellular vesicles may be able to be used in hair transplant procedures to expedite healing and reduce swelling. They will be looking into how our products can possibly take the place of a Platelet-Rich Plasma (PRP) procedure for hair restoration. And our clinical research team will gather data to see how our EVs may help reduce wrinkles and the early signs of aging." Sinnreich concluded, "This partnership is a great first step into the skincare space. We are honored that Hydrafacial trusted our science team enough to be their partner in this innovative new booster for their incredibly successful business. Now that the door is open, we can conduct the necessary research to prove our thesis on the rest of the applications which we believe the skincare and haircare market needs." About Organicell Headquartered in Miami, FL, Organicell Regenerative Medicine, Inc. -- www.organicell.com -- is a clinical-stage biopharmaceutical company principally focusing on the development of innovative biological therapeutics for the treatment of degenerative diseases and to provide other related services. Its proprietary products are derived from perinatal sources and manufactured to retain the naturally occurring microRNAs, without the addition or combination of any other substance or diluent. Its RAAM Products and related services are principally used in the health care industry administered through doctors and clinics. Organicell Regenerative reported a net loss of $12.76 million for the year ended Oct. 31, 2021, compared to a net loss of $12.58 million for the year ended Oct. 31, 2020. As of April 30, 2022, the Company had $2.21 million in total assets, $6.41 million in total liabilities, and a total stockholders' deficit of $4.19 million. Fort Lauderdale, FL-based Marcum LLP, the Company's auditor since 2015, issued a "going concern" qualification in its report dated Feb. 14, 2022, citing that the Company has a significant working capital deficiency, 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. ORGANICELL REGENERATIVE: Ryan Likes is New Chief Operating Officer ------------------------------------------------------------------ Effective Sept. 13, 2022, Ryan Likes joined Organicell Regenerative Medicine, Inc. as its chief operating officer. Matthew Sinnreich, the Company's current chief operating officer and acting chief executive officer assumed the role of president and will continue as Organicell's acting chief executive officer. Mr. Likes, 42, is a seasoned operations, business, and legal executive with a focus on launching new divisions and/or initiatives. From 2021 until shortly before he joined Organicell, Mr. Likes was an investor in and interim head of business operations at BIG3 Basketball, where he played an integral role in helping the successfully re-launch the league for their fourth season after the 2020 season was cancelled due to COVID. From 2019 to 2020, Mr. Likes was a vice president working on special projects for System Property Development Company, a real estate development company. Prior thereto, he was co-chief operating officer of Super Deluxe, a division of Turner Broadcasting, from 2015 to 2018, which he helped build from the ground up, running the television, film, business affairs, legal, finance, and production departments. Before Super Deluxe, Mr. Likes was chief of operations and Business Affairs at Grupo Televisa from 2013 to 2015, where he helped launch their English language television studio. He began his career as a corporate associate at O'Melveny and Myers from 2006 to 2009, specializing in M&A and finance. Mr. Likes holds a bachelor's degree from the University of California, Los Angeles and a J.D. from Yale Law School. About Organicell Headquartered in Miami, FL, Organicell Regenerative Medicine, Inc. -- www.organicell.com -- is a clinical-stage biopharmaceutical company principally focusing on the development of innovative biological therapeutics for the treatment of degenerative diseases and to provide other related services. Its proprietary products are derived from perinatal sources and manufactured to retain the naturally occurring microRNAs, without the addition or combination of any other substance or diluent. Its RAAM Products and related services are principally used in the health care industry administered through doctors and clinics. Organicell Regenerative reported a net loss of $12.76 million for the year ended Oct. 31, 2021, compared to a net loss of $12.58 million for the year ended Oct. 31, 2020. As of April 30, 2022, the Company had $2.21 million in total assets, $6.41 million in total liabilities, and a total stockholders' deficit of $4.19 million. Fort Lauderdale, FL-based Marcum LLP, the Company's auditor since 2015, issued a "going concern" qualification in its report dated Feb. 14, 2022, citing that the Company has a significant working capital deficiency, 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. PACKERS HOLDINGS: Moody's Affirms 'B3' CFR, Outlook Remains Stable ------------------------------------------------------------------ Moody's Investors Service affirmed Packers Holdings, LLC's ("PSSI") B3 Corporate Family Rating and B3-PD Probability of Default Rating. Concurrently, Moody's has affirmed the B2 senior secured first-lien bank credit facilities ratings. The outlook remains stable. The ratings affirmation reflects the company's recent performance. Moody's views PSSI's financial policy as aggressive, with high financial leverage of approximately 7.9x as of June 30, 2022, and a history of debt funded distributions, however the ratings affirmation is supported by Moody's expectation of deleveraging through EBITDA growth. While financial leverage will remain high, Moody's expects PSSI to benefit from favorable industry fundamentals supported by a non-discretionary demand for the company's sanitation services in a highly-regulated environment. Moody's took the following rating actions on Packers Holdings, LLC: Affirmations: Issuer: Packers Holdings, LLC Corporate Family Rating, Affirmed B3 Probability of Default Rating, Affirmed B3-PD Senior Secured 1st Lien Bank Credit Facility, Affirmed B2 (LGD3) Outlook Actions: Issuer: Packers Holdings, LLC Outlook, Remains Stable RATINGS RATIONALE PSSI's B3 CFR reflects the company's high debt-to-EBITDA leverage, estimated at 7.9x (on Moody's adjusted basis) as of June 30, 2022. The rating also incorporates the risk to creditors stemming from company's aggressive financial policies reflected in shareholder distributions, as well as the company's acquisitive nature and associated integration risks. Additionally, credit challenges are variability in customer production levels, as well as meaningful customer concentration. The company must also balance the need for timely service for clients with operational challenges, such as managing high employee turnover, maintaining safe working conditions, and the costs necessary to meet strict regulatory-driven service requirements. The rating favorably reflects the stability and recurring nature of the company's revenues given the non-discretionary need for the daily sanitation services it provides to protein and other food manufacturers and the strict regulatory environment in the food processing industry. Other supportive factors include PSSI's solid market position and long-term relationships with large food processing customers in North America, and industry trends towards increased outsourcing of sanitation services. The rating is also supported by the relative stability of the company's operating margins and ability to generate solid free cash flow. Moody's considers PSSI's liquidity over the next 12-18 months to be good. As of June 30, 2022 the company had a cash balance of approximately $105 million. The company's good liquidity is also supported by Moody's expectation that PSSI will generate free cash flow in the range of $60 to $70 million over the next 12-18 months, before any distributions and assuming no acquisitions. The cash flow assumes higher interest rates in 2022 and 2023. The company historically has been able to generate strong free cash flow, which Moody's estimate to be around $51 million for the LTM June 2022 period. The company's solid free cash flow generation historically has been attributable to consistent earnings, relatively low working capital needs and low capital expenditures inherent to the business model. The internal cash sources provide good coverage of the required annual term loan amortization paid quarterly. Moody's estimate Interest coverage will decline to around 1.7x from what historically has been approximately 2.0x or above, driven by higher interest rates given the floating rate nature of debt. Liquidity is further supported by PSSI's $54 million revolving credit facility expiring in 2026. As of June 30, 2022, PSSI had most of this amount available, with no borrowings outstanding and about $20 million utilized for letters of credit (mostly related to workers compensation). Moody's expects the company to maintain sufficient availability under the facility for operating needs over the next 12 to 15 months. Moody's also expects PSSI to maintain comfortable cushion under the credit agreement's springing maximum 9.1x first lien net leverage covenant, which is applicable if revolver utilization exceeds 40% ($21.6 million), should it be tested. There are no term loan financial maintenance covenants. The individual debt instrument ratings are based on Packers' probability of default, as reflected in the B3-PD rating, and the loss given default expectations of the individual debt instruments. The B2 rating and LGD3 assessment on the first-lien senior secured facilities, including the $54 million revolver due 2026 and $1,240 million term loan due 2028, reflect their senior position in the capital structure and loss absorption support provided by the $250 million unsecured mezzanine note (unrated). The stable outlook is based on Moody's expectation that Packers will grow revenue in the 7% area over the next 12 months, supported by long term contracts with customers, cross selling and some price increases. Packers has a good track record of organic revenue growth, which Moody's expects to be largely organic over the next year. Plant count where Packers provides its services is likely to remain stable and the opportunity to grow the chemicals and pest control services will aid cross-selling. Moody's expects EBITDA margins to be stable and in the 15% - 16% area (Moody's adjusted) and free cash flow generation with FCF/ debt to be in the 4.5% area. Due to rising interest rates interest, expense will increase meaningfully, however Packers will be able to cover basic fixed costs with internal cash flow. Moody's estimates leverage to decline to around 7.5x by the end of this year and expects financial policy to remain aggressive, with distributions to shareholders to continue to occur periodically, as a use of cash flow. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if Moody's expects the company to sustain leverage below 6.0x adjusted debt to EBITDA, while maintaining profitability, a prudent approach to acquisitions and good liquidity. The ratings could be downgraded if leverage is sustained above 7.5x, if Moody's expects EBITA-to-interest coverage to weaken towards 1.25x, if revenues and/or profitability were to decline meaningfully, or if liquidity deteriorated, including due to a weakening in cash flow. The principal methodology used in these ratings was Business and Consumer Service Industry published in November 2021. Packers Holdings, LLC (known as "PSSI"), founded in 1972 and headquartered in Kieler, Wisconsin, is a provider of contract sanitation services to the food processing industry in the U.S. and Canada. The company serves 486 customer locations, including protein (about 86% of revenue) and non-protein facilities. In May 2018 PSSI was acquired by Blackstone Group L.P. For the LTM period ended June 30, 2022, PSSI generated approximately $1.2 billion in revenues. PALMS MEDICAL TRANSPORT: Starts Subchapter V Case ------------------------------------------------- Palms Medical Transport LLC has sought bankruptcy protection in Georgia. The Debtor elected on its voluntary petition to proceed under Subchapter V of chapter 11 of the Bankruptcy Code. Palms Medical Transport 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. 20, 2022, at 10:30 AM at U.S. Trustee Teleconference. Proofs of claim are due by Nov. 25, 2022. About Palms Medical Transport Palms Medical Transport LLC is an ambulance service in Byron, Georgia. Palms Medical Transport filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. M.D. Ga. Case No. 22-51074) on Sept. 15, 2022. In the petition filed by Maurice Grayson, as managing member, the Debtor reported assets and liabilities between $1 million and $10 million. Jenny Martin Walker has been appointed as Subchapter V trustee. The Debtor is represented by Wesley J. Boyer of Boyer Terry LLC. PELLETIER MANAGEMENT: Commences Subchapter V Case ------------------------------------------------- Pelletier Management and Consulting LLC has sought bankruptcy protection in Ohio. The Debtor elected on its voluntary petition to proceed under Subchapter V of chapter 11 of the Bankruptcy Code. The Debtor owns the property at 530 Upper Lewisburg Salem Road, Brookville, Montgomery County, Ohio (Parcel No. C05 00415 0057), valued at $928,000, as well as the property at 110 Iowa Avenue, Flaxton, ND 58737, valued at $18,000. The Debtor disclosed $3.211 million in liabilities in its schedules. Real Estate Holdings LLC is owed $1.477 million and has sought foreclosure of the Ohio property. Pelletier Management 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. 13, 2022, at 1:30 PM at Dayton 341. About Pelletier Management and Consulting Pelletier Management and Consulting LLC is a limited liability company in Ohio. Pelletier Management and Consulting filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ohio Case No. 22-31296) on Sept. 16, 2022. In the petition filed by Gaetan Pelletier, as chief executive manager, the Debtor reported assets between $500,000 and $1 million and estimated liabilities between $1 million and $10 million. Donald W. Mallory has been appointed as Subchapter V trustee. The Debtor is represented by Patricia J Friesinger of Coolidge Wall Co., L.P.A. PHENOMENON MARKETING: Taps Morrison & Foerster as Special Counsel ----------------------------------------------------------------- Phenomenon Marketing and Entertainment, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Morrison & Foerster LLP as special litigation counsel. The Debtor needs a special counsel to provide legal services concerning certain continuing government agency investigations arising out of its Paycheck Protection Program (PPP) Small Business Administration Loan. The firm agreed to charge the Debtor at its discounted hourly rates of 15% as follows: Brandon L. Van Grack $1,147.50 Brian Kidd $1,147.50 In addition, the firm will seek reimbursement for expenses incurred. As of the petition date, the Debtor paid the firm a total of $539,176. Adam Lewis, Esq., a senior counsel at Morrison & Foerster, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Brandon L. Van Grack, Esq. Brian Kidd, Esq. Morrison & Foerster LLP 2100 L. Street, NW Washington, DC 20037 Telephone: (202) 887-1500 Facsimile: (202) 887-0763 Email: BVanGrack@mofo.com BKidd@mofo.com About Phenomenon Marketing and Entertainment Phenomenon Marketing & Entertainment, LLC, a Los Angeles-based company, filed a petition for Chapter 11 protection (Bankr. C.D. Calif. Case No. 22-10132) on Jan. 10, 2022, with $359,080 in assets and $2,289,737 in liabilities. Judge Ernest M. Robles oversees the case. The Debtor tapped the Law Office of Michael Jay Berger as its legal counsel and Morrison & Foerster, LLP as special litigation counsel. PRECIPIO INC: Incurs $2.1 Million Net Loss in Second Quarter ------------------------------------------------------------ Precipio Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $2.14 million on $2.36 million of net sales for the three months ended June 30, 2022, compared to a net loss of $3.01 million on $2.34 million of net sales for the three months ended June 30, 2021. For the six months ended June 30, 2022, the Company reported a net loss of $6.72 million on $4.81 million of net sales compared to a net loss of $4.46 million on $4.17 million of net sales for the six months ended June 30, 2021. As of June 30, 2022, the Company had $25.98 million in total assets, $5.41 million in total liabilities, and $20.56 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/1043961/000155837022013260/prpo-20220630x10q.htm About Precipio Omaha, Nebraska-based Precipio, Inc., formerly known as Transgenomic, Inc. -- http://www.precipiodx.com-- is a healthcare solutions company focused on cancer diagnostics. Its business mission is to address the pervasive problem of cancer misdiagnoses by developing solutions to mitigate the root causes of this problem in the form of diagnostic products, reagents and services. Precipio reported a net loss of $8.52 million for the year ended Dec. 31, 2021, compared to a net loss of $10.60 million for the year ended Dec. 31, 2020. As of March 31, 2022, the Company had $27.97 million in total assets, $5.72 million in total liabilities, and $22.25 million in total stockholders' equity. Hartford, CT-based Marcum LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated March 30, 2022, citing that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. QHC FACILITIES: PCO Reports Operational Challenges, Poor Sanitation ------------------------------------------------------------------- Susan Goodman, the court-appointed patient care ombudsman, filed with the U.S. Bankruptcy Court for the Southern District of Iowa a fourth interim report regarding the quality of patient care provided at the Winterset Care Center North facility operated by QHC Winterset North, LLC, an affiliate of QHC Facilities, LLC. During the interim reporting period, the PCO remained in regular contact with the Blue Care Home operational team member regarding his weekly visits to the facility. Through the regular updates, the PCO learned that the previous provisional administrator, who had continued to share administrative coverage duties, finalized her previously submitted resignation and departed. The Blue Care Home operational team member reported continued recruitment efforts for a licensed administrator for this facility, with these ongoing efforts unchanged by the recent leadership departure. Facility cleanliness has been an ongoing challenge at the Winterset facility, with housekeeping staffing challenges reported in previous PCO reports. The facility and the Blue Care Home operational team member acknowledge the need to improve facility cleanliness. Aside from poor sanitation, the PCO also reported that the Winterset facility continues to present with operational challenges. The three aides staffed to cover all but the memory unit appeared insufficient without direct care task engagement by the nursing professionals. The PCO noted that the remaining leadership team reported increased cohesion and synergy to address the items needed to move this facility in to the improving special focus category. Leadership reported on current recruitment efforts for part-time evening housekeeping and laundry personnel to address facility needs. The Blue Care Home operational team member remains engaged and responsive to leadership and PCO requests, accoridng to the report. A copy of the fourth interim report is available for free at https://bit.ly/3QQ41EHfrom PacerMonitor.com. The ombudsman may be reached at: Susan N. Goodman, Esq. Pivot Health Law, LLC P.O. Box 69734 Oro Valley, AZ 85737 Tel: (520) 744-7061 Email: sgoodman@pivothealthaz.com About QHC Facilities Clive, Iowa-based QHC Facilities, LLC, operates eight skilled nursing facilities. The facilities include Crestview Acres in Marion as well as in Tama, Madison, Humboldt, Jackson, Webster and Polk counties and two assisted living centers. Collectively, the facilities have a maximum capacity of more than 700 residents. The company employs roughly 300 full-time and part-time workers. QHC Facilities and its affiliates filed petitions for Chapter 11 protection (Bankr. S.D. Iowa Lead Case No. 21-01643) on Dec. 29, 2021. The affiliates are QHC Management LLC, QHC Mitchellville LLC, QHC Crestridge LLC, QHC Humboldt North LLC, QHC Winterset North LLC, QHC Madison Square LLC, QHC Humboldt South LLC, QHC Villa Cottages LLC, QHC Fort Dodge Villa LLC, and QHC Crestview Acres Inc. QHC Facilities reported $1 million in assets and $26.3 million in liabilities as of the bankruptcy filing. Judge Anita L. Shodeen oversees the cases. Bradshaw Fowler Proctor & Fairgrave, PC and Dentons Davis Brown, P.C. are the Debtors' bankruptcy counsels. Newmark Real Estate of Dallas, LLC, Gibbins Advisors, LLC, and Denman & Company, LLP serve as the Debtors' investment banker, restructuring advisor, and tax accountant, respectively. The U.S. Trustee for Region 12 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases. Troutman Pepper Hamilton Sanders, LLP and Cutler Law Firm, P.C. serve as the committee's lead bankruptcy counsel and local counsel, respectively. Susan N. Goodman of Pivot Health Law, LLC is the patient care ombudsman appointed in the Debtors' cases. R.J. CONSTRUCTION: Texas Families Close to Getting Answers ---------------------------------------------------------- Caroline Vandergriff of CBS News reports that North Texas families left with unfinished projects after a construction company filed bankruptcy last month are now one step closer to getting answers. Dozens attended a bankruptcy hearing for RJ Construction this week and said it lasted nearly two hours. "If you wrong the community, the community is going to fight back," said Josh Usry, an Arlington resident who says he put down a $30,000 deposit with RJ Construction for a remodeling project and has nothing to show for it. RJ Construction filed for bankruptcy in August 2022. Since then, many other clients have come forward with similar stories, claiming they're out thousands for work that was completed. According to court filings, owner Robert Jordan may owe close to 200 people and companies money. Previously, Jordan blamed the Arlington Independent School District for his company's financial troubles, claiming the district failed to pay a $1.2 million invoice for repairs made to Sam Houston High School after pipes burst during the Feb. 2021 winter storm. AISD says an insurance adjustor valued the work RJ Construction did at just $180,000. The two parties are still tied up in litigation over the dispute. During the creditors meeting on Tuesday, September 13, 2022, Jordan was probed about his finances and accounting practices. "When a lawyer asked about that, he pled the fifth and any kind of related question seemed to lead there as well," Usry said. According to Usry, Jordan also made it clear he would not perform any more work on unfinished construction projects. Still, Usry has hope about where these proceedings will lead. "It's very obvious our community won't tolerate this, and I'm extremely proud that Arlington and everybody is standing up to this," he said. Several former clients of RJ Construction have filed police reports, and investigators are trying to determine whether criminal charges apply in this case. Jordan's attorney and the bankruptcy trustee did not respond to CBS 11's request or comment. About RJ Construction Robert Jordan filed for bankruptcy for his businesses in federal court following over a year of legal battles with Arlington Independent School District over repairs made following Winter Storm Uri. R.J. Construction, LLC, filed a Chapter 7 bankruptcy petition (Bankr. N.D. Tex. Case No. 22-bk-41805) on Aug. 9, 2022. RJ Construction listed between $1 million and $10 million in assets and up to 199 creditors. RJC Carolina, LLC, filed a Chapter 7 bankruptcy petition (Bankr. N.D. Tex. Case No. 22-bk-41806) on Aug. 9, 2022.RJC Carolina listed between $100,000 and $600,000 in assets and up to 49 creditors. The cases are overseen by Honorable Bankruptcy Judge Mark X Mullin. The Debtors' attorneys: Jason Patrick Kathman Spencer Fane LLP 972-324-0300 jkathman@spencerfane.com REARDEN STEEL: Starts Subchapter V Case --------------------------------------- Rearden Steel Manufacturing LLC has sought bankruptcy protection in Florida. The Debtor elected on its voluntary petition to proceed under Subchapter V of chapter 11 of the Bankruptcy Code. The Debtor disclosed $2.018 million in assets against $2.995 million in liabilities in its schedules. The Debtor owns the property at 5350 Steel Blvd, Fort Pierce, FL 34946-9129, valued at $1.8 million. Secured creditor Paradise Bank is owed $1.931 million while Deborah Englert is owed $300,000. 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. 17, 2022 at 2:00 PM by TELEPHONE. Proofs of claim are due by Nov. 25, 2022. About Rearden Steel Manufacturing Rearden Steel Manufacturing LLC is a metal fabricator in Florida. Rearden Steel Manufacturing filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-17243) on Sept. 16, 2022. In the petition filed by Lynn Shepard, as managing member, the Debtor reported assets and liabilities between $1 million and $10 million. Tarek Kirk Kiem has been appointed as Subchapter V trustee. The Debtor is represented by Julianne R. Frank. REHME CUSTOM: Cash Collateral Access, $100,000 of DIP Loan OK'd --------------------------------------------------------------- Rehme Custom Doors & Lighting, Inc. d/b/a Rehme Steel Windows & Doors, sought and obtained entry of an order from the U.S. Bankruptcy Court for the Southern District of Texas, Laredo Division, authorizing the Debtor to use cash collateral and access $100,000 of a proposed $500,000 post-petition financing on an interim basis. The Company's 100% owner and manager, Peter J. Rehme, has agreed to extend $500,000 in post-petition credit. The proposed facility would roll up over $2 million in unsecured notes already owed to Rehme into a new, secured obligation. Rehme would be entitled to interest only payments at a rate of 3% per annum during a three-year subchapter V plan period. The material provisions of the post-petition loan includes: a. 3% per annum Interest Rate. b. Maturity of the earlier of (i) six months from the end of the Plan Period under the Debtor's Proposed Plan, as confirmed by the Bankruptcy Court; or (ii) the conversion of the Debtor's subchapter v bankruptcy proceeding to a proceeding under chapter 7 of the Bankruptcy Code; or (iii) the entry of an order of the Bankruptcy Court dismissing the Debtor's bankruptcy proceeding, at which time all remaining accrued interest and principal will be due c. The Debtor will grant to Lender a first priority security interest in all of the Debtor's assets. d. The Debtor will execute and cause to be executed further documents and instruments as the Lender, in its sole discretion, deems necessary or desirable to evidence and perfect its liens and security interests in the Collateral. The Debtor authorizes, directs and permits the Lender to file Uniform Commercial Code financing statements with respect to the Collateral in such jurisdictions as the Lender may desire. The Company has historically needed additional financing from time to time because of the seasonally cyclical nature of its sales and the inevitable lag between the outlaw of expenses for materials and manufacturing and the receipt of sales proceeds from completed goods. As of the bankruptcy filing, the Company has no secured debt but already owes Rehme $2,163,679 on account of four pre-petition unsecured notes. As adequate protection, the Lender will have a perfected lien on the Company's assets and a super-priority administrative claim on account of amounts advanced under the Loan Documents after entry of the Interim Order; provided the lien and super-priority administrative claim status secures and relates to only amounts actually advanced under the Loan Documents after entry of this Interim Order and not on any other amounts otherwise owed to the Lender without further Court order. The automatic stay under 11 U.S.C. section 362 is modified solely to the extent necessary to perfect the Lender's security interest and to collect payment pursuant to the terms of the Loan Documents. Absent further Court order and relief granted, the automatic stay otherwise remains in effect as to other actions, including but not limited to enforcement or actions taken against property of the estate in the event of a default. A continued hearing on the matter was held September 21. The Debtor on September 22 filed with the Court a proposed Second Interim Order, which the judge has not yet signed on. A copy of the motion is available at https://bit.ly/3Sh6Ekb from PacerMonitor.com. A copy of the order is available at https://bit.ly/3xgVfZy from PacerMonitor.com. About Rehme Custom Doors & Lighting, Inc. Rehme Custom Doors & Lighting, Inc. d/b/a Rehme Steel Windows & Doors manufactures doors and windows. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-50059) on September 9, 2022. In the petition signed by Peter J. Rehme, president, the Debtor disclosed $1,001,370 in total assets and $4,944,534 in total liabilities. Judge David R. Jones oversees the case. Christopher Murray, Esq., at Jones Murray, LLP is the Debtor's counsel. RENNOVA HEALTH: CEO Provides Business Update -------------------------------------------- Rennova Health, Inc. Chief Executive Officer Seamus Lagan joined Stock Day host Everett Jolly to provide an update on the business and future plans. Jolly began the interview by referring to the most recent 10Q filed by the Company and noting the improved net revenues and financial condition. He asked if the Company expected to have profitable operations going forward. Lagan responded by confirming that the hospital operations were significantly improved and that he believed that hospital operations would be profitable going forward. He also cautioned that a significant amount of legacy debt and other liabilities remained but pointed to the improvements made in the past year and his belief that improvements would continue. Jolly asked for an update on the recently disclosed plan to expand the business into providing behavioral health services. Lagan confirmed the intention to move forward with this initiative and stated that the Company had recently hired an experienced individual to head up this new business. He also confirmed a focus of the new management in creating a detailed business plan that would, in part identify capital needs, and reminded his listeners that the business would utilize available space in the Company's existing properties. Jolly then asked for an update on the shares of common stock outstanding and asked Lagan if the Company had any plans to effect another reverse stock split. Lagan stated that there were approximately ten billion shares issued and outstanding and that there were two hundred and fifty billion shares authorized meaning that there was no need for a reverse split for the foreseeable future. He confirmed that the Company currently had no plans to complete a reverse split. Jolly ended the interview by asking Lagan what message he would like the Company's shareholders to take away from the interview. Lagan responded by referring to previous disclosures of the intention to stabilize the business and his belief that operations have now been stabilized, and that a capable and experienced management team was now in place, allowing the business to focus on building the behavioral health division and possibly looking at additional acquisitions again going forward. To hear Seamus Lagan's entire interview, follow the link to the podcast here: https://audioboom.com/posts/8157101-rennova-health-inc-provides-update-to-the-stock-day-podcast About Rennova Health Rennova Health, Inc. -- http://www.rennovahealth.com-- is a provider of health care services. The Company owns one operating hospital in Oneida, Tennessee known as Big South Fork Medical Center, a hospital located in Jamestown, Tennessee that it plans to reopen, a physician's practice in Jamestown, Tennessee that it plans to reopen and a rural clinic in Kentucky. Net loss available to common stockholders for the year ended Dec. 31, 2021, was $500.87 million while the net loss available to common stockholders for the year ended Dec. 31, 2020, was $281.59 million. As of March 31, 2022, the Company had $19.01 million in total assets, $47.58 million in total liabilities, and a total stockholders' deficit of $28.57 million. Salt Lake City, Utah-based Haynie & Company, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company has recognized recurring losses and negative cash flows from operations, and currently has minimal revenue producing activities. This raises substantial doubt about the Company's ability to continue as a going concern. SHAWN JENSEN: No Patient Complaints, 7th PCO Report Says -------------------------------------------------------- Cori Loomis, the patient care ombudsman for Shawn Jensen DDS, P.A., filed with the U.S. Bankruptcy Court for the District of Kansas a Seventh Report to monitor the quality of care provided to Shawn Jensen patients. Dr. Jensen's office reopened on Aug. 22 after being closed for approximately three weeks for repairs due to a water leak. Since the report is due only a short time after reopening, the PCO again submitted a list of questions to Dr. Jensen. Dr. Jensen's responses to the other questions the PCO submitted, do not indicate any changes in the status of his practice that would negatively impact patient care. Dr. Jensen reported that in the past 60 days: * No employees have been added or terminated. * There have been no issues obtaining dental and medical supplies. * Dr. Jensen is not aware of any patient complaints, licensure board complaints, or professional negligence lawsuits. * The office hours have returned to normal after the closure for construction. * There have been no significant equipment failures, breakdowns or need for replacement. The PCO will continue to monitor the practice and will evaluate the need to make an in-person visit if Shawn Jensen's bankruptcy plan is not confirmed, and subject to direction from the court and the trustee. A copy of the Ombudsman Report is available for free at https://bit.ly/3LncrSS from PacerMonitor.com. Attorney for the patient care ombudsman: J. Clay Christensen, Esq. Jonathan M. Miles, Esq. Brock Z. Pittman, Esq. Christensen Law Group, P.L.L.C. 3401 N.W. 63rd St., Suite 600 Oklahoma City, OK 73116 Telephone: (405) 232-2020 Facsimile: (405) 228-1113 Email: clay@christensenlawgroup.com jon@christensenlawgroup.com brock@christensenlawgroup.com About Shawn Jensen DDS Shawn Jensen DDS PA sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 21 10699) on July 26, 2021, with $100,001 to $500,000 in assets and $1 million to $10 million in liabilities. Judge Mitchell L. Herren oversees the case. Forker Suter, LLC serves as the Debtor's legal counsel. Cori Loomis, the patient care ombudsman appointed in the Debtor's case, is represented by Christensen Law Group, P.L.L.C. SHOPS AT BROAD: Seeks to Hire Holder Law as Bankruptcy Counsel -------------------------------------------------------------- Shops at Broad, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Holder Law as its legal counsel. Holder Law will render these legal services: (a) advise the Debtor regarding its powers and duties in the continued operation of its business and management of its property; (b) take all necessary action to protect and preserve the Debtor's estate; (c) prepare legal papers; (d) assist the Debtor in preparing for and filing one or more disclosure statements in accordance with Section 1125 of the Bankruptcy Code; (e) assist the Debtor in preparing for and filing one or more Plans of Reorganization at the earliest possible date; and (f) perform any and all other legal services for the Debtor in connection with the Chapter 11 case. On Sept. 1, Holder Law received funds from Stewart Geyer, an authorized representative of the Debtor, in the amount of $30,000. The hourly rates of the firm's counsel and staff are as follows: Areya Holder Aurzada, Esq. $495 Paralegals $195 Areya Holder Aurzada, Esq., an attorney at Holder Law, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Areya Holder Aurzada, Esq. Holder Law 901 Main Street, Suite 5320 Dallas, TX 75202 Telephone: (972) 438-8800 Email: areya@holderlawpc.com About Shops at Broad Shops at Broad, LLC, a company in Mansfield, Texas, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 22-42059) on Sept. 2, 2022. In the petition signed by Stewart Geyer, authorized representative, the Debtor disclosed between $50 million and $100 million in both assets and liabilities. Judge Edward L. Morris oversees the case. Areya Holder Aurzada, Esq., at Holder Law serves as the Debtor's counsel. SONOMA PHARMACEUTICALS: Three Proposals Passed at Annual Meeting ---------------------------------------------------------------- Sonoma Pharmaceuticals, Inc. held its annual meeting of stockholders at which the stockholders: (1) elected Jay Birnbaum as the Company's Class II director; (2) did not approve, by non-binding advisory vote, the compensation of the Company's named executive officers for the year ended March 31, 2022; (3) approved, by non-binding advisory vote, the frequency of "ONE YEAR" for future advisory shareholder votes to approve, by non-binding advisory vote, the compensation paid to our named executive officers; and (4) approved the ratification of the appointment of Frazier & Deeter LLC as the Company's independent registered public accounting firm for the fiscal year ending March 31, 2023. About Sonoma Pharmaceuticals Sonoma Pharmaceuticals, Inc. -- http://www.sonomapharma.com-- is a global healthcare company that develops and produces stabilized hypochlorous acid, or HOCl, products for a wide range of applications, including wound care, animal health care, eye care, oral care and dermatological conditions. The Company's products reduce infections, itch, pain, scarring and harmful inflammatory responses in a safe and effective manner. In-vitro and clinical studies of HOCl show it to have impressive antipruritic, antimicrobial, antiviral and anti-inflammatory properties. Its stabilized HOCl immediately relieves itch and pain, kills pathogens and breaks down biofilm, does not sting or irritate skin and oxygenates the cells in the area treated assisting the body in its natural healing process. The Company sells its products either directly or via partners in 54 countries worldwide. Sonoma reported a net loss of $5.09 million for the year ended March 31, 2022, compared to a net loss of $3.95 million for the year ended March 31, 2021. As of March 31, 2022, the Company had $18.85 million in total assets, $10.15 million in total liabilities, and $8.70 million in total stockholders' equity. Atlanta, Georgia-based Frazier & Deeter, LLC, the Company's auditor since 2021, issued a "going concern" qualification in its report dated July 13, 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 its ability to continue as a going concern. STARCREST PRODUCTS: SSG Advises on Sale of Assets to Silver Star ---------------------------------------------------------------- SSG Capital Advisors, LLC (SSG) acted as the investment banker to an affiliate of Stapleton Group, Inc., the assignee for the benefit of creditors (the Assignee) of Starcrest Products of California, Inc. (Starcrest or the Company) in the sale of select assets to Silver Star Brands, Inc. The transaction closed in September 2022. Founded in 1971, Starcrest is a multi-channel, direct-to-consumer retailer based in Perris, CA. Through its six catalogs, seven ecommerce channels, and an onshore call center, the Company offers a broad selection of products at affordable prices. Starcrest's representative product categories include home and office, kitchen and cleaning, clothing and accessories, health and beauty, gifts and dcor, toys and games, tools and auto, and seasonal gifts. Starcrest had established strong vendor relationships and significant customer loyalty over its 50+ year history, however, the business experienced steady declines in revenue and profitability in recent years. The financial deterioration was the result of industry headwinds, including a rise in postage and paper costs, an increase in competition from other ecommerce retailers, a reduced number of suppliers, and an increase in labor costs. In order to effectuate a sale of its assets, Starcrest entered into an assignment for the benefit of creditors agreement with the Assignee in June 2022. The Assignee subsequently retained SSG as its investment banker to conduct a comprehensive sale process and solicit interest from strategic and financial buyers. The process attracted significant interest from multiple parties and resulted in several strategic alternatives. Ultimately, the offer from Silver Star Brands proved to be the highest and best value for the assets and provided for a quick closing which was critical to maintaining engagement with Starcrest's customer base. SSG's special situations expertise, significant experience in the direct-to-consumer industry and proven ability to market and close transactions in an expedited timeframe resulted in a competitive environment that maximized asset value for the creditors and allowed the legacy of the catalog brands to move forward under a new operator. Silver Star Brands connects with more than 120 million households through its websites and catalogs for the Miles Kimball, Walter Drake, Easy Comforts, Exposures, Dream Products, and Native Remedies brands. Silver Star Brands is one of the largest direct marketers of consumer gifts and household products in America and ships nearly four million orders annually. Other professionals who worked on the transaction include: * David P. Stapleton, Jake DiIorio, and Cooper Plyler of Stapleton Group, Inc., Assignee for the Benefit of Creditors; * William B. Freeman, Ethan E. Post, Sean S. Wooden, and Gregory P. Hidalgo of Katten Muchin Rosenman LLP, counsel to the Assignee; and * Henry P. Baer, Jr., Jared S. Dinkes, and Camila Acchiardo of Finn Dixon & Herling LLP, counsel to Silver Star Brands, Inc. STORED SOLAR: Owner of 7 Biomass Plants Files for Chapter 11 ------------------------------------------------------------ Stored Solar Enterprises, Series LLC, has sought bankruptcy protection in Maine. The Debtor is a series limited liability company organized pursuant to the Delaware Limited Liability Company Act, Title 6, Chapter 18 of the Delaware Code, having its principal place of business in West Enfield, Maine. As a series limited liability company, it is comprised of eight separate series, with differing functions, assets and liabilities. The Debtor employs 87 people. Series One comprises the general executive and administrative operations of the combined enterprise. It employs all personnel who work for Stored Solar and maintains the executive and administrative offices for all of the operating entities, that is, each operating Series, of the Debtor. Each of the remaining seven Series, Series Two through Eight, is comprised of a single operating biomass-fueled renewable energy generating facility (a "Plant"), each of which Plants produces electricity which is transmitted into the ISO New England ("ISO-NE") power grid. Series Two consists of a Plant located in West Enfield, Maine. Series Three consists of a Plant located in Jonesboro, Maine. Series Four consists of a Plant located in Bethlehem, New Hampshire. Series Five consists of a Plant located in Fitchburg, Massachusetts. Series Six consists of a Plant located in Tamworth, New Hampshire. Series Seven consists of a Plan located in Springfield, New Hampshire. Series Eight consists of a Plant located in Whitefield, New Hampshire. Collectively, these Plants are capable of producing significant electricity (up to 136 MW per hour when all seven Plants operating) to help satisfy the electricity needs of millions of New England homes and businesses without resorting to the use of fossil fuels. The Debtor earns from ISO-NE (a) payments for maintaining these Plants as available renewable-energy electricity producing resources, (b) payments for electricity generated from these plants, and (c) renewable energy credits ("RECs") for supplying electricity meeting certain renewable energy requirements. In order to produce such electricity to earn these payments and the RECs, the Plants require biomass chips which fuel the Plants. When operating, each Plant requires approximately five hundred (500) to seven hundred and fifty (750) tons of biomass chips per day. Without access to an adequate supply of chips, the Plants cannot operate. The Debtor's secured creditors include: Coastal Enterprises, Inc. ("CEI"); the United States Small Business Administration ("SBA"); and, its primary creditor, Hartree Partners, LP. The value of the Debtor's assets substantially exceed the amount of its secured debts, and the value of the Debtor's assets is not declining. The Debtor believes that the aggregate value of the Plants exceeds $35 million, which is substantially greater than the amounts owed to creditors. All of the Debtor's employees are full time employees and rely on payments received from the Debtor for their basic living necessities. The Debtor's employees are paid on a bi-weekly basis, on every other Friday for the two-week period ending on the previous Saturday. In addition to wages, the Debtor has established various benefit plans and policies for its employees, including health-related benefits, vacation and holiday policies, and retirement and savings plans benefits. On a weekly basis, the debtor needs access to its accounts receivable and proceeds of Renewable Energy Credits to pay its payroll and benefits to employees, to pay its wood chip vendors, and otherwise to pay its ordinary and necessary operating expenses. According to court filings, Stored Solar Enterprises Series LLC estimates between 100 and 199 creditors. The petition states funds will be available to unsecured creditors. About Stored Solar Enterprises Series Stored Solar Enterprises Series LLC -- https://www.thestoredsolar.com/ -- specialises in the design and installation of solar battery storage, solar systems and smart energy management, for both domestic and commercial applications. Stored Solar Enterprises Series LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Maine Case No. 22-10191) on September 15, 2022. In the petition filed by William Harrington, as manager, the Debtor reports estimated assets between $50 million and $100 million and estimated liabilities between $10 million and $50 million. THe Debtor is represented by George J. Marcus, Esq. of Marcus Clegg. TOTAL URBAN: Seeks to Hire Rehan Khawaja as Bankruptcy Counsel -------------------------------------------------------------- Total Urban Forestry, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ the Bankruptcy Law Offices of Rehan N. Khawaja as its legal counsel. The firm will render these legal services: (a) advise the Debtor concerning the operation of its business in compliance with Chapter 11 and order of the court; (b) prosecute and defend any causes of action on behalf of the Debtor; (c) prepare legal papers; (d) assist in the formulation of the plan of reorganization and preparation of a disclosure statement; and (e) perform all other necessary legal services. The firm received a total sum of $15,000 as retainer. Mr. Khawaja will be billed at an hourly rate of $375. Mr. Khawaja disclosed in a court filing that his firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Rehan N. Khawaja, Esq. Bankruptcy Law Offices of Rehan N. Khawaja 817 North Main Street Jacksonville, FL 32202 Telephone: (904) 355-8055 Facsimile: (904) 355-8058 Email: Khawaja@Fla-Bankruptcy.com About Total Urban Forestry Total Urban Forestry, LLC is a tree removal business based in Ocala, Fla. Total Urban Forestry filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-01807) on Sept. 8, 2022. In the petition filed by Joshua Sanders, manager, the Debtor disclosed between $1 million and $10 million in both assets and liabilities. Jerrett M. McConnell has been appointed as Subchapter V trustee. The Bankruptcy Law Offices of Rehan N. Khawaja serves as the Debtor's counsel. TOUCHPOINT GROUP: Hikes Authorized Common Shares to 10 Billion -------------------------------------------------------------- Touchpoint Group Holdings Inc. filed a Certificate of Amendment to its Certificate of Incorporation increasing the number of shares of common stock, par value $0.0001 per share it is authorized to issue to 10,000,000,000. About Touchpoint Group Headquartered in Miami, Florida, Touchpoint Group Holdings Inc. -- http://touchpointgh.com-- is engaged in media and digital technology, primarily in sports entertainment and related technologies that bring fans closer to athletes and celebrities. Touchpoint Group a net loss attributable to common stockholders of $5.19 million for the year ended Dec. 31, 2021, a net loss attributable to common stockholders of $3.54 million for the year ended Dec. 31, 2020, and a net loss of $6.63 million for the year ended Dec. 31, 2019. As of June 30, 2022, the Company had $2.27 million in total assets, $5.17 million in total liabilities, $605,000 in temporary equity, and a total stockholders' deficit of $3.51 million. Tampa, Florida-based Cherry Bakaert LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company has recurring losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. TREES CORP: Signs Deal to Acquire Green Tree Entities' Assets ------------------------------------------------------------- Trees Corporation and a newly-formed subsidiary thereof entered into an asset purchase agreement with Ancient Alternatives LLC, Natural Alternatives For Life, LLC, Mountainside Industries, LLC, Hillside Enterprises, LLC, and GT Creations, LLC ("Green Tree Entities"), pursuant to which the Company agreed to purchase substantially all of the assets of the Green Tree Entities. The purchase price in connection with the Green Tree Acquisition consists of cash equal to $500,000 payable at closing; 17,977,528 shares of the Company's common stock, par value $0.01 per share, deliverable at closing; and an additional $3,500,000 in cash in 15 equal monthly payments commencing on the 9-month anniversary of the closing. The number of Buyer Shares is subject to adjustment based upon a formula specified in the APA. The APA provides that the Company will assume certain liabilities at closing, including certain manufacturing agreements between GT Creations and affiliates of the Green Tree Entities. The Green Tree Acquisition is subject to certain conditions, including regulatory approval of the Colorado Marijuana Enforcement Division. The APA provides for multiple closings in the event that applicable regulatory approvals in respect of separate Green Tree Entities occur at different times. As part of the Green Tree Acquisition, the Company has agreed, upon the closing, to enter into two-year employment agreements with each of Allyson Feiler and Loree Schwartz, equity principals of the Green Tree Entities. Ms. Feiler will be employed by the Company as its chief marketing officer at an annual base salary of $225,000, with an agreed one-time bonus equal to $383,071.43, payable within 30 business days following the completion of the cannabis license transfers held by Ancient, Natural, Mountainside and GT Creations. Ms. Schwartz will be employed by the Company as its chief compliance officer at an annual base salary of $150,000, also with an agreed one-time bonus equal to $383,071.43, payable within 30 business days following the completion of the cannabis license transfers held by Ancient, Natural, Mountainside and GT Creations. Both Employment Agreements also provide for severance payouts up to the full initial two-year term in the event of a termination without 'Cause' or for 'Good Reason' during the initial term. In addition, the Company has agreed, upon the closing, to enter into consulting agreements with each of (i) CMD Consulting Services, Inc., pursuant to which consultant will be paid a one-time consulting fee equal to $47,619.05 within 30 days following the closing of each of Ancient, Natural and Hillside; and (ii) Silverfox LLC pursuant to which consultant will be paid a one-time consulting fee equal to $186,238.09 within 30 days following the closing of each of Ancient and Natural. Senior Secured Convertible Notes and Warrants Offering On Sept. 15, 2022, the Company entered into a Securities Purchase Agreement with accredited investors, pursuant to which the Company agreed to issue and sell senior secured convertible notes with an aggregate principal amount of $13,500,000 to such Investors, in exchange for payment to the Company by certain Investors of an aggregate amount of $10,587,250 in cash, as well as cancellation of outstanding indebtedness in the aggregate amount of $2,912,750 represented by certain prior promissory notes issued by the Company in December 2020 and April 2020. The Note Offering closed on Sept. 16, 2022. In connection with the Note Offering, Investors received warrants to purchase shares of the Company's common stock equal to 20% coverage of the aggregate principal amount at $0.70 per share, which equals an aggregate of warrants to purchase 3,857,150 shares of the Common Stock. The lead Investor received an additional 10% warrant coverage on the aggregate principal amount of Notes for total additional warrants to purchase 1,928,571 shares of Common Stock. The Lead Investor also will receive a five percent cash fee on the aggregate principal amount of Notes, payable by the Company; one-half of such fee may be deferred by the Company for up to five months from the closing. The Notes will bear interest at an annual rate of 12% and will mature on Sept. 16, 2026. Investors have the option to convert up to 50% of the outstanding unpaid principal and accrued interest of the Notes into Common Stock at a fixed conversion price equal to $1.00 per share. The Warrants are exercisable at an exercise price of $0.70 per Warrant, subject to adjustment as provided in the Warrants, at any time prior to the earlier of the Maturity Date and an Acquisition (as defined in the Warrants). Payment on the Notes is secured by substantially all of the assets of the Company pursuant to a Security Agreement by and among the Company and the Investors. The Company, the Lead Investor and the escrow agent entered into a first escrow agreement dated Sept. 15, 2022, pursuant to which the Lead Investor deposited $13,500,000 into escrow pending completion of required audited financial statements for the Green Tree Entities. The parties also entered into a second escrow agreement on Sept. 16, 2022 pursuant to which $2.5 million of the Principal Amount is to be held in escrow pending completion of, and for payment of a portion of the cash consideration in respect of, the Green Tree Acquisition; and an additional $1.2 million is be held in escrow pending completion of a second potential acquisition. About Trees Corp Headquartered in Denver, Colorado, Trees Corporation (formerly known as General Cannabis Corp) -- provides services and products to the regulated cannabis industry. The Company is a trusted partner to the cultivation, production and retail sides of the cannabis business. General Cannabis reported a net loss of $8.87 million for the year ended Dec. 31, 2021, compared to a net loss of $7.68 million for the year ended Dec. 31, 2020. As of June 30, 2022, the Company had $22.99 million in total assets, $12.58 million in total liabilities, and $10.41 million in total stockholders' equity. Salt Lake City, Utah-based Haynie & Company, the Company's auditor since 2021, issued a "going concern" qualification in its report dated March 25, 2022, citing that the Company has suffered recurring losses from operations and has negative working capital that raise substantial doubt about its ability to continue as a going concern. TREES CORP: Signs New One-Year Consulting Contract With Interim CEO ------------------------------------------------------------------- Trees Corporation entered into a new consulting arrangement with Adam Hershey, its interim chief executive officer. Pursuant to Mr. Hershey's new Consulting Agreement with the Company (through an affiliate), Mr. Hershey will continue to serve as the Company's interim chief executive officer with compensation equal to $200,000 per annum, payable by the Company monthly. The term of the Consulting Agreement is for a period of one year, with automatic six-month renewals thereafter unless terminated by either party. The Company has also agreed to extend warrants to purchase 7,280,007 shares of Common Stock held by an affiliate of Mr. Hershey for an additional two years until May 29, 2027. The exercise price and all other terms and conditions of such warrants will remain unchanged. Appoints New COO On Sept. 16, 2022, the Company appointed Edward Myers, 63, as its chief operating officer. Mr. Myers previously served as a consultant to the Company. Mr. Myers (through an affiliate) and the Company entered into a new Consulting Agreement with the Company, pursuant to which Mr. Myers will receive compensation equal to $200,000 per annum, payable by the Company monthly. The term of the Consulting Agreement is for a period of one year, with automatic six-month renewals thereafter unless terminated by either party. From 2010 – present, Mr. Myers has worked in the FinTech industry at a board and interim CEO level to prepare the businesses for liquidity events, as well as advising on buy-side transactions. From 2004- 2010, Mr. Myers served as the President for Global Payments North America (NYSE: GPN). During this time, Mr. Myers also served as Chairman of the Board for Comerica Merchant Services as well as CEO & Chairman of the Board for Global Gaming Services. He also served as managing director of Pay Anywhere LLC, a mobile credit card processor (North American Bancard). From 1998 – 2002, Mr. Myers served as executive vice president of Spherion Assessment Group (NYSE: SFN), a business unit of Spherion Inc., a recruiting and staffing service. Mr. Myers also previously served as the divisional executive vice president of Merchant Services of National Processing Company (NYSE: NPC), a payment processing company, from 1992-1996. About Trees Corp Headquartered in Denver, Colorado, Trees Corporation (formerly known as General Cannabis Corp) -- provides services and products to the regulated cannabis industry. The Company is a trusted partner to the cultivation, production and retail sides of the cannabis business. General Cannabis reported a net loss of $8.87 million for the year ended Dec. 31, 2021, compared to a net loss of $7.68 million for the year ended Dec. 31, 2020. As of June 30, 2022, the Company had $22.99 million in total assets, $12.58 million in total liabilities, and $10.41 million in total stockholders' equity. Salt Lake City, Utah-based Haynie & Company, the Company's auditor since 2021, issued a "going concern" qualification in its report dated March 25, 2022, citing that the Company has suffered recurring losses from operations and has negative working capital that raise substantial doubt about its ability to continue as a going concern. UNIVERSITY RX: Seeks to Tap Krekeler Law as Bankruptcy Counsel -------------------------------------------------------------- University Rx, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Wisconsin to employ Krekeler Law, SC as its bankruptcy counsel. Krekeler Law will render these legal services: (a) consult with the Debtor's professionals or representatives about the administration of the Chapter 11 case; (b) prepare and review pleadings, motions and correspondence; (c) appear at and being involved in the proceedings before this court; (d) advise the Debtor in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtor, the operation of the Debtor's business, and any other matters relevant to the case; (e) advise the Debtor of its rights, powers and duties; (f) advise and assist the Debtor in the negotiation and documentation of financing agreements, debt restructurings, cash collateral arrangements, and related transactions; (g) review the nature and validity of liens asserted against the Debtor's property and advise the Debtor concerning the enforceability of such liens; (h) advise and assist the Debtor concerning the actions that it might take to collect and recover property for the benefit of the Debtor's estate; (i) prepare legal papers; (j) advise the Debtor concerning responses to applications, motions, pleadings, notices and other legal papers; (k) counsel the Debtor in connection with any sales outside the ordinary course of the Debtor's business; (l) prepare any and all financial statements, balance sheets and related document to assist the Debtor in preparing and filing tax returns; and (n) perform all other necessary legal services. The hourly rates of the firm's counsel and staff are as follows: J. David Krekeler, Shareholder $408 Michelle A. Angell, Associate Attorney $275 Associate Attorneys $225 - $275 Cheryl Watson, Paralegal $115 Other Paralegals $115 or less In addition, the firm will seek reimbursement for expenses incurred. On Aug. 26, Krekeler Law received an initial retainer of $15,085 from the Debtor. Michelle Angell, Esq., an associate attorney at Krekeler Law, disclosed in a court filing that the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michelle A. Angell, Esq. Krekeler Law, SC 26 Schroeder Court, 3rd Floor Madison, WI 53711 Telephone: (608) 258-8555 Facsimile: (608) 258-8299 Email: mangell@ks-lawfirm.com About University Rx University Rx, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wis. Case No. 22-23932) on Sept. 6, 2022, with up to $1 million in both assets and liabilities. Jude P. Jean-Pierre, authorized person, signed the petition. Judge Beth E. Hanan oversees the case. Michelle A. Angell, Esq., at Krekeler Law, SC serves as the Debtor's counsel. VALRAM INTERNATIONAL: Seeks to Hire Donald Wyatt PC as Counsel -------------------------------------------------------------- Valram International, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Donald Wyatt, PC as its legal counsel. The Debtor requires legal services to administer its Chapter 11 case, which include the formulation of a plan of reorganization and the filing and prosecution of adversary proceedings. The firm's standard hourly rates range from $150 per hour for a paralegal and a law clerk to $720 per hour for highly experienced shareholder attorney. The firm received a retainer in the amount of $2,010 from the Debtor. Donald Wyatt, Jr., Esq., a shareholder of Donald Wyatt PC, 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 through: Donald L. Wyatt, Jr., Esq. Donald Wyatt PC 431 Nursery Road The Woodlands, TX 77380 Telephone: (281) 419-8733 Facsimile: (281) 419-8703 Email: don.wyatt@wyattpc.com About Valram International Valram International LLC is a single asset real estate (as defined in 11 U.S.C. Sec. 101(51B)). Valram International filed for Chapter 11 protection (Bankr. S.D. Texas Case No. 22-10126) on Sept. 5, 2022, with between $500,000 and $1 million in both assets and liabilities. Maricela Valenzuela, manager, signed the petition. Judge Eduardo V. Rodriguez oversees the case. Donald L. Wyatt, Jr., Esq., at Donald Wyatt PC serves as the Debtor's counsel. VBI VACCINES: Secures $100M Debt Facility From K2 HealthVentures ---------------------------------------------------------------- VBI Vaccines Inc. has entered into a refinanced and upsized debt facility of up to $100 million with its existing lender, K2 HealthVentures (K2HV), a healthcare-focused specialty finance company. Under the terms of the agreement, $50 million is immediately available to VBI upon closing, comprised of $30 million to refinance the outstanding facility the Company held with K2HV, and an incremental $20 million of non-dilutive funding. Future tranches of up to $25 million are committed and will be made available to VBI upon the achievement of certain clinical and financial milestones, and a further tranche of $25 million is available at the discretion of K2HV. "Through our successful partnership with K2HV, this refinancing and access to additional capital further enables important financial flexibility as we continue our commercial launch of PreHevbrio and advance our prophylactic and therapeutic vaccine pipeline," said Jeff Baxter, VBI's president and CEO. "The K2HV team has proven to have a deep understanding of our business and the science driving VBI, and we are grateful for their support of and investment in VBI's future." "We are pleased to be able to maintain and increase our support of VBI's commercialization and pipeline development efforts, and we look forward to continuing to work with the VBI team in their mission to address significant unmet needs in infectious disease and oncology," said Anup Arora, founding managing director and chief investment officer of K2HV. About VBI Vaccines VBI Vaccines Inc. -- www.vbivaccines.com -- is a biopharmaceutical company driven by immunology in the pursuit of powerful prevention and treatment of disease. Through its innovative approach to virus-like particles ("VLPs"), including a proprietary enveloped VLP ("eVLP") platform technology, VBI develops vaccine candidates that mimic the natural presentation of viruses, designed to elicit the innate power of the human immune system. VBI is committed to targeting and overcoming significant infectious diseases, including hepatitis B, coronaviruses, and cytomegalovirus (CMV), as well as aggressive cancers including glioblastoma (GBM). VBI is headquartered in Cambridge, Massachusetts, with research operations in Ottawa, Canada, and a research and manufacturing site in Rehovot, Israel. VBI Vaccines reported a net loss of $69.75 million for the year ended Dec. 31, 2021, compared to a net loss of $46.23 million for the year ended Dec. 31, 2020. As of June 30, 2022, the Company had $172.16 million in total assets, $40.53 million in total current liabilities, $26.07 million in total non-current liabilities, and $105.56 million in total stockholders' equity. Iselin, New Jersey-based EisnerAmper LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated March 7, 2022, citing that the Company has an accumulated deficit as of Dec. 31, 2021, and cash outflows from operating activities for the year-ended Dec. 31, 2021 and, as such, will require significant additional funds to conduct clinical and non-clinical trials, achieve regulatory approvals, and subject to such approvals, commercially launch its products. These factors raise substantial doubt about its ability to continue as a going concern. VCH RANCH: Court OKs Interim Cash Collateral Access --------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Fort Myers Division, authorized VCH Ranch-Florida, LLC to use cash collateral on an interim basis in accordance with the budget. The Debtor is permitted to use cash collateral to pay: (a) amounts expressly authorized by the Court, (b) the current and necessary expenses set forth in the budgets, plus an amount not be exceed 10% for each line item; and (c) additional amounts as may be expressly approved in writing by Farm Credit of Florida, ACA. The Secured Creditor and any other party with a security interest or other interest in cash collateral will have a perfected post-petition lien or interest against cash collateral to the same extent and with the same validity and priority as its prepetition lien or interest, without the need to file or execute any document as may otherwise be required under applicable non-bankruptcy law. As adequate protection, the Debtor will provide the Secured Creditor with: a. Quarterly payments of $5,000 each with the first payment being made on June 1, 2022 and every subsequent quarter thereafter until further Court order pursuant to the budget. b. A post-petition replacement lien or interest in cash collateral equal in validity and dignity as it existed pre-petition. c. The Debtor will timely perform all obligations of a debtor-in-possession required by the Bankruptcy Code and orders of the Court. The Debtor will maintain insurance coverage for its property in accordance with the obligations under the loan and security documents with the Secured Creditor. The Debtor will provide proof of insurance upon written request. A continued preliminary hearing on the matter is scheduled for November 16, 2022 at 10:30 a.m. A copy of the order and the Debtor's budget for the period from September 2022 to February 2023 is available at https://bit.ly/3BA8CVY from PacerMonitor.com. The Debtor provides for total expenses, on a monthly basis, as follows: $44,163 for September 2022; $72,046 for October 2022; $19,928 for November 2022; $97,810 for December 2022; $45,693 for January 2023; and $13,575 for February 2023. About VCH Ranch - Florida VCH Ranch - Florida, LLC owns and operates a cattle ranch in Arcadia, Florida. VCH Ranch sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-00129) on Feb. 1, 2022, listing up to $1 million in assets and up to $500,000 in liabilities. Judge Caryl E. Delano oversees the case. Alberto F. Gomez, Jr., Esq., at Johnson Pope Bokor Ruppel & Burns, LLP serves as the Debtor's legal counsel. VIVAKOR INC: Registers 3 Million Shares for Possible Resale ----------------------------------------------------------- Vivakor, Inc. filed a Form S-1 registration statement with the Securities and Exchange Commission relating to the offering and resale, from time to time, by Jorgan Development, LLC and JBAH Holdings, LLC of up to 3,009,552 shares of common stock, par value $0.001 per share, of Vivakor, Inc. that were issued to the Selling Stockholders in connection with an Aug. 1, 2022 closing under a June 15, 2022 Membership Interest Purchase Agreement among the Company and the Selling Stockholders. The Company is not selling any of the Shares being offered under this prospectus and will not receive any proceeds from the sale or disposition of the Shares. The Selling Stockholders will bear all commissions and discounts, if any, attributable to the sale or disposition of the Shares. The Company will bear all costs, expenses and fees in connection with the registration of the resale of the Shares. The Company's Common Stock is listed on the Nasdaq Capital Market under the symbol "VIVK." On Sept. 9, 2022, the last reported sale price for the Company's common stock on Nasdaq was $1.59. A full-text copy of the prospectus is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1450704/000168316822006426/vivakor_s1.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 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. WATSONVILLE HOSPITAL: PCO Report Says Hospital Needs New Staff -------------------------------------------------------------- Tamar Terzian, the court-appointed patient care ombudsman, filed with the U.S. Bankruptcy Court for the Northern District of California a fourth interim report regarding the situation at the Watsonville Community Hospital operated by Watsonville Hospital Corp. The report, which covers the period July 15 to Sept. 15, 2022, focused on the staffing issues, the anesthesiology coverage and quality risk management at the Watsonville Community Hospital. This will be the final reporting period for the PCO in light of the closing of the sale of the hospital on Aug. 31. The PCO conducted a third site visit for two consecutive days and had an opportunity to meet with the hospital administration as well as specific discussions with the department supervising nurses, patients, visitors and other hospital staff. The PCO discussed with the administration the continuous effort of staff in implementing the antibiotic stewardship program as well as clinical initiatives workgroup, which the PCO discussed in the second interim report. These programs are currently in place and have increased the infection control of the hospital. According to the report, the hospital is having difficulty obtaining enough nursing staff and more than one anesthesiologist. The PCO interviewed various nurses and while they were all generally positive, they are concerned about the scheduling and changes from the sale of the hospital. The PCO did not have safety concerns regarding equipment placement, with hallway paths remaining clear and unblocked. The nurse ratio is two patients to one nurse, and more staff can be assigned if needed based on the patient's acuity for the day, which is the standard practice in the industry, and assist the hospital in meeting staffing regulations. The PCO observed patient care in the emergency department and determined that the nurses and staff worked together to assure patient care. The Emergency Department continued to provide quality patient care and transfers patients to another hospital if the patient care would be compromised or a higher level of care or specialty is required. The PCO recommended that the hospital does need new staff, specifically, two more anesthesiologists on site at all times to have the three operating rooms conducting surgeries, another gastroenterologist at the hospital because they currently only have one, and generally more nurses to better service the community. A copy of the Ombudsman Report is available for free at https://bit.ly/3BsCoM2 from Stretto, the claims agent. The Ombudsman may be reached at: Tamar Terzian, Esq. Epps & Coulson, LLP 1230 Crenshaw Blvd., Suite 200 Torrance, CA 90501 Telephone: (213) 929-2357 Facsimile: (213) 929-2394 Email: tterzian@eppscoulson.com About Watsonville Hospital Corporation Watsonville Hospital Corporation and its affiliates operate Watsonville Community Hospital, a 106-bed acute care facility located in Watsonville, Calif. The hospital, which is the only acute care facility in the area, provides emergency, cardiac, pediatric, surgical, pharmaceutical, laboratory, radiological and other critical services. Watsonville Hospital Corporation and its affiliates filed petitions for Chapter 11 protection (Bankr. N.D. Calif. Lead Case No. 21-51477) on Dec. 5, 2021. Jeremy Rosenthal, chief restructuring officer, signed the petitions. In its petition, Watsonville Hospital Corporation listed as much as $50 million in both assets and liabilities. Judge Elaine M. Hammond oversees the cases. The Debtors tapped Pachulski Stang Ziehl & Jones, LLP as bankruptcy counsel; Hooper, Lundy & Bookman, PC and Bartko Zankel Bunzel & Miller as special counsels; Cowen and Company, LLC as investment banker; and Force Ten Partners, LLC as restructuring advisor. Jeremy Rosenthal of Force Ten Partners serves as the Debtors' chief restructuring officer. Bankruptcy Management Solutions, Inc., doing business as Stretto, is the Debtors' claims, noticing and solicitation agent and administrative advisor. The U.S. Trustee for Region 17 appointed an official committee of unsecured creditors on Dec. 22, 2021. Perkins Coie, LLP and Sills Cummis & Gross, PC serve as the committee's attorneys. Tamar Terzian, Esq., at Epps & Coulson, LLP is the patient care ombudsman appointed in the Debtors' cases. WILLIAMS LAND: Files for Chapter 11 Bankruptcy ---------------------------------------------- Williams Land Clearing, Grading, and Timber Logger LLC filed bankruptcy protection in North Carolina. Williams Land is a North Carolina Limited Liability Company formed in 2016 with a principal offices and assets in Raleigh, North Carolina. Williams Land has thirty employees, all located in North Carolina. Williams Land is a land development company that logs timber in addition to offering lot and site clearing, land leveling, drainage solutions, and related services. Prior to forming the Debtor in 2016, Lamont Williams, the sole member of the Debtor had over a decade of experience in the business, having been in the logging business since 2001, and added clearing and grading to his business in about 2006. Williams Land filed a voluntary petition under Chapter 11 on Sept. 15, 2022. The goal of this Chapter 11 is to preserve the value of and restructure the debts of Williams Land, so that Williams Land may pay, over time, as much as practicable to its secured and unsecured creditors. Williams Land believes that reorganization is a vastly superior alternative to liquidation, and that in a liquidation, unsecured creditors would receive little, if any, return. The Debtor listed liabilities up to $10 million and between 50 and 99 creditors. The petition states funds will be available to unsecured creditors. About Williams Land Williams Land Clearing, Grading, and Timber Logger LLC is an excavating contractor in Raleigh, North Carolina. Williams Land sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 22-02094) on Sept. 16, 2022. In the petition filed by Lamonte Williams, as manager, the Debtor reported assets between $10 million and $50 million and estimated liabilities of $1 million and $10 million. The Debtor is represented by William P Janvier of Stevens Martin Vaughn & Tadych, PLLC. WMG ACQUISITION: Moody's Rates New $150MM Term Loan Add-on 'Ba3' ---------------------------------------------------------------- Moody's Investors Service assigned a Ba3 rating to WMG Acquisition Corp.'s ("Acquisition Corp.") proposed $150 million incremental term loan that will be a non-fungible add-on to the existing $1,145 million senior secured term loan G due 2028. The Ba3 Corporate Family Rating and stable outlook remain unchanged. Following is a summary of the rating action: Assignments: Issuer: WMG Acquisition Corp. Senior Secured Bank Credit Facility, Assigned Ba3 (LGD4) The assigned rating is subject to review of final documentation and no material change in the size, terms and conditions of the transaction as advised to Moody's. Acquisition Corp. is an indirect wholly-owned subsidiary of Warner Music Group Corp. ("WMG" or the "company"), which is the ultimate parent and financial reporting entity. Net proceeds from the add-on will be used to fund the deferred consideration owed in connection with a 2021 acquisition and for general corporate purposes. The new non-fungible term loan will be incremental to the existing senior secured term loan facility and have the same maturity, but and bear a different CUSIP. It will share the same collateral on a pari passu basis with Acquisition Corp.'s existing senior secured (unrated) revolving credit facility (RCF), senior secured term loan (governed by a separate credit agreement than the RCF) and senior secured notes. The new incremental term loan will benefit from a senior secured guarantee from Acquisition Corp.'s wholly-owned domestic restricted subsidiaries and secured by a first priority perfected lien on substantially all domestic property and assets of Acquisition Corp., WMG Holdings Corp. and each subsidiary guarantor. RATINGS RATIONALE The transaction is credit neutral because the incremental debt will not materially increase WMG's pro forma financial leverage, which will increase to around 3.8x from 3.7x at June 30, 2022 (as adjusted and calculated by Moody's). Acquisition Corp.'s Ba3 CFR is supported by: (i) WMG's position as the world's third largest music company with steady market shares bolstered by its extensive recorded music and music publishing assets, which drive recurring and fairly resilient revenue streams; (ii) the global music industry's long-term secular growth supported by resurgent demand for music content, driven chiefly by strong consumer adoption for paid subscription streaming services and emerging digital platforms that will continue to grow their demand to license WMG's content; (iii) WMG's business model in which only a small percentage of revenue depends on recording artists and songwriters without an established track record, with the bulk of revenue generated by proven artists or its music catalog; (iv) an attractive catalog with good geographic diversity and monetization characteristics; and (v) investment in new artist and talent development to institutionalize a pipeline of recurring hit songs to help moderate recorded music volatility. Weighing on the rating is WMG's historically seasonal recorded music revenue (about 85% of total revenue), albeit increasingly less cyclical in large digital streaming markets, coupled with low visibility into results of upcoming release schedules. Potential headwinds include the slow transition from physical to digital among a few large countries, secular declines in physical media and digital downloads, and the music industry's revenue challenges that prevent full maximization of content value from user-uploaded videos to WMG's songwriters and rights holders. Recent regulatory developments, however, are expected to help expand royalty payments to rights holders. The stable outlook reflects Moody's view that WMG's license revenue model, driven by digital revenue growth, and operating profitability will remain fairly resilient and generate positive free cash flow (FCF). The outlook considers Moody's expectation for continued improvement in recorded music industry fundamentals combined with WMG's position as the world's third largest music content provider with global diversification, an enhanced recorded music repertoire and well-established music publishing assets with long-tail annuity-like cash flows. Moody's expects that WMG will maintain very good liquidity (SGL-1 Speculative Grade Liquidity) supported by cash levels of at least $150 million (cash balances were $345 million at June 30, 2022), access to the $300 million revolving credit facility maturing April 2025 (currently unrated with $7 million of outstanding letters of credit) and FCF generation in the range of $200-$300 million over the next twelve months ending June 2023. FCF is defined as cash flow from operations less capex less dividends and excludes intangible music publishing copyrights and catalog asset purchases. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING Ratings could be upgraded if WMG exhibits sustained revenue growth in the recorded music business, EBITDA margin expansion, continued decrease in earnings volatility and higher returns on investments. Upward pressure on ratings could also occur if Moody's expects total debt to EBITDA will be sustained below 3.5x (Moody's adjusted) with free cash flow to debt of at least 7.5% (Moody's adjusted). Ratings could be downgraded if competitive or pricing pressures lead to a decline in revenue or higher operating expenses (e.g., increased artist and repertoire (A&R) investments), EBITDA margin contraction or sizable debt-financed acquisitions increases debt to EBITDA to above 4.5x (Moody's adjusted) for an extended period of time. There would also be downward pressure on ratings if EBITDA or liquidity were to weaken resulting in free cash flow to debt sustained below 5% (Moody's adjusted). Headquartered in New York, NY, WMG Acquisition Corp. is an indirect wholly-owned subsidiary of Warner Music Group Corp., a publicly traded company and leading music content provider operating domestically and overseas in more than 70 countries. WMG has a library of over 1 million copyrights from more than 80,000 songwriters and composers across a diverse range of music genres. Revenue totaled $5.8 billion for the twelve months ended June 30, 2022. The principal methodology used in this rating was Business and Consumer Services published in November 2021. [*] Glenn McMahon Joins Getzler Henrich's Restructuring Practice ---------------------------------------------------------------- Glenn McMahon has joined Getzler Henrich & Associates as a Managing Director of the firm's Retail Turnaround and Restructuring Practice, it was announced on Sept. 19. With his over 30 years of executive experience leading the transformation and growth of storied brands such as St John Knits, Dolce & Gabbana, Donna Karan, Giorgio Armani and operational turnarounds of numerous other brands, Mr. McMahon is the newest senior leader of Getzler Henrich's growing Retail and Turnaround and Restructuring Practice. He joins Managing Directors Mark Samson and Michael Appel, who was named by the firm earlier this year to lead the Retail Practice. In announcing his joining Getzler Henrich, Michael Appel said, "We are pleased to welcome Glenn to Getzler Henrich. He brings impressive operational turnaround and advisory experience to the firm, and we look forward to collaborating with him as we continue to expand our team and range of services in the consumer retail space." As CEO of the iconic American luxury brand St. John Knits from 2007-2013, Mr. McMahon led the successful transformation and turnaround of the company by creating and expanding product, repositioning the brand and marketing to appeal to new and younger customers; restructuring the operations; saving operating expenses; improving margins through sourcing and SKU rationalization and optimizing the retail fleet of 42 stores by introducing a new store concept and design and right sizing and renegotiated leases. These actions resulted in a significant increase in annual revenue. Upon completing the turnaround of the business, he led the sale of the company to Fosun, now Lanvin Fashion Group. On Joining Getzler Henrich, Glenn McMahon said, "Since leading the successful transformation and eventual sale of St. John Knits, I saw a dramatic shift in retail, and I wanted to have the ability and flexibility to work across the variety of consumer and retail brands in all formats where I could share my skills and experiences. I began with my own successful consultancy, but I am excited now to combine forces with the retail team at Getzler Henrich to offer an even wider array of services to a larger universe of companies and brands." After leading St John Knits, Mr. McMahon established a performance and profit improvement advisory firm where Private Equity firms engaged him to transform and restage portfolio companies. Mr. McMahon has a BA from the American University (Washington, DC) Mr. McMahon can be reached at: Glenn McMahon Managing Director Getzler Henrich & Associates LLC New York Tel: (212) 540-4477 E-mail: gmcmahon@getzlerhenrich.com About Getzler Henrich Getzler Henrich & Associates LLC -- http://www.getzlerhenrich.com -- is one of the nation's oldest and most respected names in middle-market corporate restructurings and operations improvement and has successfully worked with thousands of companies to achieve growth and profitability. Founded over 50 years ago, the firm still operates on the same principles of impeccable integrity, a commitment to honesty, and an overriding focus on maximizing value for our clients. Long respected for its results-oriented approach, Getzler Henrich deploys rapid, pragmatic decision making and metrics-driven implementation services for its clients. With years of experience in executive-level positions at major corporations, and a broad range of advisory expertise, Getzler Henrich professionals have consistently and successfully guided companies through crises and growth phases. Working with a wide range of companies, including publicly held firms, private corporations, and family-owned businesses, Getzler Henrich's expertise spans more than fifty industry sectors, from 'new economy' technology and service firms to 'old economy' manufacturing and distribution businesses. [*] Graiser Named to A&G Top 100 Restructuring Professionals List ----------------------------------------------------------------- Global M&A Network has named A&G Real Estate Partners Co-President Andy Graiser to its 2022 list of "Top 100 Restructuring Professionals." The ninth-annual "Distinction in Deal-Making Award" recognizes "highly respected, successful and innovative" leaders in the restructuring and turnaround world, the organization noted in the announcement. Mr. Graiser, who co-founded A&G in 2012 with business partner Emilio Amendola, was one of 25 consultants named to the list. In his role at A&G, Mr. Graiser oversees the execution of real estate projects involving lease renegotiation/termination, real estate optimization, sales, portfolio valuations and strategic growth. He works with healthy and distressed companies and serves as a go-to resource for boards and C-suite executives, as well as lenders, investment bankers, private equity firms, financial advisors and attorneys. In compiling the Top 100 ranking, Global M&A Network also recognized 25 financial advisors and 50 attorneys. It chose one executive per company after evaluating individual firms as well as top transactions that had previously earned one of its annual "Turnaround Atlas Awards." This past July, A&G was named "Real Estate Restructuring Firm of the Year" in Global M&A Network's 14th-annual Atlas Awards -- the third consecutive year in which A&G received the honor. Since the onset of the Covid-19 pandemic, A&G has touched a total 15,403 leases on behalf of 92 clients in categories such as retail, restaurant, office, warehouse, manufacturing, supermarket, theaters, fitness/entertainment (including amusement parks and waterparks), and personal services. During the past two years, the company secured occupancy-cost reductions and lease terminations on 10,899 and 1,346 leases, respectively -- delivering a total of $2.4 billion in savings for these 92 companies. Meanwhile, A&G's real estate sales division was active across a wide array of sectors during this period, selling greenhouses, warehouses, catering facilities and retail, residential and office properties. Most recently, the team has been retained to sell 14 medical office buildings and the prestigious Williamsburg Hotel in Brooklyn, NY. "I am humbled to be included in such a distinguished group of professionals," Mr. Graiser said. "I also could not be prouder of the accomplishments of our multidisciplinary teams. Working on behalf of more than 750 clients, they have saved more than $10 billion in occupancy costs and have sold $12 billion in real estate and leases. This work has allowed A&G's clients to access critical liquidity, save jobs and keep the doors open during some of the most tumultuous economic times in recent memory." [*] Paul Hastings Lawyer Comments on Direct Lenders' Key Actions ---------------------------------------------------------------- William Brady, head of law firm Paul Hastings' Alternative Lender and Private Credit Group, based in New York, offers some thoughts on key actions that direct lenders should consider amid choppy financial markets. Amid a turbulent economy and choppy financial markets, direct lenders are facing challenging times, even as their cut of the loan market is growing. "Direct lenders are facing challenges on two fronts," says Mr. Brady. "They are under enormous pressure to deploy capital in a market that is still highly competitive and, at the same time, they must protect themselves against the downside to maximize value and returns. They need to remain commercial and competitive while also protecting their LPs' investment in times of incredible uncertainty. This requires a delicate balancing act." He lists several critical issues for lenders to consider today: Lenders must be proactive with troubled credits; prepare well in advance of anticipated defaults. It is critical to understand existing documentation and the cause for distress; is it a failing business or rather, a good company with a bad balance sheet? That is the first question every lender should ask themselves to determine next steps and strategy. With the vast amounts of dry powder on the sidelines that didn't exist during the Great Recession, our current economic environment is unlike anything we've seen before. Opportunities will surely follow, but there is no "one-size fits all" solution for lenders; lenders need to analyze every credit individually based on the cause of distress, the state of current documentation, organizational documents, relationship with the private equity sponsor, etc. Every situation is different. Business and legal diligence will be critical to understanding if, and where, opportunities can be found on each particular deal. Liquidity and debt service will be a driving factor for many borrowers who are facing a shrinking GDP, higher labor costs, inflation and rapidly rising interest rates. Strategies for finding permitted liquidity solutions while protecting the downside risk will be different in each transaction. With respect to leakage, governors on RPs, RDPs, investments and affiliate transactions are at a premium. As for leverage, managers should focus on limiting all indebtedness with a premium on locking down priming debt and preserving MFN protection on all pari debt, regardless of how it's classified (incremental, incremental equivalent, ratio debt or otherwise). "Lenders and borrowers will be navigating rough seas ahead," says Mr. Brady. "Identifying market distress is only the first step, and frankly the easiest step." Mr. Brady's practice focuses on complex finance transactions and credit arrangements, particularly those financings that include multiple tranches of debt. He regularly structures and negotiates a wide range of financing facilities, such as mezzanine debt, second-lien loans, unitranche facilities, first-out/last-out and term "B" facilities, and holdco note purchases. [] Colorado Bankruptcies Decreased 5.7% in August 2022 ------------------------------------------------------ Christopher Wood of Daily Camera Business reports that Colorado bankruptcies drop 5.7% in August 2022. Colorado bankruptcies declined 5.7% in August 2022 compared with the same period a year ago, even as Larimer and Weld counties recorded increases. Boulder County bankruptcy filings declined, with a slight uptick in Broomfield. That's according to a BizWest analysis of U.S. Bankruptcy Court data. Numbers cited include all new filings, including open, closed and dismissed cases. Colorado recorded 514 bankruptcy filings in August 2022, compared with 545 in August 2021. Year to date, the state has recorded 3,356 bankruptcy filings, compared with 4,552 in the first eight months of 2021, down 26%. Among counties in the Boulder Valley and Northern Colorado: * Boulder County recorded 10 bankruptcy filings in August 2022, compared with 16 in August 2021. The county recorded 108 filings year to date, down from 161 in the first eight months of 2021, down 32.9%. Boulder County recorded 18 bankruptcy filings in July 2022. * Broomfield recorded five bankruptcy filings in August 2022, up from four in August 2021. Year-to-date filings totaled 42, compared with 54 a year ago, down 22%. Broomfield recorded five bankruptcy filings in July 2022. * Larimer County filings totaled 41 in August 2022, compared with 23 a year ago, an increase of 78%. Filings in the first eight months of the year totaled 200, compared with 222 in the first eight months of 2021, a drop of 10%. Larimer County recorded 30 bankruptcy filings in July 2022. * Weld County bankruptcy filings totaled 47 in August 2022, up from 31 recorded a year ago, an increase of 51%. Year-to-date filings totaled 266, compared with 321 a year ago, down 17%. Weld County recorded 35 bankruptcy filings in July 2022. Larimer County filings included an involuntary bankruptcy petition for Statera Biopharma Inc., a Fort Collins biotech company. [^] BOOK REVIEW: PANIC ON WALL STREET ------------------------------------- A History of America's Financial Disasters Author: Robert Sobel Publisher: Beard Books Softcover: 469 Pages List Price: $34.95 Review by: Gail Owens Hoelscher "Mere anarchy is loosed upon the world, the blood-dimmed tide is loosed, and everywhere the ceremony of innocence is drowned; the best lack all conviction, while the worst are full of passionate intensity." What a terrific quote to find at the beginning of a book on a financial catastrophe! First published in 1968. Panic on Wall Street covers 12 of the most painful episodes in American financial history between 1768 and 1962. Author Robert Sobel chose these particular cases, among a dozen or so others, to demonstrate the complexity and array of settings that have led to financial panics, and to show that we can only make; the vaguest generalizations" about financial panic as a phenomenon. In his view, these 12 all had a great impact on Americans of the time, "they were dramatic, and drama is present in most important events in history." They had been neglected by other fiancial historians. They are: William Duer Panic, 1792 Crisis of Jacksonian Fiannces, 1837 Western Blizzard, 1857 Post-Civil War Panic, 1865-69 Crisis of the Gilded Age, 1873 Grant's Last Panic, 1884 Grover Cleveland and the Ordeal of 183-95 Northern Pacific Corner, 1901 The Knickerbocker Trust Panic, 1907 Europe Goes to War, 1914 Great Crash, 1929 Kennedy Slide, 1962 Sobel tells us there is no universally accepted definition if financial panic. He quotes William Graham Sumner, who died long before the Great Crash of 1929, describing a panic as "a wave of emotion, apprehension, alarm. It is more or less irrational. It is superinduced upon a crisis, which is real and inevitable, but it exaggerates, conjures up possibilities, take away courage and energy." Sobel could find no "law of panics" which might allow us to predict them, but notes their common characteristics. Most occur during periods of optimism ("irrational exuberance?"). Most arise as "moments of truth," after periods of self-deception, when players not only suddenly recognize the magnitude of their problems, but are also stunned at their inability to solve them. He also notes that strong financial leaders may prove a mitigating factor, citing Vanderbilt and J.P. Morgan. Sobel concludes by saying that although financial panics have proven as devastating in some ways as war, and while much research has been carried out on war and its causes, little research has been done on financial panics. Panics on Wall Street stands as a solid foundation for later research on the topic. ********* 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 ***