/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/221014.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, October 14, 2022, Vol. 26, No. 286 Headlines 10-10 TRAINING: Amends Williamson County Secured Claims Pay 40TH STREET DEVELOPMENT: Case Summary & 20 Top Unsecured Creditors 704 HOWE STREET: Claims Will be Paid From Property Refinance 942 PENN RR: Nov. 8 Hearing on Disclosure Statement 975 WALTON: Unsecureds Will Get 20% of Claims in Lender's Plan A&A INVESTMENT: Case Summary & Six Unsecured Creditors ADHERA THERAPEUTICS: Effects 1-for-20 Reverse Common Stock Split AG BROTHERS' FOOD: Mexican Restaurant Starts Subchapter V Case AGILE THERAPEUTICS: Reorganizes Leadership Team to Align With Plan AIKIDO PHARMA: Unit Buys 20% Membership Interests in Fieldpoint ALLIANCE HOSPITALITY: Seeks to Hire Turner Legal Group as Counsel ALTERA INFRASTRUCTURE: Amends Plan After Noteholders' Settlement ALTERA INFRASTRUCTURE: Moves Ahead With Plan After Creditor Deal AMC ENTERTAINMENT: S&P Rates New $400MM Senior Secured Notes 'B' APOLLO ENDOSURGERY: Extends Term of Aslan Lease Until March 2026 AYRO INC: Falls Short of Nasdaq Minimum Bid Price Requirement B.E.C BARAJAS: Wins Cash Collateral Access Thru Nov 14 BANTEC INC: Maple Leaf, Three Others Report 9.86% Equity Stake BAYOU CYPRESS: Wins Interim Cash Collateral Access BITNILE HOLDINGS: Drilling Project in Holmes County Completed BITNILE HOLDINGS: Holds 4.99% Equity Stake in Connexa Sports BUYK CORP: Judge Defers Ruling on UST Dismissal Bid CALAMP CORP: BlackRock Lowers Equity Stake to 1.8% CARVER BANCORP: Board Appoints Robin Nunn as Director CELSIUS NETWORK: Clients to Get Crypto Ownership Answers December CELSIUS NETWORK: SALs Draw Questions on KYC, Bankruptcy Process CHILD'S TRUCKING: Files Emergency Bid to Use Cash Collateral CITY LIVING KC: Court OKs Interim Cash Collateral Access COASTAL DRILLING: Committee Seeks to Tap Mehaffy Weber as Counsel COASTAL DRILLING: Committee Taps Riveron RTS as Financial Advisor COASTAL LANDFILL: Wins Cash Collateral Access Thru Nov 28 CORSICANA MATTRESS: Serta's Erickson Appointed New CFO CUENTAS INC: Chief Operating Officer Quits CYTOSORBENTS CORP: CFO to Retire Early Next Year DERBY MOBILE: Unsecureds Owed $179K to Share Net Profits DERRICK'S SPORT & FITNESS: Court Confirms Subchapter V Plan DIXWELL PHARMACY: Court OKs Cash Collateral Access Thru Oct 25 DRIVERGENT INC: Seeks Cash Collateral Access, $750,000 DIP Loan EASCO BOILER: Seeks to Hire ASI Advisors as Financial Advisor EAST COAST DIESEL: Case Summary & 20 Largest Unsecured Creditors EASTERDAY RANCHES: Cody Easterday Sentenced 11 Years in Prison EL RANCHO COLORADO: Taps Kutner Brinen Dickey as Legal Counsel EMBARQ CORP: S&P Lowers $1.437BB Senior Notes Rating to 'CCC' EMPIRE RESORTS: Fitch Lowers LongTerm IDR to 'B', Outlook Stable ENDO INTERNATIONAL: Seeks to Hire A&L Goodbody as Special Counsel EVERGREEN SITE: Seeks to Hire Ira H. Thomsen as Bankruptcy Counsel EXCELSIOR SECURITY: Bid to Use Cash Collateral Denied EXWORKS CAPITAL: Targets Mid-December Hearing on Plan EXWORKS CAPITAL: Unsecureds' Recovery "Unknown in Plan" FOSSIL GROUP: BlackRock Has 6.1% Stake as of Sept. 30 FREE SPEECH: Jones Ordered to Pay $965M for Sandy Hook Claims GARUDA HOTELS: Trustee Seeks to Hire Barclay Damon as Counsel GAUCHO GROUP: Board OKs 7% Notes Offering of Up to $689K GIRARDI & KEESE: Spurred Trust Account Rules Head to Top Cal. Court GLOBAL ALLIANCE: Court OKs Deal on Cash Collateral Thru Oct 27 GROWLIFE INC: Effects 1-for-150 Reverse Common Stock Split GROWLIFE INC: Secures $220K in Funding From ABJ Capital GT REAL ESTATE: Unsecureds to Recover 91.9% in Tepper-Backed Plan H&S ALANG: Nov. 15 Hearing on Disclosure Statement H-CYTE INC: Grosses $225K From Securities Offering HIGHPOINT LIFEHOPE: Seeks to Hire Langley & Banack as Counsel HUMANIGEN INC: Receives Noncompliance Notice From Nasdaq IFRESH INC: All Six Proposals Passed at Special Meeting IMERYS TALC: Insurers Say Cases Should be Tossed for Bad Faith INPIXON: Consolidates Common Shares for NASDAQ Compliance INTEGRITY CONSTRUCTION: Taps Livesey Law as Special Counsel JET OILFIELD: Seeks Cash Collateral Access K&A PROPERTY: Unsecureds to Get Share of Income for 3 Years KABBAGE INC: Proposes Two-Option Plan for Wind-Down KEYSTONE GAS: Seeks to Hire Spencer Fane as Legal Counsel LA CENTRAL PROPERTY: Has Deal on Cash Collateral Access LATAM AIRLINES: Prepares to Exit Chapter 11 Bankruptcy by November LOTUS SKY: Court OKs Interim Cash Collateral Access LUMILEDS HOLDING: Taps Lumileds Holding as Tax Service Provider MAROVITCH CONCESSIONS: Seeks to Hire Bruner Wright as Counsel METRO SERVICES: New Orleans Garbage Hauler in Chapter 11 MP ZEBULON: Seeks to Hire Scroggins & Williamson as Legal Counsel N & N ELECTRIC: Case Summary & 18 Unsecured Creditors NEKTAR THERAPEUTICS: PureTech Confirms Possible Business Merger NICK'S CREATIVE: Seeks to Tap Kelley Fulton Kaplan as Counsel NID HOME SOLUTIONS: Taps Abundant Tax Returns as Accountant NOVABAY PHARMACEUTICALS: Falls Short of NYSE Bid Price Requirement NTI-NV INC: Bell Wants Admin. Claim Addressed in Plan NUTRIBAND INC: Applies for Dual Listing on Upstream PENNSYLVANIA AUTISM: Unsecureds Will Get 100% of Claims in Plan PROSPECT CAPITAL: S&P Rates Perpetual Preferred Stock 'BB' QST INGREDIENTS: Taps Andersen Law as Reorganization Counsel QST INGREDIENTS: Taps High Ridge Partners as Financial Advisor RB SIGMA: Seeks Approval to Hire Nemeth & Associates as Counsel REGIONAL HOUSING: No Decline in Patient Care at Columbus Facility REGIONAL HOUSING: No Decline in Patient Care at Gainesville REGIONAL HOUSING: No Decline in Patient Care at Gardens of Rome REGIONAL HOUSING: No Decline in Patient Care at Landings of Douglas REVLON INC: Lenders Denied Review, Citi's $500M Win Holds SEAICH CARD: Seeks Cash Collateral Access Thru Dec 31 SOLAR WOLF ENERGY: Owner Barred From Doing Business In Connecticut SONOMA PHARMACEUTICALS: Board Appoints Interim CFO SOUND HOUSING: Trustee Files Amendment to Disclosure Statement SRAMPICKAL DEVELOPERS: Property Sale/Refinance to Fund Plan STATERA BIOPHARMA: Widens Net Loss to $101.9 Million in 2021 STORED SOLAR: Can't Use Hartree Cash Collateral, Court Says SUN BORICUA: Seeks to Hire Homel Mercado Justiniano as Counsel TERRA MANAGEMENT: Seeks to Delay Disclosures Hearing to Nov. 9 TRILOK FUSION: Seeks Cash Collateral Access TRINITY STONE: Case Summary & 20 Largest Unsecured Creditors VANGUARD WINES: Seeks Cash Collateral Access VERTEX ENERGY: Incurs $63.8 Million Net Loss in Second Quarter VIVAKOR INC: CEO Faces Lawsuit From SEC VIVAKOR INC: CEO Matthew Nicosia Resigns VOYAGER DIGITAL: Unsecureds Owed $14M to Recover 72% in Sale Plan WILLIAMS LAND: Kirschbaum Represents Ford, Simmons WILLIAMS LAND: Smith Debman Represents Keystone, 2 Others WIRTA HOTELS: Court Confirms Chapter 11 Plan ZOHAR FUNDS: Lynn Tilton Asks Justices to Overturn Stila Ouster ZOSANO PHARMA: Unsecureds' Recovery Hiked to 31% to 34% in Plan [*] 29th Distressed Investing Conference on Nov. 28 -- Register Now [^] BOOK REVIEW: The Luckiest Guy in the World ********* 10-10 TRAINING: Amends Williamson County Secured Claims Pay ----------------------------------------------------------- 10-10 Training of Cedar Park LLC submitted a First Amended Plan of Reorganization under Subchapter V dated October 10, 2022. Under the Plan the Debtor will pay Allowed Secured Claims in full to the extent of an Allowed Claim and will pay 10% of Allowed Unsecured Claims. According to the Debtor's Schedules filed in this Case, the Debtor's liabilities (excluding Administrative Expense Claims) totaled $1,128,898.75 as of the Petition Date. The Debtor scheduled total Unsecured Claims of $971,123.04, of which $638,857.59 are Insider Claims, leaving total non-Insider Unsecured Claims of $332,265.45 and based on filed claims this amount is now closer to $258,000. Class 1 consists of Allowed Secured Claims of Williamson County. Williamson County filed a Secured Claim for estimated 2022 business personal property taxes of $2,252.89. This Claim shall be paid in full in the ordinary course of business no later than the Texas Tax Code Section 31.02 delinquency date. If the Debtor/Reorganized Debtor fails to do so, statutory penalty, interest, and other fees shall accrue pursuant to the Texas Tax Code. Williamson County shall retain its 2022 lien until the 2022 tax liabilities are paid in full. Like in the prior iteration of the Plan, Class 5 Unsecured Claimants shall be paid 10% of their Claims over 36 months from the Effective Date, without interest. These Claims will be paid in equal monthly installments commencing on the first day of the first month following the Effective Date and continuing on the first day of each month thereafter. Class 7 Equity Interests shall be retained 100% by Ken Fidge. The Debtor intends to make all payments required under the Plan from available cash and income from the business operations of the Debtor. A full-text copy of the First Amended Plan dated October 10, 2022, is available at https://bit.ly/3TiZEnb from PacerMonitor.com at no charge. Attorneys for Debtor: Joyce W. Lindauer State Bar No. 21555700 Joyce W. Lindauer Attorney, PLLC 1412 Main St. Suite 500 Dallas, Texas 75202 Telephone: (972) 503-4033 Facsimile: (972) 503-4034 About 10-10 Training of Cedar Park LLC 10-10 Training of Cedar Park LLC -- http://www.d1training.com/-- is a non-traditional fitness training facility that has trained over 100 NFL Draft Picks and was named a Top 30 Gym by MenÃ¢â‚¬â„¢s Health. 10-10 Training of Cedar Park LLC filed for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 22-10312) on May 16, 2022. In the petition filed by Kenneth Fidje, as manager, the Debtor reports assets up to $50,000 and liabilities between $50,000 and $100,000. The case is assigned to Honorable Bankruptcy Judge Tony M. Davis. Michael G. Colvard has been appointed as Subchapter V trustee. Joyce W. Lindauer, of Joyce W. Lindauer Attorney, PLLC, is the Debtor's counsel. 40TH STREET DEVELOPMENT: Case Summary & 20 Top Unsecured Creditors ------------------------------------------------------------------ Debtor: 40th Street Development, LLC 6090 Hellyer Ave, #150 San Jose, CA 95138 Business Description: The Debtor is a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). The Debtor owns a development project located at 387 and 391 40th Street, Oakland, CA, valued at $15.09 million. Chapter 11 Petition Date: October 13, 2022 Court: United States Bankruptcy Court Northern District of California Case No.: 22-50930 Judge: Hon. M. Elaine Hammond Debtor's Counsel: Eric A. Nyberg, Esq. KORNFIELD, NYBERG, BENDES, KUHNER & LITTLE P.C. 1970 Broadway, Ste 600 Oakland, CA 94612 Tel: 510-763-1000 Fax: 510-273-8669 Total Assets: $16,090,052 Total Liabilities: $19,878,884 The petition was signed by Steven Trinh as managing member. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/743IBNY/40th_Street_Development_LLC__canbke-22-50930__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. A & R Steel Fab, Inc. Steel Structure $60,000 701 Kings Row, #40-B San Jose, CA 95112 2. AB Construction Site Utilities $182,000 1350 4th Street Berkeley, CA 94710 3. Argonat Window Windows $75,000 and Door 1901 S. Basom Ave, Ste 800 Campbell, CA 95008 4. Barrera & Associates Foundation $250,000 9929 Pearmain St Oakland, CA 94603 5. Bobo Drinks Loan $63,000 779 Story Rd, Ste 80 San Jose, CA 95122 6. City of Oakland Impact Fee $913,229 250 Frank H. Ogawa Plaza Sutie 2314 Oakland, CA 94612 7. EBMUD Water Supply $445,146 375 11th Street Oakland, CA 94607 8. Eloy Perez Scaffolding $41,000 1739 98th Ave Oakland, CA 94603 9. Gypsum Self Level Floors $63,000 Technologies, Inc. 101 W. American Canyon Rd, Ste 508 American Canyon, CA 94503 10. Horizon Asset Capital Loan $296,000 6090 Hellyer Ave, Ste 150 San Jose, CA 95138 11. Klaus Multiparking Multiparking $252,787 2930 Domingo Ave, #201 Berkeley, CA 94705 12. Lowney Architecture Architects $50,149 360 17th St and Engineers Oakland, CA 94612 13. MFAS Homes Realty General $180,000 & Development, Inc. Contractor 6090 Hellyer Ave, Ste 150 San Jose, CA 95138 14. NAIM Loan $1,454,218 5655 Silver Creek Rd PO Box 330 San Jose, CA 95138 15. PG & E Gas/Electric $100,000 P.O. Box 99730 Sacramento, CA 95899 16. Thorpe Designs Fire $317,393 410 Beatrice Ct, Ste A Sprinklers Brentwood, CA 94513 17. TruDoor Interior/ $53,439 4615 W. McDowell Exterior Doors Rd, #101 Phoenix, AZ 85035 18. Tu Tran Personal Loan $80,000 1546 Pensacola Dr San Jose, CA 95122 19. Tuan Dinh Personal Loan $40,000 367 Spode Way San Jose, CA 95123 20. Weckworth Electric Two-Way $31,611 Group Communication 1261 Hawks Flight Court, Ste A El Dorado Hills, CA 95762 704 HOWE STREET: Claims Will be Paid From Property Refinance ------------------------------------------------------------ 704 Howe Street, LLC, filed with the U.S. Bankruptcy Court for the District of New Jersey a Disclosure Statement describing Chapter 11 Plan of Reorganization dated October 10, 2022. The Debtor is a single asset real estate Debtor. Its sole member is Louis Mercatani (the "Principal"). The Debtor owns the real property located at 704 Howe Street, Point Pleasant, Ocean County, New Jersey 08742 ("the Property"). The Property is the subject of a mortgage foreclosure judgment held by the Creditor, PS Funding, Inc., with an approximate balance, as of June 1, 2022, in the sum of $636,636.27. PS Funding's proof of claim, Claim Number 2, filed on July 18, 2022, alleges a secured claim in the sum of $759,757.67. The Borough of Point Pleasant also holds a secured lien on the Property for real estate taxes and municipal liens in the sum of $50,229.55 pursuant to its proof of claim, Claim Number 1, filed on July 14, 2022. This is a reorganization plan. In other words, the Proponent seeks to accomplish payments under the Plan by post-petition refinancing, cash on hand and future income. Class 1(a) consists of the claim of Borough of Point Pleasant. This class is not impaired by the Plan. To be paid in full at the time of closing on a refinancing of the Property within 90 days of the Effective Date. Class 2(a) consists of the claim of PS Funding, Inc. This class is not impaired by the Plan. To be paid in full at the time of closing on a refinancing of the Property to be within 90 days of the Effective Date. PS Funding will receive monthly adequate protection payments in the sum of $1,500.00 until closing on the refinancing. In the event that closing on the refinancing does not occur within 90 days of the Effective date, Debtor shall immediately list the Property for sale with a licensed real estate broker and sold within 180 days of the listing date. Class 3 consists of General Unsecured Claims. The total amount of estimated allowed unsecured claims, as modified, are in the sum of $6,816.40. The proposed dividend under the Plan to Class 3 General Unsecured Claimants is $6,816.40. This Class is not impaired. The Debtor is obtaining financing in order to pay all allowed claims in full. A full-text copy of the Disclosure Statement dated October 10, 2022, is available at https://bit.ly/3VmbI98 from PacerMonitor.com at no charge. Attorneys for Debtor: LAW FIRM OF BRIAN W. HOFMEISTER, LLC Brian W. Hofmeister, Esq. 3131 Princeton Pike Building 5, Suite 110 Lawrenceville, New Jersey 08648 Tel: (609) 890-1500 Fax: (609) 890-6961 E-mail: bwh@hofmeisterfirm.com About 704 Howe Street 704 Howe Street, LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)). 704 Howe Street sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 22-14820) on June 13, 2022. In the petition filed by Louis Mercatanti, as president, the Debtor reported assets and liabilities up to $50,000. Brian W. Hofmeister, of Law Firm of Brian W. Hofmeister, LLC, is the Debtor's counsel. 942 PENN RR: Nov. 8 Hearing on Disclosure Statement --------------------------------------------------- Judge Laurel M. Isicoff has entered an order that the hearing on Disclosure Statement of 942 Penn RR, LLC will be on November 8, 2022 at 1:30 p.m. at United States Bankruptcy Court, 301 North Miami Avenue, Courtroom 8, Miami, Florida 33128. The deadline for objections to Disclosure Statement will be on November 1, 2022. CDI Withdraws Claim 942 Penn RR, LLC, submitted a Disclosure Statement for its First Amended Plan of Reorganization dated September 26, 2022. The Debtor is the fee simple owner of the real property located at 942 Pennsylvania Ave., Miami Beach, FL 33139. Raziel Ofer and Robert Mendez each hold 50% of the Debtor’s membership interests and are co-managers of the Debtor. Creative Directions, Inc., is a Florida corporation that is owned 50% by Raz and 50% by Mendez. The Debtor originally listed CDI in Schedule D as holding an undisputed secured claim in the amount of $8,675,000 and listed the value of the Property at $1,617,630 based on the Miami-Dade County, Florida property tax records. In a good faith effort to try to resolve various issues with the Trustee, the other creditors and the bankruptcy estate, the CDI Claim was withdrawn with prejudice on Sept. 7, 2022, and CDI dismissed Adversary Proceeding No. 22-1214-LMI (in which CDI sought the entry of a final judgment determining that it had a valid first-priority lien on the Property over all other secured creditors) with prejudice. Thereafter, on Sept.9, 2022, the Debtor filed an Amended Schedule D which deleted CDI as a creditor. The Debtor also withdrew its Joint Plan and Disclosure Statement. Because of CDI's waiver of its claim, the total amount of filed disputed claims in this estate is now $3,780,190 ($14,985,190 of total filed claim minus the $11,205,000 CDI Claim). However, the scheduled value of the Property is $11,800,000. Accordingly, this estate is solvent with the Debtor being entitled to any surplus. Baker v. Iles (In re Iles), 2017 Bankr. LEXIS 4360, *8-9 (Bankr. N.D. Ga. December 21, 2017) ("A pecuniary interest sufficient to support standing, in the case of objecting to the sale of property of the estate, is found if the bankruptcy estate is solvent, with a surplus to be paid to the debtor."). The Class 2 secured claim of Immokalee Real Estate Holdings LLC in the disputed amount of $1,036,249, the Class 3 secured claim of 1250916 Ontario Limited in the disputed amount of $2,365,194, the Class 4 secured claim #1 of G. Proulx, LLC, in the disputed amount of $131,143, the Class 5 secured claim #2 of G. Proulx, LLC in the disputed amount of $37,642; and Class 6 secured claim of Marjam Supply of Florida, LLC, will each be paid in full in the amount determined by the Court or at the JSC. Classes 2, 3, 4, 5, and 6 are unimpaired and are not entitled to vote on the Plan. Class 7 consists of unsecured claims, Including any deficiency claims. Class 7 claims will be paid in full. The Class 7 claimants are unimpaired and are not entitled to vote on the Plan. The sources of the funding for the payment of all allowed claims will be from: (a) first, from the Debtor's cash as of the Petition Date along with all accumulated cash from operations since the Petition Date through the date of turnover of the Property to the Debtor; (b) second, Raz shall contribute any and all additional funds to satisfy all remaining allowed claims in full no later than 60 days of the Effective Date, through either (x) his personal funds and/or (y) a third-party loan where the loan proceeds will be paid directly to the holders of the Allowed Claims at closing, with said loan to be collateralized by the Property, and if necessary, additional real property owned by Raz individually or through a business entity such as DRO 15R, LLC. If the notice of Plan Funding is not timely filed, no sooner than 60 days after the Effective Date, Mukamal will seek Court authorization to retain Jason A. Welt and Trustee Realty, Inc., to market and sell the Property. Mukamal shall be responsible for facilitating the sale and making distributions to holders of allowed claims. A full-text copy of the Disclosure Statement dated Sept. 26, 2022, is available at https://bit.ly/3rhK1QY from PacerMonitor.com at no charge. Counsel for the Debtor: Mark S. Roher, Esq. LAW OFFICE OF MARK S. ROHER, PA 1806 N. Flamingo Road, Suite 300 Pembroke Pines, FL 33028 Telephone: (954) 353-2200 Email: mroher@markroherlaw.com About 942 Penn RR 942 Penn RR, LLC is the fee simple owner of a real property also known as 942 Pennsylvania, Avenue, Miami Beach, Fla., valued at $1.62 million. 942 Penn RR filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-14038) on May 23, 2022. In the petition filed by Raziel Ofer, manager, the Debtor disclosed $1,617,630 in total assets and $27,179,541 in total liabilities. Judge Robert A. Mark oversees the case. The Law Office of Mark S. Roher, PA serves as the Debtor's counsel. 975 WALTON: Unsecureds Will Get 20% of Claims in Lender's Plan -------------------------------------------------------------- Walton Improvement Group LLC, lender, filed with the U.S. Bankruptcy Court for the Eastern District of New York a Disclosure Statement for Plan of Liquidation for Debtor 975 Walton Bronx LLC, dated October 10, 2022. The Debtor owns a multifamily residential building on 975 Walton Avenue in the Bronx (the "Property"). The Property is improved by a mixed-use apartment building consisting of approximately 280,000 square feet, located in the immediate vicinity of Yankee Stadium. Pursuant to the Loan Documents, the Debtor's obligations to the Lender are in an amount not less than $25,458,110.80 and are secured by, among other things, the Property and a valid, perfected, and enforceable first priority lien on and security interest in and to substantially all assets of the Debtor, including, without limitation, the Property, the rents, receipts, profits, and other amounts arising from the lease, sale, or operation of the Property together with any proceeds thereof, contracts, equipment, general intangibles, goods, and instruments and such other assets and property. In connection with the Debtor's request for confirmation of the Debtor's Plan, the Debtor submitted an appraisal from Property Valuation, Inc. that ascribes an $18.8 million "as is" value to the Property as of February 18, 2022 (the "Debtor's Appraisal"). The Debtor's Appraisal does not ascribe a prospective market value to the Property as of the maturity date of the loan. The Lender obtained its own independent appraisal of the Property from Bowery Valuation that ascribes a $17.7 million "as is" value to the Property as of February 28, 2022 and a prospective market value of $18.3 million for the Property as of the maturity date of the loan. On November 22, 2021, the Debtor filed Debtor's Amended Chapter 11 Plan of Reorganization (the "Debtor's Plan"). Creditors in this Chapter 11 Case fare better under the Lender's Plan and accordingly, the Lender urges you to vote to accept the Lender's Plan. More particularly, the Lender's Plan's key elements are as follows: * On the Effective Date, on account of and in partial satisfaction of the Allowed Lender's Claim, the Debtor shall transfer title to the Property and the Assets, pursuant to transfer, conveyance and assignment documents in favor of the Lender in a form satisfactory to the Lender (the "Assignment Documents"), directly to the Lender (or its designee), free and clear of all Claims, Liens, charges, interests and encumbrances other than the Permitted Exceptions, the New Mortgage, and governmental orders and violations of record applicable to the Property and in effect as of the Effective Date (collectively, the "Property Transfer"). * On the Distribution Date, the Lender shall pay the Allowed Administrative Expense Claims, Allowed Priority Tax Claims, and Allowed Priority Non-Tax Claims in full in Cash. Allowed Priority Tax Claims and Allowed Priority Non-Tax Claims shall also receive pre-petition and post-petition interest at the statutory rate. * On account of the Allowed Thor Claim, Thor shall receive a Cash payment from the Lender on the Distribution Date in the sum of $550,000 in full settlement, satisfaction, and release of the Thor Claim and any accompanying Lien. * In full satisfaction, settlement, release and discharge of such Claims, Allowed Unsecured Claims (except the Sookdeo Claim) shall receive a Cash payment equal to twenty percent (20%) of the Allowed amount of such Claims to be paid by the Lender on the Distribution Date, without any pre-petition or post-petition interest. * In full satisfaction, settlement, release and discharge of the Sookdeo Claim, Shinelle Sookdeo shall receive an amount equal to the lesser of (a) the Allowed Sookdeo Claim and (b) the amount of insurance (net of any deductible) available to satisfy the Allowed Sookdeo Claim, which amount shall be sourced and paid exclusively by the Debtor's liability insurer. * The Debtor is assuming the Tenant Leases and assigning them to the Lender (or its designee). The Lender (or its designee) is assuming all obligations of the Debtor as landlord under all of the assigned Tenant Leases from and after the Effective Date. Class 4 consists of Unsecured Claims. Holders of Allowed Class 4 Claims (except the Sookdeo Claim) will receive a onetime 20% distribution promptly following the Effective Date. This Class is impaired. On a Distribution Date, the Lender shall pay the amounts to be paid to Claimants under the Lender's Plan. On the Effective Date, the Debtor shall effect the Property Transfer and thereby transfer and convey directly to the Lender title to the Property, the Causes of Action, and the other Assets free and clear of all Claims, Liens, charges, interests and encumbrances, other than Permitted Exceptions, the New Mortgage, and governmental orders and violations of record applicable to the Properties and in effect as of the Effective Date. Any and all Liens, Claims, and encumbrances that have not been expressly preserved under the Lender's Plan shall be deemed extinguished as of such date. The Lender believes that its Lender's Plan is confirmable and is in the best interests of all Claimants, who will receive a substantial Cash recovery on their Allowed Claims. In the Lender's view, because the amount of the Lender's Claim exceeds the value of the Property, the treatment of the Thor Claim and Unsecured Claims under the Plan provides a greater and more certain recovery than that which is likely to be achieved under other reorganization or liquidation alternatives, including, but not limited to, the reorganization contemplated by the Debtor's Plan. The Lender believes that Thor and Unsecured Claims would not receive any recovery in connection with a liquidation of the Debtor's assets. Thor and holders of Unsecured Claims will receive a greater, more timely, and more certain recovery under the Lender's Plan than under the Debtor's Plan. A full-text copy of the Disclosure Statement dated October 10, 2022, is available at https://bit.ly/3VmfIGB from PacerMonitor.com at no charge. Counsel to the Lender: Arnold & Porter Kaye Scholer LLP 250 West 55th Street New York, New York 10019-9710 Telephone No.: (212) 836-8000 Facsimile No.: (212) 836-8689 Benjamin Mintz Justin Imperato Emails: benjamin.mintz@arnoldporter.com justin.imperato@arnoldporter.com About 975 Walton Bronx 975 Walton Bronx, LLC is a New York limited liability company, which primarily owns a multi-family residential apartment building at 975 Walton Avenue, Bronx, NY. The property consists of 182 apartments and commercial space, including a cell tower. 975 Walton Bronx sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 21-40487) on Feb. 25, 2021. At the time of filing, the Debtor had between $10 million and $50 million in both assets and liabilities. Judge Jil Mazer-Marino oversees the case. Goldberg Weprin Finkel Goldstein, LLP is the Debtor's legal counsel. Walton Improvement Group LLC, as lender, is represented by Benjamin Mintz, Esq., at ARNOLD & PORTER KAYE SCHOLER LLP. A&A INVESTMENT: Case Summary & Six Unsecured Creditors ------------------------------------------------------ Debtor: A&A Investment LLC 6011 Old Rolling Road Alexandria, VA 22310 Chapter 11 Petition Date: October 13, 2022 Court: United States Bankruptcy Court Eastern District of Virginia Case No.: 22-11373 Debtor's Counsel: Joseph Langone, Esq. WISE LAW FIRM PLC 10640 Page Avenue Suite 320 Fairfax, VA 22030 Tel: 703-579-5724 Fax: 703-934-6379 Email: jlangone@wiselaw.pro Estimated Assets: $1 million to $10 million Estimated Liabilities: $0 to $50,000 The petition was signed by Carla Aranibar as corporate officer. A full-text copy of the petition containing, among other items, a list of the Debtor's six unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/W35SL3Y/AA_Investment_LLC__vaebke-22-11373__0001.0.pdf?mcid=tGE4TAMA ADHERA THERAPEUTICS: Effects 1-for-20 Reverse Common Stock Split ---------------------------------------------------------------- Adhera Therapeutics, Inc. filed a Certificate of Amendment to the Certificate of Incorporation with the Delaware Secretary of State to effect a reverse stock split of all outstanding shares of the Company's common stock at a ratio of one-for-20. At the Company's 2022 Annual Meeting of Stockholders, holders of a majority of the outstanding voting power approved an amendment to the Certificate of Incorporation of the Company to effect a reverse stock split of all issued and outstanding shares of the Company's common stock, par value $0.006 per share, at a ratio to be determined in the discretion of the Company's Board of Directors within a range of one-for-two through one-for-200, provided that in no event shall such amendment collectively exceed a reverse stock split ratio of one-for-200. The Board of Directors subsequently determined to effect the reverse stock split at the ratio of one-for-20. The Amendment became effective upon filing. About Adhera Headquartered in Durham, NC, Adhera Therapeutics, Inc. (formerly known as Marina Biotech, Inc.) -- http://www.adherathera.com-- is a clinical stage biopharmaceutical company engaged in the development of novel cancer products and a proprietary vaccine technology. Adhera reported a net loss of $6.35 million for the year ended Dec. 31, 2021, compared to a net loss of $3.77 million for the year ended Dec. 31, 2020. As of June 30, 2022, the Company had $976,000 in total assets, $20.97 million in total liabilities, and a total stockholders' deficit of $20 million. Boca Raton, Florida-based Salberg & Company, P.A., the Company's auditor since 2021, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company has a net loss and cash used in operations of approximately $6.4 million and $665,000 respectively, in 2021 and a working capital deficit, shareholders' deficit and accumulated deficit of $25.1 million, $25.1 million and $53 million respectively, at Dec. 31, 2021. These matters raise substantial doubt about the Company's ability to continue as a going concern. AG BROTHERS' FOOD: Mexican Restaurant Starts Subchapter V Case -------------------------------------------------------------- AG Brothers' Food Restaurants LLC 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. The Debtor owns and operates Mariscos El Nuevo Altata, a Mexican restaurant at 7829 W Thomas Rd, Phoenix, AZ 85035. According to court filings, AG Brothers' Food Restaurants estimates $1 million to $10 million in debt to 1 to 49 creditors. The petition states that funds will not be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for Nov. 8, 2022, at 9:00 AM as a Telephonic Hearing (341). Proofs of claim are due by Dec. 13, 2022. About AG Brothers' Food Restaurants AG Brothers' Food Restaurants LLC -- http://www.mariscoselnuevoaltata.com/-- owns and operates a restaurant specializing in Mexican cuisine. AG Brothers' Food Restaurants filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 2:22-bk-06667) on Oct. 4, 2022. In the petition filed by Guadalupe M. Galaviz Quiroz, as managing member, the Debtor reported assets and liabilities between $1 million and $10 million. Dawn Maguire has been appointed as Subchapter V trustee. The Debtor is represented by Alan D. Newdelam, Esq. AGILE THERAPEUTICS: Reorganizes Leadership Team to Align With Plan ------------------------------------------------------------------ Agile Therapeutics, Inc. said it has reorganized and streamlined its executive leadership team to align with its business plan to promote Twirla (levonorgestrel and ethinyl estradiol) transdermal system growth. As part of the changes, the Company appointed Amy Welsh to chief commercial officer effective Nov. 1, 2022. Additionally, James P. Tursi, M.D. informed the Company that he will resign from the Company's board of directors effective Oct. 7, 2022. "Our focus in 2022 has been on growing Twirla and advancing towards generating positive cash flow," said Agile Therapeutics Chairman and chief executive officer Al Altomari. "In 2022, we have significantly reduced our operating expenses by redesigning how we work to gain efficiencies and implemented a plan we believe can drive Twirla growth through our Afaxys partnership, connected TV (CTV) campaign, and growing the telemedicine channel. The changes to our leadership team we are announcing today are expected to help us consolidate the efficiency gains we have made in our operations by streamlining my executive team and maintaining our focus on executing our business plan." In addition to her current responsibilities leading the Twirla marketing team, Ms. Welsh, as chief commercial officer, will assume responsibility for all the Company's commercial functions. Ms. Welsh joined the Company in May 2020 as vice president, marketing. Prior to joining Agile, Ms. Welsh was a vice president, marketing at Antares Pharma, Inc., and held various roles of increasing responsibility at AstraZeneca. The Company has also appointed Geoffrey P. Gilmore to the newly created role of chief administrative officer. In this role, Mr. Gilmore will be responsible for all the Company's general and administrative functions, including corporate secretary, legal, human resources, finance, investor relations and quality assurance. This will enable the Company to consolidate and streamline its G&A functions into one group. Mr. Gilmore previously served as the Company's general counsel. The Company's executive leadership team will also include Robert G. Conway, the Company's chief corporate planning and supply chain officer, who will be responsible for the Company's manufacturing and supply chain functions as well as corporate planning, and Paul Korner, M.D., M.B.A, the Company's chief medical officer, who will be responsible for the Company's medical and research functions and will be part of the Company's business development team. On Oct. 4, 2022, Dr. Tursi informed the board of directors that he intends to resign from the board of directors to focus more of his time on his role as executive vice president, Global Research & Development of Endo Pharmaceuticals. Mr. Tursi joined the board of directors in 2016 and currently chairs the board's Science and Technology Committee and serves as a member of the Compensation Committee. The Company does not intend to fill Dr. Tursi's seat. The board of directors is evaluating how it intends to fill Dr. Tursi's committee assignments. "James Tursi has provided important strategic insights, guidance and support throughout his long-standing tenure on Agile's board," stated Mr. Altomari. "On behalf of the other board members and Agile's management team, I would like to thank James for his service to the company." About Agile Therapeutics Agile Therapeutics, Inc. is a women's healthcare company dedicated to fulfilling the unmet health needs of today's women. The Company's product and product candidates are designed to provide women with contraceptive options that offer freedom from taking a daily pill, without committing to a longer-acting method. Its initial product, Twirla, (levonorgestrel and ethinyl estradiol), a transdermal system, is a non-daily prescription contraceptive. Agile reported a net loss of $74.89 million for the year ended Dec. 31, 2021, a net loss of $51.85 million for the year ended Dec. 31, 2020, and a net loss of $18.61 million for the year ended Dec. 31, 2019. As of June 30, 2022, the Company had $32.83 million in total assets, $29.41 million in total liabilities, and $3.42 million in total stockholders' equity. Iselin, New Jersey-based Ernst & Young LLP, the Company's auditor since 2010, issued a "going concern" qualification in its report dated March 30, 2022, citing that the Company has generated losses since inception, used substantial cash in operations, anticipates it will continue to incur net losses for the foreseeable future, requires additional capital to fund its operating needs and has stated that substantial doubt exists about the Company's ability to continue as a going concern. AIKIDO PHARMA: Unit Buys 20% Membership Interests in Fieldpoint --------------------------------------------------------------- Dominari Financial Inc., a wholly owned subsidiary of AIkido Pharma Inc., completed the purchase of 20% of the membership interests in Fieldpoint Private Securities, LLC, a broker-dealer registered with the Financial Industry Regulatory Authority, otherwise pursuant to the terms of the Membership Interest Purchase Agreement, dated Sept. 9, 2022, as disclosed in a Form 8-K filed with the Securities and Exchange Commission. The second and final closing for the purchase of the balance of the membership interest in the Company will occur upon the final approval from FINRA. About AIkido Pharma Headquartered in New York, NY, AIkido Pharma Inc. fka Spherix Incorporated -- http://www.spherix.com-- was initially formed in 1967 and is a biotechnology Company with a diverse portfolio of small-molecule anticancer and antiviral therapeutics. The Company's platform consists of patented technology from leading universities and researchers, and the Company is currently in the process of developing an innovative therapeutic drug platform through strong partnerships with world renowned educational institutions, including The University of Texas at Austin and University of Maryland at Baltimore. The Company's diverse pipeline of therapeutics includes therapies for pancreatic cancer, prostate cancer. The Company is constantly seeking to grow its pipeline to treat unmet medical needs in oncology. The Company is also developing a broad-spectrum antiviral platform that may potentially inhibit replication of multiple viruses including Influenza virus, SARS-CoV (coronavirus), MERS-CoV, Ebolavirus and Marburg virus. Aikido reported a net loss of $7.17 million for the year ended Dec. 31, 2021, compared to a net loss of $12.34 million for the year ended Dec. 31, 2020, and a net loss of $4.18 million for the year ended Dec. 31, 2019. As of June 30, 2022, the Company had $88.30 million in total assets, $829,000 in total liabilities, and $87.47 million in total stockholders' equity. ALLIANCE HOSPITALITY: Seeks to Hire Turner Legal Group as Counsel ----------------------------------------------------------------- Alliance Hospitality, LLC seeks approval from the U.S. Bankruptcy Court for the District of Nebraska to hire Turner Legal Group, LLC as its counsel. The firm will render these services: a. performing all necessary services as Debtor's Nebraska bankruptcy counsel, including, without limitation, providing the Debtor with advice, representing the Debtor, and preparing necessary documents in the areas of restructuring and bankruptcy; b. advising the Debtor with respect to its powers and duties in the continued management and operation of their businesses and properties; c. attending meetings and negotiating with creditors and other parties in interest; d. taking all necessary action to protect and preserve the Debtor's assets, including the prosecution of actions on behalf of the Debtor's estate, the defense of any actions commenced against the estate, negotiations concerning litigation in which the Debtor may be involved, and objections to claims filed against the estate; e. preparing, or coordinating preparation of legal documents necessary to administer the estate; f. taking any necessary action to obtain approval of a disclosure statement and confirmation of a plan of reorganization; g. representing the Debtor in connection with any potential post-petition financing; h. appearing before the bankruptcy court, appellate courts and any other courts to protect the interests of Debtor and its estate; and i. performing other necessary legal services in connection with the Debtor's Chapter 11 case. Prior to the petition date, the firm received a retainer of $10,000, plus filing fee of $1,738. Patrick Turner, Esq., an attorney at Turner Legal Group, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Patrick Turner, Esq. Turner Legal Group, LLC 139 S. 144th Street, Suite 665 Omaha, NE 68010 Tel: (402) 690-3675 Email: pturner@turnerlegalomaha.com About Alliance Hospitality Alliance Hospitality, LLC operates the hotel American Inn at 1419 West 3rd St., Alliance, Neb. On Sept. 26, 2022, Alliance Hospitality filed for Chapter 11 protection (Bankr. D. Neb. Case No. 22-40840). In the petition filed by Anupam Dave, as member, the Debtor reported assets and liabilities between $1 million and $10 million and estimated Liabilities between $500,000 and $1 million. Judge Thomas L. Saladino oversees the case. The Debtor is represented by Patrick Raymond Turner of Turner Legal Group, LLC. ALTERA INFRASTRUCTURE: Amends Plan After Noteholders' Settlement ---------------------------------------------------------------- Altera Infrastructure L.P., et al., submitted a First Amended Plan and a Second Amended Disclosure Statement on Oct. 4, 2022. On Sept. 19, 2022, the Debtors, along with Brookfield Business Partners L.P., and the Unsecured Creditors Committee, filed, and the Bankruptcy Court entered, the Joint Stipulation and Agreed Order Appointing a Mediator, appointing the Honorable Chief Judge David R. Jones as a mediator in the Chapter 11 Cases in an attempt to negotiate a consensual resolution of certain issues and disputes relating to the Plan. The in-person Mediation, which was attended by representatives from each of the Debtors, Brookfield, the UCC, the Noteholder Ad Hoc Group, and the coordinating committee for the Bank Lenders (CoCom) commenced on Sept. 28, 2022 and continued for almost 72 hours. With the guidance of the Mediator, the hard-fought negotiations culminated in agreement among the Debtors, Brookfield, and the Consenting Noteholders (such resolution, the "Noteholder Settlement"). The terms of the Noteholder Settlement are Acceptable Noteholder Settlement Terms under the Restructuring Support Agreement. Under the terms of the Noteholder Settlement, which are embodied in the Noteholder Plan Support Agreement and the Plan, the holders of Altera Unsecured Notes Claims will receive their pro rata share of (a) 13% of the New Common Stock, subject to dilution on account of the Management Incentive Plan, the New Warrants, and the Rights Offering and (b) subscription rights to participate in $[12.55] million of the New Common Stock offered as part of the Rights Offering. Holders of IntermediateCo Notes Claims will receive their pro rata share of (x) 87% of the New Common Stock, subject to dilution on account of the Management Incentive Plan, the New Warrants, and the Rights Offering, and (y) 100% of the New GP Common Stock. Additionally, holders of DIP Claims will receive their pro rata share of subscription rights to participate in up to $[71.81] million of the New Common Stock offered as part of the Rights Offering, and holders of IntermediateCo RCF Claims will receive their pro rata share of subscription rights to participate in up to $[12.15] million of the New Common Stock offered as part of the Rights Offering. On the Effective Date, the Debtors will consummate the Rights Offering, which will be a rights offering for New Common Stock in an aggregate amount up to $[96.51] million. The proceeds of the Rights Offering shall be used first to pay in full in cash Allowed DIP Claims, and then to pay in full in cash Allowed IntermediateCo RCF Claims, and then by the Debtors to pay other emergence costs and for general corporate purposes. The New Common Stock purchased pursuant to the Rights Offering shall be at a 40% discount to settlement plan equity value of $363 million. In lieu of cash, Brookfield may exercise any Rights Offering subscription rights received on account of its Allowed DIP Claims and Allowed IntermediateCo RCF Claims by contributing or otherwise exchanging such Allowed DIP Claims and/or Allowed IntermediateCo RCF Claims in an equal amount. The portion of the Rights Offering available to holders of Altera Unsecured Notes Claims and other General Unsecured Claims at Altera and Altera Finance Corp. will not be backstopped and there will be no oversubscription rights for any such holders related to any such subscription rights. The Noteholder Settlement represents a global compromise of all issues that could have cast uncertainty over the Debtors' restructuring process, following days of Mediation, weeks of discovery, multiple depositions of the Debtors' management team and advisors, and a threat of a contested Confirmation Hearing, among other litigation. The Noteholder Settlement avoids further protracted and expensive litigation related to the DIP Facility and Confirmation of the Plan, given the overwhelming support of the Plan among the Noteholders, Brookfield, and the Bank Lenders. The Plan, which embodies both the Restructuring Support Agreement and Noteholder Plan Support Agreement, contemplates the following: * Brookfield providing a $50 million new-money debtor-in-possession financing facility on a junior basis relative to the claims and liens of the Bank Lenders (together with the proposed roll-up of a portion of the IntermediateCo RCF, the "DIP Facility") to fund these Chapter 11 Cases; * Brookfield will receive its pro rata share of subscription rights to participate in up to $[71.81] and $[12.15] million of the New Common Stock offered as part of the Rights Offering on account of its DIP Claims and IntermediateCo RCF Claims, respectively; * Brookfield also will equitize all outstanding IntermediateCo Notes Claims in return for 87% of the common equity in reorganized Altera Pare subject to dilution on account of the Management Incentive Plan, the New Warrants, and the Rights Offering, as well as 100% of the common equity in Reorganized Altera GP. * the Consenting Bank Lenders will agree to a comprehensive re-profiling of the Bank Facilities, including maturity extensions, interest and amortization relief, and other covenant relief, and will agree to the satisfaction of their Altera Parent guarantees in exchange for warrants to acquire their pro rata share of 5% of the new common stock of Reorganized Altera Parent (the "New Warrants"), subject to dilution on account of the Management Incentive Plan; * the Consenting Bank Lenders agreeing to the Debtors' consensual use of their cash collateral; * a corporate reorganization, the result of which will be a "siloed" FFTA structure providing for certain cross-guarantees to the Bank Lenders and direct ownership by reorganized Altera Parent of the Shuttle Tankers business and FPSO joint ventures; * certain of the Consenting Bank Lenders and Brookfield will agree to provide commitments for an approximately $183 million new money financing facility to fund the Debtors' portion of the financing of the Knarr FPSO upgrade costs under the Knarr Contract; * the Consenting Noteholders agreeing to the equitization of Altera Unsecured Notes in exchange for their pro rata share (together with recoveries to other General Unsecured Claims at Altera and Altera Finance Corp.) of (a) 13% of the New Common Stock, subject to dilution on account of the Management Incentive Plan, the New Warrants, and the Rights Offering, and (b) subscription rights to participate in up to $[12.55] million of the New Common Stock offered as part of the Rights Offering; * General Unsecured Claims at subsidiary Debtors, trade and contract claims, and administrative and priority claims will generally be paid in full in Cash in the ordinary course of business; and * all existing common and preferred equity in Altera Parent will be canceled without any distribution. With all key stakeholders on board, the Chapter 11 Cases can proceed to their swift conclusion on the expedited time agreed to by the Consenting Stakeholders and Consenting Noteholders. The Debtors believe they can confirm the Plan and emerge from chapter 11 within these time periods without prejudicing the ability of any parties to assert their rights in these Chapter 11 Cases. Proposed Co-Counsel to the Debtors: Matthew D. Cavenaugh, Esq. Kristhy M. Peguero, Esq. Rebecca Blake Chaikin, Esq. Victoria N. Argeroplos, Esq. JACKSON WALKER LLP 1401 McKinney Street, Suite 1900 Houston, TX 77010 Telephone: (713) 752-4200 Facsimile: (713) 752-4221 E-mail: mcavenaugh@jw.com kpeguero@jw.com rchaikin@jw.com vargeroplos@jw.com - and - Joshua A. Sussberg, Esq. Brian Schartz, Esq. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 601 Lexington Avenue New York, NY 10022 Telephone: (212) 446-4800 Facsimile: (212) 446-4900 E-mail: joshua.sussberg@kirkland.com brian.schartz@kirkland.com - and - John R. Luze, Esq. 300 North LaSalle Chicago, IL 60654 Telephone: (312) 862-2000 Facsimile: (312) 862-2200 E-mail: john.luze@kirkland.com A copy of the Second Amended Disclosure Statement dated October 5, 2022, is available at https://bit.ly/3EpLuwe from PacerMonitor.com. About Altera Infrastructure L.P. Westhill, United Kingdom-based Altera Infrastructure L.P. (NYSE: ALIN-A) is a global energy infrastructure services partnership primarily focused on the ownership and operation of critical infrastructure assets in the offshore oil regions of the North Sea, Brazil and the East Coast of Canada. Altera has consolidated assets of approximately $3.8 billion comprised of 44 vessels, including floating production, storage and offloading (FPSO) units, shuttle tankers, floating storage and offtake (FSO) units, long-distance towing and offshore installation vessels and a unit for maintenance and safety (UMS). The majority of Altera's fleet is employed on medium-term, stable contracts. After agreeing to a debt-for-equity plan with bank lenders and owner Brookfield, Altera Infrastructure LP and 37 affiliates sought Chapter 11 protection (Bankr. S.D. Texas Lead Case No. 22-90130) on Aug. 12, 2022. Judge Marvin Isgur oversees the cases. As of the petition date, the Debtors were liable for approximately $1.6 billion in aggregate principal amount of funded debt. Kirkland & Ellis LLP, Jackson Walker LLP, and Quinn Emanuel Urquhart & Sullivan LLP serve as the Debtors' lead counsel, local counsel, and special counsel, respectively. The Debtors also tapped Evercore Group LLC as investment banker and PricewaterhouseCoopers LLP as tax compliance, tax consulting, and accounting advisory services provider. David Rush, senior managing director at FTI Consulting, Inc., serves as restructuring advisor to the Debtors. Stretto is the claims agent. The DIP Lenders are represented by Paul, Weiss, Rifkind, Wharton & Garrison LLP, as counsel to the DIP Lenders, Ducera Partners LLC, as financial advisor, and Porter & Hedges LLP, as their Texas counsel. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors on Aug. 22, 2022. The unsecured creditors committee tapped Friedman Kaplan Seiler & Adelman, LLP and Pachulski Stang Ziehl & Jones, LLP as legal counsel; and AlixPartners, LLP as financial advisor. A committee of coordinators was appointed under and as defined in the appointment letter originally dated May 6, 2022, among Altera Infrastructure LP and each member of the CoCom. The CoCom is represented by Norton Rose Fulbright US, LLP and Norton Rose Fulbright, LLP as legal counsel and PJT Partners (UK) Ltd. as financial advisor. The Noteholder Ad Hoc Group tapped Vinson & Elkins LLP and Wachtell, Lipton, Rosen & Katz as its attorneys. ALTERA INFRASTRUCTURE: Moves Ahead With Plan After Creditor Deal ---------------------------------------------------------------- Eliza Ronalds-Hannon and Jeremy Hill of Bloomberg News report that Altera Infrastructure on Friday, October 7, 2022, won court approval to begin collecting votes on its bankruptcy plan, which now reflects a settlement between the company and bondholders who were noton board with the restructuring. US Bankruptcy Judge Marvin Isgur in a hearing Friday, October 7, 2022, said he would conditionally approve an outline of Altera's plan and allow the company to seek creditor approval on the proposal. The plan now calls for unsecured bondholders to share up to 13% of the post-bankruptcy stock in Altera as well as rights to buy additional stock, part of a compromise struck in mediation late last September 2022. About Altera Infrastructure L.P. Westhill, United Kingdom-based Altera Infrastructure L.P. (NYSE: ALIN-A) is a global energy infrastructure services partnership primarily focused on the ownership and operation of critical infrastructure assets in the offshore oil regions of the North Sea, Brazil and the East Coast of Canada. Altera has consolidated assets of approximately $3.8 billion comprised of 44 vessels, including floating production, storage and offloading (FPSO) units, shuttle tankers, floating storage and offtake (FSO) units, long-distance towing and offshore installation vessels and a unit for maintenance and safety (UMS). The majority of Altera's fleet is employed on medium-term, stable contracts. After agreeing to a debt-for-equity plan with bank lenders and owner Brookfield, Altera Infrastructure LP and 37 affiliate sought Chapter 11 protection (Bankr. S.D. Texas Lead Case No. 22-90130) on Aug. 12, 2022. Judge Marvin Isgur oversees the cases. As of the petition date, the Debtors were liable for approximately $1.6 billion in aggregate principal amount of funded debt. Kirkland & Ellis LLP, Jackson Walker LLP, and Quinn Emanuel Urquhart & Sullivan LLP serve as the Debtors' lead counsel, local counsel, and special counsel, respectively. The Debtors also tapped Evercore Group LLC as investment banker and PricewaterhouseCoopers LLP as tax compliance, tax consulting, and accounting advisory services provider. Stretto is the claims agent. David Rush, senior managing director at FTI Consulting, Inc., serves as restructuring advisor to the Debtors. The DIP Lenders are represented by Paul, Weiss, Rifkind, Wharton & Garrison LLP, as counsel to the DIP Lenders, Ducera Partners LLC, as financial advisor, and Porter & Hedges LLP, as their Texas counsel. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors on Aug. 22, 2022. The unsecured creditors committee tapped Friedman Kaplan Seiler & Adelman, LLP and Pachulski Stang Ziehl & Jones, LLP as legal counsels; and AlixPartners, LLP as financial advisor. A committee of coordinators was appointed under and as defined in the appointment letter originally dated May 6, 2022, among Altera Infrastructure LP and each member of the CoCom. The CoCom is represented by Norton Rose Fulbright US, LLP and Norton Rose Fulbright, LLP as legal counsel and PJT Partners (UK) Ltd. as financial advisor. AMC ENTERTAINMENT: S&P Rates New $400MM Senior Secured Notes 'B' ---------------------------------------------------------------- S&P Global Ratings assigned its 'B' issue-level rating and '1' recovery rating to AMC Entertainment Holdings Inc.'s proposed $400 million senior secured notes due 2027, issued by its U.K. subsidiary, Odeon Finco PLC. The '1' recovery rating indicates its expectation for very high (90%-100%; rounded estimate: 95%) recovery of principal in the event of a payment default. AMC plans to use the proceeds from these notes, alongside cash on hand, to retire its existing Odeon term loan facility due 2023, which comprises £148 million and EUR312 million term loans. S&P believes downsizing and extending this debt maturity will be marginally favorable to AMC's credit prospects as the company continues to recover from the effects of the pandemic. The new notes issued at Odeon will have a structurally senior claim on the company's European assets. S&P believes that this will provide very high (rounded estimate: 95%) recovery in a hypothetical default scenario because of the substantial EBITDA generated in the company's European operations. S&Ps aid, "All our existing ratings on AMC, including our 'CCC+' issuer credit rating, are unchanged. Our positive outlook reflects the possibility that we will raise our rating on the company if it prioritizes using its sizable cash balance to reduce its heavy debt load and interest burden, thereby improving its cash flow prospects and the sustainability of its capital structure. Our outlook also incorporates the improving prospects for the U.S. box office and our expectation for a subsequent recovery in AMC's operating performance." S&P could raise its rating on AMC if it expected it to reduce its leverage below 6.5x and maintain consistently positive cash flow (after deferred lease costs). This could occur if: -- AMC used the majority of proceeds from recent equity increases for debt repayment and refinanced costly debt raised during the pandemic at significantly lower interest rates, materially reducing its heavy debt load and interest burden; -- It generated positive cash flow without conserving capital expenditures (capex) at the expense of its long-term competitive position; and -- Theater attendance continued to show a material recovery in 2022 and beyond. S&P could revise its outlook on AMC to stable if: -- S&P believed the company had sufficient liquidity to maintain operations while theater attendance recovers, but the company prioritized acquisitions or other investments over debt reduction, such that it expected the company's cash flow (after deferred lease costs) would continue to be negative, even after theater attendance recovers from the pandemic and it had limited ability to materially reduce leverage organically; or -- PVOD (premium video on demand) and streaming became the primary distribution model for a significant portion of the film slate such that S&P believed there would be permanent damage to the box office. S&P could lower the rating if: -- The recovery in theater attendance took longer than S&P expected due to consumer health and safety concerns, changes in the film slate, or changes in consumer behavior, such that AMC's cash burn did not steadily improve, and its liquidity position became uncertain; or -- The company pursued a subpar debt exchange or any other form of debt restructuring. ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors -- AMC's capital structure comprises a $225 million senior secured first-lien revolving credit facility maturing in 2024, a $2 billion senior secured first-lien term loan maturing in 2026, the proposed $400 million senior secured first-lien notes due 2027 issued at Odeon, $950 million of senior secured first-lien notes maturing in 2029, $1.4 billion of 10%/12% cash/payment in kind toggle senior secured second-lien notes maturing in 2026, and $290 million of outstanding subordinated notes with maturities ranging from 2024-2027. -- The notes issued at Odeon have a structurally senior claim on the company's European assets. -- The first-lien debt is contractually senior to the second-lien secured debt and all subordinated debt. -- The second-lien debt is contractually senior to the subordinated debt to the extent of the collateral, which has been exhausted by the fist-lien debt claims in our scenario analysis. Therefore, S&P believes the second-lien debt holders will have a pari passu deficiency claim with the unsecured debt holders. -- In the event of rejected leases in a bankruptcy, S&P believes the subordinated debt would be structurally subordinated to the rejected lease claims. Simulated default assumptions -- S&P's simulated default scenario contemplates a hypothetical default occurring in 2024 due to a slower-than-expected recovery in theater attendance and a sudden and sharp shift toward alternative film delivery methods. -- Other default assumptions include an 85% draw on the revolving credit facility, the U.S. dollar benchmark rate is 2.5%, the spread on the revolving credit facility rising to 5% as covenant amendments are obtained, and all debt amounts include six months of prepetition interest. -- S&P assumes that in the event of a default or insolvency proceeding, the company would reorganize, close its underperforming theaters, and unwind its leases. S&P used a distressed EBITDA multiple of 6x to value the company. Simplified waterfall -- EBITDA at emergence: About $530 million -- EBITDA multiple: 6x -- Net enterprise value (after 5% administrative costs): About $3 billion -- Obligor/nonobligor valuation split: 75%/25% -- Total value available to Odeon senior notes: $750 million -- Estimated Odeon debt claims: $425 million --Recovery expectations: 90%-100% (rounded estimate: 95%) -- Total value available to senior secured first-lien debt after structurally senior claims: $2.5 billion -- Estimated senior secured first-lien debt claims: $3.1 billion --Recovery expectations: 70%-90% (rounded estimate: 75%) -- Total value available to senior secured second-lien debt: $70 million -- Estimated senior secured second-lien debt claims: $1.5 billion --Recovery expectations: 0%-10% (rounded estimate: 0%) -- Total value available to subordinated debt: $0 -- Estimated subordinated debt claims: $298 million --Recovery expectations: 0%-10% (rounded estimate: 0%) APOLLO ENDOSURGERY: Extends Term of Aslan Lease Until March 2026 ---------------------------------------------------------------- Apollo Endosurgery, Inc. said it entered into a third amendment to an office lease agreement which extends the term of the Lease for an additional three years and six months, or until March 31, 2026, and includes approximately 11,808 square feet of leased space. Total base rent payments owed during the Extension Term equal approximately $1.3 million, plus the Company's share of certain variable and administrative costs under the Lease. Apollo and Aslan IV Austin, LLC originally entered into the Office Lease Agreement on July 16, 2012 for the Company's principal executive offices located in an 18,234 square foot facility in Austin, Texas. The Lease has been amended on both July 11, 2018 and June 18, 2021, and the Lease has been subsequently assigned to BC Exchange Cityview Master Tenant, LLC. About Apollo Endosurgery Apollo Endosurgery, Inc. -- http://www.apolloendo.com-- is a medical technology company focused on less invasive therapies to treat various gastrointestinal conditions, ranging from gastrointestinal complications to the treatment of obesity. Apollo's device-based therapies are an alternative to invasive surgical procedures, thus lowering complication rates and reducing total healthcare costs. Apollo's products are offered in over 75 countries and include the OverStitch Endoscopic Suturing System, the OverStitch Sx Endoscopic Suturing System, and the ORBERA Intragastric Balloon. Apollo Endosurgery reported a net loss of $24.68 million for the year ended Dec. 31, 2021, a net loss of $22.61 million for the year ended Dec. 31, 2020, and a net loss of $27.43 million for the year ended Dec. 31, 2019. As of June 30, 2022, the Company had $120.76 million in total assets, $72.61 million in total liabilities, and $48.16 million in total stockholders' equity. AYRO INC: Falls Short of Nasdaq Minimum Bid Price Requirement ------------------------------------------------------------- AYRO, Inc. said it received a letter from the Listing Qualifications Department of the Nasdaq Stock Market on Oct. 3, 2022, indicating that, based upon the closing bid price of the Company's common stock for the 30 consecutive business day period between Aug. 19, 2022 and Sept. 30, 2022, the Company did not meet the minimum bid price of $1.00 per share required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2). The letter also indicated that the Company will be provided with a compliance period of 180 calendar days, or until April 3, 2023, in which to regain compliance pursuant to Nasdaq Listing Rule 5810(c)(3)(A). In order to regain compliance with Nasdaq's minimum bid price requirement, the Company's common stock must maintain a minimum closing bid price of $1.00 for at least ten consecutive business days during the Compliance Period. In the event the Company does not regain compliance by the end of the Compliance Period, the Company may be eligible for additional time to regain compliance. To qualify, the Company will be required to meet the continued listing requirement for the market value of its publicly held shares and all other initial listing standards for The Nasdaq Capital Market, with the exception of the bid price requirement, and will need to provide written notice of its intention to cure the deficiency during the second compliance period, by effecting a reverse stock split if necessary. If the Company meets these requirements, the Company may be granted an additional 180 calendar days to regain compliance. However, if it appears to Nasdaq that the Company will be unable to cure the deficiency, or if the Company is not otherwise eligible for the additional cure period, Nasdaq will provide notice that the Company's common stock will be subject to delisting. The letter has no immediate impact on the listing of the Company's common stock, which will continue to be listed and traded on The Nasdaq Capital Market, subject to the Company's compliance with the other listing requirements of The Nasdaq Capital Market. About AYRO Texas-based AYRO, Inc., formerly known as DropCar, Inc. -- http://www.ayro.com-- engineers and manufactures purpose-built electric vehicles to enable sustainable fleets. AYRO's EVs are an eco-friendly microdistribution alternative to gasoline vehicles. Ayro reported a net loss of $33.08 million for the year ended Dec. 31, 2021, a net loss of $10.76 million for the year ended Dec. 31, 2020, a net loss of $8.66 million for the year ended Dec. 31, 2019, and a net loss of $18.75 million for the year ended Dec. 31, 2018. As of March 31, 2022, the Company had $73.07 million in total assets, $3.60 million in total liabilities, and $69.46 million in total stockholders' equity. B.E.C BARAJAS: Wins Cash Collateral Access Thru Nov 14 ------------------------------------------------------ The U.S. Bankruptcy Court for the District of Colorado authorized B.E.C Barajas Excavating Construction, LLC to continue using cash collateral on an interim basis through the date of a rescheduled final hearing. The final hearing is set for November 14, 2022 at 2:30 p.m. As previously reported by the Troubled Company Reporter, as adequate protection, First-Citizens Bank & Trust Company and any other party asserting an interest in the Debtor's proceeds and accounts receivables interests in cash collateral were granted a post-petition lien and superpriority administrative expense claim, subject to professional fees, Subchapter V trustee fees, and customary Chapter 7 expenses, if converted, on all post-petition inventory and income derived from the operation of the business and assets, to the extent that the use of the cash results in a decrease in the value of the Bank's interest in the collateral. A copy of the order is available at https://bit.ly/3EAKEgh from PacerMonitor.com. About B.E.C Barajas Excavating Construction B.E.C Barajas Excavating Construction, LLC is a Denver-based company, which operates in the utility system construction industry. B.E.C Barajas Excavating Construction filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Colo. Case No. 22-12574) on July 17, 2022, disclosing $4,834,092 in total assets and $4,618,845 in total liabilities. Mark David Dennis serves as Subchapter V trustee. Judge Michael E. Romero oversees the case. Katharine S. Sender, Esq., at Cohen & Cohen is the Debtor's counsel. BANTEC INC: Maple Leaf, Three Others Report 9.86% Equity Stake -------------------------------------------------------------- In a Schedule 13G/A filed with the Securities and Exchange Commission, these entities and individual reported beneficial ownership of 438,493,700 shares of common stock of Bantec, Inc., representing 9.86% of the shares outstanding: * Maple Leaf Capital Management LLC * Trillium Partners LP * Frondeur Partners LLC * Stephen M. Hicks The ownership percentage reported is based on (i) 4,443,704,632 shares of Common Stock issued and outstanding as of Oct. 3, 2022, and (ii) 191,826,700 shares of Common Stock that are issuable upon conversion of certain convertible notes of the Issuer, subject to a limitation on beneficial ownership. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1704795/000121390022062397/ea166832-13ga2trilli_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. BAYOU CYPRESS: Wins Interim Cash Collateral Access -------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Tennessee, Nashville Division, authorized Bayou Cypress Restaurants, Inc. to use cash collateral on an interim basis. The Debtor is permitted to use cash collateral in the ordinary course of business provided that the cash collateral access: a. is for post-petition expenses only; b. follows the amended budget included with the Debtor's Expedited Motion to Utilize Cash Collateral; and c. does not result in the Debtor having less money in deposits than the Debtor had on the Petition Date. Volunteer State Bank and the Small Business Administration will have a perfected post-petition lien against cash collateral to the same extent and with the same validity and priority as their respective prepetition liens, without the need to file or execute any documents as may otherwise be required under applicable non-bankruptcy law. A further interim hearing on the matter is set for November 1, 2022, at 9:30 a.m. A copy of the order is available at https://bit.ly/3Tk1zIk from PacerMonitor.com. About Bayou Cypress Restaurants Bayou Cypress Restaurants Inc., doing business as The Lost Cajun, filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No. 22-02945) on Sept. 14, 2022. In the petition filed by Susan Estrada, as owner and secretary, the Debtor reported assets and liabilities between $500,000 and $1 million. Glen Coy Watson has been appointed as Subchapter V trustee. Judge Randal S. Mashburn oversees the case. The Debtor is represented by Steven L. Lefkovitz, Esq., at Lefkovitz and Lefkovitz, PLLC. BITNILE HOLDINGS: Drilling Project in Holmes County Completed ------------------------------------------------------------- BitNile Holdings, Inc. and White River Energy Corp announced that Ault Energy, LLC, a wholly owned subsidiary of BitNile, and White River Operating LLC, a wholly owned subsidiary of White River, have successfully completed drilling a 9,531 foot well, the Harry O'Neal 20-9 No. 1, on White River's oil and gas mineral lease in Holmes County, Mississippi. The O'Neal No. 1 Well was logged on Tuesday, Oct. 4, 2022, by an independent Fortune 500 oilfield services company and had productive oil results across multiple pay-zones in the Smackover formation. WR Ops has commenced the completion process on the O'Neal No. 1 Well and anticipates pumping the O'Neal No. 1 Well in mid-October 2022 as an economically viable oil well. White River and BitNile will issue a subsequent press release to communicate to their investors the initial production results as well as an estimate of oil reserves within the O'Neal No. 1 Well's reservoir. BitNile obtained participation rights with respect to the O'Neal No. 1 Well and future oil wells when it invested $12 million in Ecoark Holdings, Inc. on June 8, 2022. Ecoark beneficially owns approximately 83% of White River's capital stock. BitNile, through Ault Energy, exercised its participation right and acquired a 40% working interest in the O'Neal No. 1 well, which is the first project in an expected long-term partnership between White River and BitNile, which was previously announced in July 2022 with the intention to drill approximately 100 oil wells over five years. "The recent success of our development drilling strategy at Horseshoe Lake in Holmes County, MS via our vertically integrated business model is an exciting first step in our relationship with Ault Energy," stated Randy May, executive chairman of White River. BitNile Founder and Executive Chairman Milton "Todd" Ault, III, who also serves as the Manager of Ault Energy, stated, "We are pleased to announce the successful drilling of an economically viable producing oil well. My team and I conducted a site visit to the in-progress drilling project in September 2022, and we were very impressed with White River's drilling operations, management, and geological capabilities. We look forward to participating in additional drilling projects with White River over the next several months." White River's next drilling project is expected to be a 14,000' deep vertical oil well in the Wilcox, Austin Chalk, and Tuscaloosa Marine Shale formations in the Coochie Oil Field in Concordia Parish, LA. White River also plans to drill three consecutive deep vertical drilling projects at approximately 13,000' in the Rodessa and Hosston sand formations on the Pisgah Field Lease in Rankin County, MS. 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: Holds 4.99% Equity Stake in Connexa Sports ------------------------------------------------------------ BitNile Holdings, Inc., Ault Lending, LLC (formerly, Digital Power Lending, LLC), and Milton C. Ault, III disclosed in a Schedule 13D/A filed with the Securities and Exchange Commission that as of Oct. 6, 2022, they beneficially own 698,385 shares of common stock of Connexa Sports Technologies Inc., representing 4.99% of the shares outstanding. BitNile Holdings may be deemed to beneficially own 698,385 Shares, consisting of (i) 690,000 shares of Common Stock held by Ault Lending, LLC (formerly, Digital Power Lending, LLC) and (ii) 8,385 shares of Common Stock issuable upon exercise of an outstanding warrant held by Ault Lending, LLC. BitNile Holdings, Inc. may be deemed to beneficially own the Shares beneficially owned by Ault Lending, LLC by virtue of its relationship with such entity. The amount excludes additional shares of Common Stock issuable upon exercise of the outstanding warrant held by Ault Lending, LLC due to a 4.99% beneficial ownership blocker provision. The Shares purchased by Ault Lending were purchased with working capital in open market purchases. The Shares transacted by Ault Lending, LLC as reported on this Amendment No. 4 decreased Ault Lending, LLC's aggregate expenditures by $23,661.52. The aggregate percentage of Shares reported owned by the Reporting Persons is based upon 13,987,323 Shares outstanding as of Oct. 6, 2022, as reported by the Issuer to the Reporting Persons. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/896493/000121465922012117/b107220sc13da4.htm About BitNile Holdings BitNile Holdings, Inc. (formerly known as Ault Global Holdings, Inc.) -- www.BitNile.com -- is a diversified holding company owning subsidiaries engaged in, among others, the following operating businesses: commercial and defense solutions, commercial lending, data center operations, Bitcoin mining and advanced textile technology. The Company's direct and indirect wholly owned subsidiaries include Gresham Worldwide, Inc., TurnOnGreen, Inc., formerly known as Coolisys Technologies Corp., TOG Technologies, Inc., Digital Power Corporation, Gresham Power Electronics Ltd., Enertec Systems 2001 Ltd., Relec Electronics Ltd., Digital Power Lending, LLC, Ault Alliance, Inc.), Ault Global Real Estate Equities, Inc. and BitNile, Inc. The Company also has a controlling interest in Microphase Corporation, BNI has a controlling interest in Alliance Cloud Services, LLC, and Ault Alliance has a significant investment in Avalanche International Corp. 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. BUYK CORP: Judge Defers Ruling on UST Dismissal Bid --------------------------------------------------- Rick Archer of Law360 reports that the judge overseeing the Chapter 11 case of grocery app Buyk postponed for a month a decision to convert the case to a liquidation while urging the company and its creditors to cooperate to allow it to complete its asset sales. As previously reported, the U.S. Trustee's Office has asked the bankruptcy judge to convert the Chapter 11 case of grocery delivery app Buyk Corp. to a court-supervised liquidation, saying the bankruptcy case has been mired in gross mismanagement. In a motion filed Wednesday, August 10, 2022, asking for a conversion to Chapter 7, the trustee's office said Buyk has failed to accomplish the quick liquidation it promised when it filed for bankruptcy in March, instead mishandling its asset sales and filing "essentially worthless" financial statements. "For those reasons, conversion is in the best interests of the creditors and the bankruptcy estate," it said. In response, the Debtor says "cause" does not exist to convert the bankruptcy case and the UST Motion should be denied, or alternatively, adjourned until the Nov. 16, 2022 omnibus hearing date, by which time the Debtor will have substantially completed the liquidation of its assets and filed its Plan. According to Buyk, the UST has provided no evidence in support of the assertion that the Debtor cannot pay its secured creditor and other creditors. There is no downside to giving the Debtor the opportunity to finish the liquidation of its assets, because there is no evidence that a chapter 7 trustee could do a better job, especially given the Debtor's unique qualifications and contributions to the sale of its assets. In sum, the UST's assertion that the estate cannot be rehabilitated is irrelevant, and its attempts to use the difficulties that have arisen in this case to accuse the Debtor of diminution of the estate are unfounded. The Debtor intends to continue to successfully administer the Chapter 11 Case and is preparing and fully expects to file its Plan by Oct. 31, 2022. The bankruptcy judge has adjourned the hearing on the matter to Nov. 16, 2022 at 11:00 a.m. About Buyk Corp. Buyk Corp. is a retail grocery delivery service that was launched in September 2021. It operated a network of 39 stores in New York and Chicago. Buyk filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 22-10328) on March 17, 2022, listing as much as $10 million in both assets and liabilities. CEO James Walker signed the petition. Judge Michael E. Wiles oversees the case. Mark S. Lichtenstein, Esq., at Akerman, LLP and Dmitriy Goykhman, CPA PC, serve as the Debtor's legal counsel and accountant, respectively. CALAMP CORP: BlackRock Lowers Equity Stake to 1.8% -------------------------------------------------- BlackRock, Inc. disclosed in a Schedule 13G/A filed with the Securities and Exchange Commission that as of Sept. 30, 2022, it beneficially owns 680,422 shares of common stock of CalAmp Corp., representing 1.8 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/730255/000083423722010852/us1281261099_100622.txt About CalAmp CalAmp Corp. is a connected intelligence company that leverages a data-driven solutions ecosystem to help people and organizations improve operational performance. It solves complex problems for customers within the market verticals of transportation and logistics, commercial and government fleets, industrial equipment, and consumer vehicles by providing solutions that track, monitor, and recover their vital assets. The data and insights enabled by CalAmp solutions provide real-time visibility into a user's vehicles, assets, drivers, and cargo, giving organizations greater understanding and control of their operations. Ultimately, these insights drive operational visibility, safety, efficiency, maintenance, and sustainability for organizations around the world. Calamp reported a net loss of $27.99 million for the year ended Feb. 28, 2022, a net loss of $56.31 million for the year ended Feb. 28, 2021, and a net loss of $79.30 million for the year ended Feb. 29, 2020. As of Aug. 31, 2022, the Company had $371.04 million in total assets, $349.22 million in total liabilities, and $21.82 million in total stockholders' equity. CARVER BANCORP: Board Appoints Robin Nunn as Director ----------------------------------------------------- The Board of Directors of Carver Bancorp, Inc., following receipt of supervisory non-objection by the Board of Governors of the Federal Reserve, has appointed Robin L. Nunn to the Board of Directors of the Company. Ms. Nunn was previously appointed to the Board of Directors of Carver Federal Savings Bank, the wholly-owned subsidiary of the Company, on Sept. 8, 2022 following receipt of supervisory non-objection by the Office of the Comptroller of the Currency. Ms. Nunn was appointed to the Compensation, Institutional Strategy and Compliance Committees. Ms. Nunn is partner and co-head of the Banking Group at Morgan, Lewis & Bockius LLP since 2020. Prior to that, Ms. Nunn was partner and chair of the Consumer Financial Services Group at Dechert LLP. From 2017 to 2019, Ms. Nunn was partner and co-chair of the Supervision, Enforcement and Litigation Group at Davis Wright Tremaine. Ms. Nunn has also held senior legal positions with Capital One Financial Corporation and American Express. She began her legal career as a Law Clerk for the Hon. Barrington Parker of the U.S. Court of Appeals for the Second Circuit, and then was a Senior Associate with Sullivan & Cromwell LLP. Ms. Nunn received her BA from Dartmouth College and her JD from the University of Chicago Law School. She is a graduate of the Executive Development Leadership Program of the Harvard Business School. The Company's Board of Directors has appointed Ms. Nunn to serve for a three-year term. 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 June 30, 2022, the Company had $690.93 million in total assets, $640.29 million in total liabilities, and $50.64 million in total equity. CELSIUS NETWORK: Clients to Get Crypto Ownership Answers December ----------------------------------------------------------------- The New York bankruptcy judge overseeing Celsius Network's Chapter 11 case Friday, Oct. 7, 2022, set a December date to resolve the question of who owns the cryptocurrency in certain types of accounts on the crypto platform. At the hearing on Sept. 14, 2022, the Bankruptcy Court requested that the Debtors, the official committee of unsecured creditors, the Ad Hoc Group of Custodial Account Holders, and the Ad Hoc Group of Withhold Account Holders "meet and confer" to determine the best path forward with respect to the issues raised in, and related to the following: (a) Debtors' Motion Seeking Entry of an Order (I) Authorizing the Debtors to Reopen Withdrawals for Certain Customers with Respect to Certain Assets Held in the Custody Program and Withhold Accounts (the "Custody and Withhold Motion"); (b) the Ad Hoc Group of Withhold Account Holders' Motion for Relief from the Automatic Stay (the "Withhold Lift Stay Motion"); (c) and the Complaint [Adv. Pro. Docket No. 1] filed in the adversary proceeding captioned Ad Hoc Group of Custodial Account Holders v. Celsius Network LLC, et. al., Adv. Pro. No. 22-10964 (MG) (Bankr. S.D.N.Y. Aug. 31, 2022) (the "Custody Complaint") (collectively, the "Custody and Withhold Issues"). To that end, shortly after the Sept. 14 hearing, the Parties exchanged scheduling proposals outlining key phases and associated deadlines that each Party believed would resolve the Custody and Withhold Issues in accordance with the Court's instructions at the Sept. 14 hearing. The Parties exchanged multiple draft proposals by email and held a "meet-and-confer" telephone conference on Sept. 21, 2022, and Sept. 30, 2022, to address the final outstanding issues. Now, the Parties have reached an agreement on a path forward with respect to the Custody and Withhold Issues as set forth in the proposed Joint Stipulation and Agreed Scheduling Order by and Among the Debtors, the Committee, and the Ad Hoc Groups with Respect to the Custody and Withhold Issues. Pursuant to the Stipulation, the parties will brief the Custody and Withhold Issues in two phases ("Phase I" and "Phase II"). The two threshold legal issues for briefing in Phase I (collectively, the "Phase I Issues") are as follows: * whether assets in the Custody and Withhold accounts are property of the Debtors' estates, including whether the Terms of Use are unambiguous on the issue of ownership of such assets; and * if the assets are not property of the Debtors' estates, whether the Debtors should nonetheless be allowed to continue to hold those assets, and maintain the status quo, with respect to individuals and/or accounts where the Debtors have potentially viable claims, including, without limitation, preference claims. The Court-approved stipulation provides that the briefing schedule on the Phase I Issues will be as follows: * The deadline for the Debtors to file one or more sworn declarations containing general explanations, of among other things, how and when the Custody and Withhold wallets were created: 14 calendar days after entry of the Stipulation. * The Deadline for the Parties to file opening briefs on Phase I Issues (which may include objections to the Custody and Withhold Motion): 10 calendar days after the Declarations are filed. * The deadline for the Examiner to file an interim report on matters within the Examiner's scope that relate to Phase I Issues: 14 calendar days after the opening briefs are filed. * Status Conference: Nov. 22, 2022 at 10:00 a.m., prevailing Eastern Time. * Deadline for the Parties to file responsive briefs on Phase I Issues; and deadline to reply to any objection to the Custody and Withhold Motion: Dec. 2, 2022 at 4:00 p.m., prevailing Eastern Time. * Hearing to be held on The Custody and Withhold Motion and Phase I Issues: Dec. 7 and 8, 2022 at 9:00 a.m., prevailing Eastern Time. To the extent necessary and depending on the Court's ruling on the Phase I Issues, the Parties shall further brief the Custody and Withhold Issues in Phase II. The Phase II schedule includes: * Deadline for the Debtors to provide all Parties with the transaction history for all Custody and Withhold accounts not covered by the Custody and Withhold Motion: 10 calendar days after the entry of the Phase I Order * The Debtors, the Ad Hoc Groups, and the Committee each to select an agreed-upon number of would-be defendants (and the Parties shall agree on the number of would-be defendants that each Party shall select after the Debtors provide all Parties with the relevant transaction history) whose transfers shall be subject to a joint motion by the Ad Hoc Groups or separate motions by the Custody Ad Hoc Group and the Withhold Ad Hoc Group for a declaratory judgment on potential preference defenses with respect to such defendants, including the safe harbor under section 546 of the Bankruptcy Code, the ordinary course of business defense under Section 547(c)(2)(A) of the Bankruptcy Code, and the ordinary business terms defense under Section 547(c)(2)(B) of the Bankruptcy Code (the "Preference Defense Motion"): 17 calendar days after the Court's entry of the Phase I Order. * Deadline for the Ad Hoc Groups to file the Preference Defense Motion: 24 calendar days after the Court's entry of the Phase I Order, by 4:00 p.m., prevailing Eastern Time. * Deadline for the Parties to complete all fact and expert discovery with respect to the issues raised in the Preference Defense Motion: 35 calendar days after the filing of the Preference Defense Motion. * Hearing to be held on the Preference Defense Motion: No later than 60 calendar days after the filing of the Preference Defense Motion. About Celsius Network Celsius Network LLC -- http://www.celsius.network/-- is a financial services company that generates revenue through cryptocurrency trading, lending, and borrowing, as well as by engaging in proprietary trading. Celsius helps over a million customers worldwide to find the path towards financial independence through a compounding yield service and instant low-cost loans accessible via a web and mobile app. Celsius has a blockchain-based fee-free platform where membership provides access to curated financial services that are not available through traditional financial institutions. The Celsius Wallet claims to be one of the only online crypto wallets designed to allow members to use coins as collateral to get a loan in dollars, and in the future, to lend their crypto to earn interest on deposited coins (when they're lent out). Crypto lenders such as Celsius boomed during the COVID-19 pandemic, drawing depositors with high interest rates and easy access to loans rarely offered by traditional banks. But the lenders' business model came under scrutiny after a sharp sell-off in the crypto market spurred by the collapse of major tokens terraUSD and luna in May 2022. New Jersey-based Celsius froze withdrawals in June 2022, citing "extreme" market conditions, cutting off access to savings for individual investors and sending tremors through the crypto market. The list of major crypto firms that have filed for bankruptcy protection in 2022 now includes Celsius Network, Three Arrows Capital and Voyager Digital. Celsius Network LLC and its subsidiaries sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-10964) on July 14, 2022. In the petition filed by CEO Alex Mashinsky, the Debtor estimated assets and liabilities between $1 billion and $10 billion. Kirkland & Ellis LLP is serving as legal counsel, Centerview Partners is serving as financial advisor, and Alvarez & Marsal is serving as restructuring advisor to Celsius. Stretto, the claims agent, maintains the page https://cases.stretto.com/celsius CELSIUS NETWORK: SALs Draw Questions on KYC, Bankruptcy Process --------------------------------------------------------------- Samuel Wan of CryptoSlate reports that on Oct. 5, 2022, disgraced CeFi lender Celsius filed Schedules of Assets and Liabilities and Statements of Financial Affairs as part of its Chapter 11 bankruptcy proceedings. Most of the over 14,000-page document is related to information about Celsius creditors, including users' names and their transactions on the platform. Crypto Twitter has blasted the document for "doxing" users. For example, YouTuber Coffeezilla said the move was poor form, especially soon after it was revealed that former CEO Alex Mashinsky allegedly withdrew $10 million before freezing customer accounts on June 13, 2022. Questions are also being asked on the merits of Know Your Customer (KYC) requirements and whether user disclosures were necessary, especially considering the circumstances of the lender's downfall. Celsius files public documents containing user information Despite the fallout, under Chapter 11 bankruptcy rules, a "Creditor Matrix," or list of creditors' names and addresses, is required for public record. The court uses this information to send notices and claims data to keep the bankruptcy process open and transparent. In a court filing dated Sept. 28, 2022, Celsius requested to redact the personally identifiable information of its users. The creditor list is split into two types, commercial creditors and users that Celsius owes. Information on the former is in full, whereas addresses for Celsius users have been redacted. As such, the "doxing" of users is down to U.S. bankruptcy law rather than malicious intent on the part of Celsius. Nonetheless, some Celsius users, who have not experienced bankruptcy procedures, expressed their grievances with the process via social media. Know Your Customer Financial services firms use KYC standards to verify customers and assess their risk profiles. The measures counter fraud, corruption, money laundering, and terrorist financing. Critics have argued that the process is intrusive and against personal privacy rights. However, driven by dictates from the intergovernmental organization the Financial Action Task Force (FATF,) the cryptocurrency space has come under increasing pressure to comply in recent years. Commenting on the Celsius "doxing," the CEO of Luxor Mining, Nick Hansen, said the situation is "a perfect demonstration of why KYC only hurts honest consumers." Further, CoinDesk Writer Zack Voell chimed in by turning the situation around and painting KYC as the "illegal activity" here. About Celsius Network Celsius Network LLC -- http://www.celsius.network/-- is a financial services company that generates revenue through cryptocurrency trading, lending, and borrowing, as well as by engaging in proprietary trading. Celsius helps over a million customers worldwide to find the path towards financial independence through a compounding yield service and instant low-cost loans accessible via a web and mobile app. Celsius has a blockchain-based fee-free platform where membership provides access to curated financial services that are not available through traditional financial institutions. The Celsius Wallet claims to be one of the only online crypto wallets designed to allow members to use coins as collateral to get a loan in dollars, and in the future, to lend their crypto to earn interest on deposited coins (when they're lent out). Crypto lenders such as Celsius boomed during the COVID-19 pandemic, drawing depositors with high interest rates and easy access to loans rarely offered by traditional banks. But the lenders' business model came under scrutiny after a sharp sell-off in the crypto market spurred by the collapse of major tokens terraUSD and luna in May 2022. New Jersey-based Celsius froze withdrawals in June 2022, citing "extreme" market conditions, cutting off access to savings for individual investors and sending tremors through the crypto market. The list of major crypto firms that have filed for bankruptcy protection in 2022 now includes Celsius Network, Three Arrows Capital and Voyager Digital. Celsius Network LLC and its subsidiaries sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-10964) on July 14, 2022. In the petition filed by CEO Alex Mashinsky, the Debtor estimated assets and liabilities between $1 billion and $10 billion. Kirkland & Ellis LLP is serving as legal counsel, Centerview Partners is serving as financial advisor, and Alvarez & Marsal is serving as restructuring advisor to Celsius. Stretto, the claims agent, maintain the page https://cases.stretto.com/celsius CHILD'S TRUCKING: Files Emergency Bid to Use Cash Collateral ------------------------------------------------------------ Child's Trucking, LLC asks the U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, for authority to use the cash collateral of: * Forward Financing LLC, * Newco Capital Group VI, LLC, * the U.S. Small Business Administration, * Secure Funding Source, LLC, * Transportation Alliance Bank Inc., and * Retail Capital LLC dba Credibly. The Debtor requires the use of cash collateral on an interim basis to pay the reasonable expenses it incurs during the ordinary course of its business. The Debtor also seeks expedited hearing of its request. The Debtor, which operates trucking transportation company, explains it needs to have immediate use of its cash collateral to adequately service its clients, and not delay any shipments due to an inability to obtain fuel and pay for other necessary expenses for business operations. The major event that precipitated the filing of Debtor's Chapter 11 bankruptcy case was the levy of its Bank of America checking account by Secure Funding Source, thus preventing the Debtor from accessing its cash. The Debtor also blames the increase in fuel costs coupled with inflation that increased its expenses. The Debtor believes it has a good prospect of reorganization. The Debtor's counsel will use their best efforts to negotiate plan treatment stipulations with the Debtor's secured creditors for any trucks/trailers. The Debtor also intends to file a motion to value the trucks/trailers with an intention of bifurcating the secured obligations for each truck/trailer based on the current fair market value of such truck/trailer and treating the balances as general unsecured claims. The COVID-19 pandemic as well as the recent inflation negatively impacted the Debtor's business. However, the Debtor is optimistic about the prospects of its reorganizational efforts and its ability to emerge as a successful reorganized the Debtor. The Debtor's secured creditors are: a. Crestmark, a division of Metabank, secured by a UCC lien on two 2020 bulk trailers only, filed on April 6, 2020. b. U.S. Small Business Administration, for $500,000, secured by a UCC lien on all assets of the Debtor, filed on June 27, 2020. c. Transportation Alliance Bank, secured by a UCC lien on all assets of the Debtor, filed on December 7, 2021. d. Newco Capital Group VI, LLC, secured by a UCC lien on all of Debtor's assets, filed on April 22, 2022. e. Secure Funding Source LLC, secured by a UCC lien on all of Debtor's assets, filed May 27,2022. f. Retail Capital LLC dba Credibly, secured by a UCC lien on all assets, filed July 17, 2022. g. Forward Financing LLC, secured by a UCC lien on future receivables of Debtor, filed August 9, 2022. h. BMO Harris Bank, secured by several tractors and trailers; UCC Statement has not been filed. i. EFS Credit & Trust, secured by a 2020 Pcterbilt tractor; UCC Statement has not been filed. j. ENG Commercial Finance, secured by a 2019 Volvo tractor; UCC Statement has not been filed. k. GM Finance, secured by a 2021 Cadillac Escalade; UCC Statement has not been filed. l. Transport Funding, secured by several tractors and trailers; UCC Statement has not been filed. As adequate protection, the Debtor proposes to make payments in the amount of $2,497 to the SBA starting December 17, 2022. This payment amount, and the start date, were obtained from the SBA's counsel Elan Levey, on October 12, 2022. As additional adequate protection, the SBA will receive a replacement lien on all post-petition revenues of the Debtor to the same extent, priority and validity that its lien attached to the cash collateral. The scope of the replacement lien is limited to the amount (if any) that cash collateral diminishes post-petition as a result of the Debtor's post-petition use of cash collateral. The replacement lien is valid, perfected and enforceable and will not be subject to dispute, avoidance, or subordination, and this replacement lien need not be subject to additional recording. A copy of the motion and the Debtor's budget is available at https://bit.ly/3Tfaevx from PacerMonitor.com. The budget provides for total expenses, on a monthly basis, as follows: $104,912 for October 2022; $108,611 for November 2022; $111,809 for December 2022; $123,809 for January 2023; $113,809 for February 2023; and $118,809 for March 2023. About Child's Trucking LLC Child's Trucking LLC -- https://childstruckinglic.com/ -- is a licensed and DOT registred trucking company running freight hauling business from York, Alabama. Child's Trucking LLC filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 2:22-bk-15362) on Oct. 1, 2022. In the petition filed by Canwar Childs, as chief executive officer, the Debtor reported assets and liabilities between $1 million and $10 million. Patrick McGinnis Fritz has been appointed as Subchapter V trustee. The Debtor is represented by Michael Jay Berger of the Law Offices of Michael Jay Borger. CITY LIVING KC: Court OKs Interim Cash Collateral Access -------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Missouri authorized City Living KC, LLC, Inc. to use cash collateral on an interim basis. The Debtor requires the use of cash collateral to pay its operating and business expenses. The Debtor is indebted to Asset Bridge Capital, LLC and PS Funding, Inc. or its assignee, who assert a security interest in and liens upon Debtor's rents. Creditors claim a secured interest in the Debtor's cash collateral by virtue of liens filed on various dates. The Debtor will pay Asset Bridge Capital, LLC monthly payments of $500 as adequate protection beginning October 28, 2022 and continuing the 28th day of the month thereafter or until further Order of the Court. Because the Court has not determined the priority or current debt holder, the Debtor will not make any payments to PS Funding, Inc. or its assignee, until further Court order. The proposed monthly payments will be held by the Debtor pending further Court order regarding these properties: a. 1840 East 77th Street, Kansas City, MO 64132 and 2219 East 69th Terrace, Kansas City, MO 64132. Monthly payment of $1,670, which includes escrow payments for real state taxes and insurance of $630. b. 7320 Manchester Avenue, Kansas City, MO 64133. Monthly payment of $1,723, which includes escrow payments for real state taxes and insurance of $480. c. 7861 James A Reed Road, Kansas City, MO 64138. Monthly payment of $1,055, which includes escrow payments for real state taxes and insurance of $370. A further hearing on the matter is set for October 25 at 1 p.m. A copy of the order is available at https://bit.ly/3STUxKw from PacerMonitor.com. About City Living KC, LLC City Living KC, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Mo. Case No. 22-41170) on September 20, 2022. In the petition signed by Quashena Wallace, owner, the Debtor disclosed up to $10 million in assets and up to $1 million in liabilities. Judge Brian T. Fenimore oversees the case. Colin Gotham, Esq., at Evans & Mullinix, P.A., is the Debtor's counsel. COASTAL DRILLING: Committee Seeks to Tap Mehaffy Weber as Counsel ----------------------------------------------------------------- The official committee of unsecured creditors of Coastal Drilling Land Company, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Mehaffy Weber, P.C. as its counsel. The firm's services include: a. providing legal advice as necessary with respect to the Committee's powers and duties as an official committee appointed under section 1102 of the Bankruptcy Code; b. consulting and engaging with the Debtor and all key parties in these cases as necessary or appropriate; c. advising the Committee in connection with the Debtor's use of cash collateral and representing the Committee in negotiations with respect to the same; d. analyzing the Debtor's assets, financing transactions, the amount, extent and priority of any liens on, or encumbrances against the Debtor's assets; e. assisting the Committee in negotiating favorable terms for unsecured creditors under the circumstances with respect to any proposed asset purchase agreements for the sale of any of the assets; f. preparing on behalf of the Committee, as necessary, applications, motions, complaints, objections, answers, orders, agreements, memoranda of law, and other legal papers; g. appearing in Court to present necessary motions, applications, and pleadings, and to otherwise protect the interests of those unsecured creditors who are represented by the Committee; h. reviewing the Debtor's schedules and statements of financial affairs; i. advising the Committee as to the implications of the Debtor's activities and motions before this Court; j. providing the Committee with legal advice in relation to these chapter 11 cases generally; and k. performing such other legal services as may be required and that are in the best interests of the Committee, the estates, and creditors. The firm will be paid at these hourly rates: Blake Hamm, Shareholder $350 Holly Hamm, Shareholder $350 William Thorne, Associate $300 Brenda Brewton, Paraprofessional $125 Associates $175 Partners $450 Paraprofessionals $75 - $125 As disclosed in the court filings, Mehaffy is a "disinterested person" as that term is defined in 11 U.S.C. Sec. 101(14) and does not hold or represent any interest adverse to the Committee with respect to the matters upon which it is to be employed. The firm can be reached through: Blake Hamm, Esq. Mehaffy Weber, P.C. 2615 Calder Ave., Suite 800 Beaumont, TX 77702 Tel: 409-951-7783 Email: BlakeHamm@MehaffyWeber.com About Coastal Drilling Land Company Coastal Drilling Land Company, L.L.C. offers drilling rigs and services to the South Texas and Gulf Coast regions. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Case No. 22-20204) on August 28, 2022. In the petition signed by CEO Chris McClanahan, the Debtor disclosed up to $50 million in both assets and liabilities. Judge David R. Jones oversees the case. Matthew Okin, Esq., at Okin Adams Bartlett Curry LLP is the Debtor's counsel. COASTAL DRILLING: Committee Taps Riveron RTS as Financial Advisor ----------------------------------------------------------------- The official committee of unsecured creditors of Coastal Drilling Land Company, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Riveron RTS, LLC as its financial advisor. The firm will render these services: (a) assist in the analysis, review and monitoring of the restructuring process; (b) assist in the assessment and monitoring of any sales process conducted on behalf of the Debtors and analysis of proposed consideration; (c) assist in the review of financial information prepared by the Debtors; (d) assist in the review of the Debtors' prepetition financing structure; (e) assist in the review of the Debtors' debtor in possession facility; (f) assist with review of any tax issues; (g) assist with the review of the Debtors' assets; (h) attend meetings and assist in discussions with the Debtors' potential investors, banks, other secured lenders, the committee and any other official committees organized in these Chapter 11 proceedings, the U.S. Trustee, other parties in interest and professionals hired by the same, as requested; (i) assist in the review of financial related disclosures required by the court; (j) assist with the review of the affirmation or rejection of various executory contracts; (k) assist with the review and evaluation of the Debtors' employee retention and compensation plans; (l) assist in the evaluation, analysis and forensic investigation of avoidance actions; (m) assist in the prosecution of committee responses/objections to the Debtors' motions; (n) render such other general business consulting or such other assistance as the committee or its counsel may deem necessary; and (o) assist and support in the evaluation of restructuring, sale and liquidation alternatives. The hourly rates of the firm's counsel and staff are as follows: Senior Managing Directors $1,130 - $1,420 Managing Directors $930 - $960 Senior Directors $820 - $900 Directors $750 - $820 Associate Directors $650 - $700 Managers $610 - $640 Senior Associates $490 - $600 Associates $400 - $460 In addition, the firm will seek reimbursement for expenses incurred. John Young, Jr., a senior managing director at Riveron RTS, 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: John T. Young, Jr. Riveron RTS, LLC Two Houston Center 909 Fannin Street, Suite 4000 Houston, TX 77010 Telephone: (713) 391-8498 Email: john.young@riveron.com About Coastal Drilling Land Company Coastal Drilling Land Company, L.L.C. offers drilling rigs and services to the South Texas and Gulf Coast regions. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-20204) on August 28, 2022. In the petition signed by CEO Chris McClanahan, the Debtor disclosed up to $50 million in both assets and liabilities. Judge David R. Jones oversees the case. Matthew Okin, Esq., at Okin Adams Bartlett Curry LLP is the Debtor's counsel. COASTAL LANDFILL: Wins Cash Collateral Access Thru Nov 28 --------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Georgia, Rome Division, authorized Coastal Landfill Disposal of Florida, LLC to use cash collateral on a final basis in accordance with the budget, with a 15% variance through November 28, 2022. Comerica Bank asserts an interest in the Debtor's cash collateral pursuant to a prepetition credit agreement. As of the Petition Date, the aggregate amount of principal owed by the Debtor under the Prepetition Credit Documents was not less than $9,004,687, together with any interest, fees, costs, and other charges or amounts paid, incurred, or accrued prior to the Petition Date in accordance with the Prepetition Credit Documents. The Debtors will provide Comerica Bank with adequate protection in the form of monthly payments in the amount of $50,000, which will be paid to the Lender on October 1 and November 1, and on the first day of each month thereafter to the extent that the Order is extended for any portion of that month. To partially satisfy the first $50,000 adequate protection payment due on October 3, Comerica Bank is authorized to debit $47,684 from the Debtor's account . No later than October 3, the Debtors was to place into the account $2,316 or any greater amount as may be necessary to satisfy the $50,000 adequate protection payment due October 3, and the Lender is authorized to debit that amount from the account. As further adequate protection, Comerica is granted a properly perfected security interest in and lien upon all of the Debtor's assets and property. The Court's order acknowledged that Secured Lender Solutions, LLC and Community Bank of Pickens County may assert an interest in the Debtor's cash collateral. State Bank and Trust Company and Kubota Credit Corporation, U.S.A. also may assert an interest in Debtor's cash collateral, but neither has appeared in the Cases or otherwise come forward. Debtor entities that are affiliated to Coastal Landfill and also parties to the Credit Agreement with Comerica -- Renewable Energy Holdings of Georgia, LLC; Cash Environmental Resources, LLC; Cash Development, LLC; Green Energy Transport LLC; and Cash Environmental Holdings, LLC -- have each filed a voluntary Chapter 11 petition. Cash Development, Renewable Energy and Green Energy also have sought authorization to use cash collateral in their respective bankruptcy cases. Neither Cash Environmental Holdings nor Cash Environmental Resources have filed a motion to use cash collateral and do not have permission or authority to use cash collateral from the Lender. The cases are not jointly administered. A copy of the order is available at https://bit.ly/3S1mYES from PacerMonitor.com. About Coastal Landfill Disposal of Florida, LLC Coastal Landfill Disposal of Florida, LLC specializes in hauling, disposal, and recycling of construction demolition waste with headquarters located at 2859 Paces Ferry Road, Suite 1150, Atlanta, GA, 30339. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-41009) on August 26, 2022. In the petition filed by Carson Cash King, authorized representative, the Debtor disclosed up to $50,000 in assets and up to $500,000 in liabilities. Judge Barbara Ellis-Monro oversees the case. Cameron M. McCord, Esq., at Jones & Walden, LLC is the Debtor's counsel. CORSICANA MATTRESS: Serta's Erickson Appointed New CFO ------------------------------------------------------ Sheila Long O'Mara of Furniture Today reports that Corsicana Mattress Co. has appointed a former Serta Simmons Bedding executive as its new executive vice president and chief financial officer. Sally Erickson was most recently with Serta Simmons Bedding as senior vice president corporate controller, assistant secretary and treasurer. In the position with Corsicana, she succeeds former chief financial officer Mathew Veedon, who left the company in February. In addition to the six years she spent with SSB, including two years as president of Serta, Erickson spent 17 years with bedding brand Sealy where she held a number of financial positions from 1996 until 2013, including vice president of international finance, vice president of finance and corporate controller, global vice president of field finance and vice president of specialty bedding finance. "Sally brings to Corsicana an extensive understanding of our industry and experience with all of the financial objectives we plan on achieving over the years to come. Her wide range of expertise will be a strong asset for all our stakeholders," said Eric Rhea, Corsicana CEO. Throughout her more than 23-year career, Erickson has been worked with both private and public companies, including multi-faceted capital raises and restructures, as well as public company readiness, registration and compliance. Beyond her bedding industry experience, she has served as chief financial officer of Ready Pac Foods in addition to holding various finance leadership roles at Emerson Electric and Bosch. Corsicana has been in the middle of a restructuring since filing Chapter 11 bankruptcy protection this summer, and recently finalized the sale of the company to Blue Torch Financial. "Corsicana has historically been a lean and agile company that is the leader in an important segment of our industry. I am excited to be a part of the senior leadership team and share in its vision and goal of repositioning the company to even greater success in that segment," Erickson said. About Corsicana Bedding Corsicana Bedding, LLC, is a U.S.-based manufacturer of mattresses and foundations. The Company is headquartered in Texas and operates manufacturing facilities located in Texas, Arizona, Connecticut, Florida, North Carolina, Tennessee, Washington, and Wisconsin. Corsicana Bedding and its affiliates sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Lead Case No. 22-90016) on June 25, 2022. Corsicana Bedding disclosed total assets of $151 million against total liabilities of $260 million as of May 30, 2022. The Hon. Edward L. Morris is the case judge. The Debtors tapped Haynes and Boone, LLP, as bankruptcy counsel; and Houlihan Lokey, Inc. and CR3 Partners, LLC, as financial advisors. Donlin Recano & Company, Inc., is the claims agent. * * * Corsicana Mattress Company has been acquired by Blue Torch Finance through a court-supervised auction under Section 363 of the U.S. Bankruptcy Code. The court, in the Northern District of Texas in Fort Worth, approved the sale at the end of September 2022, making Blue Torch the company's sole owner. Prior to the sale, it was a majority owner in partnership with Long Point Capital and KKR. CUENTAS INC: Chief Operating Officer Quits ------------------------------------------ Anthony H. Meadows resigned as chief operating officer of Cuentas, Inc. on Sept. 30, 2022. The Company is negotiating a settlement agreement with Mr. Meadows and may enter into a consulting agreement with him to complete certain projects that he was working on prior to his resignation, according to a Form 8-K filed with the Securities and Exchange Commission. About Cuentas Headquartered in Miami, Florida, Cuentas, Inc. -- http://www.cuentas.com-- invests in financial technology and engages in use of certain licensed technology to provide innovative telecommunications, mobility, and remittance solutions to unserved, unbanked, and emerging markets. The Company uses proprietary technology and certain licensed technology to provide innovative telecommunications and telecommunications mobility and remittance solutions in emerging markets. The Company also offers wholesale telecommunications minutes and prepaid telecommunications minutes to consumers through its Tel3 division. Cuentas reported a net loss attributable to the company of $10.73 million for the year ended Dec. 31, 2021, a net loss attributable to the company of $8.10 million for the year ended Dec. 31, 2020, a net loss attributable to the company of $1.32 million for the year ended Dec. 31, 2019, and a net loss of $3.56 million for the year ended Dec. 31, 2018. As of June 30, 2022, the Company had $7.47 million in total assets, $3.63 million in total liabilities, and $3.84 million in total stockholders' equity. CYTOSORBENTS CORP: CFO to Retire Early Next Year ------------------------------------------------ CytoSorbents Corporation's Chief Financial Officer, Kathleen P. Bloch, MBA, CPA, plans to retire on March 31, 2023 at age 68, following a distinguished decade-long career at the Company. In a press release, the Company said a search has been initiated for Ms. Bloch's replacement. Meanwhile, following her retirement next year, Ms. Bloch will continue as a consultant of the Company to provide, among other services, continuity during the transition of her successor. Ms. Bloch stated, "It has been a privilege and a pleasure to be a part of the incredible team at CytoSorbents over the past 9 plus years, during which time we have achieved rapid growth in both our company and our business, while helping to save the lives of patients around the world. It has been an exciting and personally fulfilling journey, made more enjoyable by the positive chemistry and culture of our management team and employee base, which is a major reason why I have postponed my retirement for so long. But I am pleased to have been a major contributor, and look back on the accomplishments of my talented and highly capable finance and accounting teams in both the U.S. and Europe with pride. I believe the Company has an exciting future ahead, and look forward to an anticipated return to sales growth and the achievement of our first U.S. FDA marketing approval. Although I will retire formally at the end of March next year, I intend to continue supporting the Company from the sidelines as both a long-term shareholder and as a consultant as needed." Dr. Phillip Chan, chief executive officer of CytoSorbents stated, "Kathy is an outstanding CFO and member of our leadership team, and we are extremely fortunate to have her. Among Kathy's many accomplishments, she was instrumental in our successful up-listing to Nasdaq. As CFO of a public company, Kathy has also been responsible for timely and consistent accounting, SEC reporting, and Sarbanes Oxley compliance, and has worked diligently to design and strengthen our system of internal controls. Kathy was also key in the capitalization of our company by supporting numerous successful fund raisings in cumulative excess of $140 million and establishing a favorable debt facility, enabling us to finance the global expansion of our business to 75 countries and to build a state-of-the-art manufacturing facility. Through maintenance of a strong network of investors, bankers, and analysts, and presentations and investor meetings at numerous conferences, Kathy supports analyst coverage from six investment banks, and has been a welcomed partner in our investor relations outreach. Meanwhile, she has developed, mentored, and led an outstanding group of finance and accounting professionals who expertly manage a broad and complex range of international trade and accounting issues, from consolidation of subsidiary results based in different currencies, to international tax policies. Lastly, Kathy has overseen the modernization of our finance and accounting information technology systems to support our growing needs." "We are also very proud of Kathy’s well-deserved accomplishments outside of the Company. Kathy was the 2016 NJ BIZ Magazine's Public Company CFO of the Year, currently serves as Chapter President and Member of the Board of Directors of the Mercer Chapter of the New Jersey Society of Certified Public Accountants (NJCPA), and was the recipient of the 2021 NJCPA Ovation Award recognizing CPAs who have had an impact on their jobs, communities, and the accounting profession." Dr. Chan concluded, "Above all, Kathy has been a tremendous pleasure to work with as a trusted colleague who embodies the values of our Company as a positive, kind, committed, and generous leader who puts our people and our mission ahead of herself. We feel honored to cap her outstanding financial executive career in successful private and public companies, and will miss her greatly. On behalf of the entire Company and our Board of Directors, we thank Kathy for her many years of dedication and service to the Company and wish her all the best in retirement and in this next phase in her life." About CytoSorbents Based in Monmouth Junction, N.J., CytoSorbents Corporation is engaged in critical care immunotherapy, specializing in blood purification. Its flagship product, CytoSorb, is approved in the European Union with distribution in more than 70 countries around the world as an extracorporeal cytokine adsorber designed to reduce the "cytokine storm" or "cytokine release syndrome" seen in common critical illnesses that may result in massive inflammation, organ failure and patient death. CytoSorbents reported a net loss of $24.56 million for the year ended Dec. 31, 2021, a net loss of $7.84 million for the year ended Dec. 31, 2020, a net loss of $19.26 million for the year ended Dec. 31, 2019, and a net loss of $17.21 million for the year ended Dec. 31, 2018. As of June 30, 2022, the Company had $71.21 million in total assets, $23.65 million in total liabilities, and $47.56 million in total stockholders' equity. DERBY MOBILE: Unsecureds Owed $179K to Share Net Profits -------------------------------------------------------- Derby Mobile Home Park, LLC, d/b/a Desert Oasis RV Park, submitted a First Amended Subchapter V Plan of Reorganization. The Debtor operates a recreational vehicle park in Eunice, New Mexico with 375 RV sites. The RV park does business as Desert Oasis RV Park. The Debtor's $7.5 million purchase of Desert Oasis was financed by First Guaranty Bank, the primary creditor. First Guaranty asserts a claim of $6,169,140 against the Debtor. First Guaranty asserts that it perfected a security interest in the Debtor's real estate and receivables by recording a Deed of Trust, which contains an assignment of rents, in Lea County, New Mexico. The Class 1 First Guaranty Claim will be paid via one of two options: * Option A: First Guaranty has elected for its Claim to be treated under 11 U.S.C. Sec. 1111(b) so that its entire claim in the amount of $6,169,140 may be treated as secured. The Debtor asserts that the value of collateral for such debt is approximately $1,500,000. In accordance with First Guaranty's Sec. 1111(b) election, First Guaranty's Secured Claim will be paid over 60 years through monthly payments of $8,568.25 with the first payment due on the 15th of the first full month following the Effective Date. The total amount paid will be $6,169,140 and with an annual discount rate of 4.5%, the present value of the proposed payments is $2,130,534 and is equal to or greater than the value of the collateral at issue. * Option B: Should First Guaranty object to the treatment of its Claim under Option A, the Debtor will sell the RV Park under this Plan so that the election under 11 U.S.C. Sec. 111(b) is unavailable to First Guaranty. Under this Option B, the Debtor will retain its real and personal property and the terms of the loan, security agreement, and deed of trust underlying the Class 1 Claim will be modified as follows: The principal balance of the loan will be reduced to the value of the RV Park ($1,500,000.00) and amortized over 30 years with a fixed interest rate of 4.5% per annum with the RV Park to be sold on or before the tenth anniversary of the Effective Date. The remaining amount due (under the $1.5 million loan amortized over 30 years with 4.5% interest) shall be paid at the closing of such sale and the sale will be free and clear of all prepetition, liens, claims, and encumbrances. The broker for such sale shall be mutually agreeable to the Debtor and First Guaranty Bank. Monthly payments of principal and interest ($7,600.28 a month) will begin on the 15th of the first full month following the Effective Date. The remaining unsecured portion of First Guaranty's Claim shall be treated in Class 2 of the Plan. The Debtor also listed a disputed unsecured debt of $10,000.00 to the City of Eunice, New Mexico. The Debtor asserts that the City of Eunice is overcharging the Debtor for sewer services. The City of Eunice failed to file a claim by the Bar Date and its disputed claim will be disallowed. Brian Tanner also asserts a claim of $169,019.15 against the Debtor for a pre-petition loan he made to the company. Class 2 General Non-Priority Unsecured Claims are impaired. The Claim of the SBA is unsecured and will be treated under Class 2. Class 2 creditors with an allowed claim shall receive their pro rata share of the Net Profits Fund for five years. Distributions to Class 2 claimants will not exceed the amount of the Allowed Unsecured Claim plus interest calculated at 2.5% per annum. Distributions of the amount in the Net Profits Fund to the Allowed Class 2 claimants shall be made annually on the anniversary of the Effective Date and will begin in 2023. The Net Profits Fund shall mean that fund established by the Debtor funded by 80% percent of its Net Profits, calculated annually for the prior 12 months (or any portion thereof), for each year of the Plan. Attorneys for Debtor: David J. Warner, Esq. WADSWORTH GARBER WARNER CONRARDY, P.C. 2580 West Main St., Suite 200 Littleton, CO 80120 Telephone: (303) 296-1999 Telecopy: (303) 296-7600 E-mail: dwarner@wgwc-law.com A copy of the First Amended Subchapter V Plan of Reorganization dated October 5, 2022, is available at https://bit.ly/3yNBE3Z from PacerMonitor.com. About Derby Mobile Home Park Derby Mobile Home Park, LLC, owns and operates the Desert Oasis RV Park located in Eunice, New Mexico, having an appraised value of $1.5 million. Derby Mobile sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 22-10966) on March 24, 2022. In the petition signed by Brian Tanner, managing member, the Debtor disclosed $1,519,563 in assets and $6,029,019 in liabilities. Judge Elizabeth E. Brown oversees the case. David J. Warner, Esq., at Wadsworth Garber Warner Conrardy, P.C., is the Debtor's counsel. DERRICK'S SPORT & FITNESS: Court Confirms Subchapter V Plan ----------------------------------------------------------- Judge Thomas J. Catliota has entered an order confirming Derrick's Sport & Fitness, LLC's Restated Third Amended Plan of Reorganization dated Sept. 25, 2022, as modified by the Memorandum. On Sept. 25, 2022, the Reorganized Debtor filed a Tally of Ballots demonstrating acceptance of the Plan by all impaired classes under the Plan. The Plan provides that secured creditor Life Fitness, LLC, has consented to the treatments under the Plan and shall retain its lien and receive cash payments of a value of at least the value of its collateral. Accordingly, Section 1191(c)(1) is satisfied. The Plan provides for all of the Debtor's projected disposable income to be paid over a period of five years. Accordingly, Section 1191(c)(2) is satisfied. The Plan provides for Derrick Robinson to act as managing member of the Reorganized Debtor under the Plan. Pursuant to 11 U.S.C. Sec. 1183(c), the services of the Subchapter V trustee shall terminate upon the filing of a notice of substantial consummation of the Plan, except the trustee may file for compensation thereafter. The Plan contemplates the continued operation of the Debtor's fitness center, and for Derrick Robinson, the Debtor's sole member, to retain ownership and control of the Debtor. Under the Plan, Class 3 Allowed General Unsecured Claims will be paid, without interest, their pro-rata share of all available disposable income during the 60-month period of the Plan. Class 3 holders are projected to receive on a pro rata basis 10 percent of their allowed general unsecured claim, with the first and second pro rata installment beginning on Jan. 15 and June 15, 2023, and continuing on the 15th day of each January and June thereafter through Jan. 15, 2028 (i.e. within 60 months of the Effective Date of the Plan). The aggregate sum of Allowed General Unsecured Claims is $162,141. Class 3 is impaired and therefore the holders of Class 3 claims are entitled to vote to accept or reject the Plan. About Derrick's Sport Derrick's Sport Fitness, LLC, operates a personal training and fitness business in Temple Hills, Maryland. Derrick's Sport Fitness, LLC, filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Md. Case No. 22-10792) on Feb. 16, 2022, listing up to $50,000 in assets and up to $500,000 in liabilities. Judge Thomas J. Catliota oversees the case. The Debtor tapped Joy P. Robinson P.C. as legal counsel. Michael Wolff was appointed as the Subchapter V trustee. DIXWELL PHARMACY: Court OKs Cash Collateral Access Thru Oct 25 -------------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey in Newark authorized Dixwell Pharmacy, LLC to use cash collateral on an interim basis in accordance with the budget through October 25, 2022. The Debtor is permitted to use cash collateral up to the aggregate amount of $603,250 for these purposes: a. maintenance and preservation of its assets; b. the continued operation of its business, including but not limited to payroll, payroll taxes, employee expenses, and insurance costs; c. the completion of work-in-process; and d. the purchase of replacement inventory. As adequate protection, the Debtor's secured creditor is granted a replacement perfected security interest under Section 361(2) of the Bankruptcy Code to the extent the Secured Creditor's cash collateral is used by the Debtor, to the extent and with the same priority in the Debtor's post-petition collateral, and proceeds thereof, that the Secured Creditor held in the Debtor's pre-petition collateral. The replacement lien and security interest granted is automatically deemed perfected upon entry of the Order without the necessity of the Secured Creditor taking possession, filing financing statements, mortgages or other documents. Within seven days of the entry of the Order, the Debtor will provide an adequate protection payment to Secured Creditor in the amount of $5,285, and an accounting to the Secured Creditor setting forth the cash receipts and disbursements made by the Debtor under the Order. A further hearing on the matter is set for October 18 at 11 a.m. A copy of the order and the Debtor's monthly budget is available at https://bit.ly/3fXgoSC from PacerMonitor.com. The Debtor projects $640,587 in total cost of goods and $861,786 in total expenses. About Dixwell Pharmacy, LLC Dixwell Pharmacy, LLC operates a locally owned pharmacy and medical supply store in Hamden, Connecticut. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. N.J. Case No. 22-17834) on October 3, 2022. Judge Vincent F. Papalia oversees the case. Brian G. Hannon, Esq., at Norgaard, O'Boyle and Hannon, is the Debtor's counsel. DRIVERGENT INC: Seeks Cash Collateral Access, $750,000 DIP Loan --------------------------------------------------------------- Drivergent, Inc., d/b/a Drivergent Transportation, asks the U.S. Bankruptcy Court for the Eastern District of Michigan, Southern Division, Detroit, for authority to use cash collateral and enter into a factoring agreement in order to sell its accounts post-petition to Gateway Commercial Finance and incur credit. In order to preserve its ongoing business and going concern, the Debtor requires post-petition financing or factoring facilities by use and/or the sale of its accounts receivable. Pursuant to a Master Purchase and Sales Agreement between the Debtor and Gateway Commercial Finance, the Debtor agrees to offer to sell and Gateway will be given an option to purchase, the Debtor's accounts, on an interim basis, and make post-petition advances to the Debtor in exchange for purchasing the Debtor's accounts in an amount up to $750,000. The Debtor was struck hard during the COVID-19 pandemic and resulting shut down orders from the State of Michigan; however, the Debtor believes it has a viable reorganization path forward through the Chapter 11 process. In addition to the Purchased Accounts, Gateway will be granted and receive senior first priority liens and a security interest in various assets of the Debtor as defined in the Purchase Agreement as "Collateral" which Collateral serves to secure the Debtor's post-petition "Obligations." These entities filed UCC-1 Financing Statements naming Drivergent, as the debtor, and may claim to have been granted a perfected security interest in the Debtor's prepetition assets, including, but not limited to cash collateral: a. CEED Lending, an initiative of Great Lakes Women's Business Council filed a UCC-1 Financing Statement dated September 20, 2019, bearing filing number 20190920000244-9; b. Last Chance Funding Inc filed a UCC-1 Financing Statement dated August 12, 2020, bearing filing number 20200812000434-8, and filed a UCC Financing Statement Amendment dated June 10, 2021, terminating the initial UCC-1 Financing Statement dated March 15, 2022, bearing filing number 20210610000731-1; c. Michigan Department of State filed a Notice of State Tax Lien dated June 9, 2022, bearing filing number 20220609000661-6; d. The LCF Group, Inc. filed a UCC-1 Financing Statement dated September 21, 2022, bearing filing number 20220921000824-2; e. Zahav Asset Management LLC filed a UCC-1 Finaneing Statement dated September 29, 2022, bearing filing number 20220929000661-7; f. Corporation Service Company, as Representative filed a UCC-1 Financing Statement dated October 12, 2020, bearing filing number 20201012000736-8; g. Corporation Service Company, as Representative filed a UCC-1 Financing Statement dated December 1, 2020, bearing filing number 20201201000738-8; and h. Corporation Service Company, as Representative filed a UCC-1 Financing Statement dated August 24. 2022, bearing filing number 20220824000668-6. To the extent of the Diminution Claim, if any, the Prepetition Lenders will be granted replacement liens on all DIP Collateral, subject to, and subordinate in all respects to the first and senior priority liens and security interests granted to Gateway. Upon satisfaction of a Lender's prepetition secured claim, the Adequate Protection Liens granted to the Prepetition Lenders will automatically cease to exist. A copy of the motion is available at https://bit.ly/3Mv3c3m from PacerMonitor.com. About Drivergent, Inc. Fraser, Mich.-based Drivergent, Inc. offers numerous services to its customers, including school bus route services, sedan route services, athletic transportation and field-trip transportation services, and school bus driver staffing across the Metro Detroit area. Drivergent is solely owned by David Holls and employs its own sales, mechanical, and operations staff. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 22-47987) on October 12, 2022. In the petition filed by David Holls, president, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Charles D. Bullock, Esq., at Stevenson & Bullock, P.L.C, is the Debtor's counsel. EASCO BOILER: Seeks to Hire ASI Advisors as Financial Advisor ------------------------------------------------------------- Easco Boiler Corp. and Leggett Real Estate Holdings, LLC seek approval from the U.S. Bankruptcy Court for the Southern District of New York to employ ASI Advisors, LLC as their financial advisors. The firm will render these services: (a) assist in the development and preparation of business plan, financial projections, cash flow budget, and other financial reports; (b) negotiate and communicate with the Debtor's various stakeholders and parties in interest, including lenders, creditors, potential investors, and other interested parties; (c) identify opportunities to improve profitability, and assist management in improving working capital utilization; (d) assist in the identification of opportunities to improve profitability and assist in management; (e) assist the Debtor in the management and enhancement of its liquidity issues; (f) assist the Debtor in seeking out potential sources of new investment capital and funding, and in the development and execution of restructuring options; (g) assist management and counsel to the Debtor in preparing and evaluating a potential plan of reorganization; and (h) assist the Debtor in the management and administration of the chapter 11 bankruptcy process. ASI's hourly rates are between $325 and $375 based upon the staff assigned to the respective tasks. The firm received a retainer in the amount of $50,000. Donald Stukes, a partner at ASI Advisors, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Donald A. Stukes ASI Advisors, LLC 50 Main Street, Suite 1000 White Plains, NY 10606 Telephone: (914) 234-6133 Facsimile: (914) 234-0837 Email: dstukes@asi-advisors.com About Easco Boiler Founded in 1926, Easco Boiler Corp. is the oldest minority owned and operated steel boiler and tank manufacturer in the country. Easco Boiler and affiliate, Leggett Real Estate Holdings, LLC, filed petitions under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 22-10881) on June 27, 2022. In their petitions, Easco Boiler listed up to $10 million in assets and up to $50 million in liabilities while Leggett Real Estate Holdings listed as much as $50 million in both assets and liabilities. Tyren Eastmond, president, signed the petitions. Judge James L. Garrity, Jr. oversees the cases. The Debtors tapped Riemer & Braunstein, LLP as legal counsel and ASI Advisors, LLC as financial advisor. EAST COAST DIESEL: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: East Coast Diesel, LLC 2209 Dominion Street Durham, NC 27704 Chapter 11 Petition Date: October 12, 2022 Court: United States Bankruptcy Court Middle District of North Carolina Case No.: 22-80197 Debtor's Counsel: Travis Sasser, Esq. SASSER LAW FIRM 2000 Regency Parkway Suite 230 Cary, NC 27518 Tel: 919-319-7400 Email: travis@sasserbankruptcy.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Robert Michael, member-manager. 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/KC6WFCI/East_Coast_Diesel_LLC__ncmbke-22-80197__0001.0.pdf?mcid=tGE4TAMA EASTERDAY RANCHES: Cody Easterday Sentenced 11 Years in Prison -------------------------------------------------------------- Rebecca Acree of Daily Fly reports that Vanessa R. Waldref, the United States Attorney for the Eastern District of Washington, announced Tuesday, October 4, 2022, that Cody Allen Easterday, age 51, of Mesa, Washington, was sentenced by Chief District Judge Stanley A. Bastian to serve 132 months in federal prison for defrauding Tyson Foods Inc. (Tyson Foods) and another company out of more than $244 million by charging them for approximately 265,000 head of cattle that did not exist. Easterday entered into a guilty plea on March 31, 2021, to wire fraud for his $244 million "ghost cattle" scam, which is one of the largest-ever fraud schemes in the Eastern District of Washington. At Easterday's sentencing, Chief Judge Bastian remarked, this case involves "the biggest theft or fraud I've seen in my career – and the biggest I ever hope to see." Chief Judge Bastian further remarked to Easterday that "you destroyed" the very "empire you spent so much time building. It all came to a collapse because of what you have done." Chief Judge Bastian ordered Easterday to pay $244,031,132in restitution, subject to offsets Easterday already paid, and imposed a three-year period of supervised release after Easterday is released from federal prison. According to court documents and information disclosed during court proceedings, Easterday and the business he led, Easterday Ranches Inc., entered into agreements with Tyson Foods and another company (collectively the Victim Companies), whereby Easterday Ranches agreed to purchase and feed cattle on behalf of the Victim Companies. Under these agreements, the Victim Companies advanced Easterday Ranches the costs of buying and raising the cattle. After the cattle were slaughtered and sold at market price, Easterday Ranches would repay the costs advanced – plus interest and certain other costs. Easterday Ranches would then keep as profit the amount the sale price exceeded what was repaid to the Victim Companies. Over a period of approximately four years, however, Easterday and his company collected hundreds of millions of dollars from the Victim Companies for more than a quarter million heads of cattle that Easterday and Easterday Ranches never purchased, raised, or fed. The fact is, none of these cattle ever existed; yet, Easterday and his company collected approximately $244 million for the purported costs of purchasing and raising these 265,000 "ghost cattle." As set forth in court filings, Easterday used most of the fraud proceeds to cover approximately $200 million in losses Easterday incurred from commodity futures trading on behalf of Easterday Ranches. In connection with these losses, Easterday also defrauded the CME Group Inc. (CME), which operates the world’s largest financial derivatives exchange, by submitting false paperwork, thereby exempting Easterday Ranches from certain position limits in live cattle futures contracts. The remainder of the $244 million Easterday stole from the Victim Companies went toward Easterday’s personal use and for the benefit of the Easterday farming empire – an empire that, by 2020, included more than 22,000 acres of farmland, 150 employees, revenues of over $250,000,000, and even a private plane and hangar. "The Criminal Division is committed to holding those who carry out fraudulent schemes accountable, especially those that are complex, long-running, and seriously affect our nation's food industry and commodities market," said Assistant Attorney General Kenneth A. Polite, Jr. of the Justice Department's Criminal Division. U.S. Attorney Waldref stated, "No one is above the law. Mr. Easterday amassed significant personal wealth, yet, he wanted more, so he defrauded his victims of nearly a quarter billion dollars by charging for cattle that never existed." She continued, "But for the combined and incredible efforts of our law enforcement team, today's sentence and the $240,000,00- restitution award – one of the largest in our District's history – would not have been possible. Fraud has a debilitating impact on society by draining our communities' limited resources. Accordingly, we will continue to prosecute fraudsters to the fullest extent so we can keep our communities safe and strong in Washington State and throughout our great Nation." Shortly after Easterday's massive fraud was uncovered, Easterday Ranches and another of his companies, Easterday Farms, Inc., went into bankruptcy in the matter In re Easterday Ranches, Inc. et al., No. 21-00141-11 (Bankr. E.D. Wa.). Over the following year and a half, Easterday's companies and their assets, including large amounts of real property, heavy farm equipment, and even aircraft, were liquidated in one of the largest bankruptcy cases in Eastern Washington history. Through the bankruptcy proceedings, the Victim Companies were able to recover approximately $65 million. "The scale and brazenness of Mr. Easterday's fraud is immense," said Assistant United States Attorney Brian M. Donovan, who handled restitution and bankruptcy proceedings on behalf of the United States. "The amount he stole – nearly a quarter of a billion dollars – would have funded the combined police, courts, and fire department budget of Yakima, which is a city of nearly 100,000 people, for more than four years. Mr. Easterday's greed destroyed his family's farming empire and harmed innocent victims." This case was investigated by the Federal Deposit Insurance Corporation, Office of Inspector General (FDIC-OIG), and U.S. Postal Inspection Service Criminal Investigations Group (USPIS-CI). The case was prosecuted by Deputy Chief Avi Perry and Assistant Chief John "Fritz" Scanlon of the Department of Justice Criminal Division’s Fraud Section as well as Brian M. Donovan and Russell E. Smoot, Assistant United States Attorneys for the Eastern District of Washington. About Easterday Ranches and Easterday Farms Easterday Ranches, Inc., is a privately held company in the cattle ranching and farming business. Easterday Ranches sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wash. Case No. 21-00141) on Feb. 1, 2021. Its affiliate, Easterday Farms, a Washington general partnership, filed a Chapter 11 bankruptcy petition (Bankr. E.D. Wash. Case No. 21-00176) on Feb. 8, 2021. The cases are jointly administered under Case No. 21-00141. At the time of the filing, the Debtors disclosed assets of between $100 million and $500 million and liabilities of the same range. Judge Whitman L. Holt oversees the cases. The Debtors tapped Pachulski Stang Ziehl & Jones LLP as their lead bankruptcy counsel, Bush Kornfeld LLP as local counsel, and Davis Wright Tremaine LLP as special counsel. T. Scott Avila and Peter Richter of Paladin Management Group serve as restructuring officers. On Feb. 16, 2021, the Office of the United States Trustee for the Eastern District of Washington appointed a Ranches Official Committee of Unsecured Creditors. The Ranches Committee initially retained Dentons US LLP as its counsel and B. Riley Advisors as its financial advisor. The Ranches Committee subsequently retained Cooley LLP as its counsel, replacing Dentons US LLP. On Feb. 22, 2021, the U.S. Trustee appointed a Farms Official Committee of Unsecured Creditors. The Farms Committee retained Buchalter, a Professional Corporation as its counsel and Dundon Advisers LLC as its financial advisor. EL RANCHO COLORADO: Taps Kutner Brinen Dickey as Legal Counsel -------------------------------------------------------------- El Rancho Colorado Restaurant LLC seeks approval from the U.S. Bankruptcy Court for the District of Colorado to hire Kutner Brinen Dickey Riley, P.C. as its legal counsel. The professional services that Counsel is to render are: a. provide the Debtor with legal advice with respect to its powers and duties; b. aid the Debtor in the development of a plan of reorganization or liquidation under Chapter 11; c. aid the Debtor in any matters arising under 11 U.S.C. Sec. 363, including without limitation, sales outside of the ordinary course of business; d. file the necessary petitions, pleadings, reports, and actions that may be required in the continued administration of the Debtor's property under Chapter 11; e. take necessary actions to enjoin and stay until a final decree the continuation of pending proceedings and to enjoin and stay until a final decree the commencement of lien foreclosure proceedings and all matters as may be provided under 11 U.S.C. Sec. 362; and f. perform all other legal services for the Debtor that may be necessary. The firm holds a pre-petition retainer for payment of post-petition fees and costs in the amount of $5,947. The firm's hourly rates are as follows: Jeffrey S. Brinen, Esq. $500 Jenny M. Fujii, Esq. $410 Keri L. Riley, Esq. $350 Jonathan M. Dickey, Esq. $350 Contract Attorney, Esq. $350 Law Clerk $100 Keri Riley, Esq., partner at Kutner, disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Keri L. Riley, Esq. KUTNER BRINEN DICKEY RILEY, P.C. 1660 Lincoln Street, Suite 1720 Denver, CO 80264 Telephone: (303) 832-2400 Email: klr@kutnerlaw.com About El Rancho Colorado Restaurant El Rancho Colorado Restaurant LLC is a Colorado limited liability company that owns improved real property located in Jefferson County, Colorado. On Sept. 22, 2022 El Rancho Colorado Restaurant LLC filed for chapter 11 protection (Bankr. D. Colo. Case No. 22-13649). In the petition filed by Paul Vincent, as manager, the Debtor reported assets between $1 million and $10 million and liabilities of the same range. The Debtor is represented by Keri L. Riley of Kutner Brinen Dickey Riley, P.C. EMBARQ CORP: S&P Lowers $1.437BB Senior Notes Rating to 'CCC' ------------------------------------------------------------- S&P Global Ratings lowered its issue-level rating on Embarq Corp.'s $1.437 billion of 7.995% senior notes due 2036 to 'CCC' from 'BB' and removed the rating from CreditWatch, where S&P placed it with negative implications on Aug. 5, 2021. S&P also revised the recovery rating on this debt to '6', which indicates our expectation for negligible (0%-10%; rounded estimate: 0%) recovery in the event of payment default) from '3'. The lower issue-level rating follows the completion of Lumen Technologies Inc.'s sale of one-third of its incumbent local exchange carrier business to Connect Holding II LLC (d/b/a Brightspeed) in a transaction valued at $7.5 billion. As part of the asset sale, the Embarq notes were rolled over to the new company. The 'CCC' issue-level rating is two notches below the 'B-' issuer-credit rating on Brightspeed since the notes are structurally subordinate to the secured debt in the capital structure. Due to weak capital market conditions, Brightspeed was unable to issue the $1.9 billion of senior secured notes but instead, used a secured bridge loan with the intention of issuing the notes if market conditions improve. Key Analytical Factors -- S&P's simulated default scenario considers a default in 2024 likely due to intense competitive pricing pressures and execution missteps from fiber network buildout. -- Brightspeed's debt capitalization consists of a $600 million first-lien revolving credit facility due in 2027, $1 billion term loan A due in 2029, $2 billion term loan B due in 2029, and $1.9 billion of senior notes due in 2029 -- Recoveries for the revolver, term loans A and B, and senior secured notes benefit from a first-priority security interest in substantially all the assets of the rated entity and each subsidiary guarantor, with the exception of Embarq and its restricted subsidiaries, which will guarantee the new debt on an unsecured basis. -- The secured facilities and notes will benefit from the guarantees of all material subsidiaries, including Embarq subsidiaries. S&P views the secured facilities and notes as structurally senior to the Embarq notes because of the subsidiary guarantee, which is not given to the Embarq notes. -- Connect Holding II LLC is the borrower under the term loan, notes, and revolver. -- S&P assumes the company would restructure in a default scenario and continue as a going concern, as lenders would seek to maximize their recoveries. -- S&P values the company on a going-concern basis using a 4.5x multiple of its projected emergence EBITDA of $864 million. The 4.5x multiple is consistent with the 4x-5x range S&P uses for rated incumbent wireline companies. Simulated Default and Valuation Assumptions: -- Simulated year of default: 2024 -- EBITDA at emergence: About $864 million -- EBITDA multiple: 4.5x -- Gross enterprise value (EV): $3.887 billion Simplified Waterfall: -- Net enterprise value (after 5% administrative expenses): $3.692 billion -- Valuation split (obligors/nonobligors): 100%/0% -- Estimated value available to first-lien debt (revolver, term loans A and B, and senior secured notes): $3.692 billion -- Estimated aggregate balance of first-lien claims at default: $5.544 billion --Recovery expectations: 50%-70% (rounded estimate: 65%) -- Estimated balance of Embarq notes at default: $1.494 billion --Recovery expectations: 0%-10% (rounded estimate: 0%) All debt amounts include six months of prepetition interest. EMPIRE RESORTS: Fitch Lowers LongTerm IDR to 'B', Outlook Stable ---------------------------------------------------------------- Fitch Ratings has downgraded Empire Resorts, Inc.'s (Empire) Long-Term Issuer Default Rating (IDR) to 'B' from 'B+. Fitch has also downgraded Empire's senior secured notes to 'BB-'/'RR2' from 'BB+'/'RR1. The Rating Outlook is Stable. The one-notch downgrade reflects the weaker standalone credit profile (SCP) for Empire as a result of the anticipated new full-scale casino competition in downstate New York. As a result, Fitch expects Empire's adjusted leverage to remain well above 7.0x (including HoldCo note) pro forma for the competitive impact, which was the previous negative leverage sensitivity at the 'B+' IDR. This also includes the incremental EBITDA from the opening of its slot-only property at Hudson Valley. Empire's SCP is now more consistent with 'CCC+' compared to 'B-' previously, while the IDR benefits from a two-notch uplift pursuant to Fitch's 'Parent and Subsidiary Rating Linkage' criteria. This reflects Empire's moderate linkage to Genting Malaysia (GENM; BBB/Stable), who owns a 49% stake in Empire. The balance is owned by Kien Huat, the investment vehicle of the Lim family that controls Genting. KEY RATING DRIVERS New Competition in Sight: With up to three new downstate New York full-scale casino licenses now formally in process, RWC will face greater competitive pressure as early as 2H23. Resorts World Catskills (RWC) is located approximately 90 miles from New York City and already competes with Atlantic City, NJ, eastern Pennsylvania, New York City area slots-only properties and Connecticut tribal casinos for New York metro area customers. The additional gaming supply directly in New York City will erode a portion of RWC's player base, especially the table games, which Fitch forecasts approximately 30% decrease in revenue from 2022 levels. Although the exact timing remains unclear, the competitive landscape of New York makes significant, long-term growth in the company's gaming revenues unlikely. Elevated Leverage: Fitch forecasts adjusted leverage to temporarily reach high 7x in 2023, but elevate to low 10x in 2024. Fitch's leverage calculation includes an 8x capitalization adjustment for Empire's rent expense and includes HoldCo debt. The upward leverage trajectory is primarily driven by loss of table game business with the anticipated opening of downstate casinos, as well as a reduced level of non-gaming business. This level of leverage is excessive amongst other peers in regional gaming and the company's neutral level FCF provides unclear prospects of any material deleveraging going forward. Fitch expects the HoldCo debt to be re-financed prior to its maturity at 2024 or addressed vis-a-vis parental support as has occurred in the past. Excess Cash Buffers Liquidity: Fitch forecasts Empire will have roughly $36 million in cash as of YE 2022. Excess cash from the secured note issuance last year continue to serve as a liquidity buffer given the lack of a revolving credit facility. While the company's FCF profile has been improving, Fitch estimates the company to generate a neutral level of FCF in a long run as top line revenue and EBITDA start deteriorating in 2024 offset by minimal forward capex needs. Refinancing risk is a medium-term consideration as the company faces a single maturity wall in 2026, which the 'CCC+' SCP reflects. Geographic Concentration: Empire operates a single property, RWC, in a competitive market that is subject to new supply in the short- and medium-term. Single-site casino operators are typically rated on the low end of speculative grade, though some can achieve higher ratings if they are in well-protected, monopolistic type regulatory environments and have very low leverage. Empire will become somewhat more diversified with its second property, the slots-only Resorts World Hudson Valley (RWHV), opens in Newburg, NY in 4Q22. However, given the geographic proximity of RWHV to RWC, the ratings benefit from opening the additional casino will be somewhat limited. Genting Relationship Positive: Fitch views Empire's association with GENM (BBB/Stable) positively and warrants a two-notch uplift from the 'CCC+' SCP under Fitch's 'Parent and Subsidiary Rating Linkage' criteria through the stronger parent, weaker subsidiary approach. The bottoms-up approach focusing on the standalone credit profile differs from other Genting-owned entities that are equalized or notched down from the parent's rating. This is primarily due to Genting not wholly owning Empire Resorts, as Kien Huat (the investment vehicle of the Lim family that controls Genting) owns 51% and controls Empire. In addition, Fitch views RWC as having less strategic value than other wholly owned Genting properties, which are generally large-scale flagship assets that generate materially greater cash flow. Fitch considers legal incentive between the parent and subsidiary to be weak, but the strategic and operational incentives to be medium. The linkage reflects demonstrated financial support; reputation risk to Genting as the group is interested in obtaining a full casino license in or closer to New York City as well as possibly other major gateway jurisdictions; and strategic/operational linkage vis-a-vis brand sharing and cross-marketing. DERIVATION SUMMARY Empire's standalone credit profile is consistent with most other single-site casino operators, which are typically on the lower end of speculative grade. The rating reflects Empire's geographic concentration in a competitive environment subject to new supply risk in the medium term. The standalone profile also reflects high adjusted leverage and a weaker FCF profile than its regional gaming peers. Fitch treats the HoldCo debt as debt of the rated entity due to potential enforcement of a share pledge triggering a Change of Control at the rated entity level. KEY ASSUMPTIONS - Its assumptions build off a normalized, run-rate net revenue of $360 million for FY 2023 which reflects the first year of operations of the Orange County slots-only property (Fitch assumes 20% cannibalization to RWC) as well as softer regional gaming outlook from exhaustion of post-pandemic pent-up demand. Revenue for FY 2024 will decline to $330 million as a result of lost table business and non-gaming revenue from opening of full-scale downstate casinos. - EBITDAR is $45 million in 2022 and will modestly grow in 2023, primarily due to the opening of Orange County slots-only property that is expected to be margin-accretive. Thereafter, Fitch expects EBITDAR to settle in the low-$60 million range as a result of lost table business; - Rent increases to $24M annually in 2023 with opening of RWHV; - Maintenance capex is minimal given RWC's age. Capex related to RWHV is funded outside of the restricted group; - HoldCo note is expected to be refinanced before its maturity in 2024; - Fitch does not include any material cash flow benefits from online sports betting. RECOVERY ASSUMPTIONS The recovery analysis assumes that Empire Resorts would be reorganized as a going-concern in bankruptcy rather than liquidated. Fitch has assumed a 10% administrative claim and there is no revolver in the capital structure. Going-concern EBITDA of about $40 million is roughly in line with Fitch's 2024 estimates, which incorporates a degree of operating stress from the opening of downstate New York casinos and includes incremental EBITDA from the opening of RWHV. This level of EBITDA is representative of margins in the mid-teens, given New York's high gaming taxes and the competitive nature of Empire's addressable market. Since RWC opened in 2018, there is limited historical performance to analyze. This EBITDA is slightly lower than the previous going-concern EBITDA used in 2021 given the confirmed process to award downstate New York full-scale casino licenses. Fitch applies a 6.0x EV/EBITDA multiple, which reflects the intense competitive environment, limited track record of operations, fixed rent costs, and less established player database relative to larger, regional peers. This is balanced by the property's younger age and quality, having opened in 2018. Fitch will typically assign 5.5x-7.0x multiples to regional gaming companies depending on diversification, competitive environment, asset quality, and existence of meaningful leases. Fitch forecasts a post-reorganization enterprise value of roughly $220 million, after the deduction of expected administrative claims of 10%. This results in a 71%-90% recovery band for the senior secured notes, which equates to +2 notching from the IDR to 'BB-'. Given the structural subordination of the HoldCo debt, it does not impact the recovery analysis of the Empire senior secured notes. RATING SENSITIVITIES At the 'CCC+' Standalone IDR Level Factors that could, individually or collectively, lead to positive rating action/upgrade: - Reductions in adjusted debt/EBITDAR toward 7.0x (includes HoldCo debt); - FCF margin consistently positive; - An increase in rating linkage with Genting Malaysia; - Greater geographic diversification. Factors that could, individually or collectively, lead to negative rating action/downgrade: - Negative FCF prolonged such that liquidity from excess cash buffer is eroded; - A greater degree of cannibalization from the incremental downstate New York competition than anticipated by Fitch; - A decrease in rating linkage with Genting Malaysia. LIQUIDITY AND DEBT STRUCTURE Excess cash from the secured note issuance last year continue to serve as its critical liquidity buffer especially given the lack of a revolving credit facility. Refinancing risk is a medium-term consideration as the company faces a single maturity wall in 2026, which the 'CCC+' SCP reflects. Fitch expects the HoldCo debt to be re-financed prior to its maturity at 2024 or addressed vis-à-vis parental support as has occurred in the past. ISSUER PROFILE Empire Resorts, Inc. owns and operates RWC, a full-scale casino located roughly 90 miles outside New York City. The company is in the process of relocating its prior video gaming machine (VGM, aka slots) license from Monticello, NY to Newburg, NY. SUMMARY OF FINANCIAL ADJUSTMENTS - Fitch adds back non-recurring items to EBITDA. Fitch also includes HoldCo debt in its leverage calculation as it is considered debt of the rated entity per Fitch's criteria. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Debt Rating Recovery Prior ---- ------ -------- ----- Empire Resorts Inc. LT IDR B Downgrade B+ senior secured LT BB- Downgrade RR2 BB+ ENDO INTERNATIONAL: Seeks to Hire A&L Goodbody as Special Counsel ----------------------------------------------------------------- Endo International plc and its subsidiaries seek approval from the U.S. Bankruptcy Court for the Southern District of New York to employ A&L Goodbody LLP as their special counsel. The firm's services include: a. drafting, reviewing, and otherwise advising on any documents to be entered into by the Debtors from an Irish law perspective; b. drafting, reviewing, and assisting with corporate approvals for the Debtors in connection with transactions and actions to be undertaken by the Debtors; c. advising on certain Irish-specific reorganization steps to be taken as part of the Chapter 11 Cases, which require detailed corporate and tax input; d. advising in relation to legal issues arising in the context of any sale of the assets and/or businesses of the Irish Debtors in the context of the Chapter 11 Cases (which will likely require Irish corporate, tax, intellectual property, employment and regulatory advice); e. advising the Debtors as to Irish corporate governance matters (including matters relating to cross border insolvency, fiduciary duties, rules of priority, conflicts of laws, contractual interpretation, etc.); f. advising the Debtors on any Irish law tax considerations arising from the Debtors’ proposed restructuring; g. advising the Debtors on any Irish processes (court-based or otherwise) that may be required, as part of the implementation of or, subsequent to, the proposed restructuring; h. advising the Debtors on any application to the Irish High Court for orders relating to the recognition in Ireland of any order of this Court (if required); i. assisting with Irish conditions precedent and conditions subsequent documents for the Debtors including any post completion and compliance filings required in Ireland; and j. all other work, support, and advice necessary to secure the implementation of the proposed restructuring of the Debtors. The firm received an advance payment retainer in the amount of EUR790,000. The firm will bill as follows: Tax Partners EUR590 Senior Partners EUR560 Partners EUR520 Associates EUR450 Solicitors EUR280 to EUR380 Trainees/Paralegals EUR120 David Baxter, Esq., a partner at A&L, assured the Court that his firm is a "disinterested person" as the term is defined under Section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, A&L disclosed that: -- it has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements for this engagement; -- none of the professionals included in the engagement vary their rate based on the geographic location of the bankruptcy case; -- during the 12 month period prior to the petition date, its billing rates and financial terms have not changed, other than the billing rate increase in Feb 2022 to reflect economic and other conditions; and -- as these Chapter 11 Cases continue to develop, it will formulate a budget and staffing plan for this proposed engagement. A&L can be reached through: David Baxter, Esq. A&L Goodbody Solicitors International Financial Services Centre North Wall Quay Dublin 1, D01H104 Ireland Tel: +353 1 649 2514 Email: dbaxter@algoodbody.com About Endo International Endo International plc is a generics and branded pharmaceutical company. It develops, manufactures, and sells branded and generic products to customers in a wide range of medical fields, including endocrinology, orthopedics, urology, oncology, neurology, and other specialty areas. On the Web: http://www.endo.com/ On August 16, 2022, Endo International and certain of its subsidiaries initiated voluntary prearranged Chapter 11 proceedings (Bankr. S.D.N.Y. Lead Case No. 22-22549). The Company's cases are pending before the Honorable James L. Garrity, Jr. The Company has put up a Web site dedicated to its restructuring: http://www.endotomorrow.com/ The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP as legal counsel; PJT Partners LP as investment banker; and Alvarez & Marsal as financial advisor. Kroll is the claims agent. Roger Frankel, the legal representative for future claimants in these Chapter 11 cases, tapped Frankel Wyron LLP and Young Conaway Stargatt & Taylor, LLP as counsel and Ducera Partners LLC as investment banker. EVERGREEN SITE: Seeks to Hire Ira H. Thomsen as Bankruptcy Counsel ------------------------------------------------------------------ Evergreen Site Holdings Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Ohio to hire the Law Offices of Ira H. Thomsen as its bankruptcy counsel. The firm will render these services: a. give Debtor legal advice with respect to its powers and duties in the continued operation of its businesses and management of its properties; b. represent Debtor in connection with any adversary proceedings which are instituted within its Chapter 11 case; c. prepare legal papers; d. advise the Debtor with respect to, and assist in the negotiation and documentation of, cash collateral orders and related transactions; e. review the nature and validity of any liens asserted against property of the Debtor and advise the Debtor concerning the enforceability of such liens; f. advise the Debtor regarding its ability to initiate actions to collect and recover property for the benefit of its estate; g. counsel the Debtor in connection with the formulation, negotiation and promulgation of a plan of reorganization and related documents; h. advise and assist the Debtor in connection with any potential property disposition; i. advise the Debtor concerning executory contracts and unexpired lease assumptions, assignments, rejections, lease restructuring and recharacterization; j. assist the Debtor in reviewing, estimating and resolving claims asserted by or against its estate; k. commence and conduct any and all litigation necessary and appropriate to assert rights held by the Debtor, protect assets of the Debtor's estate, or otherwise further the goal of completing the successful reorganization of the Debtor; l. provide general corporate, litigation and other legal services for the Debtor; and m. perform all other necessary legal services in connection with the case. The firm's hourly rates are as follows: Ira H. Thomsen $405 per hour Denis E. Blasius $305 per hour Darlene E. Fierle $295 per hour The Law Offices of Ira H. Thomsen received a retainer in the amount of $25,000. Darlene Fierle, Esq., at the Law Offices of Ira H. Thomsen, disclosed in a court filing that she and her firm are "disinterested persons" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Darlene E. Fierle, Esq. Law Offices of Ira H. Thomsen 140 North Main Street, Suite A P.O. Box 639 Springboro, OH 45066 Tel: 937-748-5001 Fax: 937-748-5003 Email: dfierle@ihtlaw.com About Evergreen Site Holdings Inc. Evergreen Site Holdings filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ohio Case No. 22-52799) on Sept. 22, 2022. In the petition filed by Jack K. Beatley, as president, the Debtor reported assets and liabilities between $1 million and $10 million. Matthew T. Schaeffer has been appointed as Subchapter V trustee. The Debtor is represented by the Law Offices of Ira H. Thomsen. EXCELSIOR SECURITY: Bid to Use Cash Collateral Denied ----------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Jacksonville Division, entered an order denying Excelsior Security Agency of North Florida, Inc. further use of cash collateral. The Court said all cash or revenues received by Debtor from both factored and non-factored receivables will be promptly turned over to Paychex Advance, LLC d/b/a Advance Partners. The Debtor will not take any action to direct account obligors on accounts whether factored or not factored by Advance Partners to pay the Debtor rather than Advance Partners. To the extent the payments are received, Excelsior will turn them over. The automatic stay imposed by 11 U.S.C. section 362(a) is modified to the extent necessary to permit Advance Partners to demand and receive payments on accounts of the Debtor. A copy of the order is available at https://bit.ly/3S0hutX from PacerMonitor.com. About Excelsior Security Agency of North Florida, Inc. Excelsior Security Agency of North Florida, Inc. is a security services provider. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-01609) on August 19, 2022. In the petition signed by Bobby J. Lingold, vice president, secretary, and chief executive officer, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Jason A. Burgess oversees the case. Bradley R. Markey, Esq., at Thames Markey is the Debtor's counsel. EXWORKS CAPITAL: Targets Mid-December Hearing on Plan ----------------------------------------------------- Exworks Capital, LLC, filed with the Bankruptcy Court a motion for an order: (i) approving, on an interim basis, the adequacy of the Disclosures set forth in the Combined Disclosure Statement and First Amended Chapter 11 Plan of Liquidation, which was filed on October 5, 2022; (ii) scheduling a combined hearing to consider (a) approval of the Disclosure Statement on a final basis and (b) confirmation of the Amended Plan, both of which have been filed contemporaneously with this Motion; (iii) temporarily allowing certain claims in a fixed amount for voting purposes only; (iv) approving the solicitation, notice, and tabulation procedures related to solicitation of the Amended Plan and the forms related thereto; and (v) granting related relief. The Debtor submits that a combined hearing will streamline and expedite the confirmation process, which will inure directly to the benefit of the Debtor's estate and its creditors by hastening the implementation of the Amended Plan and limiting the amount of time the Debtor remains in chapter 11. This is a small case with only 33 remaining filed proofs of claim and 12 claims scheduled by the Debtor for which the creditor did not file a separate proof of claim. Of these 45 claims, 15 of the filed proofs of claim -- more than 30% -- are unliquidated. The Debtor does not want to see creditors disenfranchised and believes it is in the best interest of the estate if as many creditors as possible in this small case have the opportunity to vote. Accordingly, pursuant to Bankruptcy Rule 3018(a), the Debtor proposes that solely for the purpose of voting to accept or reject the Amended Plan and not for purposes of allowance of or distribution on account of a Claim. The Debtor will file any necessary plan supplement by Nov. 23, 2022 at 4:00 p.m. (prevailing Eastern Time). The Debtor requests that the Court direct the manner in which objections to confirmation of the Amended Plan shall be made. To provide a 28 days' notice of the deadline to object to confirmation of a proposed plan, the Debtor requests that the Court establish Dec. 5, 2022 at 4:00 p.m. (prevailing Eastern Time) as the deadline by which objections to final approval of the Disclosure Statement and confirmation of the Amended Plan or requests for modifications to the Amended Plan must be filed and served. The Debtor intends to prepare and file with the Court a voting report by Dec. 6, 2022 at 4:00 p.m. (prevailing Eastern Time). The Debtor also requests that it (and other parties in support of the Amended Plan) be permitted to file a brief in support of confirmation of the Amended Plan and/or a reply to any objections to final approval of the Disclosure Statement and confirmation of the Amended Plan no later than Dec. 12, 2022 at 4:00 p.m. (prevailing Eastern Time). Moreover, the Debtor requests that the Combined Hearing be scheduled on Dec. 15, 2022 at 10:00 a.m. (prevailing Eastern Time), or such other date thereafter at the Court's earliest convenience. Counsel for the Debtor: Jeffrey J. Lyons, Esq. BAKER & HOSTETLER LLP 1201 N. Market Street, Suite 1402 Wilmington, DE 19801 Telephone: (302) 468-7088 E-mail: jjlyons@bakerlaw.com - and - Michael A. VanNiel, Esq. Alexis C. Beachdell, Esq. Scott E. Prince, Esq. BAKER HOSTETLER LLP Key Tower, 127 Public Square, Suite 2000 Cleveland, OH 44114 Telephone: (216) 621-0200 Facsimile: (216) 696-0740 E-mail: mvanniel@bakerlaw.com abeachdell@bakerlaw.com sprince@bakerlaw.com About Exworks Capital ExWorks Capital, LLC is an Oak Brook, Ill.-based company engaged in financial investment activities. ExWorks filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Del. Case No. 22-10213) on March 14, 2022, with up to $500,000 in assets and up to $10 million in liabilities. On Aug. 8, the court entered an order redesignating the Debtor's case as an ordinary Chapter 11 case. Judge Brendan Linehan Shannon oversees the case. The Debtor tapped Baker & Hostetler, LLP as bankruptcy counsel, and King & Spalding, LLP as special counsel. EXWORKS CAPITAL: Unsecureds' Recovery "Unknown in Plan" ------------------------------------------------------- Exworks Capital, LLC submitted a Combined Disclosure Statement and First Amended Chapter 11 Plan of Liquidation. Prepetition, the Debtor's primary business was to provide investment advisory and management services to certain indirect subsidiary funds, which funds made investments in outside companies through a combination of loans and equity investments. The Debtor managed those Funds in return for a management fee until approximately December 2021, when the funds (but not the Debtor) were placed into a receivership at the request of the funds' own separate senior secured lender, CIBC Bank. The Debtor also now owns 100% of the equity of its operating non-debtor subsidiary, World Trade, which is in the business of, among other things, making and servicing SBA loans. The Debtor believes that its ownership interest in World Trade potentially has meaningful value. However, World Trade has substantial business challenges. Those challenges include limited liquidity, which has caused World Trade to work cooperatively with the SBA to sell or wind down its active lending portfolio. The receiver for the Funds has also asserted significant claims against World Trade. The Debtor's most significant assets are (a) the continued pursuit of the Litigation against certain former members of the Debtor's executive management team and entities associated with them (which may include bringing additional claims or involving additional defendants as the circumstances may warrant), (b) the Debtor's interest in World Trade, and (c) the Debtor's Avoidance Actions. This Plan is a liquidating Plan that contemplates the transfer of substantially all of the Debtor's assets to a Liquidating Trust, which will pursue the Litigation and the Avoidance Actions, take the steps it deems appropriate to maximize the value of its ownership interest in World Trade, and make the payments contemplated herein that are not made by the Debtor before the Effective Date. The Plan contemplates financing to pay Plan expenses and fund the operation of the Liquidating Trust, among other things. The Liquidating Trust will distribute proceeds to creditors in accordance with the priorities set forth in the Plan and the Bankruptcy Code. The Liquidating Trust will be managed by a Liquidating Trustee. The Plan provides for payment in full (or as otherwise agreed) of all Allowed Administrative Expense Claims, Allowed Priority Tax Claims, and Allowed Priority Non-Tax Claims. Holders of Allowed Employee Severance Claims, Allowed Litigation Defendant Claims, Allowed King & Spalding Claims, Allowed General Unsecured Claims, Allowed Intercompany Receiver Claims, Allowed SEC Penalty Claims, Allowed Miscellaneous Indemnity Claims and Equity Interests are Impaired and will be paid (or not paid) as set forth in the Plan. Under the Plan, Class 5 General Unsecured Claims total $1,842,977. Each Holder of an Allowed General Unsecured Claim will receive a Pro Rata Share of Beneficial Interests in the Liquidating Trust entitling the Holder to a Pro Rata Share of all Available Trust Cash derived from the Debtor's Liquidating Trust Assets. Class 5 is impaired. The Plan says the projected percentage recovery for Class 5 is currently unknown. On Sept. 22, 2022, the Debtor filed a motion to obtain postpetition financing from ExWorks Capital Funding, LLC (an entity funded by certain equity holders of the Debtor). The Debtor's proposed DIP Loan has two components -- "traditional" DIP funding to fund the costs of administering the Debtor's bankruptcy case and litigation funding to fund the costs of the Litigation. Under the Term Sheet, DIP Loan advances used to pay bankruptcy expenses unrelated to the Litigation would accrue interest at a fixed rate. DIP Loan advances used to pay Litigation-related expenses would be repaid a multiple of the DIP Loan funds advanced. Since the Debtor's need to draw on the DIP Loan proposed in the DIP Motion is largely dependent upon whether the Debtor's Plan is confirmed in early December, the Debtor has requested that a hearing on the DIP Motion be scheduled on the same date as the Debtor's proposed Confirmation Hearing, with the Confirmation Hearing to proceed first. If the Debtor's Plan is confirmed, there will be no need for a hearing on the DIP Motion. If the Debtor's Plan is not confirmed, the hearing on the DIP Motion will proceed. Counsel for the Debtor: Michael A. VanNiel, Esq. Alexis C. Beachdell, Esq. Joseph M. Esmont, Esq. Scott E. Prince, Esq. BAKER & HOSTETLER LLP 127 Public Square, Suite 2000 Cleveland, OH 44114 - and - Jeffrey J. Lyons, Esq. 1201 N. Market Street, Suite 1402 Wilmington, DE 19801 A copy of the Combined Disclosure Statement and First Amended Chapter 11 Plan of Liquidation dated October 5, 2022, is available at https://bit.ly/3rDis4M from PacerMonitor.com. About Exworks Capital ExWorks Capital, LLC is an Oak Brook, Ill.-based company engaged in financial investment activities. ExWorks filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Del. Case No. 22-10213) on March 14, 2022, with up to $500,000 in assets and up to $10 million in liabilities. On Aug. 8, 2022, the court entered an order redesignating the Debtor's case as an ordinary Chapter 11 case. Judge Brendan Linehan Shannon oversees the case. The Debtor tapped Baker & Hostetler, LLP as bankruptcy counsel, and King & Spalding, LLP as special counsel. FOSSIL GROUP: BlackRock Has 6.1% Stake as of Sept. 30 ----------------------------------------------------- In a Schedule 13G/A filed with the Securities and Exchange Commission, BlackRock, Inc. disclosed that as of Sept. 30, 2022, it beneficially owns 3,156,575 shares of common stock of Fossil Group, Inc., representing 6.1 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/883569/000083423722010862/us34988v1061_100622.txt About Fossil Group Headquartered in Richardson, Texas, Fossil Group, Inc. -- www.fossilgroup.com -- is a global design, marketing and distribution company that specializes in consumer fashion accessories. Fossil Group posted net income of $26.62 million for the year ended Jan. 1, 2022. As of July 2, 2022, the Company had $1.28 billion in total assets, $421.28 million in total current liabilities, $468.11 million in total long-term liabilities, and $394.02 million in total stockholders' equity. * * * This concludes the Troubled Company Reporter's coverage of Fossil Group until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. FREE SPEECH: Jones Ordered to Pay $965M for Sandy Hook Claims ------------------------------------------------------------- Erin Mulvaney of The Wall Street Journal reports that a Connecticut jury ordered conspiracy theorist Alex Jones to pay $965 million in damages for repeatedly claiming on his Infowars platform that the 2012 Sandy Hook school massacre was a government hoax. The verdict follows a nearly month-long trial on how much Mr. Jones should pay after he was found liable for defamation in a case brought by eight of the families whose loved ones died in the elementary school shooting, as well as a Federal Bureau of Investigation officer who was a first responder. After roughly three days of deliberation, the jury awarded the $965 million to 14 family members and the FBI agent. Connecticut Superior Court Judge Barbara Bellis had previously issued a default judgment against Mr. Jones after he failed to provide information about his business and other communications required during the court proceedings. Mr. Jones for years claimed the shooting in Newtown, Conn., in which a gunman killed 20 first-graders and six adults, didn't happen and the victims were actually "crisis actors." The Connecticut case is one of several lawsuits seeking to hold him liable for his statements. Families who sued say they have been subject to repeated harassment from Mr. Jones's followers who believed the families were part of a conspiracy. The award follows a Texas jury's decision in August 2022 that ordered Mr. Jones to pay about $50 million to the parents of a 6-year-old who was killed in the shooting. That trial took place in Austin, where Infowars and Mr. Jones are based. Another trial is expected there. A bankruptcy proceeding is under way, as well, involving Infowars parent company Free Speech Systems LLC, which could delay any payments the families receive. "I know that this is not the end of Alex Jones. His hate, lies and conspiracy theories will follow both me and my family all of our days," said Erica Lafferty, whose mother, Sandy Hook's principal, died in the 2012 shooting. "I'm proud and thankful for the message that was sent today, that the truth matters. And those who profit off others' trauma will pay for what they have done." Chris Mattei, the lawyer who represented the families and FBI agent, said he would work to enforce the verdict, and added that his firm will be active in the bankruptcy court proceedings. Neither Mr. Jones's lawyer Norm Pattis nor an Infowars representative immediately responded to requests for comment. Mr. Jones, who wasn't in court for the verdict, ran a broadcast while it was being announced, deriding the jury's award and asking for donations from his viewers. He said the money will go toward appeals and bankruptcy costs. Family members of those who died took the stand during the Connecticut proceedings and tearfully told jurors about how Mr. Jones's statements affected their lives. Some said they received death and rape threats and moved multiple times to avoid recognition. Robbie Parker, whose daughter Emilie was killed, testified that a statement he gave to the media in the days after the shooting was aired on Infowars repeatedly, as Mr. Jones and other hosts on Infowars claimed he was an actor. Mr. Parker said Emilie's memorial page was inundated with comments claiming they were liars and calling their daughter vulgar names. Over the years, he said the relentless coverage led to encounters online with people who believed he was a liar, and at least once, an in-person confrontation. Mr. Parker received the largest individual damages award from the jury: $120 million. Mr. Jones's attorneys told jurors that he shouldn't be responsible for sweeping damages, and argued that he shouldn't be the scapegoat for what happened to the families. Mr. Jones offered running commentary about the trial on his show, as well as outside the courthouse, criticizing the judge and the proceedings. On the stand, he said he was done apologizing for the shooting and called the plaintiffs' attorneys ambulance chasers. Infowars has an online site, a streaming platform and a radio show. During trial, the families' lawyers presented evidence from Infowars' parent company that indicated its platform received hundreds of millions of page views. They argued that Mr. Jones's audience grew in the wake of his Sandy Hook claims, making him millions of dollars. Before the start of the Connecticut trial, Mr. Jones put Infowars parent company Free Speech Systems into chapter 11 bankruptcy in an effort to contain the costs of the defamation litigation. After the trial began, a Texas bankruptcy judge ordered an independent review of Infowars' financial affairs and blocked FSS from hiring chapter 11 advisers chosen by Mr. Jones. The Sept. 20, 2022 bench ruling represented a setback for Mr. Jones's attempt to use the bankruptcy to limit Sandy Hook liability for Infowars. The review, which is being conducted by an independent trustee, will examine payments by FSS to Mr. Jones before the chapter 11 case and roughly $54 million in debt the company owes to an affiliate managed by Mr. Jones' father. About Free Speech Systems Free Speech Systems LLC is a broadcast media production and distribution company that provides broadcasting aural programs by radio to the public. Free Speech Systems is a family-run business founded by Alex Jones. FSS is presently engaged in the business of producing and syndicating Jones' radio and video talk shows and selling products targeted to Jones' loyal fan base via the Internet. Today, FSS produces Alex Jones' syndicated news/talk show (The Alex Jones Show) from Austin, Texas, which airs via the Genesis Communications Network on over 100 radio stations across the United States and via the internet through websites including Infowars.com. Due to the content of Alex Jones' shows, Jones and FSS have faced an all-out ban of Infowars from mainstream online spaces. Shunning from financial institutions and banning Jones and FSS from major tech companies began in 2018. Conspiracy theorist Alex Jones has been sued by victims' family members over Jones' lies that the 2012 Sandy Hook Elementary School shooting was a hoax. Jones' InfoW LLC and affiliates, IWHealth, LLC and Prison Planet TV, LLC, filed petitions under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-60020) on April 18, 2022. The Debtors agreed to the dismissal of the Chapter 11 cases in June 2022 after the Sandy Hook victim families dismissed the three bankrupt companies from their lawsuits. Free Speech Systems filed a voluntary petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-60043) on July 29, 2022. In the petition filed by W. Marc Schwartz, as chief restructuring officer, the Debtor reported assets and liabilities between $50 million and $100 million. Melissa A Haselden has been appointed as Subchapter V trustee. Raymond William Battaglia, of Law Offices of Ray Battaglia, PLLC, is the Debtor's counsel. GARUDA HOTELS: Trustee Seeks to Hire Barclay Damon as Counsel ------------------------------------------------------------- Jeffrey Dove, Chapter 11 trustee for Garuda Hotels, Inc. and Welcome Motels II, Inc., seeks approval from the U.S. Bankruptcy Court for the Northern District of New York to employ Barclay Damon, LLP as his counsel. The firm will render these services: a. take all necessary action to protect and preserve the estates, including the prosecution of actions on the estates’ behalf, the defense of any actions commenced against the estates, negotiations concerning all litigation in which the estates are involved, and the objection to claims filed against the estates; b. prepare legal papers; c. negotiate with the Debtors' secured creditors with respect to the continued operation of the Debtors' businesses including stipulations for the use of cash collateral and provision of adequate protection; d. negotiate with the Debtors' secured creditors with respect to a potential sale of substantially all of the Debtors' assets, including provision of a carve-out for the benefit of the estates; e. negotiate and prepare on behalf of the trustee and assist in confirming a plan and all related documents; f. advise the trustee in the performance of his duties; and g. represent the trustee in such other matters as are reasonably necessary to enable the trustee to carry out his duties. The rates charged by the firm range from $190 to $485 per hour for its attorneys and $135 to $185 per hour for paralegals. Jeffrey Dove, Esq., a partner at Barclay Damon, disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jeffrey A. Dove, Esq. Barclay Damon LLP Barclay Damon Tower 125 East Jefferson Street Syracuse, NY 13202 Telephone: (315) 413-7112 Facsimile: (315) 703-7346 Email: jdove@barclaydamon.com About Garuda Hotels Garuda Hotels, Inc. and its affiliate, Welcome Motels II, Inc., operate the Country Inn and Suites Hotel and the Econolodge Hotel in Ithaca, N.Y., respectively. The Debtors also own the real properties on which the hotels are located. Garuda Hotels and Welcome Motels sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D.N.Y. Case No. 22-30296 and 22-30297) on May 13, 2022. In the petition signed by Jay Bramhandkar, president, Garuda Hotels disclosed up to $10 million in both assets and liabilities. Judge Wendy A. Kinsella oversees the cases. Erica Aisner, Esq., at Kirby Aisner & Curley LLP, is the Debtors' counsel. Jeffrey Dove, the Chapter 11 trustee appointed in the Debtors' cases, is represented by Barclay Damon, LLP. GAUCHO GROUP: Board OKs 7% Notes Offering of Up to $689K -------------------------------------------------------- The Board of Directors of Gaucho Group Holdings, Inc. approved an offering of a series of 7% convertible promissory notes to accredited investors in the maximum amount of up to $689,000 (inclusive of principal and interest). The Notes mature one year from the date of issuance unless otherwise converted. The principal and accrued interest of the Notes will convert into units consisting of one share of common stock and one warrant to purchase one share of common stock at a conversion price equal to the lesser of: (a) $0.21; and (b) the three-day volume weighted average closing price of the Company's common stock beginning on the date that is two days prior to the Mandatory Conversion Date. The Notes will be mandatorily convertible upon the earlier to occur of: (i) the date of execution of that certain ground lease to be executed in connection with the previously announced agreement to develop a project in Las Vegas, Nevada, provided that such conversion would not result in the issuance of more than 6,563,389 shares of the Company's common stock (including the common shares issuable upon conversion of the Warrants); and (b) the date the Company obtains stockholder approval to issue more than 6,563,389 shares of the Company' common stock in accordance with Nasdaq Listing Rule 5635(d). The Warrants will be exercisable at a price of $0.50 per share and carry a term of one year. The Company will receive an additional $1,640,476 assuming the conversion of the Investor Notes at a price of $0.21 per unit and the exercise of all warrants. As of Oct. 6, 2022, the Company had issued convertible promissory notes with an aggregate principal amount of $92,000. For this sale of securities, there will be no general solicitation and no commissions will be paid, all purchasers must be accredited investors, and the Company is relying on the exemption from registration available under Section 4(a)(2) and/or Rule 506(b) of Regulation D promulgated under the Securities Act with respect to transactions by an issuer not involving any public offering. 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 June 30, 2022, the Company had $25.01 million in total assets, $10.25 million in total liabilities and $14.75 million in total stockholders' equity. GIRARDI & KEESE: Spurred Trust Account Rules Head to Top Cal. Court ------------------------------------------------------------------- Joyce E. Cutler of Bloomberg Law reports California lawyers will have increased oversight responsibility for client trust accounts under a proposed rule inspired by the downfall and disbarment of plaintiffs' attorney Tom Girardi, now submitted to the state's top court for approval. The executive committee of the State Bar of California on Friday, October 7, 2022, unanimously approved the revised rule, adding back provisions errantly dropped from a prior version approved by the organization's Board of Trustees, ahead of an Oct. 10, 2022 deadline. The State Bar is responsible for regulating more than 250,000 lawyers licensed to practice in the state of California. About Girardi & Keese Girardi and Keese or Girardi & Keese was a Los Angeles-based law firm founded in 1965 by lawyers Thomas Girardi and Robert Keese. It served clients in California in a variety of legal areas. It was known for representing plaintiffs against major corporations. An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No. 20-21022) was filed in December 2020 against GIRARDI KEESE by alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian, Erika Saldana, Virginia Antonio, and Kimberly Archie. The petitioners' attorneys: Andrew Goodman Goodman Law Offices, Apc Tel: 818-802-5044 E-mail: agoodman@andyglaw.com Elissa D. Miller, a member of the firm SulmeyerKupetz, has been appointed as Chapter 7 trustee for GIRARDI KEESE. The Chapter 7 trustee can be reached at: Elissa D. Miller 333 South Grand Ave., Suite 3400 Los Angeles, California 90071-1406 Telephone: (213) 626-2311 Facsimile: (213) 629-4520 E-mail: emiller@sulmeyerlaw.com An involuntary Chapter 7 petition was also filed against Thomas Vincent Girardi (Case No. 20-21020) on Dec. 18, 2020. The Chapter 7 trustee can be reached at: Jason M. Rund Email: trustee@srlawyers.com 840 Apollo Street, Suite 351 El Segundo, CA 90245 Telephone: (310) 640-1200 GLOBAL ALLIANCE: Court OKs Deal on Cash Collateral Thru Oct 27 -------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, authorized Global Alliance Distributors, Inc. to use cash collateral on an interim basis in accordance with the budget and its stipulation with Kapitus LLC through October 27, 2022. The parties agreed that the Debtor may use receivables and cash collateral to pay ordinary and necessary operating expenses. The Debtor is authorized to use purchased receipts and cash collateral solely to pay the expenses set forth on the budget, with a 10% variance. The hearing scheduled for October 13 has been continued to October 27, at 11:30 a.m. On or before October 25, Kapitus will notify the Court if it consents to the further use of its receivables and cash collateral beyond October 27. If Kapitus consents, the hearing scheduled for October 27 will be continued to November 17 at 11:30 a.m. and the Debtor will be authorized to use receivables and cash collateral to pay ordinary and necessary operating expenses in accordance with an updated budget, on an interim basis through November 17. A copy of the stipulation and the Debtor's budget is available at https://bit.ly/3SZtz3U from PacerMonitor.com. A copy of the order is available at https://bit.ly/3Tfcbbl from PacerMonitor.com. The budget provides for total disbursements, on a weekly basis, as follows: $117,011 for the week ending October 7, 2022; $116,968 for the week ending October 14, 2022; $111,005 for the week ending October 21, 2022; $110,891 for the week ending October 28, 2022; $116,471 for the week ending November 4, 2022; $115,700 for the week ending November 11, 2022; $110,523 for the week ending November 18, 2022; and $113,673 for the week ending November 25, 2022. About Global Alliance Distributors Founded in 2010, Global Alliance Distributors Inc. operates a distribution center that distributes primarily Latino books and magazines to approximately 250 supermarkets throughout California, Nevada, Arizona and Florida. It also distributes seasonal items, including, but not limited to, school supplies, sporting goods and equipment, snacks and candies. The Company also operates a logistic business that provides cargo deliveries using independent contractors. Its logistical clients are two major distribution companies, A&C, which is currently the largest international magazine distributor in the world, and Sally Beauty Supplies, a national cosmetics manufacturer. Global Alliance Distributors Inc. sought Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 22-12552) on May 5, 2022. In the petition filed by Alberto Fabara, as CEO, Global Alliance estimated assets between $500,000 and $1 million and estimated liabilities between $1 million and $10 million. The Honorable Bankruptcy Judge Deborah J. Saltzman presides over the case. The Law Offices of Sheila Esmaili is the Debtor's counsel. GROWLIFE INC: Effects 1-for-150 Reverse Common Stock Split ---------------------------------------------------------- The Board of Directors ratified Growlife Inc.'s prior approval on June 17, 2022 in favor of the implementation of a one-for-one hundred and fifty (1:150) reverse stock split of all of the Company's issued and outstanding common stock. In light of delay in processing, the Board has revised the Record Date from June 17, 2022 to the date which falls one day prior to FINRA's announcement of the Reverse Stock Split. The Reverse Stock Split was announced by FINRA (the Financial Industry Regulatory Authority) on Oct. 6, 2022 and became effective with in the marketplace at the open of business on Oct. 7, 2022, whereupon the shares of common stock began trading on a split-adjusted basis. As a result of the Reverse Stock Split, 150 shares of the issued and outstanding common stock of the Company will be converted into one share of common stock. Any and all fractional shares resulting from the Reverse Split which are less than one whole share, shall not be rounded up to the next whole share and rather such Holder shall receive a fractional pro-rata cash payment equal to 120% of the closing market price on the Record Date. Any and all fractional shares created by the Reverse Stock Split which are greater than one whole share will be rounded up to the nearest whole share. On the Effective Date, the Company's trading symbol will change to "PHOTD" for a period of 20 business days, after which the "D" will be removed from the Company's trading symbol, which will revert to the original symbol of "PHOT". In connection with the Reverse Stock Split, the Company's CUSIP number will change to 39985X302. The Reverse Stock Split was previously approved by the Company's shareholders at the Company's Nov. 5, 2021 annual meeting of stockholders. An amendment to Articles of Incorporation was filed citing the Reverse Stock Split. About GrowLife GrowLife, Inc. (PHOT)-- http://www.shopgrowlife.com-- focuses on functional mushroom business opportunities. The Company sees a growing market, intends to service its existing distribution channel and will build on opportunities in the medicinal mushroom industry. GrowLife reported a net loss of $5.47 million for the year ended Dec. 31, 2021, compared to a net loss of $6.38 million for the year ended Dec. 31, 2020. As of June 30, 2022, the Company had $3.28 million in total assets, $10.35 million in total current liabilities, $136,873 in total long term liabilities, and a total stockholders' deficit of $7.20 million. Irvine, Calif.-based Macias Gini & O'Connell LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated May 16, 2022, citing that the Company has suffered recurring losses from operations, incurred negative cash flows from operating activities, and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. GROWLIFE INC: Secures $220K in Funding From ABJ Capital ------------------------------------------------------- Growlife, Inc. entered into a securities purchase agreement with AJB Capital Investments, LLC and issued a promissory note in the principal amount of $220,000 to AJB pursuant to the SPA. The loan closed and was funded on Sept. 30, 2022. As per the term of the SPA and Note, $151,047.75 of the proceeds of the loan were used to repay a previously issued Note which was assigned to AJB by 1800 Diagonal Lending LLC f/k/a Sixth Street Lending LLC on Sept. 14, 2022. The terms and conditions of the Sixth Street Note were initially reported in the Company's Annual Report on Form 10-K filed with the SEC on May 5, 2022. Accordingly, the Previous Note is fully repaid and thereby retired. The AJB Note has an original issuance discount of $20,000 from the principal to cover monitoring costs and bears interest at 10% a year. The AJB Note, along with any and all other amounts, will be due and owing on March 28, 2023, with accrued interest payments payable on the 1st day of each month. Under the terms of the AJB Note, the Company may not sell a significant portion of its assets without the approval of AJB, may not issue additional debt that is not subordinate to AJB without the approval of AJB, must comply with the Company's reporting requirements under the Securities Exchange Act of 1934, and must maintain the listing of the Company's common stock on the OTC Market or other exchange, among other restrictions and requirements. The Company's failure to make required payments under the note or to comply with any of these covenants, among other matters, would constitute an event of default. Upon an event of default under the SPA or note, the note will bear interest at 18%, AJB may immediately accelerate the note due date, AJB may convert the amount outstanding under the note into shares of the Company's common stock at a discount to the market price of the stock, and AJB will be entitled to its costs of collection, among other penalties and remedies. The Company provided customary representations and covenants to AJB in the SPA. Also pursuant to the SPA, the Company paid AJB a commitment fee of 8,000,000 unregistered shares of the company's common stock. In addition, the Company entered into a registration rights agreement with AJB pursuant to which the Company agreed to file with the Securities and Exchange Commission a Form S-1 by no later than 120 days from the date of the Note covering the resale of all of the then existing AJB shares. About GrowLife GrowLife, Inc. (PHOT)-- http://www.shopgrowlife.com-- focuses on functional mushroom business opportunities. The Company sees a growing market, intends to service its existing distribution channel and will build on opportunities in the medicinal mushroom industry. GrowLife reported a net loss of $5.47 million for the year ended Dec. 31, 2021, compared to a net loss of $6.38 million for the year ended Dec. 31, 2020. As of June 30, 2022, the Company had $3.28 million in total assets, $10.35 million in total current liabilities, $136,873 in total long term liabilities, and a total stockholders' deficit of $7.20 million. Irvine, Calif.-based Macias Gini & O'Connell LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated May 16, 2022, citing that the Company has suffered recurring losses from operations, incurred negative cash flows from operating activities, and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. GT REAL ESTATE: Unsecureds to Recover 91.9% in Tepper-Backed Plan ----------------------------------------------------------------- GT Real Estate Holdings, LLC, filed on October 5, 2022, a solicitation version of the Disclosure Statement explaining its Plan. The Debtor and its advisors have engaged in various discussions with the primary parties in interest in the Chapter 11 Case, including the City of Rock Hill, South Carolina, York County, and Mascaro/Barton Malow ("MBM"), to better understand their perspectives, objectives, and expectations regarding this case in an attempt to formulate a value-maximizing and confirmable chapter 11 plan as contemplated by the milestones under the DIP Facility (which require the Debtor to (1) file a plan on or before September 15, 2022, (2) confirm a plan on or before November 30, 2022, and (3) go effective on a plan on or before December 31, 2022). These efforts have also included negotiations with its parent and DIP Lender, David Tepper's DT Sports Holding, LLC. Taking into consideration these discussions with parties in interest, the Debtor wanted to achieve a plan that would result in cash or other value being available in the near-term for distribution to its creditors who held claims that were agreed to by the Debtor or otherwise subsequently become allowed by the Court. Following negotiations and to facilitate their original objectives, on August 11, 2022, the Debtor entered into a plan support and sponsorship agreement with DT Sports Holding, LLC (the "Parent" and "Plan Sponsor") that provides value and other considerations to the Debtor, a near-term conclusion to the Chapter 11 Case, and distributions to the Debtor's creditors. Specifically, the Plan provides for the following consideration and/or commitments from the Plan Sponsor: (1) the Plan Sponsor will pay $60 million (the "Settlement Amount") that will be used to fund distributions from the Settlement Trust on the following waterfall basis: first to Secured Contractor Claims, second to Administrative Contractor Claims, third to Contractor Priority Claims, and fourth to Unsecured Contractor Claims and other General Unsecured Claims (all of the foregoing subject to the Reserve), and fifth any remaining balance of the Settlement Amount will be returned to the Plan Sponsor. (2) The Plan Sponsor will pay $500,000 for the GUC Allocation, which will be distributed to Holders of General Unsecured Claims. (3) The Plan Sponsor has agreed to complete the Restoration of the Property after the Effective Date on the terms set forth under the Plan, which involves removing the structures, fixtures, scraps, personal property, and any other materials from the Project Site if no third party wishes to retain such structures and/or fixtures pursuant to a Third Party Project Site Sale. (4) The Plan Sponsor has agreed to the impaired treatment of the entirety of the $20 million DIP Facility (instead of requiring the repayment of the DIP Claims in full in cash on the Effective Date). (5) The Plan Sponsor has agreed to the treatment of the Prepetition Note Claims against the Debtor. Among other things, while the Plan Sponsor Agreement provides a binding commitment from the Plan Sponsor for these foundational elements of the Plan, it also includes a customary fiduciary out for the Debtor to the extent that any alternatives arise that represents a higher or otherwise better economic recovery for the Debtor's estate than the Plan Sponsor proposal. On September 15, 2022, the Debtor, MBM, and the Plan Sponsor entered into a plan support agreement (as may be amended, supplemented, or otherwise revised from time to time, the "Plan Support Agreement") that requires MBM to (1) vote all claims to accept the Plan, (2) not oppose, the Plan, the Disclosure Statement, or any other pleadings or documents that the Debtor files that is consistent with the Plan, and (3) withdraw MBM's Motion to Transfer Venue (as defined herein) and any joinders thereto. As a result of these commitments and contributions, the Debtor is able to provide the following distributions to Holders of Claims and Interests pursuant to the Plan: (1) Holders of Non-Insider Administrative Claims (excluding DIP Claims and Secured Contractor Claims) will be paid in full in cash; (2) Holders of DIP Claims will receive the Debtor's remaining cash immediately prior to the Effective Date, the membership interests in the Reorganized Debtor, and the Plan Sponsor Senior Obligations; (3) Holders of Other Priority Claims will receive payment in full in cash; (4) Holders of Priority Contractor Claims will receive their pro rata share of the $60 million Settlement Amount through the Settlement Trust after all Allowed Secured Contractor Claims and Allowed Administrative Contractor Claims have been paid in full in cash, subject to the Reserve; (5) Holders of Other Secured Claims will either (a) receive payment in full in cash, the Debtor's interest in their respective collateral, or other treatment that renders such Claims unimpaired or (b) have their Claims reinstated; (6) the Holder of Prepetition Secured Note Claims will receive 100% of the membership interests in non-debtors Waterford Golf Club, LLC and Waterford Golf Club 1, LLC (together, "Waterford"), provided that, at the election of the Plan Sponsor (which is the Holder of the Allowed Prepetition Secured Note Claims), the Holder of the Allowed Prepetition Secured Note Claims may instead receive membership interests in the Reorganized Debtor instead of the membership interests in Waterford in order to maintain the existing organizational structure of the Debtor and Waterford; (7) Holders of Secured Contractor Claims will receive their pro rata share of the $60 million Settlement Amount through the Settlement Trust until paid in full in cash, subject to the Reserve; (8) Holders of Class 5 Claims (i.e., the City Claims, the County Claims, and the Affiliate Unsecured Claims) will receive distributions from the Class 5 Trust on account of the Class 5 Trust Interests,7 in accordance with the following priority: first, pro rata to Holders of Allowed Claims in Class 5 to the extent such Allowed Claims have not been subordinated by order of the Bankruptcy Court and second, pro rata to Holders of Allowed Claims in Class 5 to the extent such Allowed Claims have been subordinated by order of the Bankruptcy Court; (9) Holders of General Unsecured Claims (including Unsecured Contractor Claims) will receive their pro rata share of (a) the GUC Allocation and (b) the remaining Settlement Amount from the Settlement Trust after Allowed Secured Contractor Claims, Allowed Administrative Contractor Claims, and Allowed Priority Contractor Claims are paid in full, in each case subject to the Reserve; and (10) Holders of Interests in the Debtor will not receive any distribution and will have such interests be cancelled. Under the Plan, Class 6 General Unsecured Claims (including Unsecured Contractor Claims) totaling $23.12 million will recover 91.9% of their claims. General Unsecured Claims will be channeled to the Settlement Trust. On the Effective Date, in full and final satisfaction, compromise, settlement, release, and discharge of and in exchange for an Allowed General Unsecured Claim, each Holder of such Claim shall receive its pro rata share of (i) the GUC Allocation, and (ii) the Settlement Amount remaining after the payment in full of the Allowed Secured Contractor Claims, Allowed Administrative Contractor Claims, and Allowed Priority Contractor Claims, in each case subject to the Reserve. Class 6 is impaired. There are five primary sources of consideration to fund the Plan: (1) the Settlement Amount; (2) the assets of the Debtor (including Cash in its possession, property owned by the Debtor other than the Project Site, the membership interests in Waterford, and the membership interests in the Debtor); (3) Class 5 Trust Interests; (4) the GUC Allocation; and (5) any remaining availability under the DIP Facility (as defined in the DIP Credit Agreement). The Project Site has been appraised by Colliers in the range of $33.19 million to $40.81 million with a midpoint of $36.69 million. After the Effective Date, the Reorganized Debtor will continue to own property that includes three land parcels – two parcels totaling approximately 25-acres of land and a separate nine-acre parcel of land. The 25-acre piece of land is a wooded area that is vacant and zoned for industrial use. This land has been appraised by Colliers in the range of $1.7 million to $2.3 million amount with a midpoint of $2.02 million. The nine-acre parcel is a floodplain that is adjacent to the Waterford Golf Club and is landlocked with no street access or exposure. This land has been appraised by Colliers in the range of $70,000 to $92,600 with a midpoint of $81,300. Dispute With City, COunty The version of the Plan filed by the Debtor on August 11 has been modified with respect to the treatment of the City, the County, and the Affiliate Unsecured Claims. These modifications are based on further discussions with the Debtor's stakeholders and events in the Chapter 11 Case. In short, the Debtor hoped, and in fact expected, that the treatment included in the August 11 Plan, which provided clear paths to recoveries for the City and the County (totaling over $40 million in cash and future property proceeds) despite each holding Disputed Claims, would be met with receptiveness or at least a willingness to negotiate further regarding a fair and reasonable resolution to the failed Project. The Plan Sponsor was putting forth significant value and making significant concessions that would benefit the County and the City. But this attempt by the Debtor and the Plan Sponsor to lead all parties to a near-term, consensual outcome was instead followed by exorbitant counter-demands and unreasonable conduct from both the County and the City: * From the County, this included (a) seeking over $80 million in its proof of claim (including amounts for $3 million of interest, $43 million claim for damages related to Mt. Gallant Road that were duplicative of the $21 million payment that it is also seeking to recover, and $38 million of forecasted lost tax revenue) and (b) continuing and aggressive violations of the automatic stay through further pursuit of civil litigation in South Carolina and other actions; and * From the City, this included (a) continued pursuit of a 2004 motion for examination of the Debtor, (b) a separate filing of a venue transfer motion, and (c) the filing of the City Adversary Proceeding, which is seeking $20 million of actual damages plus compensatory, punitive, or exemplary damages and accused the Debtor of dishonesty and fraud. The aggressive responses, unreasonable expectations regarding claim amounts, and apparent dislike of the form of potential treatment provided by the August 11 Plan (cash for the County and property value and related upside for the City) forced the Debtor to re-evaluate its approach. The Plan now provides that the distribution to holders of unsecured claims that were not otherwise entitled to recover from the Settlement Trust provided by the Plan Sponsor (i.e., the County, the City, and the Holders of Affiliate Unsecured Claims) will recover their pro rata share of distributions from the Class 5 Trust, which will hold and distribute the residual value of the Project Site (after payment of the Plan Sponsor Senior Obligations) and the proceeds of the Class 5 Trust Causes of Action, in each case based on the amount of their respective Allowed Claims and after satisfaction of the expenses of the Class 5 Trust. As a result of this modified structure, (1) Holders of such Claims will receive the same form of treatment and (2) disputes regarding whether these Claims should be Allowed and in what amount, as well as the appropriateness of any subordination of such Claims, will be addressed by the Bankruptcy Court but do not need to otherwise hold up confirmation of the Plan and distributions under the Plan to Holders of Allowed Claims, including MBM, its subcontractors, and the other parties that provided actual goods and services to the Project. The Debtor believes that the County does not have any claim against or interest in the Debtor or its property, and the Debtor has filed an objection to the County's proof of claim. Under the Interlocal Agreement, the County agreed to transfer the $21 million County Payment to the Debtor. While the Debtor is an expressly named third-party beneficiary of the Interlocal Agreement, it owes no duties or obligations to the County or the City thereunder. The County Payment was transferred to the Debtor's general operating deposit account without any obligations imposed on the Debtor and no contractual relations existing between the parties requiring repayment thereof. The County also did not seek or obtain in exchange for the County Payment any form of stock certificate, interest in a partnership, warranty or right to purchase, sell, or subscribe to a security, or entitlement to any other cognizable equity interest, from the Debtor, and the County did not seek to preserve an interest in the County Payment once made, nor did it seek or obtain any lien, charge, security interest or other interest in the proceeds of the County Payment or any other asset of the Debtor. Notwithstanding the removal of the County Escrow Amount11 as the source for distributions to Holders of Allowed County Claims (as was provided in the Plan filed on August 11, 2022), the Plan Sponsor has informed the Debtor that the Plan Sponsor intends to maintain the escrow account, which could be made available to collateralize any successful counterclaims of the County in the County Adversary Proceeding that result in the Bankruptcy Court imposing a trust on the Project Site in favor of the County. Similarly, the Debtor believes that the City does not have any claim against or interest in the Debtor or its property, and the Debtor has filed a preliminary objection to the City's proof of claim.12 The Debtor submits it owes no obligations to the City because of, among other things, the City's breach of the Project Documents (as defined below). The City entered into a series of agreements with the Debtor to support the development of the Project. Each of these agreements unambiguously provided that the Debtor had no obligation to proceed with the construction of the Project unless the City issued an agreed minimum amount of bonds. The Debtor proceeded with the construction of the Project to further the public interest in a timely completion of the Project in good faith reliance that the City would eventually issue the required bonds. As a result, the Debtor invested over $240 million toward the development of the Project. But the City failed to issue any amount of bonds in accordance with the deadline in the applicable Project Documents. Indeed, more than a year later, the City still had not issued a single dollar of bonds, despite the Debtor's enormous investment in the Project. The idea that the City is seeking damages against the Debtor in the City Adversary Proceeding for its own failures is preposterous. The Debtor filed a statement and reservation immediately after the City's complaint was filed stating as much. The Debtor has proposed the modified treatment for the County and the City in the interest of treating similar disputed Claims in the same manner and providing an opportunity for a complete resolution of the various disputes between the parties regarding the Project without requiring a delay of the confirmation process and the hold up of distributions under the Plan to those Holders of Allowed Claims. The Plan provides for an appropriate mechanism to litigate and have the merit of such claims resolved by the Bankruptcy Court after the Effective Date (and the Plan provides for value to be distributed to the extent any of the City and/or County's Claims are ultimately Allowed). Plan Schedule The voting deadline on the Plan will be on Nov. 4, 2022, at 5:00 p.m., E.T. The Plan objection deadline will be on Nov. 4, 2022 at 5:00 p.m., E.T. The deadline to file a confirmation Brief will be on November 10, 2022. The Plan confirmation hearing will be on Nov. 16, 2022, at 9:00 a.m., E.T. Counsel to the Debtor: Thomas E Lauria, Esq. Varoon Sachdev, Esq. WHITE & CASE LLP 200 South Biscayne Boulevard, Suite 4900 Miami, FL 33131 Telephone: (305) 371-2700 - and - J. Christopher Shore, Esq. Stephen Moeller-Sally, Esq. Mark Franke, Esq. Brandon Batzel, Esq. WHITE & CASE LLP 1221 Avenue of the Americas New York, NY 10020 Telephone: (212) 446-4800 - and - William A. Guerrieri, Esq. WHITE & CASE LLP 111 South Wacker Drive Chicago, IL 60606 Telephone: (312) 881-5400 - and - Joseph J. Farnan, Jr., Esq. Brian E. Farnan, Jr., Esq. Michael J. Farnan, Esq. FARNAN, LLP 919 North Market Street, 12th Floor Wilmington, DE 19801 Telephone: (302) 777-0300 A copy of the Disclosure Statement dated October 5, 2022, is available at https://bit.ly/3fVjpmB from Kroll, the claims agent. About GT Real Estate Holdings GT Real Estate Holdings is a real estate company owned by David Tepper. It was created to own and develop a mixed-use, pedestrian-friendly community, sports, and entertainment venue, that would also include a new headquarters and practice facility for the Carolina Panthers, a National Football League team, situated on a 234-acre site located in Rock Hill, South Carolina. The company suspended further development of the Project in March 2022. GT Real Estate Holdings sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10505) on June 2, 2022. In the petition filed by Jonathan Hickman, as chief restructuring officer, the Debtor reports estimated assets and liabilities between $100 million and $500 million each. The Hon. Karen B. Owens is the case judge. The Debtor tapped White & Case LLP as restructuring counsel; Farnan LLP, as Delaware counsel; and Alvarez & Marsal as financial advisor. Kroll Restructuring Administration LLC is the claims agent. H&S ALANG: Nov. 15 Hearing on Disclosure Statement -------------------------------------------------- Judge Brenda T. Rhoades will convene hearing to consider the approval of the Disclosure Statement of H&S Alang, LLC, at Plano - U.S. Bankruptcy Court, 660 N. Central Expressway, Third Floor, Plano, Texas 75074, on Tuesday, Nov. 15, 2022 at 9:30 am. Tuesday, Nov. 8, 2022, is fixed as the last day for filing and serving written objections to the Disclosure Statement. About H&S Alang, LLC H&S Alang, LLC operates a Hampton Inn hotel located in Pearsall, Texas. H&S Alang, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 22-40712) on June 6, 2022. In the petition filed by Jaspreet S. Alang, manager, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Brenda T. Rhoades oversees the case. Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC, is the Debtor's counsel. Pearsall Holdings, LLC, as secured creditor, is represented by Kenneth Stohner Jr., Esq. at Jackson Walker LLP. H-CYTE INC: Grosses $225K From Securities Offering -------------------------------------------------- H-Cyte, Inc. entered into a securities purchase agreement with two accredited investors on Sept. 29, 2022, for the sale of shares of Common Stock and warrants, as disclosed in a Form 8-K filed with the Securities and Exchange Commission. Pursuant to the Purchase Agreement, the Company sold an aggregate of 112,500 shares of common stock and warrants to purchase 66,250 shares of Common Stock exercisable at $2.50 per share for gross proceeds of $225,000. All of the shares are being offered and issued to accredited investors in reliance upon exemptions from the registration requirements under Section 4(a)(2) under the Securities Act of 1933, as amended, and Rule 506 of Regulation D promulgated thereunder. About H-CYTE Inc. Headquartered in Tampa, Florida, H-CYTE Inc. -- http://www.HCYTE.com-- is a hybrid-biopharmaceutical company dedicated to developing and delivering new treatments for patients with chronic respiratory and pulmonary disorders. H-Cyte reported a net loss of $4.80 million for the year ended Dec. 31, 2021, compared to a net loss of $6.46 million on $2.15 million of revenues for the year ended Dec. 31, 2020. As of June 30, 2022, the Company had $305,691 in total assets, $6.88 million in total liabilities, and a total stockholders' deficit of $6.58 million. Tampa, Florida-based Frazier & Deeter, LLC, the Company's auditor since 2018, issued a "going concern" qualification in its report dated Feb. 25, 2022, citing that he Company has negative working capital, has an accumulated deficit, has a history of significant operating losses and has a history of negative operating cash flow. These factors raise substantial doubt about the Company's ability to continue as a going concern. HIGHPOINT LIFEHOPE: Seeks to Hire Langley & Banack as Counsel ------------------------------------------------------------- Highpoint Lifehope SPE LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to hire Langley & Banack, Inc. as legal counsel. The firm will render these services: a. take all necessary action to protect and preserve the estate of the Debtor, including the prosecution of actions on the Debtor's behalf, the defense of any action commenced against the Debtor, the negotiation of disputes in which the Debtor is involved and the preparation of objections to claims filed against the Debtor's estate; b. prepare on behalf of the Debtor all necessary motions, applications, answers, orders, reports, and papers in connection with the administration and prosecution of the Debtor's case; c. advise the Debtor in respect of various bankruptcy issues and other services as requested from time to time; and d. perform all other necessary legal services in connection with the case. The firm will paid at these rates: Natalie Wilson, Shareholder $425 per hour David S. Gragg, Shareholder $475 per hour Allen M. DeBard, Shareholder $425 per hour Stacy M. Foushee, Paralegal $100 per hour Catherine Johnston, Paralegal $100 per hour The firm received a $10,000 pre-petition retainer, and a post-petition retainer payment of $30,000. As disclosed in a court filing, Langley & Banack is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Natalie Wilson, Esq. Langley & Banack, Inc. 745 E. Mulberry, Suite 700 San Antonio, TX 78212 Telephone: (210) 736-6600 Email: nwilson@langleybanack.com About Highpoint Lifehope SPE Highpoint Lifehope SPE LLC, also known as Honan Property Management - Highpoint, is a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)). Highpoint Lifehope SPE LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 22-50929) on August 22, 2022. In the petition filed by Scott C. Honan, as manager, the Debtor reports estimated assets and liabilities between $50 million and $100 million each. The Debtor is represented by Natalie F. Wilson of Langley & Banack Inc. HUMANIGEN INC: Receives Noncompliance Notice From Nasdaq -------------------------------------------------------- Humanigen, Inc. said it received a notification letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC on Oct. 3, 2022, indicating that the Company is not in compliance with the minimum market value of listed securities requirement for continued listing set forth in Nasdaq Listing Rule 5550(b)(2). Nasdaq Listing Rule 5550(b)(2) requires listed securities to maintain a minimum MVLS of $35 million, and Listing Rule 5810(c)(3)(C) provides that a failure to meet the minimum MVLS requirement exists if the deficiency continues for a period of 30 consecutive business days. The Notice has no immediate effect on the listing of the Company's common stock, par value $0.001 per share, which continues to trade on The Nasdaq Capital Market under the symbol "HGEN." In accordance with Nasdaq Listing Rule 5810(c)(3)(C), the Company has 180 calendar days, or until April 3, 2023, to regain compliance. If at any time before April 3, 2023, the Company's MVLS closes at or above $35 million for a minimum of 10 consecutive business days, Nasdaq will provide written notification that the Company has achieved compliance with the minimum MVLS requirement, and the matter will be resolved. If the Company does not regain compliance during the compliance period ending April 3, 2023, Nasdaq will provide written notification that the Common Stock will be subject to delisting. The Company would then be entitled to appeal that determination to a Nasdaq hearings panel. There can be no assurance that the Company will regain compliance with the minimum MVLS requirement during the 180-day compliance period. About Humanigen Inc. Based in Brisbane, Calif., Humanigen, Inc. (OTCQB: HGEN), formerly known as KaloBios Pharmaceuticals, Inc. -- http://www.humanigen.com -- is a clinical stage biopharmaceutical company developing its clinical stage immuno-oncology and immunology portfolio of monoclonal antibodies. The Company is focusing its efforts on the development of its lead product candidate, lenzilumab, its proprietary Humaneered anti-human GM-CSF immunotherapy, through a clinical research agreement with Kite Pharmaceuticals, Inc., a Gilead company to study the effect of lenzilumab on the safety of Yescarta, axicabtagene ciloleucel including cytokine release syndrome, which is sometimes also referred to as cytokine storm, and neurotoxicity, with a secondary endpoint of increased efficacy in a multicenter Phase Ib/IIclinical trial in adults with relapsed or refractory large B-cell lymphoma. Humanigen reported a net loss of $236.65 million for the 12 months ended Dec. 31, 2021, a net loss of $89.53 million for the 12 months ended Dec. 31, 2020, and a net loss of $10.29 million for the 12 months ended Dec. 31, 2019. As of June 30, 2022, the Company had $49.45 million in total assets, $99.54 million in total liabilities, and a total stockholders' deficit of $50.09 million. Ridgeland, Mississippi-based Horne LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated Feb. 28, 2022, citing that the Company has suffered recurring losses from operations and its total liabilities exceed its total assets. This raises substantial doubt about the Company's ability to continue as a going concern. IFRESH INC: All Six Proposals Passed at Special Meeting ------------------------------------------------------- At the special meeting of shareholders of iFresh Inc., the shareholders: (i) approved an amendment to the Company's Certificate of Incorporation to increase the number of authorized shares of the Company's common stock One billion shares; (ii) confirmed, on a non-binding advisory basis, the composition of the board of directors and the appointment of the executive officers of the Company; (iii) ratified, on a non-binding advisory basis, the issuance of 60,000,000 shares of the Common Stock to the designee of Mr. Dengrong Zhou, as partial reimbursement of legal fees advanced by him in connection with a lawsuit where the composition of the Board was confirmed by the Delaware Court of Chancery; (iv) granted, on a non-binding advisory basis, discretionary authority to the Board to take all necessary actions as the Board, in its judgment, may deem necessary, appropriate, or advisable in order to cause the Common Stock to be uplisted to The Nasdaq Stock Market; (v) confirmed, on a non-binding advisory basis, the Company's plans to grow its grocery store business and expand the Company's business to Canada, Mexico and the Caribbean; and (vi) confirmed, on a non-binding advisory basis, the Company's plans to conduct an internal audit. About iFresh Inc. Headquartered in Long Island City, New York, iFresh Inc. -- http://www.ifreshmarket.com-- is an Asian American grocery supermarket chain and online grocer on the east coast of U.S. With eight retail supermarkets along the US eastern seaboard (with additional stores in Connecticut opening soon), and one in-house wholesale business strategically located in cities with a highly concentrated Asian population, iFresh aims to satisfy the increasing demands of Asian Americans (whose purchasing power has been growing rapidly) for fresh and culturally unique produce, seafood and other groceries that are not found in mainstream supermarkets. With an in-house proprietary delivery network, online sales channel and strong relations with farms that produce Chinese specialty vegetables and fruits, iFresh is able to offer fresh, high-quality specialty produce at competitive prices to a growing base of customers. iFresh Inc. reported a net loss of $8.29 million for the year ended March 31, 2020, compared to a net loss of $12 million for the year ended March 31, 2019. As of Dec. 31, 2020, the Company had $131.62 million in total assets, $110.33 million in total liabilities, and $21.29 million in total shareholders' equity. Friedman LLP, in New York, the Company's auditor since 2016, issued a "going concern" qualification in its report dated Aug. 13, 2020, citing that the Company has incurred significant operating losses, has negative working capital of $28.6 million and is not in compliance with its credit agreement. These conditions raise substantial doubt about the Company's ability to continue as a going concern. IMERYS TALC: Insurers Say Cases Should be Tossed for Bad Faith -------------------------------------------------------------- The Riverstone Insurers are asking the Bankruptcy Court to toss Imerys Talc America, Inc., et al.'s Chapter 11 cases. The Riverstone Insurers, comprised of TIG Insurance Company, as successor by merger to International Insurance Company, International Surplus Lines Insurance Company, Mt. McKinley Insurance Company (formerly known as Gibraltar Insurance Company), Fairmont Premier Insurance Company (formerly known as Transamerica Premier Insurance Company), Everest Reinsurance Company (formerly known as Prudential Reinsurance Company), and The North River Insurance Company, said in court filings, multiple grounds for dismissal of each individual debtor's case exist under 11 U.S.C. Sec. 1112, including diminution of the debtors' estate, the inability to confirm a plan, and the lack of a proper bankruptcy purpose. "Imerys Talc America, Inc. ("ITA"), Imerys Talc Vermont, Inc. ("ITV") and Imerys Talc Canada Inc. ("ITC" and, collectively with ITA and ITV, the "Debtors") have been in bankruptcy since February 2019. Despite having been in bankruptcy for over three years, the Debtors have accomplished little other than liquidating their ongoing business and incurring professional fees and other expenses that account for more than half the value of the companies. The Debtors have filed at least ten different proposed plans, none of which have been confirmable. The Debtors' last plan failed to achieve a necessary vote in October 2021. Since then, the Debtors have been engaged in mediation efforts to no effect. During this time, the value of their estates has continued to diminish by millions of dollars per month. Enough is enough. This case is inappropriate for chapter 11 and should be returned to the tort system," the Riverstone Insurers said. The Debtors, Cyprus Mines Corporation, the Official Committee of Tort Claimants, and the Future Claimants' Representative objected to the Dismissal Motion. "The Insurers' Motion suggests that these Debtors cannot reorganize and create a trust for the benefit of their tort victims unless the Debtors continue in the operation of the very business that caused their chapter 11 filings. That notion strains credulity and lacks any support in the Bankruptcy Code," the Tort Committee said in an Oct. 10 filing. "The Motion fails for three reasons. First, the Movants lack standing, as they are not creditors of these Debtors and they are unable to articulate a potential harm that will befall them if these cases continue. Second, the issues the Movants raise with respect to 11 U.S.C. Sec. 524(g) are pre-emptive plan objections to a plan that is no longer before this Court. This Court has made abundantly clear that any such issues will be properly addressed at plan confirmation, when there is a new plan before this Court. Raising them now is a waste of estate assets and court resources. Third, the Sec. 524(g) issues that the Movants raise have been raised and rejected by courts both inside and outside of this District. See, e.g. In re Flintkote Co., 486 B. R. 99 (Bankr. D. Del. 2012) aff’d, 526 B.R. 515 (D. Del. 2014)." In response to the objections, the Riverstone Insurers note that the Objectors are attempting to "shoot the messenger" by attacking the RiverStone Insurers, and the uncontested facts constitute cause for dismissal. "The Debtors have been unwilling to deal with the real financial parties in interest -- the RiverStone Insurers, Johnson & Johnson, and other insurers -- who have a contrasting view as to the most appropriate way to resolve the claims against the Debtors. For this and other unrelated reasons, this case has languished in bankruptcy with the Debtors' last plan (of ten) failing to achieve confirmation. Moreover, the Debtors have sold their business and have allowed the sales proceeds to rapidly diminish. To date, over half of the proceeds have been spent on consultants to the Debtor, the TCC and the FCR (in total, professional fees exceed $150 million through August 2022 [Docket No. 5068-1]), with very little to show for it and not a single claim resolved. These uncontested facts constitute cause for dismissal under Sec. 1112. The reason for this is that the Debtors are attempting to achieve improper goals. These cases belong in the tort system where the "immature" talc torts can get a fair hearing and the Debtors face no additional risk," the Riverstone Insurers said. Counsel for the Riverstone Insurers: MONTGOMERY McCRACKEN WALKER & RHOADS LLP Marc J. Phillips 1105 North Market Street, Suite 1500 Wilmington, DE 19801 Telephone: (302) 504-7823 Facsimile: (302) 504-7820 E-mail: mphillips@mmwr.com - and - IFRAH PLLC George R. Calhoun 1717 Pennsylvania Avenue, N.W. Washington, D.C. 20006 Telephone: (202) 525-4147 E-mail: george@ifrahlaw.comm About Imerys Talc America Imerys Talc America, Inc. and its subsidiaries -- https://www.imerys-performance-additives.com/ -- are in the business of mining, processing, selling and distributing talc. Its talc operations include talc mines, plants and distribution facilities located in Montana (Yellowstone, Sappington, and Three Forks); Vermont (Argonaut and Ludlow); Texas (Houston); and Ontario, Canada (Timmins, Penhorwood, and Foleyet). It also utilizes offices located in San Jose, Calif., and Roswell, Ga. Imerys Talc America and its subsidiaries, Imerys Talc Vermont, Inc., and Imerys Talc Canada Inc., sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-10289) on Feb. 13, 2019. The Debtors were estimated to have $100 million to $500 million in assets and $50 million to $100 million in liabilities as of the bankruptcy filing. Judge Laurie Selber Silverstein oversees the cases. The Debtors tapped Richards, Layton & Finger, P.A., and Latham & Watkins LLP as their legal counsel, Alvarez & Marsal North America, LLC as financial advisor, and CohnReznick LLP as restructuring advisor. Prime Clerk, LLC, is the claims agent. The U.S. Trustee for Region 3 appointed an official committee of tort claimants in the Debtors' Chapter 11 cases. The tort claimants' committee is represented by Robinson & Cole, LLP. INPIXON: Consolidates Common Shares for NASDAQ Compliance --------------------------------------------------------- Inpixon said its Board of Directors has approved a consolidation of the Company's common stock whereby every 75 shares of its outstanding common stock will automatically be combined into one share of common stock. The reverse stock split is being implemented for the purpose of complying with applicable Nasdaq Listing Rules, including the closing bid price requirement and such other minimum bid price rules to the extent they may be applicable, in connection with future strategic transactions. The reverse stock split became effective as of the commencement of trading on Friday, Oct. 7, 2022, and the common stock commenced trading with a new CUSIP number, 45790J867. In accordance with the reverse stock split, each stockholder's percentage ownership interest in Inpixon will remain unchanged. Any fractional shares resulting from the reverse stock split will be rounded up to the nearest whole share of common stock. Concurrent with the reverse stock split, the authorized shares will also be proportionately reduced consistent with the reverse split ratio. "As previously disclosed, we have undertaken a number of significant initiatives aimed at increasing stockholder value, including: (i) reducing corporate expenses to streamline operations; (ii) entering into a definitive agreement for the planned spin-off and sale of our newly formed subsidiary, CXApp Holding Corp., for shares in KINS Technology Group, Inc. (Nasdaq: KINZ; KINZW), valued at approximately $69 million to be issued to our securityholders as of a to be determined record date; and (iii) entry into a non-binding letter of intent with a third party involving the remainder of our business. Despite the current market conditions, we believe these initiatives will help unlock increased value for our stockholders." About Inpixon Headquartered in Palo Alto, Calif., Inpixon (Nasdaq: INPX) is an indoor data company and specializes in indoor intelligence. The Company's indoor location data platform and patented technologies ingest and integrate data with indoor maps enabling users to harness the power of indoor data to create actionable intelligence. Inpixon reported a net loss of $70.13 million for the year ended Dec. 31, 2021, a net loss of $29.21 million for the year ended Dec. 31, 2020, a net loss of $33.98 million for the year ended Dec. 31, 2019, and a net loss of $24.56 million for the year ended Dec. 31, 2018. As of June 30, 2022, the Company had $117.85 million in total assets, $15.70 million in total liabilities, $48.16 million in mezzanine equity, and $53.98 million in total stockholders' equity. INTEGRITY CONSTRUCTION: Taps Livesey Law as Special Counsel ----------------------------------------------------------- Integrity Construction Solutions, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Washington to hire Rory C. Livesey, Esq. and the Livesey Law Firm as its special counsel. Livesey Law will handle the investigation and prosecution of multiple preferential and avoidable claims, as well as collection of outstanding accounts receivable. The firm will a bill $385 per hour for the services rendered by Mr. Livesey and $155 per hour for legal assistants. Mr. Livesey assured the court that his firm does not hold or represent an interest adverse to the estate and is a disinterested person pursuant to 11 U.S.C. Sec. 101(14). The firm can be reached through: Rory C. Livesey, Esq. Livesey Law Firm 600 Stewart St # 1908 Seattle, WA 98101 Telephone: (206) 441-0826 Fax: (206) 441-0533 About Integrity Construction Solutions Integrity Construction Solutions, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Wash. Case No. 22-10353) on March 7, 2022, listing up to $500,000 in assets and up to $10 million in liabilities. Virginia Burdette serves as Subchapter V trustee. Judge Christopher M. Alston oversees the case. Vortman & Feinstein is the Debtor's legal counsel. JET OILFIELD: Seeks Cash Collateral Access ------------------------------------------ Jet Oilfield Services, LLC, asks the U.S. Bankruptcy Court for the Western District of Texas, Midland Division, for authority to use cash collateral and provide adequate protection. The Debtor requires the use of cash collateral to continue operating in the ordinary course of business and pay normal operating expenses. The entities that filed liens against the Debtor are Business First Bank, Cantex International, Inc. dba TSI Flow Products, and Oso Reserves. In addition to lenders holding traditional liens, the Debtor entered into agreements with five Merchant Cash Advance lenders: Canon Advance, LLC, Premier Fund US, Reliance Financial, Spin Capital, and BMF. The Debtor turned to Merchant Cash Advance loans to deal with a cash shortage in August and September 2022. The Debtor says the causes of the cash shortage have yet to be fully understood. The Debtor was not able to meet the steep requirements of the MCA lenders. The Debtor anticipated that if it had not filed bankruptcy that one or more MCA lenders would have sent notices to its account debtors on October 12, which would have shut off the Debtor's cash flow. The Debtor proposes to provide adequate protection to the parties with an interest in cash collateral in the following manner: a. The Debtor will provide all creditors with an interest in cash collateral with a replacement lien upon assets obtained post-petition to the same extent, priority and validity as their pre-petition liens. b. The Debtor will maintain insurance upon its assets. A copy of the Debtor's motion and budget is available at https://bit.ly/3SYvJ3Y from PacerMonitor.com. The Debtor projects $2,340,220 in deposits and $1,813,411 in total expenses for 30 days. About Jet Oilfield Services, LLC Jet Oilfield Services, LLC provides support activities for mining, and oil and gas extraction industry. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 22-70126) on October 12, 2022. In the petition signed by Brian T. Owen, manager, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Tony M. Davis oversees the case. Stephen W. Sather, Esq., at Barron and Newburger, PC, is the Debtor's legal counsel. Angelo DeCaro serves as the Debtor's Chief Restructuring Officer. K&A PROPERTY: Unsecureds to Get Share of Income for 3 Years ----------------------------------------------------------- K&A Property Solutions, LLC and Global Home Connect, LLC filed with the U.S. Bankruptcy Court for the Middle District of Florida a Joint Plan of Reorganization dated October 10, 2022. K&A is a Florida limited liability company organized on July 12, 2016. K&A operates as a real estate brokerage and management company servicing the Central Florida area. K&A is managed and controlled by Mr. Hugo Calvillo who serves as its sole managing member. Global is an affiliate of K&A and a Delaware limited liability company organized on August 27, 2018. Global operates as a licensed roofing contractor serving the Central Florida area. Together, Global and K&A intended to align their respective businesses to provide full-service real estate management, brokerage, and repair services in the Central Florida area. Global is also managed and controlled by Mr. Calvillo and conducts its business from leased office space located at 223 Commonwealth Avenue North, Polk City, Florida 33868. As K&A was struggling to comply with Honest Abe's royalty demands, Global, which was providing much of the operational needs for K&A’s roofing franchise, was also beginning to struggle with its obligations to suppliers and trade vendors. Ultimately, after K&A received a $39,000.00 demand letter from Honest Abe on July 7, 2022, the Debtors elected to pursue relief in Chapter 11, reorganize their respective financial affairs, shed contracts which are detrimental to their businesses, and continue their respective businesses for the benefit of their creditors and estate. Debtors anticipate jointly administering their cases to reduce costs and streamline the reorganization process. Throughout this Bankruptcy Case, Debtors and Honest Abe have worked together to reach an agreement on their various disputes and issues. The text of the agreement should be forthcoming shortly after the filing of this Plan of Reorganization. To the extent Debtor and Honest Abe cannot reach a final agreement, Debtor's reorganization efforts will not be hindered and Debtor does not anticipate the failure to reach an agreement with Honest Abe will materially impact its ability to confirm a Chapter 11 plan. Class 1 consists of the Allowed Secured Claim of Ford Motor Credit Company, LLC against Global. Ford's Class 1 Claim is secured by a 2020 Ford Escape (VIN: 1FMCU0F63LUC37488) (the "7488 Vehicle"). In full satisfaction of its Class 1 Allowed Claim, Ford shall retain its lien on the 7488 Vehicle, and shall receive payment of its Allowed Class 1 Claim, minus any payments received after the Petition Date (if any), in full from the sale proceeds received by Global from the sale of the 7488 Vehicle, which sale Global will endeavor to complete within 90 days of the entry of the Confirmation Order. Class 2 consists of all Allowed General Unsecured Claims against K&A. In full satisfaction of their Allowed Class 2 General Unsecured Claims, Holders of Class 2 Claims shall receive annual pro rata distributions of K&A's Disposable Income for a period of 3 years from the Effective Date. In addition to the receipt of K&A's annual Disposable Income, Class 2 Claimholders shall receive a pro rata share of the net proceeds recovered from all Causes of Action after payment of professional fees and costs associated with such collection efforts, and after Administrative Claims and Priority Claims are paid in full. Class 2 is Impaired. Class 3 consists of all Allowed General Unsecured Claims against Global. In full satisfaction of their Allowed Class 3 General Unsecured Claims, Holders of Class 3 Claims shall receive annual pro rata distributions of Global's Disposable Income for a period of 3 years from the Effective Date. In addition to the receipt of Global's annual Disposable Income, Class 3 Claimholders shall receive a pro rata share of the net proceeds recovered from all Causes of Action after payment of professional fees and costs associated with such collection efforts, and after Administrative Claims and Priority Claims are paid in full. Class 3 is Impaired. Class 4 consists of all equity interests in K&A. Class 4 Interest Holders shall retain their respective Interests in K&A to the same extent as of the Petition Date. Class 4 is Unimpaired. Class 5 consists of all equity interests in Global. Class 5 Interest Holders shall retain their respective Interests in Global to the same extent as of the Petition Date. Class 5 is Unimpaired. The Plan contemplates the Debtors will continue to manage and operate their respective businesses in the ordinary course, but with restructured debt obligations and reduced operating expenses. It is anticipated that the Debtors' respective operations, which mainly involve real estate brokerage, management and roofing services, will be sufficient to make the Plan Payments. Debtor also anticipates liquidating certain personal property which is no longer needed for their operations, the cash from which will be used to support the Debtors' respective plan obligations. A full-text copy of the Joint Plan of Reorganization dated October 10, 2022, is available at https://bit.ly/3EAzWGz from PacerMonitor.com at no charge. Attorneys for the Debtors: Daniel A. Velasquez, Esq. Florida Bar No. 0098158 dvelasquez@lathamluna.com LATHAM, LUNA, EDEN & BEAUDINE, LLP 201 S. Orange Ave., Suite 1400 Orlando, Florida 32801 Tel: 407-481-5800 Fax: 407-481-5801 About K&A Property K&A is a Florida limited liability company organized on July 12, 2016. K&A operates as a real estate brokerage and management company servicing the Central Florida area. Global is an affiliate of K&A and a Delaware limited liability company organized on August 27, 2018. K&A Property filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 22-02592) on July 21, 2022. The Debtor is represented by Daniel A. Velasquez, Esq. of LATHAM LUNA EDEN & BEAUDINE LLP. KABBAGE INC: Proposes Two-Option Plan for Wind-Down --------------------------------------------------- Kabbage, Inc. d/b/a KServicing, et al., submitted a Joint Chapter 11 Plan of Liquidation and a Disclosure Statement. The Company, an online loan servicer founded in 2008, is in the process of winding down its business after the sale of substantially all of its assets to affiliates of American Express ("AmEx") in October 2020, and filed Chapter 11 cases to implement the wind down of these businesses pursuant to a chapter 11 plan and the Bankruptcy Code. Following the AmEx Transaction, the Company's business solely consists of servicing its loan portfolio, which, as of the Commencement Date, contains (a) loans issued to small businesses under the Paycheck Protection Program ("PPP Loans") during the height of this country's public health and economic crisis caused by COVID-19, with an aggregate outstanding principal amount of approximately $1.3 billion, and (b) a relatively small portfolio of non-PPP small business loans (the "Legacy Loans" and, together with the PPP Loans, the "Loan Portfolio"), with an aggregate outstanding principal amount of approximately $17 million. The loans in the Loan Portfolio are scheduled to mature by 2026. Prior to commencing the Chapter 11 Cases, the Debtors, led by a new management team and board that were put in place at various times following the AmEx Transaction, expended substantial time addressing information requests and subpoena demands, engaged with all stakeholders party to a Dispute in an attempt to reach workable resolutions. Despite the Debtors' best efforts, nearly all of the Disputes remain pending and the Debtors forecast that given their limited resources (the Debtors have approximately $11 million of unrestricted cash on-hand) they will be unable to service their remaining Loan Portfolio until the latest maturity, which occurs in 2026. With limited options, the Debtors have engaged in good faith negotiations with their constituents prior to filing Chapter 11 cases and have filed a chapter 11 plan contemporaneously herewith that addresses two potential scenarios. * First, the proposed chapter 11 plan provides for the servicing of the Loan Portfolio throughout the Chapter 11 Cases in the following ways and at the option of each of the Partner Banks and the Federal Reserve Bank of San Francisco (the "Reserve Bank"): (a) the Company continues to service the remaining Loan Portfolio after the plan effective date, but with each applicable Partner Bank and the Reserve Bank paying post-effective date servicing costs; or (b) the Company and each applicable Partner Bank and the Reserve Bank work cooperatively to transfer after the plan effective date servicing to a third-party loan servicer, including contribution and payment of transfer costs by the Partner Banks and the Reserve Bank, as applicable. * Alternatively, the proposed chapter 11 plan provides that if the Debtors are unsuccessful in securing funding through negotiations with the Reserve Bank and CUBI in the early days of the Chapter 11 Cases, and thus are unable to service the Loan Portfolio for the duration of the Chapter 11 Cases, the Debtors' proposed chapter 11 plan provides for (a) the rejection of the servicing agreements with the Partner Banks, and (b) servicing its PPPLF Portfolio, and on the contemplated plan effective date, the Debtors will transfer the PPPLF Collateral to the Reserve Bank in satisfaction of its claims under the PPPLF Documents. Notably, as of the Commencement Date, the Debtors were quite close to an agreement with the Reserve Bank, and discussions with CUBI had progressed significantly in the days leading up to filing Chapter 11 Cases. Further, in both scenarios, any costs associated with the transfer of servicing obligations will not be borne by the Debtors, and the Debtors will make commercially reasonable efforts to assist the Partner Banks and the Reserve Bank, as applicable, with such transfer of the Debtors' servicing obligations to a third-party loan servicer prior to the applicable transfer date. Given the Debtors' limited time and resources, the Debtors filed a proposed chapter 11 plan on the Petition Date that provides two options for implementation, depending on its ability to secure funds through negotiations with the Reserve Bank and CUBI to operate its Loan Portfolio during these Chapter 11 Cases. The proposed plan, with the ability to toggle between two scenarios depending on the facts and circumstances, is the Debtors' best option for mitigating potential disruption to PPP borrowers and to maximize the value of its estates. In the event where the Debtors have sufficient funding (e.g. the Reserve Bank remits to the Debtors on a regular basis, 100% of the Remittance Amounts for the duration of the Chapter 11 Cases and Wind Down, and the CUBI Receivable is recovered (with no more than [__]% discount to the full CUBI Receivable)), then, KServicing shall continue to service all PPPLF Collateral loans, all CRB PPP Loans, and all CUBI PPP Loans in the ordinary course and in accordance with the PPPLF documents, CRB Agreements and CUBI Agreements, respectively, until the earlier of (1) [__], and (2) the PPPLF Servicer Transfer Date for the PPPLF Collateral loans, the CRB Servicer Transfer Date for the CRB PPP Loans, and the CUBI Servicer Transfer Date for the CUBI PPP Loans. By [__], 2022, each of the Reserve Bank, CRB, and CUBI shall elect to either fund the Wind Down Estate with $[__], which amount shall be allocated in the Wind Down Budget to allow for the continued servicing through a date to be mutually agreed, or take all steps necessary to transfer all of the Debtors' servicing obligations to a third-party loan servicer, to be selected with the applicable party's consent and direction by a date to be mutually agreed; provided that, for the avoidance of doubt, any fees associated with any transfer of servicing obligations shall not be borne by the Debtors. On the Effective Date, the GUC Pool shall be funded in the aggregate amount of no less than the GUC Pool Amount. And at the conclusion of the Wind Down, any residual amounts remaining in the Wind Down Budget (other than amounts on account of Post-Effective Date Servicing Costs) shall be transferred to the GUC Pool. Further, on the Effective Date, the Wind Down Estate shall be funded in accordance with the Wind Down Budget for (w) the Wind Down process and (x) any continued servicing of PPPLF Collateral loans, CRB PPP Loans, or CUBI PPP Loans, as applicable, and be funded with the Wind Down Amount; provided that any amounts on account of continued servicing of PPPLF Collateral loans, CRB PPP Loans, or CUBI PPP Loans, as applicable, shall be funded by the payment of applicable Post-Effective Date Servicing Costs. And at the conclusion of the Wind Down, any remaining assets and any Estate Causes of Action of the Debtors' Estates shall transfer to the Wind Down Estate automatically and without further action of the Bankruptcy Court, and any residual amounts remaining on account of Post-Effective Date Servicing Costs shall be distributed pro rata to the Reserve Bank, CRB, and CUBI, as applicable and proportionate to each party's Post-Effective Date Servicing Costs. In the event where the Debtors do not have sufficient funding (e.g. the Reserve Bank does not remit to the Debtors on a regular basis, 100% of the Remittance Amounts for the duration of the Chapter 11 Cases, and the CUBI Receivable is (a) not recovered or (b) recovered but with more than a [__]% discount to the full CUBI Receivable), then, no later than [__] days from the Commencement Date, the Debtors will have no choice but to file a motion to reject the (a) CUBI Agreements, and (b) CRB Agreements; provided, that, the Debtors shall make commercially reasonable efforts to assist CUBI (with respect to the CUBI PPP Loans) and CRB (with respect to the CRB PPP Loans) with the transfer of all of the Debtors' servicing obligations to a third-party loan servicer prior to the effective date or rejection of the CUBI Agreements or the CRB Agreements, as applicable; and the Debtors shall make commercially reasonable efforts to assist the Reserve Bank with the transfer of all of the Debtors' servicing obligations with respect to the PPPLF Loans to a third-party loan servicer prior to the Effective Date. On the Effective Date, the Wind Down Estate shall have Wind Down Budget for the Wind Down process. At the conclusion of the Wind Down, any residual amounts remaining in the Wind Down Budget shall be transferred to the GUC Trust. And any remaining assets (other than amounts on account of the Wind Down Budget) and any Estate Causes of Action of the Debtors' Estates shall transfer to the GUC Trust automatically and without further action of the Bankruptcy Court. The GUC Trustee shall be responsible for making Distributions to holders of Allowed General Unsecured Claims. The Debtors believe that the Plan and the toggle structure contemplated therein provides the Debtors a path forward in both scenarios of their wind down—where sufficient funds are secured for an orderly wind down and potential post-effective date servicing, or where sufficient funds are not secured and the Debtors pursue an expedited path and near term wind down of their operations. The Plan encompasses a comprehensive resolution of the largest outstanding Claims against the Debtors, and maximizes the value of the Debtor's remaining assets for the benefit of all creditors. Under the Plan, holders of Class 4 General Unsecured Claims will receive i. if the Funded Transaction occurs, its pro rata share of the GUC Pool Class B Claims; or ii. if the Unfunded Transaction occurs, its pro rata share of the GUC Trust Beneficial B Interests. Class 4 is impaired. The Debtors and the Plan Administrator, as applicable, shall fund Distributions under the Plan with the Net Cash Proceeds. In the event of a Funded Transaction, the Debtors and the Plan Administrator shall fund Distributions under the Plan also with proceeds from Estate Causes of Action. In the event of an Unfunded Transaction, the GUC Trust shall fund Distributions to holders of Allowed General Unsecured Claims from proceeds of the GUC Trust Assets. After the Effective Date, pursuant to the Plan, the Plan Administrator shall effectuate the Wind Down according to the Wind Down Budget without any further approval by the Bankruptcy Court and free of any restrictions of the Bankruptcy Code or Bankruptcy Rules. The Wind Down (as determined for federal income tax purposes) shall occur in an expeditious but orderly manner after the Effective Date. Proposed Attorneys for Debtors: Ray C. Schrock, Esq. Candace M. Arthur, Esq. Natasha S. Hwangpo, Esq. Chase A. Bentley, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, NY 10153 Telephone: (212) 310-8000 Facsimile: (212) 310-8007 - and - Daniel J. DeFranceschi, Esq. Amanda R. Steele, Esq. Zachary I. Shapiro, Esq. Matthew P. Milana, Esq. RICHARDS, LAYTON & FINGER, P.A. One Rodney Square, 920 N. King Street Wilmington, DE 19801 Telephone: (302) 651-7700 Facsimile: (302) 651-7701 A copy of the Disclosure Statement dated October 5, 2022, is available at https://bit.ly/3rGy5bK from PacerMonitor.com. About KServicing Founded in 2010 and headquartered in Atlanta, Georgia, Legacy Kabbage (a predecessor of KServicing) -- http://www.kservicing.com/ -- was one of the leading fintech providers of working capital to small businesses for over a decade. Legacy Kabbage began as a proprietary online lending platform for small businesses, providing loan services to over 250,000 American small businesses, many of which were businesses that struggled to receive adequate funding through traditional banking institutions. From 2020-2021, the Company provided and facilitated necessary funding to small business owners through PPP loans during the COVID-19 pandemic. The Company's existing technology infrastructure spearheaded its PPP work, which led to a total of $7 billion in loans being originated by the Company. The origination and servicing of PPP Loans and small business loans to eligible borrowers was critical during a time of unprecedented health and economic uncertainty brought about by the COVID-19 pandemic. On Aug. 16, 2020, much of the Company's business was sold to American Express Travel Related Services Company, Inc. As a result of the merger, KServicing now operates in a limited capacity as (i) a servicer and subservicer of PPP Loans, (ii) a software services provider for lenders of PPP Loans, and (iii) a servicer of a minor portfolio of non-PPP small business loans. To implement the wind down of their businesses, on Oct. 3, 2022, Kabbage, Inc. d/b/a KServicing and certain of its affiliates each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 22-10951). The cases are jointly administered and pending before the Honorable Judge Craig T. Goldblatt. Kabbage Inc. estimated $500 million to $1 billion in assets and debt as of the bankruptcy filing. The Debtors tapped WEIL, GOTSHAL & MANGES LLP as general counsel; RICHARDS, LAYTON & FINGER, P.A. as local counsel; and ALIXPARTNERS LLC as financial advisor. KPMG INTERNATIONAL LIMITED is the fraud review services provider, and JONES DAY, LLP, is the government investigations counsel. GREENBERG TRAURIG is counsel to the Debtors' board. OMNI AGENT SOLUTIONS is the claims agent. KEYSTONE GAS: Seeks to Hire Spencer Fane as Legal Counsel --------------------------------------------------------- Keystone Gas Corporation seeks approval from the U.S. Bankruptcy Court for the Western District of Oklahoma to hire Spencer Fane LLP as its counsel. Spencer Fane will advise and represent the Debtor with regard to continuing representation of the Debtor in the Chapter 11 Case. The firm will be paid at these hourly rates: Partners $360 to $825 Counsel $300 to $825 Associates $240 to $490 Paralegals $100 to 340 On July 11, 2022, Spencer Fane received an initial retainer of $10,000. On Sep. 14, 2022, prior to the filing of the bankruptcy petition, Spencer Fane received an additional retainer amount of $100,000. Spencer Fane is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code, as disclosed in the court filings. The firm can be reached through: Courtney D. Powell, Esq. Spencer Fane LLP 9400 N. Broadway Extension, Suite 600 Oklahoma City, Oklahoma 73114 Telephone: (405) 844-9900 Facsimile: (405) 844-9958 Email: cpowell@spencerfane.com About Keystone Gas Corporation Keystone Gas Corporation, a utility service provider in Drumright, Okla., 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. LA CENTRAL PROPERTY: Has Deal on Cash Collateral Access ------------------------------------------------------- Los Angeles Central Property, Inc. and the U.S. Small Business Administration advised the U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, that they have reached an agreement regarding the Debtor's use of cash collateral and now desire to memorialize the terms of this agreement into an agreed order. Pre-petition, on June 3, 2020, the Debtor executed a U.S. Small Business Administration Note, pursuant to which the Debtor obtained a $150,000 loan. The terms of the Note require the Debtor to pay principal and interest payments of $731 every month beginning 12 months from the date of the Note over the 30-year term of the SBA Loan, with a maturity date of June 3, 2050. The SBA Loan has an annual rate of interest of 3.75% and may be prepaid at any time without notice of penalty. Pursuant to the SBA Loan Authorization and Agreement executed on June 3, 2020, the Debtor is required to: -- use all the Loan proceeds solely as working capital to alleviate economic injury caused by disaster occurring in the month of January 31, 2020, and continuing thereafter; and -- pay Uniform Commercial Code lien filing fees and a third-party UCC handling charge of $100, which will be deducted from the Loan amount. As evidenced by the Security Agreement executed on June 3, 2020, and a validly recorded UCC-1 filing on June 28, 2020 as Filing Number 207795971441, the SBA Loan is secured by all tangible and intangible personal property. The parties agreed any and all of the Personal Property Collateral constitutes the cash collateral of the SBA. The SBA consents to the Debtor's use of cash collateral on the terms set forth therein. The Debtor represents to the SBA that it will make no additional or unauthorized use of the cash Collateral retroactive from the SBA Loan date until December 31, 2022 or the entry of an Order Confirming the Debtor's Plan of Reorganization, whichever occurs earlier. As adequate protection, retroactive to the Petition Date, the SBA will receive a replacement lien on all post-petition revenues of the Debtor to the same extent, priority and validity that its lien attached to the cash collateral. The scope of the replacement lien is limited to the amount (if any) that cash collateral diminishes post-petition as a result of the Debtor's post-petition use of cash collateral. The replacement lien is valid, perfected and enforceable and will not be subject to dispute, avoidance, or subordination, and this replacement lien need not be subject to additional recording. As adequate protection, the Debtor will commence monthly payments of $731 to the SBA on December 3, 2022, continuing until further Court order or entry of an Order Confirming the Debtor's Plan of Reorganization, whichever occurs earlier. The SBA will be entitled to a super-priority claim over the life of the Debtor's bankruptcy case, pursuant to 11 U.S.C. sections 503(b), 507(a)(2) and 507(b), which claim will be limited to any diminution in the value of the SBA's collateral, pursuant to the SBA Loan, as a result of the Debtor's use of cash collateral on a post-petition basis. The Stipulation will remain in effect until December 31, 2022, or until the Parties enter into a further Stipulation or a consensual Chapter 11 Plan, or until the case is converted or dismissed, whichever first occurs. A copy of the stipulation is available at https://bit.ly/3CTKuzv from PacerMonitor.com. About Los Angeles Central Property, Inc. Los Angeles Central Property, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-15054) on September 16, 2022. In the petition signed by Aman Kamboj, president, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Vincent P. Zurzolo oversees the case. Stephen L. Burton, Esq. is the Debtor's legal counsel. LATAM AIRLINES: Prepares to Exit Chapter 11 Bankruptcy by November ------------------------------------------------------------------ Reuters reports that LATAM Airlines (LTM.SN) detailed a financing plan on Wednesday, October 12, 2022, that the company hopes will finalize its exit from bankruptcy in the first week of November. The company filed for Chapter 11 in 2020 after airline travel plummeted during the pandemic and won court approval that June. The reorganization plan would inject about $8 billion into the airline through a combination of capital increase, issue of convertible bonds and new debt. In a note sent to the market regulator late Tuesday, October 11, 2022, night, LATAM detailed the structure of its exit financing that includes a $500 million revolving credit facility and a five-year term loan facility of $1.1 billion. It also includes $450 million in senior secured notes due in 2027 and $700 million in senior secured notes due in 2029 as well as $750 million five-year bridge-to-notes and another $750 million in seven-year bridge-to-notes. The company intends to underwrite the bridging credit lines, the revolving credit line and the term financing on Wednesday. In addition, the offering of the bonds is expected to close on Oct. 18, 2022. About LATAM Airlines Group LATAM Airlines Group S.A. -- http://www.latam.com/-- is a pan-Latin American airline holding company involved in the transportation of passengers and cargo and operates as one unified business enterprise. It is the largest passenger airline in South America. Before the onset of the COVID-19 pandemic, LATAM offered passenger transport services to 145 different destinations in 26 countries, including domestic flights in Argentina, Brazil, Chile, Colombia, Ecuador and Peru, and international services within Latin America as well as to Europe, the United States, the Caribbean, Oceania, Asia and Africa. LATAM and its 28 affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 20-11254) on May 25, 2020. Affiliates in Chile, Peru, Colombia, Ecuador and the United States are part of the Chapter 11 filing. The Debtors disclosed $21,087,806,000 in total assets and $17,958,629,000 in total liabilities as of Dec. 31, 2019. The Hon. James L. Garrity, Jr., is the case judge. The Debtors tapped Cleary Gottlieb Steen & Hamilton LLP as bankruptcy counsel, FTI Consulting as restructuring advisor, Lee Brock Camargo Advogados as local Brazilian litigation counsel, and Togut, Segal & Segal LLP and Claro & Cia in Chile as special counsel. The Boston Consulting Group, Inc. and The Boston Consulting Group UK LLP serve as the Debtors' strategic advisors. Prime Clerk LLC is the claims agent. The official committee of unsecured creditors formed in the case tapped Dechert LLP as its bankruptcy counsel, Klestadt Winters Jureller Southard & Stevens, LLP as conflicts counsel, UBS Securities LLC as investment banker, and Conway MacKenzie, LLC as financial advisor. Ferro Castro Neves Daltro & Gomide Advogados is the committee's Brazilian counsel. The Ad Hoc Group of LATAM Bondholders tapped White & Case LLP as counsel. Glenn Agre Bergman & Fuentes, LLP, led by managing partner Andrew Glenn and partner Shai Schmidt, has been retained as counsel to the Ad Hoc Committee of Shareholders. LOTUS SKY: Court OKs Interim Cash Collateral Access --------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, authorized Lotus Sky, LLC to use cash collateral on an interim basis in accordance with the budget, with a 15% variance. An immediate and critical need exists for the Debtor to obtain funds to continue the operation of its business. New Millennium Bank may claim that substantially all of the Debtor's assets are subject to its Prepetition Liens as secured lender. To the extent of any diminution in value in the Pre-Petition Collateral of the Secured Lender, New Millennium Bank is granted valid, binding, enforceable, and perfected liens co-extensive with the Secured Lender's pre-petition liens in all currently owned or hereafter acquired property and assets of the Debtor. The replacement liens granted are automatically perfected without the need for filing of a UCC-1 financing statement with the Secretary of State's Office or any other such act of perfection. The Debtor will pay to the Secured Lender $4,000 on or before the 5th of each month starting in October 2022, as adequate protection for use of cash collateral. The final hearing on the matter is set for November 8, 2022, at 2 p.m. A copy of the order and the Debtor's budget is available at https://bit.ly/3EALb1L from PacerMonitor.com. The budget provides for total expenses, on a monthly basis, as follows: $34,718 for Month 1; $34,718 for Month 2; and $34,718 for Month 3. About Lotus Sky, LLC Lotus Sky, LLC operates as an OYO Hotel in Amarillo, Texas. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 22-31618) on September 2, 2022. In the petition signed by Kunal Patel, owner, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Michelle V. Larson oversees the case. Joyce Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC is the Debtor's counsel. LUMILEDS HOLDING: Taps Lumileds Holding as Tax Service Provider --------------------------------------------------------------- Lumileds Holding B.V. and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of New York to hire PricewaterhouseCoopers LLP as their tax compliance and tax consulting services provider. The firm's services include: a. 2021 Tax Compliance Services Engagement Letter: i. Tax Compliance Services: preparing and signing as preparer the U.S. federal and state tax returns for Lumileds Holding B.V. for the tax year beginning Jan. 1, 2021 through Dec. 31, 2021, as requested by Lumileds for itself and certain entities. ii. Subsequent Year's Tax Compliance Services: services related to recurring and non-recurring tax work such as the preparation of year end estimates, estimated tax payments, allocations, extensions, compliance coordination and related tax consulting for tax compliance and related planning purposes for the 2022 tax year; and iii. Recurring Tax Consulting Services: the following services illustrate the nature of the services intended to be covered: -- providing advice, answers to questions on federal, state, and local, and international tax matters, including research, discussions, preparation of memoranda, and attendance at meetings relating to such matters, as mutually determined to be necessary; and -- providing advice and/or assistance with respect to matters involving the Internal Revenue Service or other tax authorities on an as-needed or as-requested basis. b. Section 263A Services SOW: providing assistance to Lumileds in connection with its computation of cumulative UNICAP for tax inventories for purposes of preparing the book/tax difference for tax year ended December 31, 2021. c. HQ Feasibility Analysis SOW: preparing a summary (in the form of a slide deck) of key tax considerations of establishing a new holding company or maintaining the current holding company for Lumileds' legal entities and operations. PwC will summarize the key tax consideration for the United States, Netherlands, United Kingdom, and Singapore with respect to a holding company in the Netherlands vs. a United States, UK or Singapore holding company. d. Section 382 Study SOW: providing tax consulting services necessary to respond to income tax considerations with respect to Lumileds' chapter 11 bankruptcy proceedings and the related debt restructuring presented to PwC by Lumileds, or potential income tax considerations PwC brings to Lumileds' attention. The firm will be paid as follows: a. 2021 Tax Compliance Services Engagement Letter: i. Tax Compliance Services: The Tax Compliance Services is a fixed fee arrangement whereby PwC has agreed to be paid $184,500, exclusive of expenses, to provide the agreed-upon services payable in two installments: $92,2504 upon signing of the engagement letter and $92,250 upon signing of the tax returns. PwC will only seek courtapproval for payment of the latter installment of $92,250. ii. Subsequent Year's Tax Compliance Services: The Subsequent Year's Tax Compliance Services is an hourly fee arrangement. iii. Recurring Tax Consulting Services: The Recurring Tax Consulting Services is an hourly fee arrangement. b. Section 263A Services SOW: The Section 263A Services SOW is a fixed fee arrangement whereby PwC has agreed to be paid $20,000, exclusive of expenses, to provide the agreed-upon services. PwC will seek Court approval for payment of this fee. c. HQ Feasibility Analysis SOW: The HQ Feasibility Analysis SOW is a fixed fee arrangement whereby PwC has agreed to be paid $75,000, exclusive of expenses, to provide the agreed-upon services. PwC will seek Court approval for payment of this fee. d. Section 382 Study SOW: The Section 382 Study SOW is a fixed fee arrangement whereby PwC has agreed to be paid $75,000, exclusive of expenses, to provide the agreed-upon services. PwC will seek Court approval for payment of this fee. PwC's hourly rates are as follows: Recurring Tax Subsequent Year Consulting Tax Compliance Services Partner $718 $651 Director $643 $570 Senior Manager $449 $418 Manager $359 $322 Senior Associate $269 $247 Associate $209 $180 Michael W. Chinn, CPA, partner of PricewaterhouseCoopers LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. PwC can be reached at: Michael W. Chinn, CPA Pricewaterhousecoopers LLP 488 Almaden Blvd., Suite 1800 San Jose, CA 95110 Tel: 408-817-3700 Email: michael.w.chinn@us.pwc.com About Lumileds Holding B.V. Lumileds Holding B.V. is a global manufacturer of innovative lighting solutions. In the 1960s, the Company expanded its offerings to also include state-of-the-art LED devices alongside the automotive lighting technologies that it had continued to innovate. Today, the Company continues to develop and manufacture high-tech lighting products for the automotive, mobile device, consumer, general lighting, and industrial markets. Lumileds Holding and several affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 22-11155) on August 29, 2022. In the petition signed by Johannes Paulus Teuwen, chief financial officer, Lumileds Holding disclosed up to $100 million in assets and up to $500 million in liabilities. Judge Lisa G. Beckerman oversees the case. The Debtor tapped Latham & Watkins LLP as legal counsel, Paul, Weiss, Rifkind, Wharton & Garrison LLP as special financing and employee compensation counsel, AlixPartners, LLP as financial advisor, and Evercore Inc. as investment banker, and Epiq Corporate Restructuring, LLC as claims and noticing agent. Davis Polk & Wardwell LLP serves as counsel to the DIP Lenders. The Secured Lender Group retained Gibson Dunn & Crutcher LLP, Loyens & Loeff N.V., Roland Berger LP, and PJT Partners LP, as counsel or financial advisor. MAROVITCH CONCESSIONS: Seeks to Hire Bruner Wright as Counsel ------------------------------------------------------------- Marovitch Concessions, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Bruner Wright, P.A. as its counsel. The Debtor needs a counsel to give legal advice with respect to its powers and duties in this Chapter 11 case. The firm received a retainer in the amount of $11,738. The hourly rates of Bruner Wright's attorneys and staff are as follows: Robert C. Bruner $450 Byron Wright III $375 Paralegal $150 Byron Wright III, a member at Bruner Wright, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Byron Wright III, Esq. Bruner Wright, PA 2810 Remington Green Circle Tallahassee, FL 32308 Telephone: (850) 385-0342 Facsimile: (850) 270-2441 About Marovitch Concessions Marovitch Concessions LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-03261) on Sep. 9, 2022, listing up to $50,000 in assets and $500,001 to $1 million in liabilities. Judge Jason A Burgess presides over the case. Byron Wright, III, Esq. at Bruner Wright PA represents the Debtor as counsel. METRO SERVICES: New Orleans Garbage Hauler in Chapter 11 -------------------------------------------------------- Ben Myers of Nola reports that Metro Service Group, one of New Orleans' two primary garbage haulers, filed for bankruptcy protection on Oct. 6, 2022, potentially freezing new sanitation contracts set to take effect for half the city next month. Metro claims Mayor LaToya Cantrell's refusal to enact emergency contract provisions during Hurricane Ida and the pandemic caused its financial woes and led to service breakdowns. The company's struggles led to the administration's decision to rebid the contract to two companies, but its filing in U.S. Bankruptcy Court for the Eastern District of Louisiana automatically stays the new contracts until a judge decides otherwise, according to Metro's lawyers. The company said in a press release Thursday, October 6, 2022, evening that its Chapter 11 filing is necessary to protect its contractual rights. Metro estimates that it owes its employees more than $120,000 in back wages and benefits. In addition to the allegations of a failed emergency response, Metro accuses the city of not fully compensating it for all of its pickups and for excess tonnage. New contractors are set to take over Metro's service area by Nov. 7. Cantrell administration officials did not immediately respond to an inquiry. Longstanding complaints Metro and another contractor, Richard's Disposal, Inc., are responsible for solid waste collection in every part of the city except the French Quarter and Downtown Development District. The two primary haulers, which each handle between 70,000 and 75,000 addresses, have long complained their 2017 contracts short them by not adequately accounting for the increasing number of residences they must service. Metro and Richard's both struggled to keep up with a surge in household waste during the pandemic, and solid waste collections collapsed entirely after Hurricane Ida. In a May 2020 joint letter, the companies asked the administration to execute emergency provisions in their contracts to trigger federal funding for additional support. Metro claims the request was ignored. "Despite the City's own refusal to act by implementing the emergency protocols, the City has publicly cast Metro as the faulty party," Metro owner Jimmie Woods said in the bankruptcy papers filed Thursday. Arguing with the mayor Amid the post-Ida sanitation crisis, Cantrell announced she would rebid Metro's contract, which covers Lakeview, Gentilly, New Orleans East and the downriver neighborhoods. Two contractors -- IV Waste and Waste Pro -- were selected to take over in those areas. The administration says they will begin on Nov. 7, 2022 -- at the combined price of $19.4 million per year, about 80% more than what Metro is currently getting. The administration is also considering rebidding Richard's contract, which covers Algiers, Mid-City and the upriver areas. Richard's last month also blamed the administration for failing to adequately respond to emergencies and for falsely tarnishing its reputation in public statements. Irregular trash pickups over the last three years have become one of the most frequent complaints across the city, especially since service has been permanently reduced to once per week while the $24 monthly sanitation fee has not budged. The reduced service, along with the halting of recycling, were announced as temporary measures after Hurricane Ida, when garbage piled up on streets for weeks. Although recycling is expected to fully return in November, the once-weekly service has been made permanent, despite the huge increase in what the city will pay. About Metro Service Group Inc. Metro Service Group Inc. -- https://metroservicegroup.com -- offers a full range of facility oriented services in addition to cleaning, engineering and consulting. Metro Service Group sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. La.Case No. 22-11197) on Oct. 6, 2022. In the petition filed by Jimmie Woods, as president, the Debtor reported assets and liabilities between $10 million and $50 million. The Debtor is represented by Douglas S. Draper of Heller, Draper & Horn L.L.C. MP ZEBULON: Seeks to Hire Scroggins & Williamson as Legal Counsel ----------------------------------------------------------------- MP Zebulon, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Middle District of Georgia to hire Scroggins & Williamson P.C. as their counsel. The firm's services include: (a) preparing pleadings and applications; (b) conducting examinations; (c) advising the Debtors of their rights, duties and obligations; (d) consulting with and representing the Debtors with respect to a Chapter 11 plan or liquidation of their assets; (e) performing legal services incidental and necessary to the day-to-day administration of the Debtors' bankruptcy estates, including, but not limited to, institution and prosecution of necessary legal proceedings, and general business and corporate legal advice; and (f) taking all other actions incidental to the proper preservation and administration of the estates. The firm's hourly rates are as follows: Attorneys $485 - $550 Paralegals $145 - $185 Scroggins & Williamson received a total retainer fee in the amount of $30,688.50. J. Robert Williamson, Esq., the firm's attorney who will be providing the services, disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: J. Robert Williamson, Esq. Scroggins & Williamson, P.C. 4401 Northside Parkway, Suite 450 Atlanta, GA 30327 Tel: 404-893-3880 Fax: 404-893-3886 Email: centralstation@swlawfirm.com About MP Zebulon MP Zebulon, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Ga. Case No. 22-51106) on Sept. 23, 2022, with up to $500,000 in both assets and liabilities. J. Robert Williamson, Esq. at Scroggins & Williamson P.C. represents the Debtor as counsel. N & N ELECTRIC: Case Summary & 18 Unsecured Creditors ----------------------------------------------------- Debtor: N & N Electric, Inc. 6366 NC 96 N Selma, NC 27576 Chapter 11 Petition Date: October 13, 2022 Court: United States Bankruptcy Court Eastern District of North Carolina Case No.: 22-02332 Debtor's Counsel: Jason L. Hendren, Esq. HENDREN, REDWINE & MALONE, PLLC 4600 Marriott Drive Suite 150 Raleigh, NC 27612 Tel: (919) 420-7867 Fax: (919) 420-0475 Email: jhendren@hendrenmalone.com Total Assets: $1,144,785 Total Liabilities: $847,948 The petition was signed by Stephen Narron as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 18 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/W3GP34A/N__N_Electric_Inc__ncebke-22-02332__0001.0.pdf?mcid=tGE4TAMA NEKTAR THERAPEUTICS: PureTech Confirms Possible Business Merger --------------------------------------------------------------- PureTech Health plc issued a press statement noting the recent press speculation and confirms that it has exchanged indicative, non-binding proposals with Nektar Therapeutics, Inc. regarding a possible combination (which may include, amongst other things, an offer for share capital of PureTech). PureTech and Nektar remain in discussions regarding the Proposal. There can be no certainty that any firm offer will be made, nor as to the terms of any such offer. A further announcement will be made as and when appropriate. In accordance with Rule 2.6(a) of the Code, Nektar will be required, by not later than 5.00 p.m. on Nov. 3, 2022, either to announce a firm intention to make an offer for the Company in accordance with Rule 2.7 of the Code or to announce that it does not intend to make an offer, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This deadline may be extended with the consent of the Takeover Panel in accordance with Rule 2.6(c) of the Code. About Nektar Therapeutics Nektar Therapeutics, Inc. -- http://www.nektar.com-- is a research-based biopharmaceutical company that discovers and develops innovative new medicines in areas of high unmet medical need. The Company's research and development pipeline of new investigational drugs includes potential therapies for oncology, immunology and virology. Nektar Therapeutics reported a net loss of $523.84 million for the year ended Dec. 31, 2021, a net loss of $444.44 million for the year ended Dec. 31, 2020, and a net loss of $440.67 million for the year ended Dec. 31, 2019. As of June 30, 2022, the Company had $861.99 million in total assets, $403.26 million in total liabilities, and $458.73 million in total stockholders' equity. NICK'S CREATIVE: Seeks to Tap Kelley Fulton Kaplan as Counsel ------------------------------------------------------------- Nick's Creative Marine, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Kelley Fulton Kaplan & Eller, P.L. as legal counsel. The firm's services include: a. giving advice to the Debtor with respect to its powers and duties and the continued management of its business operations; b. advising the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; c. preparing legal documents; d. protecting the interest of the Debtor in all matters pending before the court; and e. representing the Debtor in negotiation with its creditors in the preparation of a Chapter 11 plan. Kelley will be paid $475 per hour for attorney fees and $155 per hour for paralegal fees, and a retainer of $27,500. The firm will also receive reimbursement for its out-of-pocket expenses. Craig Kelley, Esq., a partner at Kelley, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Craig I. Kelley, Esq. Dana Kaplan, Esq. Kelley Fulton Kaplan & Eller, P.L. 1665 Palm Beach Lakes Blvd. Suite 1000 West Palm Beach, FL 33401 Tel: (561) 491-1200 Fax: (561) 684-3773 Email: craig@kelleylawoffice.com About Nick's Creative Marine Nick's Creative Marine, Inc. owns a marine supply store in Riviera Beach, Florida. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-17170) on September 16, 2022. In the petition signed by Nicholas Scafidi, vice-president, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Erik P. Kimball oversees the case. Craig I. Kelley, Esq., at Kelly, Fulton & Kaplan, P.L., is the Debtor's counsel. NID HOME SOLUTIONS: Taps Abundant Tax Returns as Accountant ----------------------------------------------------------- NID Home Solutions, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Abundant Tax Returns as its accountant. The firm's services include: a. assisting the Debtor in preparing and filing its tax returns; and b. other essential accounting duties necessary to ensure the accuracy of information presented to the Court and parties in interest in this case. Abundant charges a flat fee of $1,294.95 for the preparation of tax returns and related services. Abundant does not hold any interest adverse to this estate in the matters upon which it is to be engaged, according to court filings. The firm can be reached through: Larisa A. Humphrey, EA Abundant Tax Returns 47 Perimeter Center East, Suite 550 Atlanta, GA 30346 Phone: +1 770-451-6330 About NID Home Solutions NID Home Solutions, LLC filed its voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-55915) on Aug. 1, 2022, listing as much as $1 million in both assets and liabilities. Craig Dixon, manager, signed the petition. Rountree Leitman Klein & Geer, LLC serves as the Debtor's counsel. NOVABAY PHARMACEUTICALS: Falls Short of NYSE Bid Price Requirement ------------------------------------------------------------------ NovaBay Pharmaceuticals, Inc. said that on Oct. 3, 2022 it received a notice from the NYSE American LLC that the Company's common stock has been selling for a low price per share for a substantial period of time. As a result, pursuant to Section 1003(f)(v) of the NYSE American Company Guide, the Company must effect a reverse stock split of its common stock or otherwise demonstrate sustained price improvement within a reasonable period of time, which the NYSE American has determined to be no later than April 3, 2023, in order to continue its listing on the NYSE American. The Company intends to take steps to improve its stock price, which include the filing of a definitive proxy statement with the Securities and Exchange Commission to hold a Special Meeting of Stockholders on Nov. 10, 2022 seeking stockholder authorization of a reverse stock split at a ratio of between 1-for-10 and 1-for-35. The notice from the NYSE American has no immediate effect on the listing or trading of the Company's common stock, and the common stock will continue to trade on the NYSE American. The Company expects that the reverse stock split, if approved by stockholders at the Special Meeting and effected, will increase the market price of its common stock, which the Company believes will enable it to satisfy the continued listing requirements of the NYSE American for the foreseeable future. In addition, the reverse stock split may improve the marketability and liquidity of its common stock, and appeal to a broader range of investors. Further, due to the number of shares of common stock underlying the securities issued, or to be issued, in connection with two financing transactions entered into on Sept. 9, 2022, the NYSE American rules require the Company to seek stockholder approval prior to the issuance of those underlying shares. The additional capital from these transactions is expected to support implementation of the Company's growth strategies. "Like other small publicly traded companies, NovaBay has faced challenging market conditions during 2022, prompting us to seek stockholder approval to effect a reverse stock split and to raise additional capital to fund our business strategy," said Justin Hall, NovaBay CEO. "That said, we are optimistic about our prospects for continued sales growth. We are building on established brands in the large and growing eyecare, skincare and wound care markets with differentiated products that are scientifically developed and clinically proven. We are executing on a commercial strategy featuring multiple product launches while leveraging new market opportunities and broadening distribution of our current products. Given the timing of implementing our growth initiatives and other anticipated favorable developments, we continue to expect topline growth through 2022 and into 2023." The definitive proxy statement was filed with the SEC on Sept. 30, 2022. All NovaBay stockholders of record at the close of business on the record date, Sept. 13, 2022, are entitled to vote their shares of Company common stock at the Special Meeting. Every stockholder's vote is important, regardless of the number of shares held, and the Company requests the prompt submission of votes. The Special Meeting will be held virtually at 11:00 a.m. Pacific time on Thursday, Nov. 10, 2022. Stockholders as of the record date are invited to attend the Special Meeting at www.virtualshareholdermeeting.com/NBY2022SM. Instructions regarding how to connect and participate live via the Internet, including how to demonstrate proof of stock ownership, are posted at https://east.virtualshareholdermeeting.com/vsm/web?pvskey=NBY2022SM. If stockholders have questions or need assistance with voting their shares, please call Alliance Advisors, LLC, the Company's proxy solicitor, at 855-643-7304. About Novabay Headquartered in Emeryville, California, NovaBay Pharmaceuticals, Inc. -- http://www.novabay.com-- is a biopharmaceutical company focusing on commercializing and developing its non-antibiotic anti-infective products to address the unmet therapeutic needs of the global, topical anti-infective market with its two distinct product categories: the NEUTROX family of products and the AGANOCIDE compounds. The Neutrox family of products includes AVENOVA for the eye care market, CELLERX for the aesthetic dermatology market, and NEUTROPHASE for wound care market. Novabay reported a net loss and comprehensive loss of $5.82 million for the year ended Dec. 31, 2021, a net loss and comprehensive loss of $11.04 million for the year ended Dec. 31, 2020, a net loss and comprehensive loss of $9.66 million for the year ended Dec. 31, 2019, and a net loss and comprehensive loss of $6.54 million for the year ended Dec. 31, 2018. As of March 31, 2022, the Company had $24.79 million in total assets, $7.05 million in total liabilities, and $17.75 million in total stockholders' equity. NTI-NV INC: Bell Wants Admin. Claim Addressed in Plan ----------------------------------------------------- Bell Real Estate, LLC, filed a response to the motion of NTI-NV Inc. for the entry of an order conditionally approving the Disclosure Statement. On May 24, 2022, the Court entered an Order granting Bell an "allowed administrative claim under 11 U.S.C. Sec. 503(a) and Sec. 503(b)(1)(A) for any and all amounts owed under the Lease from the Debtor's petition date until Bell receives possession of the Premises." Bell and the Debtor have agreed, as of September 27, 2022, that Bell has an allowed administrative claim in the amount of $52,967. Bell asserts that its administrative claim must be paid in accordance with 11 U.S.C. Sec. 1129(a)(9)(A) and paid in full in cash as of the effective date of the plan. Bell requests that the Debtor's filings, including its disclosure statement and plan of reorganization be amended to provide the correct amount of the Bell Administrative Claim and to provide that payment of the Bell Administrative Claim shall be paid in full on the effective date of the Debtor's plan of reorganization. Based upon the foregoing, Bell requests that the Debtor's disclosure statement and plan of reorganization be amended to reflect the correct amount of Bell's administrative claim and provide that Bell's administrative claim will be paid in full no later than the effective date of the Debtor's plan of reorganization. Attorneys for Bell Real Estate, LLC: Jeanette E. McPherson, Esq. FOX ROTHSCHILD LLP One Summerlin, 1980 Festival Plaza Dr., Suite 700 Las Vegas, NV 89135 Telephone: (702) 262-6899 Facsimile: (702) 597-5503 E-mail: JMcPherson@FoxRothschild.com About NTI-NV Inc. NTI-NV Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 22-10460) on Feb. 10, 2022, listing up to $50,000 in assets and up to $500,000 in liabilities. Judge Natalie M. Cox oversees the case. David J. Winterton, Esq., at David J Winterton & Associates Ltd serves as the Debtor's legal counsel. NUTRIBAND INC: Applies for Dual Listing on Upstream --------------------------------------------------- Nutriband Inc. announced that it has begun the application process to dual list its shares on Upstream, the revolutionary trading app for digital securities and NFTs powered by Horizon Fintex and MERJ Exchange Limited. The planned dual listing on Upstream is designed to provide Nutriband the opportunity to access a global, digital-first investor base that can trade using USDC digital currency along with credit, debit, PayPal, and USD, unlocking liquidity and enhancing price discovery while globalizing the opportunity to invest in NASDAQ-listed Nutriband. Commenting on the application to list on Upstream, Gareth Sheridan, chief executive officer of Nutriband, said, "Building shareholder value and increasing our liquidity is always a high priority for us as a Company. We believe a dual listing on Upstream will act as an excellent vehicle to reach an untapped international market of potential new shareholders. As we continue to develop our AVERSA abuse deterrent technology it becomes increasingly important that we can share this development both domestic and internationally." Approval to be listed on Upstream is subject to acceptance by MERJ. However, as an existing NASDAQ issuer, Nutriband said the listing standards to which the Company adheres are sufficient to comply with MERJ Listing Rules, including but not limited to disclosure, filing and notification requirements. About Nutriband Nutriband Inc. -- www.nutriband.com -- is primarily engaged in the development of a portfolio of transdermal pharmaceutical products. Its lead product under development is an abuse deterrent fentanyl patch incorporating its AVERSA abuse deterrence technology. AVERSA technology can be incorporated into any transdermal patch to prevent the abuse, misuse, diversion, and accidental exposure of drugs with abuse potential. Nutriband reported a net loss of $6.18 million for the year ended Jan. 31, 2022, a net loss of $2.93 million for the year ended Jan. 31, 2021, a net loss of $2.72 million for the year ended Jan. 31, 2020, and a net loss of $3.33 million for the year ended Jan. 31, 2019. As of July 31, 2022, the Company had $11.38 million in total assets, $985,242 in total liabilities, and $10.40 million in total stockholders' equity. PENNSYLVANIA AUTISM: Unsecureds Will Get 100% of Claims in Plan --------------------------------------------------------------- Pennsylvania Autism Action Center LLC filed with the U.S. Bankruptcy Court for the Middle District of Pennsylvania a Disclosure Statement for Small Business describing Chapter 11 Plan dated October 9, 2022. The Debtor is a limited liability company. Since March 7, 2013, the Debtor has been in the business of behavioral therapy and counseling of children with autism spectrum disorders. Unfortunately, the Debtor was unable to recover its fees for services rendered in a timely manner which resulted in a large accumulation of accounts receivables. The failure of Debtor to recover the fees resulted in its inability to pay its monthly obligations, including its employee wages, which resulted in Debtor closing its doors on July 21, 2022. The purpose of Debtor's Chapter 11 bankruptcy is to liquidate its person property and recover the outstanding receivables which will enable Debtor to pay its outstanding obligations, in full (100% Plan). Debtor closed its doors on July 21, 2022. It filed its Chapter 11 bankruptcy on August 11, 2022. The purpose of Debtor's bankruptcy is to liquidate its personal property and recover the outstanding accounts receivables (approx. $376,246.56) which existed at the time of filing. The recovery of these amounts should enable Debtor to pay all of its outstanding obligations, in full. This is a 100% Plan. Debtor has had a Certified Public Accountant appointed to address several financial issues, to assist in the filing of Monthly Operating Reports and prepare Tax Returns. Also, it is Debtor's intention to appoint an Auctioneer in order to auction Debtor's personal property. The Court has also approved the employment of a Billing Specialist in order to recover the Accounts Receivables. Debtor is proposing to make adequate protection payments to secured creditors until priority claims are paid, in full, which will occur on effective date of Plan. Then, pay secured creditors, in full, (90 days from Confirmation). Then pay unsecured creditors, in full, (Class 7 first and then, Class 8). General unsecured creditors are classified in Class 7-8 and will receive a distribution 100% of their allowed claims. Class 7 consists of General Unsecured Claims. This Class is impaired with regards to timing of payments. Payments, in full, to all claimants, including any additional filed POCs, not objected to by Debtor. Payments, pro-rata, within 6 months of confirmation. Class 8 consists of Unsecured Claim (Insider) Jerry Meaney. This Class shall be paid, in full, after all previous Classes and claims are paid, in full, within 7 months from Confirmation. This Claim is impaired with regard to timing of payments. Claimant is an insider and is not eligible to vote regarding Confirmation of Plan. Class 9 consists of Equity interest holder Michelle DeMarsh. This Class shall receive payment after all claims are paid, in full. This Class is not permitted to vote. The Court has approved the appointment of a Billing Specialist to recover the accounts receivables. In addition, Debtor intends to auction all of the personal/business property. Between amounts in the bank accounts/cash, the recovered accounts receivables and the sale of the personal property, there will be sufficient funds to pay 100% of creditors. A full-text copy of the Disclosure Statement dated October 9, 2022, is available at https://bit.ly/3CVgNOB from PacerMonitor.com at no charge. About Pennsylvania Autism Pennsylvania Autism Action Center LLC is a limited liability company. Since March 7, 2013, the Debtor has been in the business of behavioral therapy and counseling of children with autism spectrum disorders. The Debtor filed a Chapter 11 bankruptcy petition (Bankr. M.D. Pa. Case No. 22-01487) on August 11, 2022. The Debtor is represented by Philip W. Stock, Esq. of LAW OFFICE OF PHILIP W. STOCK. PROSPECT CAPITAL: S&P Rates Perpetual Preferred Stock 'BB' ---------------------------------------------------------- S&P Global Ratings assigned its 'BB' issue rating to Prospect Capital Corp.'s (PSEC; BBB-/Stable/--) proposed issuance of 6.5% series A3, M3, AA2, and MM2 perpetual preferred stock. The preferred stock is rated two notches below the 'BBB-' issuer credit rating on PSEC to reflect subordination risk and the risk of deferability of dividends (partial or untimely payment of dividends) on preferred stock. PSEC plans to issue up to $1.5 billion in perpetual preferred stock across 6.5% series A3 and 6.5% series M3 shares, and up to $250 million in perpetual preferred stock across 6.5% series AA2 and MM2 shares. The company expects to use the net proceeds for balance sheet liquidity, including repayment of debt under its credit facility, and to make investments. S&P said, "We assess the A3 shares and M3 shares, as well as the AA2 and MM2 series, as having intermediate equity content and, therefore, will include amounts issued and outstanding in our calculation of adjusted total equity (ATE), subject to a limit of 33% of adjusted common equity (ACE) for all instruments that we have assessed as having intermediate equity content. Our assessment of intermediate equity content reflects our view that the perpetual preferred stock is permanent capital, and the company can indefinitely defer dividend payments without triggering a default. "We view the presence of a common dividend stopper that requires common dividend payments to be stopped before the preferred dividend can be deferred as a weakness because regulated investment companies (RICs) must distribute 90% of their taxable income to avoid taxation at the corporate level. However, this potential disincentive to defer dividends is mitigated, in our view, because in a stress scenario, taxable income is likely to be significantly reduced, and if tax-required distributions are deferred to preserve cash, it does not result in the loss of RIC status or the ability to avoid taxation at the corporate level in subsequent years. In addition, RICs have a nine-and-a-half-month grace period to pay dividends (whether stock or cash) to comply with RIC status. Importantly, we believe management has the willingness and ability to defer dividends in a stress scenario. "As of June 30, 2022, debt to ATE was 0.83x. Our measure of ATE deducts from reported equity investments in subordinated structured notes and equity in finance companies. The company's unsecured funding leaves the majority of its assets unencumbered. As of June 30, 2022, the company had $692 million in preferred stock outstanding. As of August 2022, PSEC issued an additional 9.3 million shares of 5.5% A1 and M1 preferred shares for net proceeds of $211 million. All else equal, of the $1.2 billion in total equity treatment from preferred stock issuances, PSEC has $323 million of capacity remaining. We will treat any amount exceeding $323 million as debt, which is subject to change based on company's ACE in subsequent quarters. "The stable outlook on PSEC reflects our expectations that the company will maintain relatively low leverage, stable asset quality, and its favorable funding and liquidity. Leverage may increase somewhat, but we expect debt to ATE to remain less than 1.25x over the next 12-24 months." QST INGREDIENTS: Taps Andersen Law as Reorganization Counsel ------------------------------------------------------------ QST Ingredients and Packaging, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Nevada to hire Andersen Law Firm, Ltd. as its legal counsel. The firm's services include: a. advising the Debtor with respect to its powers and duties in the continued management and operation of its business and property; b. attending meetings and negotiating with representatives of creditors and other parties in interest, and advising the Debtor on the conduct of its bankruptcy case, including the legal and administrative requirements of operating in Chapter 11; c. taking all necessary action to protect and preserve the bankruptcy estate, including the prosecution of actions on its behalf, the defense of any actions commenced against the estate, negotiations concerning all litigation in which the Debtor may be involved, and objections to claims filed against the estate; d. preparing legal papers; e. negotiating and preparing a plan of reorganization, disclosure statement and all related documents, and taking actions to obtain confirmation of the plan; f. advising the Debtor in connection with any sale of its assets; g. appearing before the court, any appellate courts and the U.S. trustee; and h. other legal services necessary to administer the case. Andersen Law Firm will be paid at these rates: Ryan A. Andersen, Esq. $520 per hour Mike Beede, Esq. $450 per hour Valerie Y. Zaidenberg, Esq. $280 per hour Paralegals $155 per hour The firm will also be reimbursed for out-of-pocket expenses incurred. The retainer fee is $30,000. Ryan Andersen, Esq., a partner at Andersen Law Firm, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Ryan A. Andersen, Esq. Valerie Y. Zaidenberg, Esq. Andersen Law Firm, Ltd. 3199 E Warm Springs Road, Suite 400 Las Vegas, NV 89120 Tel: (702) 522-1992 Fax: (702) 825-2824 Email: ryan@vegaslawfirm.legal valerie@vegaslawfirm.legal About QST Ingredients and Packaging QST Ingredients and Packaging, Inc. owns and operates a smoke flavoring manufacturing business. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 22-13383) on Sep 21, 2022. In the petition signed by Marc Rinehart, Sr., CEO, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Mike K. Nakagawa oversees the case. Ryan Andersen, Esq., at Andersen Law Firm, Ltd. is the Debtor's counsel. QST INGREDIENTS: Taps High Ridge Partners as Financial Advisor -------------------------------------------------------------- QST Ingredients and Packaging, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Nevada to hire High Ridge Partners, LLC as its financial advisor. The firm will render these services: a) review relevant information, conduct calls with management, and, if necessary, coordinate site visits to review books and records, meet with management and accounting personal, and review operations in order to become more familiar with the business; b) review and analyze the balance sheet to identify potential improvements in liquidity and cash flow; c) utilize management's projections and other relevant information to prepare a thirteen-week cash flow forecast including elements relevant to a cash collateral/debtor in possession budget; d) assist management's efforts to obtain and evaluate DIP financing; e) prepare a liquidation analysis and assist in the preparation of ancillary bankruptcy financial schedules, including Monthly Operation Reports; f) assist management as requested on trial balance analysis and disputed claims litigation support; and g) provide other services which may be reasonably requested. The firm will be paid at these hourly rates: Michael J. Eber $450 Michael Dudek $395 Director $310 - $330 The Debtor paid a retainer of $15,000. As disclosed in the court filings, High Ridge Partners is a "disinterested person" as such term is defined by Section 101(14), and its services to Debtor will not be adverse to Debtor's bankruptcy estate. The firm can be reached through: Michael J. Eber High Ridge Partners, LLC 140 S Dearborn Street, Suite 420 Chicago, IL 60603 Phone: 312-456-5636 Email: meber@high-ridge.com About QST Ingredients and Packaging QST Ingredients and Packaging, Inc. owns and operates a smoke flavoring manufacturing business. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 22-13383) on Sep 21, 2022. In the petition signed by Marc Rinehart, Sr., CEO, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Mike K. Nakagawa oversees the case. Ryan Andersen, Esq., at Andersen Law Firm, Ltd. is the Debtor's counsel. RB SIGMA: Seeks Approval to Hire Nemeth & Associates as Counsel --------------------------------------------------------------- RB Sigma, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Ohio to hire Nemeth & Associates, LLC as its counsel. The firm will render these services: (a) advise the Debtor of its rights, powers and duties in the continued operation and management of its business and property; (b) advise the Debtor concerning, and assist in the negotiation and documentation of, financing agreements and related transactions; (c) review the nature and validity of liens asserted against the Debtor's property and advise the Debtor concerning the enforceability of such liens; (d) advise the Debtor concerning the actions that it may take to collect and recover property for the benefit of its estate; (e) prepare legal documents and review all financial reports to be filed in the Chapter 11 case; (f) advise the Debtor concerning, and prepare responses to, applications, motions, pleadings, notices and other papers that may be filed and served in this Chapter 11 case; (g) counsel the Debtor in connection with the formulation, negotiation and promulgation of a plan of reorganization and related documents; (h) advise and assist the Debtor in connection with any disposition of assets; (i) advise the Debtor concerning executory contract and unexpired lease assumptions, assignments and rejections and lease restructurings; and (j) perform other legal services for the Debtor. The current hourly rates charged by Nemeth & Associates are: Richard H. Nemeth, Principal $300 William F. Perry, Associate $300 Non-attorney staff $55 Richard Nemeth, Esq., disclosed in a court filing that the professionals of Nemeth & Associates are disinterested persons within the meaning of Section 101(14) of the Bankruptcy Code. The Firm can be reached through: Richard H. Nemeth, Esq. Nemeth & Associates, LLC 526 Superior Avenue NE, # 333 Cleveland, OH 44114 Tel: (216) 502-1300 Email: rnemeth@ohbklaw.com mail@ohbklaw.com About RB Sigma LLC RB Sigma, LLC -- https://www.rbsigma.com -- supplies mission-critical PPE products, provide six sigma training, and consult and set up supply chains. It conducts business under the name RB Medical Supply, LLC. RB Sigma filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ohio Case No. 22-12913) on Sept. 28, 2022, with between $500,000 and $1 million in assets and between $1 million and $10 million in liabilities. Frederic P. Schwieg has been appointed as Subchapter V trustee. Judge Jessica E. Price Smith oversees the case. The Debtor is represented by Richard H. Nemeth, Esq., at Nemeth & Associates, LLC. REGIONAL HOUSING: No Decline in Patient Care at Columbus Facility ----------------------------------------------------------------- Melanie McNeil, Esq., the patient care ombudsman, filed with the U.S. Bankruptcy Court for the Northern District of Georgia her sixth report regarding the quality of patient care provided at The Landings of Columbus, which is operated by RHCSC Columbus AL Holdings LLC, an affiliate of Regional Housing & Community Services Corp. Regional Housing & Community Services is the governing body for six personal care homes, including The Landings of Columbus in Georgia. In her sixth ombudsman report, Ms. McNeil said she is not aware of any significant change in facility conditions or decline in resident care at The Landings of Columbus since the last visit. The report was filed after an ombudsman representative for the Office of the State Long-Term Care Ombudsman visited the facility on Aug. 22. The ombudsman representative did not receive any complaints or concerns about food supplies, medications and medication security, and reported no decline in resident care since the last visit. A copy of the sixth ombudsman report is available for free at https://bit.ly/3CE45Ug from PacerMonitor.com. The ombudsman may be reached at: Melanie S. McNeil, Esq. 2 Peachtree Street NW, 33rd Floor Atlanta, GA 30303 Telephone: 404-657-5327(O) 404-416-0211 (Cell) Facsimile: 404-463-8384 Email: Melanie.McNeil@osltco.ga.gov About Regional Housing & Community Services Regional Housing & Community Services Corp. and its affiliates filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Lead Case No. 21-41034) on Aug. 26, 2021. At the time of the filing, Regional Housing & Community Services listed as much as $100,000 in both assets and liabilities. Judge Paul W. Bonapfel oversees the cases. The Debtors tapped Scroggins & Williamson, P.C. as legal counsel; GGG Partners, LLC as interim management services provider; and SLIB II, Inc., doing business as Senior Living Investment Brokerage, as investment banker. Kurtzman Carson Consultants, LLC is the claims, noticing and balloting agent. Greenberg Traurig, LLP serves as counsel for indenture trustee, UMB Bank, N.A. Melanie S. McNeil, Esq., at Melanie S. McNeil is the patient care ombudsman appointed in the Debtors' cases. REGIONAL HOUSING: No Decline in Patient Care at Gainesville ----------------------------------------------------------- Melanie McNeil, Esq., the patient care ombudsman, filed with the U.S. Bankruptcy Court for the Northern District of Georgia her sixth report regarding the quality of patient care provided at The Landings of Gainesville, which is operated by RHCSC Gainesville AL Holdings LLC, an affiliate of Regional Housing & Community Services Corp. Regional Housing & Community Services is the governing body for six personal care homes, including The Landings of Gainesville in Georgia. In her sixth ombudsman report, Ms. McNeil noted no decline in resident care at The Landings of Gainesville. The report was filed after an ombudsman representative for the Office of the State Long-Term Care Ombudsman visited the facility on Sept. 12. The ombudsman representative reported no decline in resident care since the last visit and noted adequate food, supplies and number of staff at the facility. Moreover, the ombudsman representative did not receive any complaints. A copy of the sixth ombudsman report is available for free at https://bit.ly/3ykgSIE from PacerMonitor.com. The ombudsman may be reached at: Melanie S. McNeil, Esq. 2 Peachtree Street NW, 33rd Floor Atlanta, GA 30303 Telephone: 404-657-5327(O) 404-416-0211 (Cell) Facsimile: 404-463-8384 Email: Melanie.McNeil@osltco.ga.gov About Regional Housing & Community Services Regional Housing & Community Services Corp. and its affiliates filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Lead Case No. 21-41034) on Aug. 26, 2021. At the time of the filing, Regional Housing & Community Services listed as much as $100,000 in both assets and liabilities. Judge Paul W. Bonapfel oversees the cases. The Debtors tapped Scroggins & Williamson, P.C. as legal counsel; GGG Partners, LLC as interim management services provider; and SLIB II, Inc., doing business as Senior Living Investment Brokerage, as investment banker. Kurtzman Carson Consultants, LLC is the claims, noticing and balloting agent. Greenberg Traurig, LLP serves as counsel for indenture trustee, UMB Bank, N.A. Melanie S. McNeil, Esq., at Melanie S. McNeil is the patient care ombudsman appointed in the Debtors' cases. REGIONAL HOUSING: No Decline in Patient Care at Gardens of Rome --------------------------------------------------------------- Melanie McNeil, Esq., the patient care ombudsman, filed with the U.S. Bankruptcy Court for the Northern District of Georgia her sixth report regarding the quality of patient care provided at The Gardens of Rome, which is operated by RHCSC Rome AL Holdings LLC, an affiliate of Regional Housing & Community Services Corp. Regional Housing & Community Services is the governing body for six personal care homes, including The Gardens of Rome in Georgia. In her sixth ombudsman report, Ms. McNeil said she is not aware of any significant change in facility conditions or decline in resident care at The Gardens of Rome since the last visit. The report was filed after an ombudsman representative for the Office of the State Long-Term Care Ombudsman visited The Gardens of Rome facility on Aug. 24. The ombudsman representative reported no decline in resident care since the last visit but noted the need for general maintenance of the building and its surroundings. A copy of the sixth ombudsman Report is available for free at https://bit.ly/3M93PzH from PacerMonitor.com. The Ombudsman may be reached at: Melanie S. McNeil, Esq. 2 Peachtree Street NW, 33rd Floor Atlanta, GA 30303 Telephone: 404-657-5327(O) 404-416-0211 (Cell) Facsimile: 404-463-8384 Email: Melanie.McNeil@osltco.ga.gov About Regional Housing & Community Services Regional Housing & Community Services Corp. and its affiliates filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Lead Case No. 21-41034) on Aug. 26, 2021. At the time of the filing, Regional Housing & Community Services listed as much as $100,000 in both assets and liabilities. Judge Paul W. Bonapfel oversees the cases. The Debtors tapped Scroggins & Williamson, P.C. as legal counsel; GGG Partners, LLC as interim management services provider; and SLIB II, Inc., doing business as Senior Living Investment Brokerage, as investment banker. Kurtzman Carson Consultants, LLC is the claims, noticing and balloting agent. Greenberg Traurig, LLP serves as counsel for indenture trustee, UMB Bank, N.A. Melanie S. McNeil, Esq., at Melanie S. McNeil is the patient care ombudsman appointed in the Debtors' cases. REGIONAL HOUSING: No Decline in Patient Care at Landings of Douglas ------------------------------------------------------------------- Melanie McNeil, Esq., the patient care ombudsman, filed with the U.S. Bankruptcy Court for the Northern District of Georgia her sixth report regarding the quality of patient care provided at The Landings of Douglas, which is operated by RHCSC Douglas AL Holdings, LLC, an affiliate of Regional Housing & Community Services Corp. Regional Housing & Community Services is the governing body for six personal care homes, including The Landings of Douglas in Georgia. In her sixth ombudsman report, Ms. McNeil noted no decline in resident care at The Landings of Douglas. The report was filed after an ombudsman representative for the Office of the State Long-Term Care Ombudsman visited The Landings of Douglas facility on Sept. 14. The ombudsman representative reported no decline in resident care since the last visit but raised concern over staffing issues and many vacancies at the facility. A copy of the sixth ombudsman report is available for free at https://bit.ly/3rUczk1 from PacerMonitor.com. The ombudsman may be reached at: Melanie S. McNeil, Esq. 2 Peachtree Street NW, 33rd Floor Atlanta, GA 30303 Telephone: 404-657-5327(O) 404-416-0211 (Cell) Facsimile: 404-463-8384 Email: Melanie.McNeil@osltco.ga.gov About Regional Housing & Community Services Regional Housing & Community Services Corp. and its affiliates filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Lead Case No. 21-41034) on Aug. 26, 2021. At the time of the filing, Regional Housing & Community Services listed as much as $100,000 in both assets and liabilities. Judge Paul W. Bonapfel oversees the cases. The Debtors tapped Scroggins & Williamson, P.C. as legal counsel; GGG Partners, LLC as interim management services provider; and SLIB II, Inc., doing business as Senior Living Investment Brokerage, as investment banker. Kurtzman Carson Consultants, LLC is the claims, noticing and balloting agent. Greenberg Traurig, LLP serves as counsel for indenture trustee, UMB Bank, N.A. Melanie S. McNeil, Esq., at Melanie S. McNeil is the patient care ombudsman appointed in the Debtors' cases. REVLON INC: Lenders Denied Review, Citi's $500M Win Holds --------------------------------------------------------- Chris Dolmetsch of Bloomberg News reports that some of the Revlon Inc. creditors who were accidentally sent more than $900 million by Citigroup Inc. were denied a bid for a wider review of an appeals court ruling that they had to give the money back. The lenders -- which include Brigade Capital Management LP, HPS Investment Partners LLC and Symphony Asset Management -- asked the 2nd US Circuit Court of Appeals last September 2022 to have a larger group of judges review the decision by a three-judge panel. The panel had reversed a lower-court ruling that they could keep $504 million the bank mistakenly wired them. In early September, a Second Circuit panel handed Citibank a win in its battle to recover $500 million the bank accidentally wired to a group of Revlon lenders, overturning a New York federal court's decision that said the lenders didn't have to return the money. The three-judge panel vacated a February 2021 decision that relied on a New York legal doctrine known as discharge-for-value and held that the lenders could keep the mistakenly sent funds as a valid, if unintentional, satisfaction of Revlon's debt to them. "The Court of Appeals's specified requirement of entitlement to the money, combined with the cases it cited as precedents for the rule, and its continued espousal of New York's general rule that mistaken payments should be returned, lead us to conclude that, in New York, a creditor may not invoke the discharge-for-value rule unless the debt at issue is presently payable. Here, the debt on which Citibank mistakenly made a payment was not due for another three years. As a result, Defendants may not invoke the discharge-for-value rule as a shield against Citibank's claims for restitution, " according to the three-judge panel. About Revlon Inc. Revlon Inc. manufactures, markets and sells an extensive array of beauty and personal care products worldwide, including color cosmetics; fragrances; skin care; hair color, hair care and hair treatments; beauty tools; men's grooming products; anti-perspirant deodorants; and other beauty care products. Today, Revlon's diversified portfolio of brands is sold in approximately 150 countries around the world in most retail distribution channels, including prestige, salon, mass, and online. Since its breakthrough launch of the first opaque nail enamel in 1932, Revlon has provided consumers with high-quality product innovation, performance and sophisticated glamour. In 2016, Revlon acquired the iconic Elizabeth Arden company and its portfolio of brands, including its leading designer, heritage and celebrity fragrances. Revlon is among the leading global beauty companies, with some of the world's most iconic and desired brands and product offerings in color cosmetics, skin care, hair color, hair care and fragrances under brands such as Revlon, Revlon Professional, Elizabeth Arden, Almay, Mitchum, CND, American Crew, Creme of Nature, Cutex, Juicy Couture, Elizabeth Taylor, Britney Spears, Curve, John Varvatos, Christina Aguilera and AllSaints. Revlon, Inc., sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 22-10760) on June 15, 2022. Fifty affiliates, including Almay, Inc, Beautyge Brands USA, Inc., and Elizabeth Arden, Inc., also sought bankruptcy protection on June 15 and June 16, 2022. Revlon disclosed total assets of $2,328,093,000 against total liabilities of $3,689,240,395 as of April 30, 2022. The Hon. David S. Jones is the case judge. PJT Partners is acting as financial advisor to Revlon and Alvarez & Marsal is acting as restructuring advisor. Paul, Weiss, Rifkind, Wharton & Garrison LLP is acting as legal advisor to the Company. Mololamken, LLC, is the conflicts counsel. Kroll, LLC, is the claims agent. SEAICH CARD: Seeks Cash Collateral Access Thru Dec 31 ----------------------------------------------------- Seaich Card & Souvenir Corporation asks the U.S. Bankruptcy Court for the District of Utah, Central Division, for authority to use cash collateral in accordance with the budget through December 31, 2022. Since October 2020, the Debtor's sales have grown substantially, primarily via its sales of pool products through Walmart. In 2021, the Debtor achieved gross sales of approximately $7 million. Although Walmart is its largest customer (by far), the Debtor has made substantial efforts to expand and diversify its business, and has purchase orders lined up with major retail stores across the country. In 2020, the Debtor placed a substantial order to purchase inventory from Bontex for approximately $5 million worth of pools, pool supplies and accessories. The Debtor pre-paid to Bontex approximately $3.5 million, leaving only approximately $1.1 million due once the products were manufactured and available for the Debtor to take delivery. For reasons unrelated to the Debtor and its business, Gentox owed Bontex approximately $4 million for medical supplies. Although the Debtor and Gentox are separate entities and without the agreement of the Debtor, Bontex wrongfully "applied" the $3.5 million payment from the Debtor towards the amounts owed by Gentox. And Bontex refused to ship, or to make available to the Debtor, the approximately $5 million worth of inventory (primarily pools and pool supplies and accessories) that the Debtor had ordered and paid $3.5 million toward. The Debtor was forced to commence a legal action against Bontex in China to remedy its wrongful conduct and the conversion of the Debtor's funds. The Debtor eventually was successful, and Bontex now acknowledges the $3.5 million should be credited toward the $5 million of inventory ordered by the Debtor. But this significant business disruption resulted in substantial damage to the Debtor's business. Bontex's refusal to ship the products ordered, and paid for, by the Debtor created a "domino effect" resulting in a significant cash-flow problem for the Debtor. Because Walmart had pre-paid for some of the pool products, Walmart asserted that the Debtor owed money to Walmart. The Debtor was forced to conduct an internal audit, which eventually established that Walmart owed the Debtor funds (notwithstanding the pre-paid pool supplies that had not been shipped). However, the delay caused by the audit left the Debtor without the cash to pay for shipments of other product, namely bicycles, that it could have sold. The Debtor approached Drip Capital, Inc. in or around November 2021 to receive short-term funding for its cash-flow problems. The Debtor obtained a loan of approximately $505,000 from Drip. The Debtor understood that it would be obligated to repay the Drip loan no sooner than 120 days from the date it executed a promissory note in favor of Drip. Drip, however, has asserted that the Debtor's obligations came due 90 days from the date that certain inventory entered the United States, which cut the payment terms approximately in half. In late April 2022, Drip sent a payment demand to Walmart, causing Walmart to file an Interpleader Complaint and commence the Interpleader Action. Walmart requested to interplead no less than $329,000 in funds owed to the Debtor. Wal-Mart continues hold the Interpleader Funds and has not deposited them with the court. Without the Interpleader Funds, the Debtor is unable to pay certain 3PLs, landlords, and shippers holding inventory for the Debtor. Without its inventory, the Debtor has nothing to sell, and its business and its ability to generate revenue is at a "standstill." Without its revenue, the Debtor has been unable to pay ongoing debts, including employee wages. The Debtor was forced to reduce its workforce from 22 employees as of July 2022, to four employees as of the Petition Date. In short, the Debtor's business has ground to a halt. The parties that claim, or may claim, an interest in the Debtor's cash collateral are: a. U.S. Small Business Administration, with a loan balance of approximately $337,000. b. New Time Plastic Manufacturing, Ltd., with a balance of approximately $154,000; c. Drip, in the alleged amount of approximately $504,000. SouthStar Capital Group and Versant Funding, LLC also may claim a lien of cash collateral, but are not presently owed a debt by the Debtor. Blue Horizon; Bontex; and Titan Worldwide may hold a senior, priming lien on some or all of the resulting case proceeds. The Debtor proposes to use its cash, including cash that may constitute cash collateral, to (a) pay certain pre-petition obligations to critical vendors, to allow for the release of inventory that can be sold by the Debtor, and (b) pay the Debtor's ordinary post-petition operating expenses and certain administrative expenses as more particularly set forth in the Budget. As adequate protection, the Debtor proposes to grant the Adequate Protection Rights to any person holding a lien upon the Debtor's cash, by providing a replacement lien upon all pre-petition and post-petition assets of the Debtor (excepting chapter 5 claims) to the extent the Debtor's use of cash collateral results in a diminution in the amount or value of the secured claim of such creditor. A copy of the motion is available at https://bit.ly/3Vr8RvJ from PacerMonitor.com. About Seaich Card & Souvenir Corporation Seaich Card & Souvenir Corporation -- https://seaich.com/ -- doing business as Seaich Corporation, is a privately held company in the wholesale trade business. Seaich Card & Souvenir Corporation filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Utah Case No. 22-23909) on Oct. 4, 2022. In the petition filed by Uriah Kennedy, as president, the Debtor reported assets between $10 million and $50 million and liabilities between $1 million and $10 million. D. Ray Strong has been appointed as Subchapter V trustee. The Debtor tapped Cohne Kinghorn, led by is represented by Matthew M. Boley, as counsel; and Rocky Mountain Advisory, LLC, as financial advisor and accountant. SOLAR WOLF ENERGY: Owner Barred From Doing Business In Connecticut ------------------------------------------------------------------ Denise Coffey of Cape Cod Times reports that Ted Strzelecki, owner and president of Solar Wolf Energy LLC, has been barred from doing business in Connecticut, according to a press release from that state's attorney general, William Tong. Tong announced in a Sept. 15 release his investigation into and enforcement against the unfair and deceptive sales practices of Solar Wolf Energy, Inc., for failures to complete, or even begin, promised residential work. Multiple Connecticut consumers complained to the attorney general and the Department of Consumer Protection that Solar Wolf took their deposits for residential solar work or related projects and failed to start or complete them, and then never returned the money, the release stated. The story is a familiar one to some Yarmouth residents. Solar Wolf has also taken payments and deposits from more than 50 residents for solar panel installations that weren’t started or completed. The company was the contractor for the Solarize Yarmouth campaign. Solar Wolf filed for bankruptcy on Sept. 23 after taking hundreds of thousands of dollars from Yarmouth residents who signed contracts for solar panel installations. According to the press release, there is now a Superior Court order blocking Solar Wolf from selling, advertising, offering, or marketing goods or services in Connecticut until it obtains permission from the court. It is a violation of the Connecticut Home Improvement Act and the Connecticut Unfair Trade Practices Act when a home improvement contractor fails to perform substantial work and then fails to refund a consumer's deposit within 10 days of a written request. State statute allows the Connecticut attorney general to take this action. Yarmouth town officials hope that residents will be able to see some return on their money through the Home Improvement Guaranty Fund. State and town officials are investigating possibilities to complete the installations and get them hooked up to the grid. Town Administrator Robert Whritenour Jr. said he has seen the same story and the same lies repeated in case after case concerning Solar Wolf and Yarmouth residents. There was never any intention for Solar Wolf to follow through on any of their promises, he said. "We think some type of prosecution is warranted," he said. "We feel that this project is not going to be over until the local customers have been made whole." About Solar Wolf Energy Solar Wolf Energy is Massachusetts-based solar company. Solar Wolf Energy sought Chapter 7 bankruptcy protection (Bankr. D. Mass. Case No. 22-40693) on Sept. 23, 2022. The case is overseen by Honorable Bankruptcy Judge Christopher J Panos. The Debtor's counsel: Troy D. Morrison Morrison & Associates, P.C. 508-793-8212 tmorrison@morrisonlawpc.net The Chapter 7 trustee: Joseph H. Baldiga Mirick, O'Connell, DeMallie & Lougee 1800 West Park Drive Suite 400 Westborough, MA 01581 SONOMA PHARMACEUTICALS: Board Appoints Interim CFO -------------------------------------------------- Sonoma Pharmaceuticals, Inc.'s Board of Directors appointed Chad White as the Company's interim chief financial officer, effective on Oct. 3, 2022. Mr. Jerry Dvonch will resign as the Company's chief financial officer in connection with the closure of the Company's office in Woodstock, Georgia. Mr. Dvonch agreed to assist the Company with transitioning the Company's operations to its office in Boulder, Colorado on or before Dec. 31, 2022. The Company accepted the resignation of Mr. Dvonch as chief financial officer effective Nov. 18, 2022. Effective Nov. 18, 2022, Mr. White will serve as chief financial officer of the Company. Mr. White, age 49, joins the Company from Global Web Horizons LLC (dba Slumber Cloud), a direct-to-consumer retailer, where he served as chief financial officer from April 2019 through October 2022 and was responsible for accounting, treasury, and strategy development. Prior to Slumber Cloud, Mr. White served as chief financial officer of various Coors family portfolio businesses, including Outlast Technologies LLC, a global contract manufacturer of textile products from April 2012 until October 2020, where he directed the global finance function and all financial reporting requirements. Mr. White began his career as an auditor by spending five years with Ernst & Young. Mr. White is a licensed Certified Public Accountant in Ohio. He holds a Master of Business Administration from the University of North Carolina and a Bachelor of Arts in Accounting from Michigan State University. Mr. White will be employed at-will. The Company agreed to compensate Mr. White $230,000 per year. Mr. White is eligible for a bonus up to 50% of his annual salary, prorated the first year based on a fiscal year end of March 31 and dependent upon meeting specified performance goals. Upon commencement of his employment, Mr. White received options to purchase up to 5,000 shares of the Company's common stock. The options will vest in three tranches over three years and vesting will accelerate in the event of a change of control. He is also eligible for additional equity grants within the normal employee equity programs and for benefits, such as vacation, and the Company's medical, dental, vision and retirement plans. The Company thanks Mr. Dvonch for his service and wish him the best in his future endeavors. 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. SOUND HOUSING: Trustee Files Amendment to Disclosure Statement -------------------------------------------------------------- Stuart Heath, the Chapter 11 trustee for debtor Sound Housing LLC, submitted a Second Amended Disclosure Statement in support of its Plan of Liquidation dated October 10, 2022. The bankruptcy schedules revealed that Sound Housing, LLC held a 100% ownership interest in Stark Snow, LLC. Stark Snow, LLC had title to 3805 and 3807 Aurora Ave. N., Seattle, WA 98103 (the "Aurora Avenue Property"). In addition, the bankruptcy schedules disclosed that Sound Housing, LLC held a 44.88% interest in SH & VS Holdings, LLC. SH & VS Investments, LLC held title to 6200 Rainier Ave. S., Seattle 98118 (the "Rainier Avenue Property"). On September 21, 2022, the Court entered an Order authorizing the employment of real estate brokers Keith Bruce/Sound Point Real Estate LLC with respect to the marketing/listing of the South Seattle Property. The Trustee anticipates seeking approval of the employment of Kyle Milton and Joe Maxwell of Better Homes and Gardens RE PC with respect to the marketing/listing of the Tacoma Property. Sound Housing, LLC's Interests in SH & VS Investments SH & VS Investments, LLC holds title to 3 undeveloped parcels adjoining the Rainier Avenue Property. Ms. Gershanovich testified there is no debt secured against the three parcels. Sound Housing, LLC, through Ms. Gershanovich and unbeknownst to the Trustee, has been managing SH & VS Investments, LLC since its bankruptcy filing and after the appointment of the Trustee. The operating agreement of SH & VS Investments, LLC provides that Sound Housing, LLC shall perpetually be the Manager of SH & VS Investments, LLC short of the commission of wrongful acts or unless otherwise prohibited under the statuary (which presumably means RCW 25.15 et seq.). Although Sound Housing, LLC has been, through Ms. Gershanovich, managing SH & VS Investments, LLC, the Trustee believes it is not appropriate for Sound Housing, LLC to continue to serve as Manager when it holds causes of action against the other Members of SH & VS Investments, LLC. Accordingly, the Trustee will explore: (1) an amendment of the operating agreement to provide for someone else to be the Manager; (2) a judicial dissolution of SH & VS Investments, LLC or (3) petitioning for a general receiver over SH & VS Investments, LLC. The Tacoma Property and South Seattle Property will be sold. Creditors whose secured claims are not disputed will be paid at closing of the sale of the properties. Remaining work for the Trustee will primarily concern: resolution of the avoidance actions held by the Estate; objections to claims as noted above; obtaining value from the interests held in SH & VS Investments, LLC; and distribution to the unsecured creditors whose claims are allowed. The Debtor's primary assets are the South Seattle Property and the Tacoma Property. Because the Trustee intends to cause a sale of the properties in short order (as presumably would a Chapter 7 trustee), the crux of the analysis in this case is whether there are any savings in having the property sold under a Chapter 11 Plan as opposed to in a Chapter liquidation. In this case, there are savings arising out of: (1) the real estate excise tax that would not need to be paid if the property is sold pursuant to a confirmed Chapter 11 Plan; and (2) real estate commissions that would not need to be paid if the real estate is sold directly by the Chapter 11 Trustee. The Trustee anticipates a sales price of the South Seattle Property to be no less than $739,950. The Trustee anticipates a sales price of the Tacoma Property to be no less than $585,000. Savings in the form of real estate excise taxes, which would not be available in a Chapter 7, would, in such a scenario, equate to approximately $16,959 (assuming 1.28% real estate excise tax is not paid, and sales prices of $739,950 and $585,000 for the South Seattle Property and Tacoma Property, respectively). The Trustee estimates that between $400,000 and $500,000 will be available to Class 12 members assuming, in part: (1) the sales prices of the South Seattle Property and Tacoma Property are as reflected herein; (2) the contemplated claims objections and adversary proceedings are resolved on without the need for evidentiary hearings/trials; and (3) individuals and entities involved in SH & VS Investments, LLC cooperate with the Trustee's efforts, minimizing the need for formal proceedings. Additional funds may be available to Class 12 members if the Debtor's interest in SH & VS Investments, LLC has economic value. Like in the prior iteration of the Plan, Class 12 consists of all General Unsecured Claims filed as proofs of claim and not objected to in the timeframe set forth in this Plan. Allowed Claims will receive, on a Pro-Rata basis, an initial distribution within 45 days after the closing of the sale of the latter of: (i) the Tacoma Property and (ii) the South Seattle Property. The Allowed Claims will receive a second and final distribution within 45 days of the latter of: (i) entry of the last final non-appealable order entered in the adversary cases and claims objections to be commenced pursuant to this Plan or (ii) the liquidation of the interests in SH & VS Investments, LLC. Following Confirmation and until closing of the sale of the South Seattle Property and Tacoma Property, the Post-Confirmation Trustee shall continue to own, control, manage and operate Sound Housing, LLC's assets and business in the exercise of reasonable and prudent judgment in the ordinary course of business without further notice or order of the Court. Such assets include the Cash held by the Estate on Confirmation. The Post-Confirmation Trustee and any Professional Persons appointed by the Bankruptcy Court shall remain in their respective role(s) and operating pursuant to the jurisdiction of the Bankruptcy Court until such time as the South Seattle Property and Tacoma Property are sold, the causes of action pursued, and the Estate is fully administered and closed. The Court authorized the employment of Keith Bruce and Sound Point Real Estate LLC to list the South Seattle Property on September 20, 2022. The South Seattle Property is on the market. The Trustee anticipates seeking Court approval to employ Kyle Milton and Joe Maxwell of Better Home and Gardens RE PC to list the Tacoma Property. A full-text copy of the Second Amended Disclosure Statement dated October 10, 2022, is available at https://bit.ly/3VmZNHY from PacerMonitor.com at no charge. Attorney for Trustee: Manish Borde, WSBA #39503 BORDE LAW PLLC 600 Stewart Street, Suite 400 Seattle, WA 98101 Telephone: (206) 531-2722 E-mail: mborde@bordelaw.com About Sound Housing LLC Kirkland, Wash.-based Sound Housing, LLC, filed a petition for Chapter 11 protection (Bankr. W.D. Wash. Case No. 21-10341) on Feb. 19, 2021, listing as much as $10 million in both assets and liabilities. Judge Marc Barreca presides over the case. Jacob D DeGraaff, Esq., at Henry & DeGraaff, P.S., is the Debtor's legal counsel. On Sept. 24, 2021, Stuart Heath was appointed Chapter 11 trustee in the Debtor's case. Manish Borde, Esq., at Borde Law, PLLC and Richard Ginnis, CPA serve as the trustee's legal counsel and accountant, respectively. SRAMPICKAL DEVELOPERS: Property Sale/Refinance to Fund Plan ----------------------------------------------------------- Srampickal Developers, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of Pennsylvania a Disclosure Statement describing Chapter 11 Plan dated October 10, 2022. Srampickal Developers is a real estate holding Company which was formed on April 3, 1991. On February 8, 2008, the Debtor acquired a 1.25 acre, two unit commercial building located at 2375 Welsh Road, Philadelphia, PA 19114 ("2375 Welsh Road"), from an entity owned by Matthew Thomas, Tyson's father. The Debtor currently rents one-fifth of the building to Car Spot, whose rent is being paid directly to 2375 Welsh Acquisition pursuant to an Assignment of Rent in the loan documents. The Debtor previously sought protection under Chapter 11 of the Bankruptcy Code on two occasions; on August 1, 2014, which was dismissed on July 2, 2015 and on February 3, 2017, which was dismissed on August 17, 2017. The Debtor did not oppose the second dismissal because it, on September 11, 2017, obtained refinancing for 2375 Welsh Road from 2375 Welsh Note Acquisition, LLC ("Welsh Note Acquisition") in the amount of $750,000.00 for a two year term. On June 18, 2019, the Debtor purchased 2945 Burnt House Hill Road, Doylestown, PA 18901, a single family home, and financed it through Legacy Capital Loan Fund, LLC/Legacy Capital Wealth Fund, LLC in the amount of $560,000.00. In addition, the parties entered into a Joint Venture Agreement to develop and rehabilitate the property. When the Debtor could not satisfy the Welsh Note Acquisition loan, it commenced foreclosure proceedings, with a Sheriff sale scheduled for December 7, 2021. On December 6, 2021, the Debtor filed the instant Chapter 11 case. Having already obtained the necessary approvals from the City of Philadelphia, the Debtor had been in the process of making substantial improvements to 2375 Welsh Road setting the way for the refinance of the property when or about January 2022, it received an offer from the Rao Group, to purchase the property for $2,500,000.00. Closing is expected to occur on or before October 31, 2022. If the Rao Group fails to close, the Debtor has other buyers for 2375 Welsh Road at the same price or it will seek refinancing to pay the creditors. Prior to the filing of the Petition, Legacy commenced foreclosure proceedings. Pursuant to a Stipulation approved by the Court, the Debtor is making the monthly mortgage payment. The Debtor intends to refinance the 2945 Burnt House Hill Road property. As of August 2022, per payoffs and Proofs of Claim, the Debtor had $2,219,497.90 in secured claims, $4,618.86 in priority claims and $413,000.00 in unsecured claims (of which Legacy Loan filed a Proof of Claim for $330,000.00, which amount the Debtor disputes). Class 8 consists of General Unsecured Claims and will be paid in full to the extent of their allowed claims, through the surplus of funds from the sale or refinance of 2375 Welsh Road. The Member Interests shall receive no payment under the Plan, but shall retain their interests provided all creditors receive payment in full. Payments and distributions under the Plan will be funded by the sale or refinance of 2375 Welsh Road and the refinance of 2945 Burnt House Hill Road within 1 year. A full-text copy of the Disclosure Statement dated October 10, 2022, is available at https://bit.ly/3RVyHoE from PacerMonitor.com at no charge. About Srampickal Developers Philadelphia-based Srampickal Developers, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 21-13224) on Dec. 6, 2021. In the petition signed by Tyson Thomas, managing partner, the Debtor disclosed $3,560,000 in total assets and $2,197,000 in total liabilities. Judge Magdeline D. Coleman oversees the case. Jon M. Adelstein, Esq., at Adelstein & Kaliner, LLC, serves as the Debtor's legal counsel. STATERA BIOPHARMA: Widens Net Loss to $101.9 Million in 2021 ------------------------------------------------------------ Statera Biopharma, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $101.87 million on $1.48 million of revenues for the year ended Dec. 31, 2021, compared to a net loss of $12.09 million on zero revenue for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $21.17 million in total assets, $22.67 million in total liabilities, and a total stockholders' deficit of $1.51 million. Lakewood, Colo.-based BF Borgers CPA PC, the Company's auditor since 2022, issued a "going concern" qualification in its report dated Oct. 4, 2022, citing that Company has suffered recurring losses from operations and has a significant accumulated deficit. In addition, the Company continues to experience negative cash flows from operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1318641/000143774922023703/cbli20211231_10k.htm About Statera Statera Biopharma, Inc. (formerly known as Cytocom, Inc. and Cleveland Biolabs) is a pre-clinical and clinical biopharmaceutical company developing multiple product candidates to address unmet medical needs for use in diseases involving immune system dysfunction. An involuntary Chapter 11 bankruptcy case was filed against Statera on Aug. 16, 2022, by three alleged creditors of the Company alleging they are owed a total of $2.1 million on account of notes, unpaid wages, and severance. STORED SOLAR: Can't Use Hartree Cash Collateral, Court Says ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of Maine has denied the Motion for Authority to Use Cash Collateral filed by Stored Solar Enterprises, Series, LLC, saying the Debtor failed to meet its burden of proving, by a preponderance of the evidence, adequate protection of Hartree Partners LP's interest in property of the estate (including cash collateral). As previously reported by the Troubled Company Reporter, the Debtor sought authority to use cash collateral to satisfy its ordinary and necessary operating expenses, including its payroll and related charges. Prior to, on, and after the Petition Date, the Debtor generated -- and continues to generate -- electricity, though it has had to idle some Plants and defer necessary maintenance due to cash flow constraints resulting from the retention of payments and renewable energy credits from ISO-NE, by the Debtor's primary secured creditor, Hartree Partners, LP. The Debtor's predecessors borrowed funds from Hartree and executed promissory notes, security agreements, mortgages, and guarantees in favor of Hartree. Under the Hartree Loan Documents, Hartree has a first priority lien, mortgage and security interest in all operating assets of the Debtor, including its generating machinery and equipment, its biomass fuel inventory, its accounts receivable, its RECs, and its contracts with or issued by ISO-NE. As such, Hartree is expected to claim an interest in the Debtor's cash collateral. A copy of the order is available at https://bit.ly/3rOxQvl from PacerMonitor.com. About Stored Solar Enterprises, Series LLC Stored Solar Enterprises, Series LLC owns and operate seven biomass-fueled, renewable energy generating facilities located in Maine, Massachusetts and New Hampshire. The Plants produce electric energy which is transmitted into, and earns payments from, the ISO New England power grid. Stored Solar has 87 employees. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Me. Case No. 22-10191) on September 14, 2022. In the petition signed by William Harrington, manager, the Debtor disclosed up to $100 million in assets and up to $50 million in liabilities. Judge Michael A. Fagone oversees the case. George J. Marcus, Esq., at Marcus Clegg, is the Debtor's counsel. SUN BORICUA: Seeks to Hire Homel Mercado Justiniano as Counsel -------------------------------------------------------------- Sun Boricua Pa'l Mundo, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to hire Homel Mercado Justiniano as its counsel. The firm will render these services: a. examine documents and other necessary information to submit schedules and statement of financial affairs; b. prepare the disclosure statement, plan of reorganization, records and reports as required by the Bankruptcy Code and the Federal Rules of Bankruptcy Procedures; c. prepare applications and proposed orders; d. identify and prosecute claims and causes of action assertable by the Debtor; e. examine proof of claims filed and to be filed in the case; f. advise the Debtor and prepare documents in connection with the ongoing of Debtor's business; g. advise the Debtor and prepare documents in connection with the liquidation of the assets of the estate; and h. provide other legal services. The firm will be paid at these hourly rates: Attorneys $250 Associates $125 Paralegal $50 Homel Mercado Justiniano received a retainer in the amount of $7,750, which includes $1,738 filing fee. As disclosed in court filings, Homel Mercado Justiniano is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Homel A. Mercado-Justiniano, Esq. Homel Mercado Justiniano Calle Ramirez Silva #8 Ensanche Martinez Mayaguez, PR 00680-4714 Tel: (787) 831-2577/808-2945 Email: hmjlaw2@gmail.com About Sun Boricua Pa'l Mundo Sun Boricua Pa'l Mundo, Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 22-02809) on Sept. 27, 2022, with up to $50,000 in assets and $$100,000 to $500,000 in liabilities. Judge Maria de los Angeles Gonzalez oversees the case. Homel A. Mercado-Justiniano, Esq. represents the Debtor. TERRA MANAGEMENT: Seeks to Delay Disclosures Hearing to Nov. 9 -------------------------------------------------------------- Terra Management Group, LLC and Littleton Main Street LLC move the Bankruptcy Court for entry of an order continuing the hearing on the Debtors' Disclosure Statement currently scheduled for October 12, 2022, at 10:00 a.m. and resetting the attendant objection deadline. In support, the Debtors state as follows: The Debtors and creditors Kathleen and Delaney Keaten have been engaging in ongoing discussions regarding the Disclosure Statement and underlying Plan. As a result of those discussions, the parties requested a continuation of the September 16, 2022 hearing. The Court granted the request and set the hearing on the Disclosure Statement for October 12, 2022 at 10:00 a.m. and extended the corresponding deadline to file objections to the Disclosure Statement from September 9, 2022 to October 5, 2022. The Debtors and the Keatens are still engaging in ongoing discussions on a potential consensual path forward for a plan of reorganization or sale of Main Street's real property. These discussions may impact the Disclosure Statement on file. Accordingly, the parties believe it is most efficient to not proceed with the hearing next week and hereby request that the Court continue the Disclosure Statement Hearing to an available date on the Court's calendar on or about November 9, 2022 and reset the objection deadline to on or about November 2, 2022. The proposed extensions will help limit the issues before the Court. The Debtors respectfully request entry of an order rescheduling the Disclosure Statement Hearing to a date on or about November 9, 2022, and resetting the objection deadline to on or about November 2, 2022, and for such other relief as the Court deems appropriate. Attorneys for the Debtors: Michael J. Pankow, Esq. Anna-Liisa Mullis, Esq. Amalia Sax-Bolder, Esq. BROWNSTEIN HYATT FARBER SCHRECK, LLP 410 17th Street, Suite 2200 Denver, CO 80202 Telephone: (303) 223-1100 Facsimile: (303) 223-1111 E-mail: mpankow@bhfs.com amullis@bhfs.com asax-bolder@bhfs.com About Terra Management Group Terra Management Group, LLC is an Englewood, Colo.-based company engaged in activities related to real estate. Terra Management Group and Littleton Main Street, LLC filed their voluntary petitions for Chapter 11 protection (Bankr. D. Col. Lead Case No. 21-15245) on Oct. 15, 2021. J. Marc Hendricks, president and manager of Terra Management Group, signed the petitions. At the time of the filing, Terra Management Group listed up to $100,000 in assets and up to $50 million in liabilities while Littleton listed as much as $50 million in both assets and liabilities. The Hon. Kimberley H. Tyson is the case judge. The Debtors tapped Michael J. Pankow, Esq., at Brownstein Hyatt Farber Schreck, LLP as legal counsel, and Haynie & Company as tax accountant. TRILOK FUSION: Seeks Cash Collateral Access ------------------------------------------- Trilok Fusion Arts, Inc. asks the U.S. Bankruptcy Court for the Eastern District of New York for authority to use cash collateral for necessary business expenses in the ordinary course of business. The Debtor has an immediate and critical need to use cash collateral to pay necessary expenses in the ordinary course of business in order to maintain its business operations. As a result of a financial crisis caused by the COVID-19 pandemic, Trilok fell behind in paying its rental payments on its lease. Despite its best efforts, Trilok has been unable to reach an agreement with its landlord Waverly Corp. regarding the repayment of the arrears. Instead of entering into a workout agreement with Trilok, Waverly has brought an action to collect unpaid rent and eject Trilok from the leased premises. A previous motion to use cash collateral was made and withdrawn because of the mistaken belief that Trilok had no secured debts. However, on October 7,2022, the U.S. Small Business Administration filed a proof of claim indicating showed that Trilok's debt to the SBA in the principal amount of $500,0000, is a secured debt. The Debtor intends to provide adequate assurance to the landlord by making post-petition rental payments as well as paying other financial obligations pursuant to the Lease. A copy of the motion is available at https://bit.ly/3MzV7KX from PacerMonitor.com. About Trilok Fusion Arts, Inc. Trilok Fusion Arts, Inc. is a not-for-profit organization formed in 2001 and commenced operations as an educational institution in 2007. The Trilok school provides education for children from kindergarten to high school. The school's curriculum includes a premium academic program as well programs in Arts and Humanities. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. N.Y. Case No. 22-42116) on September 6, 2022. In the petition signed by Sudha Seetharaman, executive director, the Debtor disclosed $327,346 in assets and $1,161,000 in liabilities. Judge Jil Mazer-Marino oversees the case. Clover Barrett, Esq., at Clover Barrett and Associates PC is the Debtor's counsel. TRINITY STONE: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Trinity Stone, Ltd. 1221 N. Coliseum Blvd. Fort Wayne, IN 46805 Business Description: The Debtor is engaged in the business of granite countertop/cabine manufacturing. Chapter 11 Petition Date: October 13, 2022 Court: United States Bankruptcy Court Northern District of Indiana Case No.: 22-11094 Debtor's Counsel: Scot T. Skekloff, Esq. HALLERCOLVIN PC 444 East Main Street Fort Wayne, IN 46802 Tel: (260) 426-0444 Fax: (260) 422-0274 Email: SSkekloff@hallercolvin.com Total Assets as of Sept. 30, 2022: $752,606 Total Liabilities as of Sept. 30, 2022: $1,267,933 The petition was signed by Pamela Turner as secretary - authorized representative. 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/OFXQDHY/Trinity_Stone_Ltd__innbke-22-11094__0001.0.pdf?mcid=tGE4TAMA VANGUARD WINES: Seeks Cash Collateral Access -------------------------------------------- Vanguard Wines, LLC asks the U.S. Bankruptcy Court for the Northern District of Ohio, Eastern Division, for authority to use cash collateral and provide adequate protection to Crossroads Financial Group, LLC. The Debtor requires the use of cash collateral to fund its operations throughout its bankruptcy case and until the assets of the Debtor are sold via section 363. Crossroads is the Debtor's first lienholder. The Debtor's other lien claimants are the U.S. Small Business Administration and Libertas Funding LLC. The obligations owed by the Debtor arise out of a debt facility with Crossroads having a balance of $983,290 as of August 22, 2022. The Crossroads debt facility contains a grant of a security interest in all assets of the Debtor. A UCC Financing Statement was filed on behalf of Crossroads with the Ohio Secretary of State on January 10, 2020, at FS Number OH00236801224. The filing of the Chapter 11 case was precipitated by a variety of factors, the most significant being the loss of distribution to restaurant customers upon the onset of the COVID-19 pandemic at the end of the first quarter of 2020. As Vanguard's revenue faltered, it was left it in a precarious financial position. While government provided pandemic programs were supportive, eventually Vanguard could not survive on its current collections. The liquidity provided under its asset-based lending facility became insufficient, and Vanguard had to turn to a factoring relationship relative to its accounts receivable. As events unfolded during 2022, it became apparent Vanguard's future was best achieved through a strategic combination. After substantial discussions and negotiations, Vanguard reached an agreement, in principle, with Boutinot USA Inc., the American affiliate of Boutinot International, a global wine producer and distributor, for the acquisition of Vanguard's business and assets. This case has been filed to implement this acquisition, subject to a sale process designed to attract an opportunity for the submission higher and better offers, for the benefit of Vanguard's creditor constituents, its customers and its employees. Vanguard's proposed sale of its assets will be subject to court approval. The sale timeline is designed to achieve a closing of a sale in early December 2022, prior to the holiday season when after which, wholesale wine sales decline seasonally and Vanguard's ability to continue funding its operations substantially deteriorates. All amounts owed by the Debtor to Crossroads will be subject to replacement liens in the same order and priority as the liens held by Crossroads against the Debtor's assets on a prepetition basis. The Other Lien Claimants will be provided with automatically perfected security interests in and liens on cash collateral in existence on the Petition Date, to the same extent, amount, and priority as their respective pre-petition security interests, if any, in cash collateral in existence on the Petition Date. As reflected in the Budget, the Debtor proposes to pay Crossroads, commencing the week of October 17th, four bi-weekly adequate protection payments of $7,750 each, with a final adequate protection payment in the amount of $15,800 during the week of December 5th. The aggregate amount of such proposed payments is $46,800. The replacement liens and security interests granted to Crossroads will be subject and subordinate to: i) allowed claims of professionals of the Debtor, ii) all fees required to be paid to the Clerk of the Court and to the Office of the United States Trustee under 28 U.S.C. section 1930(a), and iii) the fees of the Subchapter V Trustee. A copy of the Debtor's motion and 13-week budget is available at https://bit.ly/3SX81F8 from PacerMonitor.com. The budget provides for total expenses, on a weekly basis, as follows: $66,820 for the week beginning October 10, 2022; $42,275 for the week beginning October 17, 2022; $51,320 for the week beginning October 24 2022; $62,681 for the week beginning October 31 2022; $72,820 for the week beginning November 7, 2022; $60,950 for the week beginning November 14, 2022; $69,820 for the week beginning November 21, 2022; $55,750 for the week beginning November 28, 2022; $1,064,217 for the week beginning December 5, 2022; $58,200 for the week beginning December 12, 2022; $820 for the week beginning December 19, 2022; $0 for the week beginning December 26, 2022; and $0 for the week beginning January 2, 2023. About Vanguard Wines, LLC Vanguard Wines, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ohio Case No. 22-51200) on October 10, 2022. In the petition signed by Eric Stewart, president, the Debtor disclosed $1,408,580 in total assets and $5,063,797 in total liabilities. Vanguard Wines, LLC is an independently owned importer and distributor of fine wines and spirits in Ohio, Kentucky and Indiana. Vanguard operates primarily from its leased warehouse facility in Columbus, Ohio, as well as smaller facilities in Indianapolis, Indiana and Louisville, Kentucky. On a company wide basis, Vanguard has 26 employees as of the filing of its chapter 11 case. Richard K. Stoval, Esq., at Allen Stovall Neuman & Ashton LLP, is the Debtor's counsel. VERTEX ENERGY: Incurs $63.8 Million Net Loss in Second Quarter -------------------------------------------------------------- Vertex Energy, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $63.78 million on $991.84 million of revenues for the three months ended June 30, 2022, compared to a net loss of $15.96 million on $30.23 million of revenues for the three months ended June 30, 2021. For the six months ended June 30, 2022, the Company reported a net loss of $64.59 million on $1.03 billion of revenues compared to a net loss of $12.99 million on $55.27 million of revenues for the six months ended June 30, 2021. As of June 30, 2022, the Company had $690.66 million in total assets, $592.97 million in total liabilities, and $97.69 million in total equity. Vertex said, "We believe that we have sufficient liquid assets, cash flow from operations, borrowing capacity and adequate access to capital markets to meet our financial commitments, debt service obligations and anticipated capital expenditures for at least the next 12 months. We expect that our short-term liquidity needs which include debt service, working capital, and capital expenditures related to currently planned growth projects (including the renewable diesel conversion project designed to modify the Mobile Refinery's hydrocracking unit to produce renewable diesel fuel on a standalone basis) will be met through projected cash flow from operations, borrowings under our various facilities and asset sales." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/890447/000162828022021666/vtnr-20220630.htm About Vertex Energy Houston-based Vertex Energy, Inc. is an energy transition company focused on the production and distribution of conventional and alternative fuels. Vertex owns a refinery in Mobile (AL) with an operable refining capacity of 75,000 barrels per day and more than 3.2 million barrels of product storage, positioning it as a leading supplier of fuels in the region. Vertex is also a processor of used motor oil, with operations located in Houston and Port Arthur (TX), Marrero (LA), and Columbus (OH). Vertex also owns a facility, Myrtle Grove, located on a 41-acre industrial complex along the Gulf Coast in Belle Chasse, LA, with existing hydroprocessing and plant infrastructure assets, that include nine million gallons of storage. Vertex Energy reported a net loss of $7.66 million for the year ended Dec. 31, 2021, a net loss of $11.40 million for the year ended Dec. 31, 2020, and a net loss of $5.49 million for the year ended Dec. 31, 2019. VIVAKOR INC: CEO Faces Lawsuit From SEC --------------------------------------- The U.S. Securities and Exchange Commission filed a civil complaint in the United States District Court for the Eastern District of New York, against Matthew Nicosia, chief executive officer and Chairman of the Board of Directors of Vivakor, Inc., and three other individuals, alleging violations of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934. The Company was not named as a defendant in such action and the allegations do not relate to the Company or its business, operations or securities. Mr. Nicosia has stated that he disputes such claims and will be defending against them. 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. VIVAKOR INC: CEO Matthew Nicosia Resigns ---------------------------------------- Vivakor, Inc. said its Board of Directors received notice from Matthew Nicosia, the Company's chief executive officer and chairman of the Board of Directors, of his resignation from those positions effective as of Oct. 6, 2022. According to the Company, those resignations are not the result of any disagreement with the Company on any matter relating to the Company's operations, policies or practices. The Company has commenced a search for Mr. Nicosia's replacement and the Company expects to name a new chief executive officer in due course and in a timely manner. The Company and Mr. Nicosia intend for Mr. Nicosia to remain engaged by the Company in a separate capacity (as neither an officer nor other member of the management team) and on terms to be determined by the Company, to facilitate the transition of his responsibilities. 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. VOYAGER DIGITAL: Unsecureds Owed $14M to Recover 72% in Sale Plan ----------------------------------------------------------------- Voyager Digital Holdings, Inc., et al., submitted a First Amended Disclosure Statement relating to the Second Amended Joint Plan. On the first day of these chapter 11 cases, the Debtors filed the Joint Plan of Reorganization of Voyager Digital Holdings, Inc. and Its Debtor Affiliates Pursuant to Chapter 11 of the Bankruptcy Code (as amended and restated from time to time, the "Standalone Plan"). The Standalone Plan contemplated a restructuring that could be effectuated without a sale, and served as a floor for the Debtors' marketing process. To that end, the Debtors, with the assistance of Moelis and their other advisors, continued their prepetition marketing efforts during these Chapter 11 Cases to canvas the market and identify interest in a transaction with a third-party investor. Shortly after commencing their chapter 11 cases, the Debtors filed their bidding procedures motion, which set a timeline for interested parties to submit bids for an acquisition of the Debtors' assets and procedures for conducting an auction if multiple bids were received. On August 5, 2022, the Bankruptcy Court entered the order approving the Bidding Procedures, which, among others, established a bid deadline for Sept. 6, 2022 and auction for Sept. 13, 2022. The Debtors received a number of bids from strategic investors and, accordingly commenced an auction on Sept. 13, 2022, for a sale of the Debtors' business. The two-week Auction featured hard-fought, arms-length negotiations with each participating bidder. On Sept. 26, 2022, the Debtors announced FTX US as the winning bidder, and on Sept. 27, 2022, the Debtors and the purchaser entered into the asset purchase agreement memorializing the terms of the winning bid. The Debtors seek to effectuate the transactions contemplated by the Asset Purchase Agreement pursuant to the Plan. The Plan, among other things: * contemplates payment in full of Administrative Claims, Secured Tax Claims, Priority Tax Claims, and Other Priority Claims; * provides for the distribution of Cryptocurrency, Cash, and any remaining assets (including any recovery on account of the 3AC Claims) to Account Holders and Holders of General Unsecured Claims subject to the terms of the Asset Purchase Agreement; * provides for any residual value after payment in full of Account Holder Claims and General Unsecured Claims to be distributed to Holders of Section 510(b) Claims, if any, and Holders of Existing Equity Interests; * consensually cancels all Alameda Loan Facility Claims pursuant to the Asset Purchase Agreement; and * designates a Wind-Down Entity Trustee to wind down the Debtors' affairs in accordance with the Plan. The Debtors believe that the Plan maximizes stakeholder recoveries in the Chapter 11 Cases. Accordingly, the Debtors urge all holders of claims entitled to vote to accept the Plan by returning their ballots so that Stretto actually receives such ballots by Nov. 25, 2022, at 4:00 p.m. prevailing Eastern Time. Assuming the Plan receives the requisite acceptances, the Debtors will seek the Bankruptcy Court's approval of the Plan at a hearing on December 6, 2022 at 11:00 a.m. (prevailing Eastern Time). Under the Plan, Class 5 General Unsecured Claims totaling $14.4 million will recover 72% of claims under the Plan, compared with 57% to 64% in a liquidation. The Plan provides that each Holder of an Allowed General Unsecured Claim will receive in full and final satisfaction, compromise, settlement, release, and discharge of such Allowed General Unsecured Claim: (i) its Pro Rata share of Transferred Cryptocurrency Value, in Cryptocurrency or Cash as provided in the Customer Migration Protocol; (ii) the right to become a Transferred Creditor as provided in the Customer Migration Protocol; (iii) its Pro Rata share of Distributable Cash; and (iv) to effectuate distributions from the WindDown Entity, its Pro Rata share of the WindDown Trust Units, provided that any distributions on account of Wind-Down Trust Units shall only be made following payment in full of Allowed Administrative Claims, Allowed Priority Tax Claims, Allowed Secured Tax Claims, and Allowed Other Priority Claims. Class 5 is impaired. The Plan will be funded with the proceeds of the sale transaction, which the Debtors value at approximately $1.422 billion, consisting primarily of: (a) the value of all Voyager cryptocurrency as of a to be determined date, which, at current market prices as of Sept. 26, 2022, is estimated to be $1.311 billion, plus (b) additional consideration estimated as providing at least approximately $111 million of incremental value that includes (i) a cash payment of $51,000,000, (ii) an earn out of up to $20 million, (iii) the right of Transferred Creditors to receive a $50 Account Credit, (iv) a cash payment equal to the Acquired Cash, and (v) the transfer to the Debtors of all right, title, and interest in the Alameda Loan Facility Claims. On the Effective Date, the Wind-Down Trustee shall be appointed by the Debtors as the sole director and the sole officer of the Wind-Down Debtors and shall succeed to the powers of the Debtors' directors and officers. The Wind-Down Trustee shall have the right to retain the services of attorneys, accountants, and other professionals that, in the discretion of the Wind-Down Trustee, are necessary to assist the Wind-Down Trustee in the performance of his or her duties. Counsel to the Debtors: Joshua A. Sussberg, Esq. Christopher Marcus, Esq. Christine A. Okike, Esq. Allyson B. Smith, Esq. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 601 Lexington Avenue New York, NY 10022 Telephone: (212) 446-4800 Facsimile: (212) 446-4900 A copy of the Disclosure Statement dated October 5, 2022, is available at https://bit.ly/3RKaHVh from PacerMonitor.com. About Voyager Digital Holdings Based in Toronto, Canada, Voyager Digital Holdings Inc. -- https://www.investvoyager.com/ -- runs a cryptocurrency platform. Voyager claims to offer a secure way to trade over 100 different crypto assets using its easy-to-use mobile application. Through its subsidiary Coinify ApS, Voyager provides crypto payment solutions for both consumers and merchants around the globe. Voyager Digital Holdings Inc. and two affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 22-10943) on July 5, 2022. In the petition filed by Stephen Ehrlich, chief executive officer, the Debtors estimated assets and liabilities between $1 billion and $10 billion. Michael E. Wiles oversees the cases. The Debtors tapped Kirkland & Ellis, LLP as general bankruptcy counsel; Berkeley Research Group, LLC as financial advisor; Moelis & Company as investment banker; and Consello Group as strategic financial advisor. Stretto, Inc. is the claims agent. On July 19, 2022, the U.S. Trustee for the Southern District of New York appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped Epiq Corporate Restructuring, LLC as noticing and information agent. WILLIAMS LAND: Kirschbaum Represents Ford, Simmons -------------------------------------------------- In the Chapter 11 cases of Williams Land Clearing, Grading, and Timber Logger, LLC, the law firm of Kirschbaum, Nanney, Keenan & Griffin, P.A. provided notice under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose that it is representing the following lien creditors: Ford Motor Credit Company PO Box 62180 Colorado Springs, CO 80962 * Property: 1 motor vehicle * Claim and date: Purchase money security interest incurred 5/13/2020 w/balance due of $40,260.67 Simmons Bank 601 E. 3rd Street, 7th Floor Little Rock, AR 72201 * Property: 1 motor vehicle * Claim and date: Purchase money security interest incurred 9/28/2021 w/balance due of $74,803.76 The firm is Ford Credit's regular counsel representing it in all referred cases pending in the United States Bankruptcy Courts for the Eastern and Middle Districts of North Carolina. This case was referred to protect Ford Credit's purchase money security interest relative to 1 motor vehicle financed by the Debtor with Ford Credit. The firm is also Simmons Bank's counsel representing it in all referred cases pending in the United States Bankruptcy Courts for North Carolina. This case was referred to protect Simmons Bank's purchase money security interest relative to 1 motor vehicle financed by the Debtor with Simmons Bank. The firm does not own, nor has it ever owned, any claim against the debtor in this case, nor any equity securities of the debtor. The Firm can be reached at: KIRSCHBAUM, NANNEY, KEENAN & GRIFFIN, P.A. Pamela P. Keenan, Esq. P.O. Box 19766 Raleigh, NC 27619-9766 Telephone: (919) 848-0420 Facsimile (919) 848-8755 A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://bit.ly/3TkE55L About Williams Land Clearing, Grading, and Timber Logger, LLC Williams Land Clearing, Grading, and Timber Logger, LLC 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 Williams Land in 2016, Lamont Williams, its sole member, had been in the logging business since 2001, and added clearing and grading to his business in about 2006. 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 signed by Lamonte Williams, manager, the Debtor disclosed up to $50 million in assets and up to $10 million in liabilities. Judge Pamela W. McAfee oversees the case. William P. Janvier, Esq., at Stevens Martin Vaughn and Tadych, PLLC, is the Debtor's counsel. WILLIAMS LAND: Smith Debman Represents Keystone, 2 Others --------------------------------------------------------- In the Chapter 11 cases of Williams Land Clearing, Grading, and Timber Logger, LLC, the law firm of Smith Debnam Narron Drake Saintsing & Myers, LLP submitted a verified statement under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose that it is representing the following creditors: Commercial Funding Inc., Commercial Credit Group, Inc. and Keystone Equipment Finance Corp. c/o Byron L. Saintsing Smith Debnam Narron Drake Saintsing & Myers, LLP PO Box 176010 Raleigh, NC 27619-6010 * Nature of Claim: Commercial debts that arose as a result of four (4) Promissory Note and Security Agreements, a Factoring Agreement, and a Equipment Finance Agreement * Principal Amount: $1,964,087.33 (CFI/CCG); $71,476.66 (Keystone) * Time of Acquisition: May 12, 2021, April 29,2021 CNH Industrial Capital America LLC c/o Caren D. Enloe Smith Debnam Narron Drake Saintsing & Myers, LLP PO Box 176010 Raleigh, NC 27619-6010 * Nature of Claim: Ten (10) Retail Installment Sale Contracts and Security Agreements secured by various heavy equipment, including but not limited to, certain Case Dozers and Excavators * Aggregate Claim Amount: $1,839,458.05 * Time of Acquisition: June 11, 2019 - October 7,2021 Midland States Bank c/o Landon G. Van Winkle Smith Debnam Narron Drake Saintsing & Myers, LLP PO Box 176010 Raleigh, NC 27619-6010 * Nature of Claim: Lease Agreement secured by four (a) Bell B30E reticulated haulers. * Principal Amount: $1,354,754.50 * Time of Acquisition: August 27, 2021 The following are the facts and circumstances in connection with this firm's employment by the companies named in the foregoing paragraph: This firm was retained by Commercial Funding Inc. Commercial Credit Group Inc. and Keystone Equipment Finance Corp. to represent their interests in this case related to the Promissory Notes and Security Agreements Nos. 1C05132102, IC06292102, IC07262103, IC10152102, the Factoring Agreement dated July 6, 2021, and Equipment Finance Agreement WLLLN01EFA entered into by the Debtor, on which there remains a balance to be paid. This firm was retained by CNH Industrial Capital America LLC to represent its interest in this case related to multiple retail installment sale contract and security agreements identified by the account numbers ending in 116426, 116429, 116448, 116451, 246080, 265731, 268530, 271437, 272029, and 279525, respectively, and all of which are secured by purchase money security interest on which there remain balances to be paid. This firm was retained by Midland States Bank to represent their interests in this case related to Lease Agreement No. 823-227577-002 on which there remains balances to be paid. This firm does not own, nor has it ever owned, any claim whatsoever against the Debtors in this case nor any equity securities of the Debtors. Counsel for Commercial Funding Inc., Commercial Credit Group, Inc. and Keystone Equipment Finance Corp. can be reached at: SMITH DEBNAM NARRON DRAKE SAINTSING & MYERS LLP P.O. Box 176010 Raleigh, NC 27619-6010 Telephone: (919) 250-2000 Facsimile: (919) 250-2100 E-mail: bsaintsing@smithdebnamlaw.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://bit.ly/3yG9yrf About Williams Land Clearing, Grading, and Timber Logger, LLC Williams Land Clearing, Grading, and Timber Logger, LLC 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 Williams Land in 2016, Lamont Williams, its sole member, had been in the logging business since 2001, and added clearing and grading to his business in about 2006. 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 signed by Lamonte Williams, manager, the Debtor disclosed up to $50 million in assets and up to $10 million in liabilities. Judge Pamela W. McAfee oversees the case. William P. Janvier, Esq., at Stevens Martin Vaughn and Tadych, PLLC, is the Debtor's counsel. WIRTA HOTELS: Court Confirms Chapter 11 Plan -------------------------------------------- Judge Christopher M. Alston has entered an order confirming the Plan of Wirta Hotels, LLC. On Aug. 25, 2022, the Court held a non-evidentiary status conference regarding Debtor's Second Amended Chapter 11 Plan of Reorganization, at which Tara J. Schleicher and Dan Youngblut appeared on behalf of Wirta Hotels, LLC. and John Kaplan appeared on behalf of Wilmington Trust, National Association, as Trustee, on Behalf of the Registered Holders of Wells Fargo Commercial Mortgage Trust 2016-C35, Commercial Mortgage Pass-Through Certificates, Series 2016-C35. At the hearing, counsel advised the Court that Debtor and Wilmington were continuing to make progress toward a consensual plan of reorganization. These efforts have culminated in Debtor's Third Amended Chapter 11 Plan of Reorganization (the "Revised Plan"), which reflects the terms of agreement between the Debtor and Wilmington. In connection with the Revised Plan, Wilmington's Secured Claim shall be allowed and treated as set forth in Sections 2.3 and 4.1 of the Revised Plan, and the objection filed by Wilmington shall be deemed withdrawn by signature of Wilmington's counsel below. No other parties have objected to the Plan or appeared at any of the scheduled hearings, and the Court advised Debtor and Wilmington that, in light of such lack of objections from other parties, that Debtor and Wilmington could submit the Revised Plan and a draft confirmation order, along with a supporting declaration, without need for further hearing. Additionally, Franchisor previously requested that the following be added to any order confirming the Plan: Pursuant to 11 U.S.C. Sec. 365(a), Debtor assumes that certain Choice Hotels International, Inc., Franchise Agreement dated March 31, 2004 (the "Franchise Agreement") and that certain Fee Deferral Program letter agreement dated April 16, 2020 (the "Deferral Agreement" and together with the Franchise Agreement, collectively, the "Choice Agreements"). Debtor assumes the Choice Agreements en toto and without any change, amendment, or modification thereto. The Debtor shall pay a cure payment in the amount of $78,891.94, within 10 days of the Effective Date of the Plan. To the extent there are any non-monetary defaults or non-monetary obligations outstanding under the Choice Agreements existing as of the date of this Order, Choice reserves all rights to enforce the terms of the Choice Agreements according to their terms with respect to such non-monetary defaults or obligations, notwithstanding anything to the contrary herein. Additionally, Debtor notes that, pursuant to settlement with Washington DOR, certain claims beneficially held by the City of Sequim (but administered and collected by Washington DOR) were moved from Class 3 to Class 2. Debtor also discovered that a claim in Class 3 previously described as owing to Clallam County in the amount of $9,864.59 for "County Lodging Tax" is really a tax owed to the City of Sequim (and is now accounted for in Class 2). In the unlikely event of any prejudice to Clallam County as a result of this reclassification of claims, Debtor agrees to file no later than the Claims Objection Date an objection to the Clallam County claim of $9,864.59 for "County Lodging Tax" and will reserve an amount to pay such claim, as set forth in Class 3, should this Court ultimately determine that Clallam County has an allowed claim. Debtor notes that this is separate from the real property tax claim owed to Clallam County under Class 3, which is not disputed, and notes further that Clallam County did not file a proof of claim in this case or object to the Plan. Notwithstanding whether the Effective Date under the Plan has occurred, Debtor is authorized to make the payment of $27,246.10 as set forth in section 4.1(c)(ii) of the Plan. Accordingly, Judge Christopher M. Alston ordered that the Plan is confirmed under 11 U.S.C. Sec. 1129(a). About Wirta Hotels Wirta Hotels, LLC owns and operates Quality Inn & Suites at Olympic National Park, a hotel located at 134 River Road, Sequim, Wash. Wirta Hotels filed a petition for Chapter 11 protection (Bankr. W.D. Wash. Case No. 21-11556) on Aug. 13, 2021, listing $3,136,280 in assets and $5,193,377 in liabilities. Judge Christopher M. Alston oversees the case. Foster Garvey, PC and Premier Capital Associates, LLC serve as the Debtor's legal counsel and financial consultant, respectively. ZOHAR FUNDS: Lynn Tilton Asks Justices to Overturn Stila Ouster --------------------------------------------------------------- Jeff Montgomery of Law360 reports that attorneys for business turnaround figure Lynn Tilton urged three Delaware Supreme Court justices to overturn a Chancery decision that ended her control of bankrupt cosmetics venture Stila Styles, arguing that its limited liability company rules bar her removal. To recall a Delaware judge ruled Tuesday, May 31, 2022, that turnaround mogul Lynn Tilton's takeover of cosmetics company Stila Styles LLC in 2017 was invalid. In a 42-page post-trial opinion, Vice Chancellor Joseph R. Slights III found that Tilton violated Stila's LLC agreement in 2017 when she purported to create a new class of units that gave her unilateral power to remove the company's manager because Tilton failed to get consent. Zohar III Ltd. says the May 31 opinion from Vice Chancellor Slights gave Zohar the right to appoint former bankruptcy judge Kevin Carey as manager of the cosmetics company. About the Zohar Funds New York-based Patriarch Partners, LLC, is a private equity firm specializing in acquisition, buyouts, and turnaround investment in distressed American companies and brands. Patriarch Partners was founded by Lynn Tilton in 2000. Lynn Tilton and her affiliates held substantial equity stakes in portfolio companies, which include iconic American manufacturing companies with tens of thousands of employees. The Zohar funds were created to raise money through selling a form of notes called collateralized loan obligations to investors that was then used to extend loans to dozens of distressed mid-size companies, often in connection with the acquisition of those companies out of bankruptcy. Patriarch bought "distressed" companies via funding from a series of collateralized loan obligations (CLOs) marketed through Patriarch via its $2.5 billion "Zohar" funds. Tilton placed the funds into bankruptcy in 2018 in an attempt to keep Patriarch's portfolio from being liquidated by Zohar creditors including bond insurer MBIA, which insured $1 billion worth of Zohar notes. Combined debt of the funds is estimated at $1.7 billion. Zohar CDO 2003-1, Zohar CDO 2003-1 Corp., Zohar II 2005-1, Limited, Zohar II 2005-1 Corp., Zohar III, Limited, and Zohar III, Corp. (collectively, the "Zohar Funds"), sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case Nos. 18-10512 to 18-10517) on March 11, 2018. In the petition signed by Lynn Tilton, director, the Debtors were estimated to have $1 billion to $10 billion in assets and $500 million to $1 billion in liabilities. Young Conaway Stargatt & Taylor, LLP, is the Debtors' bankruptcy counsel. ZOSANO PHARMA: Unsecureds' Recovery Hiked to 31% to 34% in Plan --------------------------------------------------------------- Zosano Pharma Corporation submitted a First Amended Disclosure Statement for Chapter 11 Plan of Liquidation dated October 10, 2022. The Plan is a plan of liquidation. In general, a chapter 11 plan of liquidation (i) divides claims and equity interests into separate classes, (ii) specifies the property that each class is to receive under the plan, if any, and (iii) contains other provisions necessary to implement the plan. Generally, the plan establishes a mechanism by which assets of the estate will be distributed to holders of claims and interests, in the order set forth in the plan. To that end, the Plan contemplates the transfer of the Debtor's remaining assets into a Liquidating Trust followed by the eventual dissolution of the Debtor's corporate existence. The Liquidating Trust is to be governed by a Liquidating Trust Agreement with its terms carried out by a Liquidating Trustee. Through the Plan, the Debtor seeks to facilitate an orderly wind down and liquidation of the Debtor for the benefit of all stakeholders. To that end, the Debtor has continued limited operations with a reduced staff and, after sufficiently advancing its orderly wind down objectives, will cease operations and, on the Effective Date, transfer the remaining assets to the Liquidating Trust to be administered by the Liquidating Trustee for the benefit of all stakeholders. On July 1, 2022, the Bankruptcy Court entered an order (the "Bidding Procedures Order") approving part of the Bidding Procedures/Sale Motion, establishing the procedures and deadlines for the Debtor to run a comprehensive sale process for all or certain of its assets. The Debtor closed the sale of substantially all of its assets to Emergex USA Corporation on August 15, 2022. Class 3 consists of all General Unsecured Claims against the Debtor. Holder of an Allowed General Unsecured Claim shall receive its pro rata share (calculated based on the proportion that such Holder's Allowed General Unsecured Claim bears to the aggregate amount of Allowed General Unsecured Claims) of the Liquidating Trust Primary Recovery Units. Class 3 is Impaired. The allowed unsecured claims total $10,720,000. This Class will receive a distribution of 31% to 34% of their allowed claims. Subject to the provisions of the Plan concerning the Professional Fee Escrow Account, the Debtor and the Liquidating Trustee shall fund distributions under the Plan with Cash on hand on the Effective Date and all other Liquidating Trust Assets. The Bankruptcy Court has scheduled the Confirmation Hearing for November 18, 2022 at 1:30 p.m. Objections to Confirmation must be Filed and served on the Debtor, and certain other parties, by no later than November 10, 2022 at 4:00 p.m. The Voting Deadline is November 10, 2022 at 4:00 P.M. A full-text copy of the First Amended Disclosure Statement dated October 10, 2022, is available at https://bit.ly/3ED8CaI from PacerMonitor.com at no charge. Counsel for the Debtor: John D. Elrod, Esq. Greenberg Traurig, LLP 3333 Piedmont Road NE, Suite 2500 Atlanta, GA 30305 Direct: +1 678.553.2259 Tel: +1 678.553.2100 Email: elrodj@gtlaw.com GREENBERG TRAURIG, LLP Dennis A. Meloro, Esq. The Nemours Building 1007 North Orange Street, Suite 1200 Wilmington, Delaware 19801 Telephone: (302) 661-7000 Facsimile: (302) 661-7360 Email: melorod@gtlaw.com GREENBERG TRAURIG, LLP Ari Newman, Esq. 333 S.E. Second Ave, Suite 4400 Miami, Florida 33131 Telephone: (305) 579-0500 Facsimile: (305) 579-0717 Email: newmanar@gtlaw.com About Zosano Pharma Zosano Pharma -- https://www.zosanopharma.com/ -- is an emerging CNS company focusing on providing rapid symptom relief to patients, using known therapeutics with well-established safety and efficacy. Zosano Pharma Corporation sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10506) on June 2, 2022. In the petition filed by Steven Lo, as president and chief executive officer, the Debtor reported assets and liabilities between $10 million and $50 million each. Dennis A. Meloro, of Greenberg Traurig, LLP, is the Debtor's counsel. [*] 29th Distressed Investing Conference on Nov. 28 -- Register Now ------------------------------------------------------------------- Beard Group has announced the agenda for this year's Annual Distressed Investing Conference. Top industry experts will discuss the latest topics and trends in the distressed investing industry, namely: * The Economy and Current and Future Cases * Trends in Healthcare * From Liability Management to Lender-on-Lender Violence * Out of Court and Other Alternatives to Bankruptcy * Mass Tort Restructurings and Settlements * Crypto: How 2022 Will Affect The Future Of The Digital Currency Industry This value packed event features special presentations from keynote speakers, live panel discussions with industry experts and networking with other insolvency professionals. See complete 2022 Conference Agenda at https://bit.ly/3CI7GAE This year's speakers include: * Saul Burian, Managing Director HOULIHAN LOKEY * Rebecca DeMarb, Senior Managing Director DEVELOPMENT SPECIALISTS, INC. * Patrick D. Daugherty, Partner FOLEY & LARDNER LLP * Daniel M. Eggermann, Partner KRAMER LEVIN NAFTALIS & FRANKEL LLP * Steven L. Gidumal, President and Managing Partner VIRTUS CAPITAL, LP * Dan Gropper, Managing Partner CARRONADE CAPITAL MANAGEMENT, LP * FOLEY & LARDNER LLP, Partner Mark F. Hebbeln * Harold L. Kaplan, Partner FOLEY & LARDNER LLP * Michael Lipsky, Portfolio Manager MARINER INVESTMENT GROUP, LLC * Samuel R. Maizel, Partner DENTONS * Douglas Mannal, Partner DECHERT LLP * Patrick J. Nash Jr., Partner KIRKLAND & ELLIS LLP * Gregory Pesce, Partner WHITE & CASE LLP * Rachael Ringer, Partner KRAMER LEVIN NAFTALIS & FRANKEL * Damian S. Schaible, Partner, Restructuring New York, DAVIS POLK * Jennifer Selendy, Founding Partner SELENDY GAY ELSBERG PLLC * Joshua A. Sussberg, Partner, Restructuring KIRKLAND & ELLIS LLP * Steven L. Victor, Senior Managing Director DEVELOPMENT SPECIALISTS, INC. * Stephanie Wickouski, Partner LOCKE LORD LLP William (Bill) Brandt, Jr., Founder & Executive Chairman of Development Specialists, Inc., will also receive the Harvey R. Miller Outstanding Achievement Award for Service to the Restructuring Industry. This year's conference sponsors are: * Premier Sponsors: Foley & Lardner Kirkland & Ellis * Major Sponsors: Development Specialists, Inc Dentons Berkeley Research Group Riveron Locke Lord Kramer Levin Naftalis & Frankel * Patron Sponsors Troutman Pepper * Advocate Sponsors SSG Capital Advisors AAA Lenders * Knowledge Partners PacerMonitor * Media Sponsors BankruptcyData Now on its 29th year, the Annual Distressed Investing Conference will be held November 28, 2022, in-person at the Harmonie Club, New York City. Register at https://bit.ly/3CoGpBM For sponsorships and further information about the Distressed Investing Conference, contact: Bernard Toliver, CMP (240) 629-3300 ext. 149 E-mail: bernard@beardgroup.com Or visit https://www.distressedinvestingconference.com/ [^] BOOK REVIEW: The Luckiest Guy in the World ---------------------------------------------- Author: Boone Pickens Publisher: Beard Books Paperback: US$34.95 Review by Gail Owens Hoelscher Buy a copy for yourself and one for a colleague on-line at: http://www.beardbooks.com/beardbooks/the_luckiest_guy_in_the_world.html "This is the story of a man who turned a $2,500 investment into America's largest independent oil company in thirty years and along the way discovered that something is terribly wrong with corporate America. Mesa Petroleum is the company, and I'm the man." Thus begins the autobiography of Boone Pickens, who prefers to be referred to without his first initial, "T." Mr. Pickens' autobiography was originally published in 1987, at the end of the rollercoaster years when he was one of the most famous (or infamous, depending on your point of view) and most-feared corporate raiders during a decade known for corporate raiding. For the 2000 Beard Books edition, Pickens wrote an additional five chapters about the subsequent, equally tumultuous, 13 years, during which time he suffered corporate raiders of his own, recapitalized, and retired, only to see his beloved company merge with Pioneer. One of his few laments is being remembered mainly for the high-profile years, rather than for the company he built from virtually nothing. Of the takeover attempts, he says: "I saw undervalued assets in the public marketplace. My game plan with Gul, Phillips, and Unocal wasn't to take on Big Oil. Hell, that wasn't my role. My role was to make money for the stockholders of Mesa. I just saw that Big Oil's management had done a lousy job for their stockholders." He would prefer to be known as a champion of the shareholder rights movement, which prompted big corporations to become more responsive to the needs and demands of their stockholders. He founded the United Shareholders Association, a group that successfully lobbied for changes in corporate governance. In a memorable interview in the May/June 1986 Harvard Business Review, Pickens said, "Chief executives, who themselves own few shares of their companies, have no more feeling for the average stockholder than they do for baboons in Africa." Boone Pickens was born in 1928 in Holdenville, Oklahoma. His grandfather was Methodist missionary to the Indians there; his father was a lawyer and small player in the oil business. People in Holdenville worked hard and used such expressions as "Root hog or die," meaning "Get in and compete or fail." The family later moved to Amarillo, Texas, where Pickens went to Texas A&M for one year, but graduated from Oklahoma State University in 1951 with a degree in geology. He worked at Phillips Petroleum for three years, and then, despite growing family obligations, struck out on his own. His wife's uncle told him, "Boone, you don't have a chance. You don't know anything." This book is a wonderful read. Pickens pulls no punches, and is as hard on himself as anyone else. He talks about proxy fights, Texas-Oklahoma football games, his three marriages, poker, takeover strategies, and unfair duck hunting practices, all in the same easy tone. You feel like he's sitting right there in the room with you. Pickens ends the introduction to this story with this: "How I got from a little town in Eastern Oklahoma to the towers of Wall Street is an exciting, unlikely, sometimes painful story. And, if you're young and restless, I'm hoping you'll make a journey similar to mine." Root hog or die! Thomas Boone Pickens Jr. — https://boonepickens.com/ — was an American business magnate and financier. Among his lengthy accolades, Time magazine has identified him one of it 100 most influential people, Financial World named him CEO of the Decade in 1989 and Oil and Gas Investor identified him as one of the "100 Most Influential People of the Petroleum Century." He was born in May 1928. He died September 11, 2019. ********* 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 ***