/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/221104.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, November 4, 2022, Vol. 26, No. 307 Headlines 424 GROUP: Lightwork Worldwide Offers to Buy Claims for $425K 4E BRANDS: Chapter 11 Plan Amended Okayed With Destruction Deal 6 TURTLE KNOLL: Proposed Sale of Monroe Property to Manuel Denied 6200 NE 2ND AVENUE: Auction Sale Proceeds to Fund Plan ABERCROMBIE & FITCH: S&P Alters Outlook to Stable, Affirms BB- ICR ABRAXAS PETROLEUM: Biglari Holdings Acquires 90% Equity Stake ADVANCED INTEGRATION: Gets OK to Hire BransonLaw as Legal Counsel ALLYNE HEALTH: Seeks to Hire Jones & Walden as Legal Counsel ALPINE 4: Unit Inks 4-Year Supplier Deal With US Govt Contractor AMERICAN DE ROSA: TKM Buying Personal Property in Stow for $8K AMERICAN DE ROSA: Trustee Lodges Private Sale of Stow Office Items ANGLIN CULTURED: Trustee's $225K Sale of Newark Property Granted APOLLO ENDOSURGERY: Incurs $11.5 Million Net Loss in Third Quarter ARMSTRONG FLOORING: Gordon Offers $360K for Machinery & Equipment ARUBA INVESTMENTS: Fitch Affirms 'B' LongTerm IDR, Outlook Stable ATLAS LITHIUM: Incurs $1.3 Million Net Loss in Third Quarter BASS STREET: Seeks to Hire Padgett Business Services as Accountant BE MORE DEVELOPERS: $130K Sale of Baltimore Asset to Kelemans OK'd BED BATH & BEYOND: May Sell Add'l $150M Worth of Common Shares BERWICK CLINIC: $114,000 Exit Financing to Fund Plan Payments BLACK DIAMOND: Voluntary Chapter 11 Case Summary BLACKSTONE MORTGAGE: Term Loan Upsize No Impact on Moody's Ba2 CFR BRIGHT MOUNTAIN: Registers 22.5 Million Shares Under 2022 Plan CAMBER ENERGY: Inks Deal to Amend Stock Certificate of Designations CANOPY GROWTH: S&P Downgrades ICR to 'CC', Outlook Negative CAREPARTH HEALTHCARE: Duval Buying Frankston Property for $678K CHRIS PETTIT: Trustee Selling San Antonio Property for $241K CHRIS PETTIT: Trustee Selling San Antonio Property for $325K CLAAR CELLARS: Plan Agent's Assets Sale to AgIS for $2.4M Cash OK'd CLEAN ENERGY: Issues $114,850 Convertible Note to 1800 Diagonal COLE CAMP: Genuine Auto Parts Co. Buying Inventory for $286K CREDIT SUISSE: To Raise $4 Bil. to Finance Sweeping Restructuring CREDITO REAL SAB: To Auction Finance Unit Credito Real USA Finance CUMULUS MEDIA: S&P Alters Outlook to Stable, Affirms 'B-' ICR CYTODYN INC: Withdraws HIV-MDR BLA Over CRO Data Management Issues D FINDLEY: Unsecureds Will Get 54.6% Dividend in 5 Years D&F RESOURCES: Selling Mineral and Royalty Interest for $3.7-Mil. DARYL GREG SMITH: Parkers Buying Part of McIntosh Asset for $1.5M DAYBREAK OIL: Incurs $250K Net Loss in Second Quarter DELCATH SYSTEMS: Receives Noncompliance Notice From Nasdaq DIOCESE OF CAMDEN: Insurer Wants Cole Schotz Out Over Conflict DISH NETWORK: S&P Alters Outlook to Negative, Affirms 'B-' ICR DITECH HOLDING: Claims of Consumer Creditors Disallowed, Expunged DONALD SCHROEDER: Dec. 15 Hearing on Fernandina Beach Property Sale DUNTOV MOTOR: Court Approves $80K Sale of Custom-Built Corvette DYNAMETAL TECHNOLOGIES: Capstan Buying Personal Property for $427K DYNAMETAL TECHNOLOGIES: Metco Offers to Buy Equipment for $110K EAST COAST DIESEL: Seeks to Hire Sasser Law Firm as Counsel EASTGATE WHITEHOUSE: Taps Christopher Alvarado as Special Counsel EBERHARDT PARTNERSHIP: Unsecureds to Get 32.45% in Consensual Plan EDWARD COLLINS: Gets Initial Stay Order Under CCAA EKSO BIONICS: Jerome Wong Promoted to Chief Financial Officer ELEVATED CONSTRUCTION: Taps Seiller Waterman as Legal Counsel ELITE HOME: Dec. 13 Disclosure Statement Hearing Set EPIC CRUDE: S&P Affirms 'CCC+' Issuer Credit Rating, Outlook Neg. F-12 ENTERTAINMENT: Unsecureds to Split $59,711 for 3 Years FAIRFIELD HARBOURSIDE: Seeks to Tap Great Neck Realty Co. as Broker FIACA ASSOCIATES: SARE Hits Chapter 11 Bankruptcy Protection FIRST GUARANTY MORTGAGE: Chapter 11 Plan Not Feasible, Says UST FLOWER ONE: CCAA Stay Order Extended to January 2023 GAGE'S GRANITE: Commences Subchapter V Case GISSING NORTH AMERICA: Sale Hearing on All Assets Sale on Nov. 10 GLOBAL PROCESSING: Grain Dealer Files for Chapter 11 Bankruptcy GUS WILLIAMS: Selling Menlo Park & San Ramon Properties for $5.05M GWG HOLDING: Seeks OK for $630 Replacement Financing From Vida HAWAIIAN HOLDINGS: Incurs $9.3 Million Net Loss in Third Quarter HDIP INC: Gets OK to Hire Amy Hargis as Bookkeeper HIGHLINE AFTERMARKET: S&P Affirms 'B' ICR, Outlook Negative HIGHWAY TO HEAVEN: Sale of Oro Grande Property for $475K Denied HUB INTERNATIONAL: Moody's Rates $850MM Sr. Secured Term Loan 'B2' INLAND BOAT: $245K Sale of Nautique Paragon to Open Waters Approved INSTASET PLASTICS: Sale of Assets to Clarion for $250K Granted J. BOWERS: Creditors to Get Proceeds From Liquidation JAF 27: Taps Eliopoulos & Eliopoulos as Real Estate Counsel JAF 27: Taps NorthEast Private Client Group as Real Estate Broker JINZHENG GROUP: Kenny Yu Buying Arcadia Property for $2.1 Million JOSEPH SEVERINO: Sale of Lake Forest Property to SevStar Granted JUST BELIEVE: Medicorum Buying Business & Related Assets for $5.4MM JUST BELIEVE: Taps Divine, Blalock, Martin & Setlari as Accountant KOPIN CORP: Incurs $4.5 Million Net Loss in Third Quarter LASHLINER INC: Unsecureds Will Get 100% of Claims in 5 Years LATAM AIRLINES: Emerges From Landmark Cross-Border Restructuring LEATHERWOOD MARINA: $2.5M Sale of Dover Property to Espinoza Okayed LIVEONE INC: Maria Garrido Quits as Director LUIS ATONDO: Proposes Cunningham Auction of Apache County Property MARINER HEALTH: Taps Kurtzman as Administrative Advisor MATT HUTCHENS: Gets OK to Hire Driver Adams + Sharpe as Accountant MCCLAIN INVESTMENTS: $1.215M Sale of Nashville Asset to 1513 OK'd MCCLAIN INVESTMENTS: $1.2M Sale of Nashville Property to 1513 OK'd MCCLATCHY CO: Moody's Affirms B3 CFR & Rates Upsized PIK Notes B3 MEDICAL TECHNOLOGY: Taps Asterion Inc. to Conduct Asset Valuation MICROSTRATEGY INC: Incurs $27.1 Million Net Loss in Third Quarter MMC JUICE: Auction of Restaurant Assets Set for November 21 MOBILESMITH INC: Proposes Johnson Auction of Personal Property MONOTYPE IMAGING: Moody's Hikes CFR to B2, Outlook Stable NATIVE ENGINEERS: Starts Subchapter V Case NATPE: Taps Leslie Cohen Law as Bankruptcy Counsel NN INC: Board Implements Management Transition Plan NN INC: Incurs $2.2 Million Net Loss in Third Quarter NUMERICAL CONTROL: Case Summary & 20 Largest Unsecured Creditors NXT ENERGY: To Launch Rights Offering O'BRIEN FAMILY: Stuermer Buying Fort Lauderdale Property for $2.8MM OCEANKEY (U.S.) II: S&P Alters Outlook to Neg., Affirms 'B' ICR PEAK THEORY: Gets OK to Hire CFO Solutions as Financial Advisor PEAK THEORY: Gets OK to Hire Quiet Light as Business Broker PECOS INN: Continued Operations to Fund Plan Payments PG&E CORP: CPUC Proposes $155-Mil. Fine Over Deadly Zogg Fire PRECIPIO INC: Falls Short of Nasdaq Minimum Bid Price Requirement PREHIRED LLC: Loses Bid to Keep Its Bankruptcy Case In New York PURE BIOSCIENCE: Incurs $3.5 Million Net Loss in Fiscal 2022 PURE GOLD MINING: Seeks Protection Under CCAA Proceeding QHC FACILITIES: Cedar's Objection to $2M Sale of All Assets Nixed QHC UPSTATE: Unsecureds to Get 21.5 Cents on Dollar in Plan REVLON INC: Starts Sale Process as Key Bankruptcy Deadlines Near ROBERT M. ENGLISH JR.: Sale of Brownsville Property for $100K OK'd RODOLFO CARRERO: OSP's Objection to Proceeds Distribution Denied ROGER E. ROSENDAHL: Dubbeldee Buys Kinze Grain Cart for $7,000 ROSIE'S LLC: Sale of CJ Frank Farm & Pivonka Ranch for $2.9M Okayed RUBRYC THERAPEUTICS: Files for Chapter 11 Bankruptcy SAVANNAH CAPITAL: Sale of Metter Parcels & Easement for $302K OK'd SEAHORSE RESTAURANT: Sale of Assets to Matteo for $325K Granted SHERLOCK STORAGE: Gets OK to Tap Deschenes & Associates as Counsel SHOPS AT BROAD: Selling 6.87-Acre Mansfield Property for $2.25-Mil. SINTX TECHNOLOGIES: Sells One Series E Preferred Share to CEO SOUTHERN CALIFORNIA: Benchmark Buying Business Assets for $75K SPECTACULAR SOLAR: Commences Subchapter V Case STARWOOD PROPERTY: S&P Rates Sec. Sustainability Term Loan B 'BB' STAT HOME: Case Summary & One Unsecured Creditor STATERA BIOPHARMA: Incurs $3.5 Million Net Loss in Second Quarter SUNLIGHT RIVER: Trustee Sets Bid Procedures for Cornville Property TACORA RESOURCES: Moody's Hikes CFR to B3, Outlook TENNECO INC: S&P Downgrades ICR to 'B' on Acquisition by Apollo TERI G. GALARDI: Heubl & Meade Offer $830K for Naples Property TERI G. GALARDI: NTKN Buying JGP&P & Red Eyed Stocks for $3.3-Mil. TERI G. GALARDI: Zalach Offers $800K for Las Vegas Property TEXAS ARMORING: Color Tone Offers $8K Cash for Paint Booth THOMAS M. DLUGOLECKI: Proposes Sale of San Diego Property for $4.5M TPC GROUP: Reaches $30 Million Bankruptcy Settlement With Creditors TWITTER INC: Moody's Lowers CFR to B1 TWITTER INC: S&P Downgrades ICR to 'B-', On CreditWatch Developing U.S. SILICA: Posts $32.1 Million Net Income in Third Quarter VISTAGEN THERAPEUTICS: Stockholders Approve Stock Split Proposal VITAL PHARMACEUTICALS: Bang Energy Taps Kathy Cole as New COO WILLIAMS LAND: Sale of Two 2015 Kenworth Trucks for $80K Each OK'd WIN BIG DEVELOPMENT: $1.9M Sale of Phoenix Asset to Certainty OK'd WORLEY CHIROPRACTIC: Shiv Shiv Buying Greenwood Property for $417K [*] Paul Weiss Gets Sung Pak to Lead Special Situations Practice [*] Silverman, Aberman Join Locke Lord as Restructuring Partners [*] William Mayer Joins Tiger as Executive Managing Director [^] BOOK REVIEW: The Heroic Enterprise [^] BOOK REVIEW: The Luckiest Guy in the World ********* 424 GROUP: Lightwork Worldwide Offers to Buy Claims for $425K ------------------------------------------------------------- 424 Group, Inc., seeks approval from the U.S. Bankruptcy Court for the Central District of California of its private sale of its claims, causes of action, and defenses against 380 Group, LLC, and all other claims held by the Debtor, as more particularly described in Exhibit 1 to the Claim Purchase Agreement, to Lightwork Worldwide LLC for $425,000 cash. A hearing on the Motion is set for Nov. 23, 2002, at 9:00 a.m. The Sale excludes claims listed in the Debtor's Schedules of Assets and Liabilities, as amended or may be amended, and interests, that (a) any affiliate of the Debtor may have in or against the Debtor or its bankruptcy estate; (b) Katrina Sirdofsky, the Katrina Sirdofsky 1998 Family Trust/U/D/T/ May 7, 1998, or 424 Group Wholesale, Inc., may have in or against the Debtor, its bankruptcy estate or each other; and (c) that Sirdofsky may have against Guillermo Andrade and vice versa, including but not limited to claims arising under or related to the Marital Settlement Agreement between Sirdofsky and Andrade. The CPA also specifically provides that nothing precludes the Debtor from using Estate's affirmative claims and defenses to object to any proof of claims filed in the Chapter 11 case. The Buyer of the Claim is the party that previously acquired substantially all of the Debtor's assets pursuant to that certain Order Approving the Sale of Substantially All Assets of the Estate Free and Clear of Liens, Claims, Interests and Encumbrances Pursuant to 11 U.S.C. Section 363(b)(1) and (f)(2) entered on June 30, 2022. The Debtor and the Buyer executed the CPA dated as of Oct. 10, 2022, providing for the sale and acquisition of the Claims for the sum of $425,000 cash, free and clear of all liens, claims, encumbrances and other interests. The bar date in the case has passed and the Debtor has no secured creditors. The Debtor respectfully requests that the Court enters an order: 1. Approving the Motion and authorizing the sale of the Claims to the Buyer pursuant to the terms of the CPA; 2. Authorizing the sale of the Claims free and clear of all claims, liens, security interests, charges, encumbrances, adverse interests of any kind and all other liabilities; 3. Waiving the 14-day stay of order provided in Rules 6004(h) and 6006(d) of the Federal Rules of Bankruptcy Procedure; and 4. Granting such other and further relief as is requested and as the Court deems just and appropriate. A copy of the CPA is available at https://tinyurl.com/2r2nrehd from PacerMonitor.com free of charge. About 424 Group 424 Group, Inc. is a Los Angeles-based company that owns and operates a clothing store. 424 Group filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 21-19407) on Dec. 23, 2021, with as much as $10 million in both assets and liabilities. Gregory Kent Jones serves as the Subchapter V trustee. Judge Sandra R. Klein oversees the case. The Debtor tapped Weintraub & Selth, APC as bankruptcy counsel; the Law Offices of Jeannette M. Boudreau as corporate counsel; and Stephen Coats as accountant. Bellizio + Igel, PLLC, Chapman Law Group, A.P.C., and Spheriens Avvocati serve as special counsels. 4E BRANDS: Chapter 11 Plan Amended Okayed With Destruction Deal --------------------------------------------------------------- Vince Sullivan of Law360 reports that a Kimberly-Clark Corp. affiliate that distributed tainted hand sanitizer products received approval for its Chapter 11 plan Wednesday, October 26, 2022, after amending the documents to reflect agreement with state and federal environmental regulators on the destruction of the poisonous stock. As reported in the TCR, 4E Brands Northamerica LLC submitted a First Amended Combined Disclosure Statement and Joint Plan of Liquidation dated October 25, 2022. The Plan is a liquidating plan. The Debtor ceased operating its business prior to the Petition Date and is winding down, including, first and foremost, by facilitating the destruction of adulterated hand sanitizer as required by federal regulations following a voluntary recall pursuant to the Order Authorizing the Debtor's Destruction Process. The Plan provides that the Plan Agent will administer and liquidate all remaining property of the Debtor, including the proceeds of a compromise pursuant to Bankruptcy Rule 9019 that the Debtor negotiated with its parent and DIP Lender, 4E Global S.A.P.I. de C.V. ("4E Global"), as well as the Official Committee of Unsecured Creditors (the "Committee"), to settle any and all claims the Debtor and the individual members of the Committee hold against 4E Global (the "4E Global Settlement"). The 4E Global Settlement, provides that in exchange for the releases provided in this Plan, 4E Global agreed to: (a) forgive the full amount of the outstanding DIP Loan (anticipated to ultimately be approximately $4.6 million) and the full amount of approximately $23.5 million in intercompany transfers it made to the Debtor following the recall and prior to the Petition Date; (b) payment of 100% of all costs associated with the transportation and destruction of inventory (and, if such costs are ultimately less than $2.225 million, any unspent funds may be allocated (in the Debtor's sole discretion) to the Wind Down Amount or the payment of Allowed Claims); (c) provide cash up to a cap of $300,000 to fund wind-down costs, such as post-confirmation rent, quarterly U.S. Trustee fees, and professional fees; (d) provide cash up to a cap of $300,000 to supplement the payment of Administrative Expense Claims, Secured Claims, and Priority Claims under this Plan; (e) provide cash up to a cap of $100,000 to cover any amounts, such as deductibles, with respect to Covered Personal Injury Claims to fund the Insurance Deductible Pool; and (f) $2.6 million to fund the GUC Pool. The 4E Global Settlement brings into the Estate approximately $4.9 million in additional cash to satisfy Claims and administer the wind down of the Estate and forgives approximately $27.7 million in debt. Further, pursuant to the 4E Global Settlement, the members of the Committee have agreed to support confirmation of the Plan, submit amended votes in favor of the Plan, withdraw the Committee's objection to confirmation, and consent to third party releases of 4E Global and certain related parties. The Committee also recommends that Holders of Claims eligible to vote on the Plan submit votes (or change already submitted votes) to accept the Plan. Class 4 consists of all General Unsecured Claims. On the applicable Distribution Date, each Holder of an Allowed General Unsecured Claim will receive (i) its Pro Rata share of the GUC Pool and (ii) a waiver of any Avoidance Action against such Holder. Claims in Class 4 are Impaired. The allowed unsecured claims total $10.6 to $12.6 million. This Class will receive a distribution of 21-25% of their allowed claims. A full-text copy of the First Amended Combined Disclosure Statement and Plan dated October 25, 2022, is available at https://bit.ly/3Fv1AoU from STRETTO, claims agent. About 4E Brands North America 4e Brands North America, LLC is a manufacturer of personal care and hygiene products based in San Antonio, Texas. Its brand name products include Blumen Hand Sanitizer, Assured Hand Sanitizer, and various other hand sanitizers and hand soaps. The Debtor is no longer operating. 4e Brands North America sought Chapter 11 bankruptcy protection (Bankr. S.D. Texas Case No. 22-50009) on Feb. 22, 2022, with up to $50,000 in assets and up to $50 million in liabilities. David Dunn, chief restructuring officer, signed the petition. The case is handled by Judge David R. Jones. Matthew D. Cavenaugh, Esq., at Jackson Walker, LLP is the Debtor's legal counsel. Stretto is the claims agent. The U.S. Trustee for Region 6 appointed an official committee of unsecured creditors on March 1, 2022. The committee tapped Tucker Ellis, LLP as bankruptcy counsel; Munsch Hardt Kopf & Harr, P.C. as Texas counsel; and Oxford Restructuring Advisors, LLC as financial advisor. 6 TURTLE KNOLL: Proposed Sale of Monroe Property to Manuel Denied ----------------------------------------------------------------- Judge Cecelia G. Morris of the U.S. Bankruptcy Court for the Southern District of New York denied 6 Turtle Knoll, LLC's sale of its right, title, and interest in the property located at 6 Turtle Knoll, in Monroe, New York 10950, pursuant to the terms of the Contract of Sale, to Manuel Property, LLC. The Debtor proposed to sell the Property free and clear of all Liens and Claims, including Wilmington Savings Fund Society, FSB, not in its Individual Capacity, but Solely as Owner Trustee of VFS Nepenthe Trust c/o BSI Financial Service as the holder of a first mortgage lien on the Property. About 6 Turtle Knoll 6 Turtle Knoll, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No.22-35095) on Feb. 22, 2022, with up to $500,000 in assets and up to $1 million in liabilities. Judge Cecelia G. Morris oversees the case. The Debtor tapped James J. Rufo, Esq., at The Law Office of James J. Rufo as bankruptcy counsel and Richard J. Croughan, Esq., as real estate attorney. 6200 NE 2ND AVENUE: Auction Sale Proceeds to Fund Plan ------------------------------------------------------ 6200 NE 2nd Avenue, LLC, et al., submitted a Fourth Amended Plan and Disclosure Statement dated October 27, 2022. Under this Plan, the Allowed Claims of all Creditors will be paid from the proceeds of the Auction Sale of the Debtors' real properties (the "Debtor Properties"). Proceeds from the Auction Sale shall be distributed as set forth in Article 3 in order of legal priority. Until the Auction Sale actually occurs, the amount of respective Distributions to Creditors is unknown. Depending on the bidding at the Auction Sale, it is likely that certain Classes of Creditors will be paid in full, and possibly all Creditors will be paid in full, with applicable interest and appropriate attorney fees if entitled. The Auction Sale is presently scheduled to occur on December 15, 2022. Pursuant to this Plan, all proceeds of the Auction Sale will be devoted to payment of Allowed Creditor Claims and thereafter, if applicable, to equity. The Auction Sale of the Debtor Properties will generate all the funds available for Distribution. Because this is a Liquidating Plan, a separate Disclosure Statement is not being filed. Instead, all relevant disclosures as required under 11 U.S.C. § 1125 of the Code are included with this Plan. The Court will consider approval of the Auction Sale(s), and applicability of Sections 363(f), 363(m) and 1146 at the Sale Approval Hearing to be conducted on December 20, 2022 at 9:30 AM at the United States Bankruptcy Court, C. Clyde Atkins United States Courthouse, 301 North Miami Avenue, Room 417/Courtroom 4, Miami, FL 33128. If the proceeds of all sales are sufficient to pay all Chapter 11 Allowed Claims in full, all Allowed Claims will be paid in full on the Effective Date. If the proceeds of all sales are not sufficient to pay all Chapter 11 Allowed Claims in full, Allowed Claims will be paid in the following sequential order from the proceeds of all sales: * First (the "First Tier Payments"), other than Chemtov/LH Gateway, Benworth and Carlton Fields, all secured debt of all Debtors shall be paid in full. These are largely real estate tax claims. It is estimated that this amount will total approximately $252,000.00. * Second (the "Second Tier Payments"), after full payment of the First Tier Payments, then: (i) from the sales of Properties owned by Debtors 1 through 7, the Allowed Claim of Chemtov/LH Gateway shall be paid in full because Chemtov/LH Gateway has a blanket lien on all Properties owned by Debtors 1 through 7; (ii) from the sale of Property owned by Debtor 8, the Allowed Claim of Benworth (G Shores) shall be paid in full, and if there are available funds in excess of payment to Benworth from Property owned by Debtor 8, the available funds up to the amount of the Allowed Carlton Fields Claim shall be paid to Carlton Fields; and (iii) from the sale of Properties owned by Debtor 9, the Allowed Claim of Benworth (Perdomo) shall be paid in full. It is estimated that the Chemtov/LH Gateway Allowed Claim will be approximately $9.5 million; that the Allowed Benworth Claim on Property 8 will be approximately $1,090,000; and that the Allowed Benworth Claim on Property 9 will be approximately $865,000. The second mortgage Claim of Carlton Fields on Property 8 will be subject to an Objection to that Claim in full. Payment to Carlton Fields will be determined by the Court's resolution of the Debtors' Objection to Claim. There is also a pending Objection to portions of the Benworth Claims against Debtors 8 and 9. * Third (the "Third Tier Payments"), to the extent that there are remaining proceeds of sales after the Second Tier Payments, Court approved and awarded Administrative Expenses will be paid. Auctioneer reimbursement of marketing costs shall be paid first, and all other Administrative debt paid thereafter. It is estimated that total Administrative Debt will be approximately $1 million. Administrative efforts benefited all Debtors and it is impossible to allocate such expenses on a per Debtor basis, and therefore this is considered a joint liability of all Debtors. If there are not remaining sale proceeds after the Second Tier Payments, Debtors may proceed to seek a surcharge under § 506(c) against the LH Gateway, Benworth, and Carlton Fields mortgage Liens. * Fourth (the "Fourth Tier Payments"), to the extent that there are remaining proceeds of sales after the Third Tier Payments, then from the sale of Properties owned by Debtors 1 through 7, payment to Allowed Priority Creditors of Debtors 1 through 7. It is estimated that this amount will total approximately $20,780.00. To the extent that there are remaining proceeds from the sale of Property owned by Debtor 8, payment to Debtor 8 Allowed Priority Creditors. It is estimated that this amount will total approximately $1,357.00. To the extent that there are remaining proceeds from the sale of Properties owned by Debtor 9, payment to Debtor 9 Allowed Priority Creditors. It is estimated that this amount will total approximately $938.00. * Fifth (the "Fifth Tier Payments"), to the extent that there are remaining proceeds of sales after the Fourth Tier Payments, then from the sale of Properties owned by Debtors 1 through 7, payment to Allowed Unsecured Creditors of Debtors 1 through 7. It is estimated that this amount will total approximately $575,769.00. To the extent that there are remaining proceeds from the sale of Property owned by Debtor 8, payment to Allowed Unsecured Creditors of Debtor 8. It is estimated that this amount will total approximately $59,349.00. To the extent that there are remaining proceeds from the sale of Properties owned by Debtor 9, payment to Allowed Unsecured Creditors of Debtor 9. It is estimated that this amount will total approximately $61,482.00. * Sixth (the "Sixth Tier Payments"), to the extent that there are remaining proceeds of sales after the Fifth Tier Payments, if there are excess proceeds from the sale of any particular Property (i.e. that all Classes of Claims against the Debtor owner of that Property are paid in full), said excess shall be devoted to pay deficiencies as they may exist to Classes of Claims against other Debtors. If there is more than one Debtor with a deficiency of proceeds necessary to pay all Classes of Claims against that Debtor in full, the available surplus from the sale of other Debtor Properties will be directed to pay those deficiencies in the sequential Tier order set forth herein and pro rata with other Debtor deficiencies based on the amount of each deficiency. If there are excess proceeds from the sale of all Debtor Properties (and non-Debtor properties, if applicable) (i.e. all Chapter 11 debt is paid in full) the excess proceeds will be directed to the Debtors' owner, Little Haiti Development Partners, L.P. All Distributions to Allowed Claims of Creditors will be derived from the proceeds of the Auction Sales. The Plan will be deemed substantially consummated upon the delivery of Distributions, which will be the Effective Date of this Plan. A full-text copy of the Fourth Amended Plan and Disclosure Statement dated October 27, 2022, is available at https://bit.ly/3UjGGx7 from PacerMonitor.com at no charge. Attorneys for the Jointly Administered Debtors: Geoffrey S. Aaronson, Esq. Tamara D. McKeown, Esq. AARONSON SCHANTZ BEILEY P.A. One Biscayne Tower, 2 S. Biscayne Blvd., 34th Floor Miami, Florida 33131 Tel: 786.594.3000 Fax: 305.424.9336 E-mail: gaaronson@aspalaw.com tmckeown@aspalaw.com About 6200 NE 2nd Avenue 6200 NE 2nd Avenue, LLC, and its affiliates are Florida limited liability companies, which, together, own 14 parcels of real property in the Little Haiti/Upper East Side neighborhood largely on the Northeast 2nd Avenue corridor of Miami. Several of these properties are not generating income largely as a result of the COVID-19 pandemic, and after certain properties were gutted in anticipation of renovation and the failure of an investor to raise and invest sufficient funds to complete the renovations. 6200 NE 2nd Avenue and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 22-10385) on Jan. 18, 2022. In the petition signed by Mallory Kauderer, manager, 6200 NE 2nd Avenue disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Robert A. Mark oversees the cases. Steven Beiley, Esq., at Aaronson Schantz Beiley P.A., is the Debtors' legal counsel. ABERCROMBIE & FITCH: S&P Alters Outlook to Stable, Affirms BB- ICR ------------------------------------------------------------------ S&P Global Ratings revised its outlook to stable from positive and affirmed all its ratings on New Albany, Ohio-based specialty apparel retailer Abercrombie & Fitch Co. (ANF), including its 'BB-' issuer credit rating. The stable outlook reflects S&P's view that, although sales and profitability will likely stay pressured over the next year amid a challenging operating environment, the company will sustain leverage below 3x. A changing macroeconomic environment has slowed demand and increased costs, which will delay the company's track record of successfully growing its two main brands. While the company benefited from pent-up demand in 2021 and support from a continued trend toward casual apparel, ANF's net sales in the second quarter declined about 7% compared to the same period last year because of a significant drop in sales at its Hollister brand (about 54% of sales). As teen shopping behavior continues to be affected by recessionary pressures, the brand experienced a midteen percentage sale declines in the second quarter due to the shift away from active and casual lifestyles. The brand is also more exposed to customers in Europe and lower income customers in the U.S., both segments which are experiencing softener consumer demand. This slower and shifting demand has resulted in excess inventory, with overall quarterly inventories up 70% compared to second quarter 2021 levels. S&P expects higher inventory balances and weaker consumer demand to persist, leading to higher promotional activity that will carry into 2023. Abercrombie continues to benefit from occasion wear and return-to-work tailwinds in its adults' segment as the brand targets young millennial customers. However, S&P expects overall performance to be weaker in 2022 as high inflation continues to crimp consumer demand and complexities in managing inventory levels across the sector plus higher freight costs will affect operating margins. Industry headwinds remain despite rapid growth in digital sales. ANF's digital channel revenue accounted for approximately 47% of total sales in fiscal 2021. S&P expects digital penetration to remain strong in 2022 as it believes a good portion of shopping for specialty has permanently shifted online because of the shifting consumer shopping preferences. After years of reducing its brick-and-mortar footprint and mall exposure, ANF indicated in 2022 that it will reopen stores, albeit with smaller format. S&P believes ANF's ability to offer a differentiated and seamless customer experience--both in store and online--will be essential to its long-term success. S&P said, "Our rating incorporates our view that the company remains vulnerable to changes in consumer discretionary spending and fashion risks. Given the fierce competition within apparel retail, inherent fashion risks, and tough industry dynamics, execution misses on product assortments could pressure earnings and deteriorate credit metrics more than we envision given the lack of a diversified set of performing brands." Elevated cash balances, a low level of debt, and a moderate financial policy continue to support the rating on ANF. S&P said, "While we expect free operating cash flow to turn negative in fiscal 2022 because of reduced traffic trends and elevated inventory markdowns, we expect the company to continue to maintain a strong cash balance relative to its reported debt of about $300 million. We expect ANF to maintain its moderate financial policy, using internally generated cash flow to fund capital expenditures and moderate share repurchases, while keeping substantial cash on its balance sheet. In 2023 and onwards, we expect higher sales volumes, reduced inventory, and lower occupancy expenses to lead to steady cash flow and earnings, with leverage remaining below 3.0x on a sustained basis." The stable outlook reflects S&P's view that, although sales and profitability will likely stay pressured over the next year amid a challenging operating environment, the company will sustain leverage below 3x. S&P could lower its rating on ANF if its credit metrics deteriorate such that adjusted leverage rises and stays above 3x. This could occur if: -- A worsening macroeconomic environment or operational missteps cause weaker performance at either of its two main brands, resulting in revenue and profitability contracting materially below our forecast; or -- The company shifts to a less conservative financial policy with larger shareholder repurchases or a large debt-funded acquisition. S&P could raise the ratings on ANF if: -- The company's operating prospects and competitive standing improves enough to approach its larger and more diversified competitors. This could happen if ANF maintains stable margins and inventory levels while demonstrating a track record of consistent positive operating performance for both of its key brands, resulting in an expanded and less volatile EBITDA base; and -- S&P expects the company to maintain its conservative financial policy, supporting adjusted leverage comfortably below 3x. ESG credit indicators: E-2; S-2; G-2 ABRAXAS PETROLEUM: Biglari Holdings Acquires 90% Equity Stake ------------------------------------------------------------- In a Schedule 13D filed with the Securities and Exchange Commission, these entities reported beneficial ownership of shares of common stock of Abraxas Petroleum Corporation as of Oct. 26, 2022: Shares Percent Beneficially of Reporting Person Owned Class ---------------- ------------ ------- Biglari Holdings Inc. 90,631,287 90% The Lion Fund, L.P. 5 Less Than .1% Biglari Capital Corp. 5 Less Than .1% Sardar Biglari 90,631,292 90% On Sept. 13, 2022, AG Energy Funding, LLC and Biglari Holdings entered into a preferred stock purchase agreement, pursuant to which Biglari Holdings purchased from AGEF 685,505 shares of the Issuer's Series A Preferred Stock, par value $0.01 per share for a purchase price of $80 million. On Oct. 26, 2022, pursuant to an exchange agreement, dated Sept. 27, 2022, by and among the Issuer and Biglari Holdings, Biglari Holdings acquired 90,631,287 shares of Common Stock from the Issuer in exchange for the Preferred Shares. In connection with the consummation of the Exchange, the Issuer cancelled the Preferred Shares. In connection with the Private Sale, the board of directors of the Issuer voted to appoint Messrs. Sardar Biglari, Philip Cooley, and Bruce Lewis as members of the Board to fill vacancies created by the resignations of three former Board members, which became effective on Sept. 14, 2022. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/867665/000119312522272536/d377567dsc13d.htm About Abraxas San Antonio, TX-based Abraxas Petroleum Corporation -- www.abraxaspetroleum.com -- is an independent energy company primarily engaged in the acquisition, exploration, development and production of oil and gas. Abraxas Petroleum reported a net loss of $44.57 million for the year ended Dec. 31, 2021, a net loss of $184.52 million for the year ended Dec. 31, 2020, and a net loss of $65 million for the year ended Dec. 31, 2019. As of March 31, 2022, the Company had $78.13 million in total assets, $17.30 million in total liabilities, and $60.83 million in total stockholders' equity. ADVANCED INTEGRATION: Gets OK to Hire BransonLaw as Legal Counsel ----------------------------------------------------------------- Advanced Integration Systems, Inc. received approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire BransonLaw, PLLC as its legal counsel. The firm's services include: a. the prosecution or defense of any causes of action on behalf of the Debtor, and the preparation of legal papers; b. assistance in the formulation of a Chapter 11 plan of reorganization; and c. other services of a legal nature. The firm will be paid at hourly rates ranging from $200 to $495 and will be reimbursed for out-of-pocket expenses incurred. The Debtor paid the firm an advance fee of $4,506.50 for post-petition services and the filing fee of $1,738. Jeffrey Ainsworth, Esq., a partner at BransonLaw, 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: Jeffrey S. Ainsworth, Esq. BransonLaw, PLLC 1501 E. Concord St. Orlando, FL 32803 Tel: (407) 894-6834 Fax: (407) 894-8559 Email: jeff@bransonlaw.com About Advanced Integration Systems Advanced Integration Systems, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-03524) on Sept. 27, 2022, with up to $500,000 in both assets and liabilities. Christopher Brijbasu, owner and president of Advanced Integration Systems, signed the petition. Judge Lori V. Vaughan oversees the case. Jeffrey S. Ainsworth, Esq., at BransonLaw, PLLC is the Debtor's counsel. ALLYNE HEALTH: Seeks to Hire Jones & Walden as Legal Counsel ------------------------------------------------------------ Allyne Health, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire Jones & Walden, LLC as its legal counsel. The firm's services include: (a) preparing pleadings and applications; (b) conducting examination; (c) advising the Debtor of its rights, duties and obligations; (d) consulting with and representing the Debtor with respect to a Chapter 11 plan; (e) performing legal services incidental and necessary to the day-to-day operations of the Debtor's business; and (f) taking all other actions incident to the proper preservation and administration of the Debtor's estate and business. The hourly rates of the firm's counsel and staff are as follows: Attorneys $225 - $425 per hour Paralegals $110 - $200 per hour Leon Jones, Esq., a partner at Jones & Walden, 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: Leon S. Jones, Esq. Jones & Walden, LLC 699 Piedmont Ave NE Atlanta, GA 30308 Phone: (404) 564-9300 Email: ljones@joneswalden.com About Allyne Health, Inc. Allyne Health, Inc., a company in Mineral Bluff, Ga., filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. Nd Ga. Case no. 22-21063) on Oct 17, 2022, with up to $50,000 in assets and up to $10 million in liabilities. Donald Gasgarth, chief executive officer, signed the petition. Judge James R. Sacca oversees the case. Jones & Walden, LLC is the Debtor's legal counsel. ALPINE 4: Unit Inks 4-Year Supplier Deal With US Govt Contractor ---------------------------------------------------------------- Alpine 4 Holdings, Inc. said that its subsidiary, Vayu Aerospace Corporation, and U.S. Government contractor, All American Contracting, Inc., have entered into a supplier agreement for Vayu's UAVs to be supplied to Africa for assistance in counter terrorism activities. Vayu intends to deliver five G1's per month, and allotments of KnuckleBuster tactical drones beginning Q1 2023. Additionally, Vayu will be aiding with the training of flight operations and aircraft maintenance. These 225 G1's and 250 KnuckleBusters, will be configured with varying cameras and attachments at an additional premium, valuing the multi-year contract at $25M+ annually. Vayu's sister company, Quality Circuit Assembly (QCA), will be assembling/constructing the KnuckleBuster Drones from their facility in Silicon Valley, CA. QCA's ITAR and AS91000-D certifications, meet stringent aerospace and military specifications, making Vayu Aerospace and QCA a trusted resource for government agencies seeking American designed and built drone technologies. Jalen Uboh, CEO of All American Contracting Solutions commented, "On behalf of the entire team at All American Contracting Solutions, Inc. and JUBOH Companies, we would like to thank Vayu Aerospace and TK Eppley for their cooperation and support in making this deal happen to support our efforts in Nigeria and throughout Africa. This partnership is a result of dedication and hard work on both sides, and we look forward to bringing the best-in-class American Made drones to real-world security applications worldwide in both private and public use cases." TK Eppley, President of Vayu, commented, "This contract represents the hard work, talent and expertise that the entire Vayu Aerospace team has contributed to the development and production of our G1 VTOL aircraft and KnuckleBuster line of drones. Government projects can be cumbersome and have a long sales cycle. Its confidence inspiring to see our pipeline start to bear fruit. With our vertically integrated, American Made drones being utilized for both local and foreign government projects, we are the go-to American Made drone company addressing a multitude of use cases." Kent Wilson, CEO of Alpine 4, had this to say, "Nothing gives me more satisfaction than knowing our perseverance will help drive such a worthy endeavor. Over the past year, TK and his team at Vayu have done a remarkable job at elevating the design and performance of our UAV platforms. This has culminated in strong demand for our G1 and future US-2 type 2 drones. The G1's uniquely designed airframe makes it a highly agile aircraft, while also delivering world class flight times of 7 -10 hours, depending upon flight conditions. The combination of this agility and flight time, makes our G1 perfect for providing air surveillance over contested areas." About Alpine 4 Alpine 4 Holdings, Inc (formerly Alpine 4 Technologies, Ltd) is a publicly traded conglomerate that is acquiring businesses that fit into its disruptive DSF business model of drivers, stabilizers, and facilitators. As of April 14, 2021, the Company was a holding company that owned nine operating subsidiaries: ALTIA, LLC; Quality Circuit Assembly, Inc.; Morris Sheet Metal, Corp; JTD Spiral, Inc.; Deluxe Sheet Metal, Inc.; Excel Construction Services, LLC; SPECTRUMebos, Inc.; Impossible Aerospace, Inc.; and Vayu (US), Inc. Alpine 4 reported a net loss of $19.41 million for the year ended Dec. 31, 2021, compared to a net loss of $8.05 million for the year ended Dec. 31, 2020. As of March 31, 2022, the Company had $130.38 million in total assets, $62.35 million in total liabilities, and $68.04 million in total stockholders' equity. AMERICAN DE ROSA: TKM Buying Personal Property in Stow for $8K -------------------------------------------------------------- Harold A. Corzin, Chapter 7 Trustee of American De Rosa Lamparts, LLC, and its affiliates, asks the U.S. Bankruptcy Court for the Northern District of Ohio, Eastern Division, to authorize the sale of the office furniture, equipment, and cabinetry items located at 370 Commerce Parkway, in Stow, Ohio, free and clear of all liens, encumbrances, and other interests, to TKM Unlimited for $8,000. The Debtor was in the business of selling certain residential fans, lighting fixtures, and related parts and products and, in connection with the business, it owned certain office furniture, equipment, and cabinetry located at 370 Falls Commerce Parkway, Stow, Ohio 44224. To the best of the Movant's knowledge and belief, PNC Bank, N.A. has the first and best lien on substantially all of the Debtor's tangible and intangible property. Additionally, Resilience Capital Partners IV and IV-A allege a second lien on the tangible and intangible property of the Debtor. On Aug. 8, 2022, PNC obtained relief from stay to exercise its rights as the primary secured creditor to pursue liquidation of the Debtor's remaining inventory and to collect outstanding accounts receivable. Despite the relief from stay being obtained by PNC, PNC is not going to liquidate certain property, being the office furniture, equipment, and cabinetry located at 370 Falls Commerce Parkway, Stow, Ohio and chose to assign its interest to movant to allow movant to obtain whatever beneﬁt that may be available to the within bankruptcy estate (Exhibit A). The Movant caused the property to be appraised and concluded that the property described in Exhibit B, if auctioned, would result in a likely net cash value beneﬁt to the estate of $8,000. If approved, a compromise between the estate and 370 Falls Commerce LLC, the owner of the said property, will permit access to the purchaser of said property and agree to waive any claim to a Chapter 7 administrative claim for rent or storage at said premises in exchange for payment of one-half of the net proceeds derived from sale. The Trustee has received a proposal to purchase such assets for the sum of $8,000 from TKM, 1516 Main Street, Cuyahoga Falls, Ohio 44221, an amount which 370 Falls Commerce LLC agrees is an acceptable amount and, upon payment of $4,000 from such sale proceeds, would effectuate a release of any administrative claims as described. The Movant seeks to sell the office furniture, equipment, and cabinetry items free and clear of all liens, encumbrances, and other interests described in Exhibit B. He states that, with the assignment from PNC, the liquidation of this property for the benefit of the within estate free and clear of any junior liens and specifically the lien of Resilience Capital Partners IV and IV-A is appropriate. A copy of the Exhibit B is available at https://tinyurl.com/43sys5s5 from PacerMonitor.com free of charge. About American De Rosa Lamparts, LLC American De Rosa Lamparts, LLC offers a collection of both residential lighting fixtures, commercial and industrial lighting fixtures, along with an expansive line of ceiling fans. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ohio Case No. 22-50654) on June 8, 2022. In the petition signed by Amit Dixit, chief financial officer, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Alan M. Koschik oversees the case. Marc B. Merklin, Esq., at Brouse McDowell, LPA is the Debtor's counsel. AMERICAN DE ROSA: Trustee Lodges Private Sale of Stow Office Items ------------------------------------------------------------------ Harold A. Corzin, Chapter 7 Trustee of American De Rosa Lamparts, LLC, asks the U.S. Bankruptcy Court for the Northern District of Ohio, Eastern Division, to authorize the private sale of the office equipment, furniture, and cabinetry located at 370 Falls Commerce Parkway, in Stow, Ohio 44224, described in Exhibit B. The Debtor was in the business of selling certain residential fans, lighting fixtures, and related parts and products and, in connection with the business, the Debtor owned certain office furniture, equipment, and cabinetry located at 370 Falls Commerce Parkway, Cuyahoga Falls, Ohio 44223. To the best of the Movant's knowledge and belief, PNC Bank, NA has the first and best lien on substantially all of the Debtor's tangible and intangible property. Additionally, Resilience Capital Partners IV & IV-A allege a second lien on the tangible and intangible property of the Debtor. On Aug. 8, 2022, PNC obtained relief from stay to exercise its rights as the primary secured creditor to pursue liquidation of the Debtor's remaining inventory and to collect outstanding accounts receivable. Based upon the Movant's information and belief, PNC is undersecured and the liquidation of the Debtor's inventory and collection of the accounts receivable will be insufficient to satisfy the outstanding indebtedness owed by the Debtor to PNC. Despite the relief from stay being obtained by PNC, PNC is not going to liquidate certain property, being the office furniture, equipment, and cabinetry located at 370 Falls Commerce Parkway, Cuyahoga Falls, Ohio ("Cuyahoga Falls Items") and chose to assign its interest to the Movant to allow him to obtain whatever benefit that may be available to the within bankruptcy estate. The Movant sought the employment of Ronald Roman of Ronald Roman Auction Co., Ltd. to do a virtual appraisal of the Stow Items and to auction them at that location. Roman appraised the Cuyahoga Falls Items owned by the Debtor as having a probable net cash value of $8,000. If approved, a compromise between the estate and 370 Falls Commerce LLC, the owner of said property, will authorize the auction to be conducted and agree to waive any claim to a Chapter 7 administrative claim for rent or storage at said premises in exchange for payment of one-half of the net proceeds. The Movant seeks to sell the Stow Items free and clear of all liens, encumbrances, and other interests. The appraised items are in Exhibit B. The Movant states that, with the assignment from PNC, the liquidation of the Stow Items for the benefit of the within estate free and clear of any junior liens and specifically the lien of Resilience Capital Partners IV and IV-A is appropriate. A copy of the Exhibit B is available at https://tinyurl.com/bdfm65fc from PacerMonitor.com free of charge. About American De Rosa Lamparts, LLC American De Rosa Lamparts, LLC offers a collection of both residential lighting fixtures, commercial and industrial lighting fixtures, along with an expansive line of ceiling fans. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ohio Case No. 22-50654) on June 8, 2022. In the petition signed by Amit Dixit, chief financial officer, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Alan M. Koschik oversees the case. Marc B. Merklin, Esq., at Brouse McDowell, LPA is the Debtor's counsel. ANGLIN CULTURED: Trustee's $225K Sale of Newark Property Granted ---------------------------------------------------------------- Judge Brendan L. Shannon of the U.S. Bankruptcy Court for the District of Delaware authorized David Klauder, the Subchapter V trustee for Anglin Cultured Stone Products, LLC, and Champion Property Holdings, LLC, to sell the property at 877 Salem Church Road, in Newark, Delaware, to Elias & Sandra Castro for $225,000. The Sale is free and clear of all liens, claims, encumbrances and interests and pursuant to the terms set out in the Motion and the Purchase and Sale Agreement. The 14-day stay imposed by Bankruptcy Rule 6004(h) is waived and the Sub V Trustee may proceed with Closing on the Sale immediately. The Sub V Trustee is hereby authorized and empowered to take any and all actions required under the Sale Agreement, and all such actions as are reasonably necessary to effectuate the terms of the Sale Agreement and allow the Property to proceed to Closing, including payment of all necessary and required closing costs. The Broker is allowed its 6% commission for the sale of the Property and that commission may be paid at the Closing. About Anglin Cultured Stone Products Anglin Cultured Stone Products, LLC -- https://www.anglinconstruction.com -- is a Delaware-based, family-owned and operated small business that specializes in residential construction, commercial and industrial construction, and cultured marble manufacturing. It has been serving Delaware, Maryland, Pennsylvania, and New Jersey since 2005. Anglin filed a voluntary petition for relief under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Del. Case No. 21-10389) on Feb. 8, 2021. On Feb. 10, 2021, Anglin's affiliate, Champion Property Holdings, LLC, commenced a voluntary petition for relief under Chapter 11, Subchapter V (Bankr. D. Del. Case No. 21-10389). The cases are jointly administered under Case No. 21-10389 and have been assigned to Judge Brendan Linehan Shannon. At the time of the filing, the Debtors disclosed up to $500,000 in assets and up to $10 million in liabilities. Charles J. Brown, III, Esq., at Gellert Scali Busenkell & Brown, LLC represents the Debtors as legal counsel. Newtek Small Business Finance, LLC, the Debtors' lender, is represented by Ronald J. Drescher, Esq., at Drescher & Associates, P.A. David M. Klauder was appointed as the Subchapter V trustee in the Debtors' cases on March 9, 2021. APOLLO ENDOSURGERY: Incurs $11.5 Million Net Loss in Third Quarter ------------------------------------------------------------------ Apollo Endosurgery, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $11.45 million on $19.57 million of revenues for the three months ended Sept. 30, 2022, compared to a net loss of $6.66 million on $16.35 million of revenues for the three months ended Sept. 30, 2021. For the nine months ended Sept. 30, 2022, the Company reported a net loss of $30.29 million on $55.54 million of revenues compared to a net loss of $14.28 million on $46.82 million of revenues for the nine months ended Sept. 30, 2021. As of Sept. 30, 2022, the Company had $116.03 million in total assets, $73.72 million in total liabilities, and $42.31 million in total stockholders' equity. The Company had $132.9 million in cash and committed cash at Sept. 30, 2022, including cash, cash equivalents and restricted cash of $67.9 million and $65.0 million of future draws available under the Company's credit facility with Innovatus Capital Partners should the Company meet certain milestones. Said Chas McKhann, president and CEO, "The third quarter delivered record revenue and our seventh consecutive quarter of double-digit revenue growth. Our strong growth demonstrated continued acceleration in endobariatrics, where medical professionals are achieving clinically meaningful weight loss for patients with greatly reduced recovery time and side effect risk compared to traditional surgeries. We also expanded adoption in our G.I. defect closure business, particularly with our innovative X-Tack line, which has nearly doubled in revenue over last year and surpassed Orbera in third quarter revenue in the U.S." "We also secured FDA marketing authorizations for our Apollo ESGTM and Apollo REVISETM endoscopic systems and announced publication of the landmark MERIT study in The Lancet," added McKhann. "These two milestones position Apollo to play a significant role in addressing the global obesity epidemic with clinically validated and relevant solutions backed by thousands of cases in the published clinical literature demonstrating excellent weight loss and safety profiles. Based on our strong operating results and important strategic milestones, we feel that Apollo is well positioned to revolutionize patient care in both G.I. health and obesity with advanced endoscopic solutions." Liquidity and Capital Resources The Company stated, "We have experienced operating losses since inception and have an accumulated deficit of $327.7 million as of September 30, 2022. To date, we have funded our operating losses and acquisitions through equity offerings, term loans, and the issuance of debt instruments. Our ability to fund future operations and meet debt covenant requirements will depend upon our level of future revenue and operating cash flow and our ability to access future draws on our existing credit facility, or additional funding through either equity offerings, issuances of debt instruments or both. "Management believes its existing cash and cash equivalents, additional term loans available upon certain thresholds under the Term Loans and access to financing sources will be sufficient to meet covenant, liquidity and capital requirements for the next twelve months and beyond. Management periodically evaluates our liquidity requirements, alternative uses of capital, capital needs and available resources. Any future cash requirements will depend on many factors including market acceptance of our products, the cost of our research and development activities, the cost and timing of additional regulatory clearance and approvals, the cost and timing of identified gross margin improvement projects, the cost and timing of clinical programs and reimbursement projects, the ability to maintain covenant compliance with our lending facility, and the cost of sales, marketing, and manufacturing activities. We may be required to seek additional equity or debt financing. As a result of this process, we have in the past, and may in the future, explore alternatives to finance our business plan, including, but not limited to, sales of common stock, preferred stock, convertible securities or debt financings, reduction of planned expenditures, or other sources, although there can be no assurances that such additional funding could be obtained. If we are unable to raise additional capital when desired, our business operating results and financial condition could be adversely affected." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1251769/000125176922000081/apen-20220930.htm 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. ARMSTRONG FLOORING: Gordon Offers $360K for Machinery & Equipment ----------------------------------------------------------------- Armstrong Flooring, Inc., and its affiliates asks approval from the U.S. Bankruptcy Court for the District of Delaware of sale to Gordon Brothers Commercial & Industrial, LLC, of certain additional machinery and equipment located at 7227 Telegraph Road, in Montebello, California 90640, free and clear of liens, claims, and interests, for $360,000. A hearing on the Motion is set for Nov. 22, 2022, at 3:00 p.m. (ET). The Objection Deadline is Nov. 4, 2022 at 4:00 p.m. (ET). Debtor Armstrong and Montebello Distribution Associates, a California general partnership ("Landlord") are parties to a lease agreement dated Oct. 16, 2020 for the improved real property located at 7227 Telegraph Road, Montebello, California 90640. Rent under the Lease is currently exceeds $100,000 per month. Further, pursuant to the Lease, Landlord is currently holding a security deposit in the amount of $102,900. The Debtors historically utilized the leased premises for a distribution center. The Montebello Lease and the Debtors' owned machinery and equipment located at such location ("M&E") were included among the Debtors' assets that were marketed for sale in their extensive prior marketing efforts that culminated in the North American Sale transaction. However, at that time, the lease for that location and the M&E located therein were not included in the winning bid for the North American assets. Since the closing of the North American sale, GB Buyer has determined that it desires to acquire the Montebello Lease, as well as the M&E located therein, on the terms specified in that certain letter agreement. The salient terms of the Letter Agreement are: a. Seller/Debtor - Armstrong Flooring, Inc. b. Purchaser - Gordon Brothers Commercial & Industrial, LLC c. Purchased/Assigned Assets - GB Buyer will purchase AFI's owned machinery and equipment at the distribution center located at 7227 Telegraph Road, Montebello, CA 90640 and (b) take by assignment AFI's interest in that certain lease agreement dated Oct. 16, 2020 between AFI Parent and Montebello Distribution Associates, a California general partnership. d. Sale Hearing - Nov. 22, 2022 at 3:00 p.m. e. Closing - No later than Nov. 23, 2022 f. The Sale is a private sale following extensive marketing and competitive bidding for the Debtors' worldwide assets. No additional marketing or competitive bidding is contemplated. g. The cash proceeds of the proposed sale will be applied to the Debtors' costs incurred in seeking approval of the sale, including professional fees, and otherwise be paid over to the Debtors for distribution in accordance with the priorities set forth in the Bankruptcy Code. h. The sale of the assets is proposed to be free and clear of all liens, claims and encumbrances with no successor liability resulting from the sale. i. The Debtors request relief from the 14-day stay imposed by Rules 6004(h) and 6006(d). To provide streamlined, cost-effective procedures for the disposition of any remaining assets following the closings of their major sale transactions, the Debtors sought and obtained the Court's approval of certain procedures for the approval of de minimis asset sales, with increasing degrees of prior notice and formality dependent upon the size of the proposed sale. They have since conducted five separate de minimis sales under the approved procedures, which are reflected in orders approving each of the transactions. In addition, the Debtors have entered into several prior amendments to the North American asset purchase agreement with the AHF/GB Consortium to, among other things, document the sale of certain de minimis assets. The DMAS Order requires a separate approval motion for sales in excess of $250,000. Accordingly, the Debtors file the Motion because the gross sale proceeds ($360,000) exceed the threshold amount. Finally, the Debtors require immediate relief to continue its liquidation efforts and reduce expenses for the benefit of all parties in interest. Accordingly, they submit that ample cause exists to justify a waiver of the 14-day stay imposed by Bankruptcy Rule 6004(h) to the extent that it applies. A copy of the Agreement is available at https://tinyurl.com/2p8mp89v from PacerMonitor.com free of charge. About Armstrong Flooring Armstrong Flooring, Inc. (NYSE: AFI) -- https://www.armstrongflooring.com/ -- is a leading global manufacturer of flooring products and one of the industry's most trusted and celebrated brands. The company continually builds on its resilient, 150-year legacy by delivering on its mission to create a stronger future for customers through adaptive and inventive solutions. Headquartered in Lancaster, Pennsylvania, Armstrong Flooring safely and responsibly operates eight manufacturing facilities globally. Armstrong Flooring and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10426) on May 8, 2022. In the petition signed by Michel S. Vermette, president and chief executive officer, Armstrong Flooring disclosed $517,000,000 in assets and $317,800,000 in liabilities. Judge Mary F. Walrath oversees the cases. Skadden, Arps, Slate, Meagher and Flom, LLP is the Debtors' counsel. Riveron Consulting, LP is the financial advisor, Houlihan Lokey is the investment banker, and Epiq Corporate Restructuring, LLC, is the claims and noticing agent and administrative advisor. On May 18, 2022, the Office of the U.S. Trustee for Region 3 appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped Cole Schotz, PC as legal counsel and Province, LLC as financial advisor. On June 17, 2022, the U.S. Trustee appointed a committee of non-represented retirees in these Chapter 11 cases. The committee tapped Jenner & Block, LLP and Saul Ewing Arnstein & Lehr, LLP as legal counsels; and AlixPartners, LLP as financial advisor. ARUBA INVESTMENTS: Fitch Affirms 'B' LongTerm IDR, Outlook Stable ----------------------------------------------------------------- Fitch Ratings has affirmed Aruba Investments, Inc.'s (Aruba, d/b/a ANGUS Chemical Company) Long-Term Issuer Default Rating (IDR) at 'B', affirmed its first lien senior secured revolver and term loans at 'BB-/RR2' and its second lien term loan at 'CCC+/RR6'. The Rating Outlook remains Stable. Fitch has also assigned a 'BB-'/RR2' rating to the company's proposed $125 million senior secured term loan. Proceeds from this loan will, among other uses, fund a strategic acquisition. Fitch has also affirmed the 'B-' IDR of Kobe US Midco 2, Inc., and the 'CCC'/'RR6' rating of the PIK toggle notes. The Rating Outlook at Kobe US Midco 2, Inc. remains Stable. The ratings reflect the continued high leverage and associated debt service burden at Aruba, including supporting debt service of the holdco notes. The rating also considers Aruba's consistent positive FCF and performance through the coronavirus pandemic and the current inflationary environment, illustrating the company's position as a sole-source supplier for the majority of its revenue base. The rating is also supported by the company's strong and stable EBITDA margins, steady growth and expectations that leverage will decline over the medium term. KEY RATING DRIVERS Elevated Leverage, Positive FCF: Aruba's anticipated acquisition delays Fitch's expectation of leverage falling below 6.5x. Moreover, the increased debt burden and higher projected base rates constrain interest coverage, though Fitch expects FCF to remain positive over the forecast period. Fitch expects that management will utilize FCF to further invest in the business either organically or through opportunistic M&A, with modest debt reduction; however, materially deleveraging will also require robust EBITDA growth. Increased Life Sciences Exposure: The acquisition will support Aruba's goal of shifting its end-markets toward life sciences and personal care and away from more cyclical industrial end markets. Since 2016, Aruba has made a concerted effort to broaden and deepen its focus on the pharmaceutical and biotech end-markets with the establishment of the Life Sciences division. Since then, management invested significant resources in sales, R&D and manufacturing to further establish the company as reliable supplier of key pharmaceutical and biotech ingredients. As a result, personal care and life sciences now comprise 50% of revenue, up from 43% in 2018. Aruba's planned acquisition provides the company with an additional product set to offer its existing customers and continues its shift to health-related end markets. The acquisition target's proprietary cell-culture media generates insect cell culture with better growth rates, purity and consistency than its competitors. This advanced technology at the early part of the manufacturing chain complements Aruba's back-end purification buffers, thereby giving Aruba a unique ability to offer its life-sciences customers a one-stop solution for bioprocessing. The continued rebalancing toward these end markets, which offer lower cyclicality, more pricing power and greater potential to increase product breadth through new market demands, provides a pathway to simultaneously grow and stabilize the company's cash flows. Resilient, Consistent Performance: Aruba's yoy revenue and EBITDA increased throughout 2020 and 2021 despite the economic impact of the coronavirus, which Fitch believes reflects the resilience of Aruba's business through economic downturns. Growth has continued through 2022 from both strong pricing and demand across most end-markets. While Fitch expects Aruba to face headwinds in 2023 for its more cyclical coatings and metalworking segments, the company should benefit from continued growth in life sciences and stable results in personal care. Global Producer of Nitroalkanes: Aruba is the only global commercial producer of nitroalkanes and the only manufacturer in the world to use propane nitration technology, which can yield a highly specialized nitroalkane derivate product portfolio. The company benefits from being the sole supplier for products that represent approximately 60% of its revenue. The majority of Aruba's end markets are characterized by high switching costs with Aruba's products comprising a small percentage of end-product costs. Products are also frequently essential ingredients in formulations and processes. This contributes to the longevity of customer relationships. As a niche producer in the additives industry, Aruba has significant scale and technical expertise that present barriers to prospective entrants. Limited Input Price Risk: Aruba utilizes over 100 different raw materials as inputs into its chemistries. The most prominent of these are propane, ammonia, formaldehyde, hydrogen and natural gas. Most of these inputs are directly or indirectly linked to natural gas prices, as ammonia production uses natural gas, propane can be a co-product of natural gas processing, and formaldehyde is indexed to methanol, which is tied to natural gas. Aruba's Sterlington, LA site is strategically located to take advantage of raw material security through the abundance of U.S. shale production in the region. While the company is most exposed to rising raw materials, packaging and freight, the risks are limited due to Aruba's value-based approach to pricing and its demonstrated ability to push through price increases. Moreover, the Sterlington site provides critical redundancy for its Ibbenburen plant in Germany, which currently faces risk of gas shortages. While Aruba is still exposed on about 24% of its sales, the company has taken efforts to de-risk a shutdown in Germany through inventory stocking, third party suppliers and adding domestic capacity (expected by mid-2023). DERIVATION SUMMARY In the 'B' rating category, Aruba compares well against rated peers SK Mohawk (B/Stable), ASP Unifrax (Alkegen; B/Stable) and Kronos Worldwide (B+/Stable) in terms of EBITDA margin, interest coverage and FCF generation. It is toward the lower end of the peer group in terms of size based on revenue and at the top with Tronox in terms of gross leverage. At $395 million in 2021 revenues, Aruba is significantly smaller than the peers, which range from $800 million to $2 billion. However, Aruba's EBITDA margins in the mid-40% range far exceed the peer group. Aruba's high EBITDA margins reflect its products' barriers to entry and its customers' high switching costs. KEY ASSUMPTIONS Fitch's Key Assumptions Within the Rating Case for the Issuer: - Recession in 2023 affects the industrial end-markets and Aruba's paints and coatings, and metalworking fluids business. This is offset by continued low double-digit growth for life sciences, and 3%-5% growth for other segments; - Modest recovery in 2024 for industrial segments; - EBITDA margins in the mid-40% range benefit from continued mix shift to life sciences, offset by more modest margins in industrial and investments in SG&A; - Capex remains elevated in 2022 and 2023, driven by life sciences capacity expansion at the company's Sterlington, Louisiana facility. Capex reverts to $35 million-$40 million per year thereafter, about 2/3 growth and 1/3 maintenance. KEY RECOVERY RATING ASSUMPTIONS Going-Concern (GC) Approach Fitch's recovery analysis uses a consolidated approach and a $150 million going concern EBITDA. This going concern approximates a bottom-cycle EBITDA in the stress case and reflects the resilience Aruba has demonstrated through the economic impact of the coronavirus. The GC EBITDA has been updated from $145 million to reflect some benefits from recent capacity expansion, the anticipated acquisition and updated contract pricing for a larger customer. An EV multiple of 7.0x is applied in Fitch's recovery analysis. The 7.0x multiple is at the upper end within Fitch's chemicals portfolio and is warranted to reflect its relatively lower cash flow risk as demonstrated by its performance during the pandemic, strong EBITDA and FCF margin and the inherent growth of its life science segment. The 7.0x multiple is also within the range of historical bankruptcy case study exit multiples for peer companies, which ranged from 5x to 8x, but above the median of 6x (Chemtura exit multiple of 5x, Lyondell exit multiple of 8x, Tronox exit multiple of 6x). It is also significantly below the multiple Aruba was acquired for by Golden Gate Capital in 2015 and the multiple at which Ardian's current investment was made. Sample M&A precedent transactions for peers ranged from 6.5x to 23.4x, with a median transaction multiple of 9.5x. Recent representative activity includes American Securities $3.3 billion purchase of Hexion (8.5x multiple), Saudi Aramco's acquisition of Valvoline's Global Products segment for $2.65 billion (10.8x), Trinseo's acquisition of Aristech Surfaces for $450 million (9.8x) and Bakelite's acquisition of the chemicals unit of Georgia Pacific for $425 million (7.7x). Fitch estimates the going concern EV value to be approximately $1,050 million. This is greater than the liquidation value, which includes the value of Aruba's IP discounted at 50%. After a 10% adjustment for administrative claims, $914 million remains for creditors. With an assumed fully drawn $125 million revolving facility, $1,030 million first lien term loan tranches and a $345 million second lien term loan B, the going concern EV approach results in a recovery rating of 'BB-'/'RR2' for the first lien facilities, a 'CCC+'/'RR6' for the second lien term loan, and a 'CCC'/'RR6' for the HoldCo notes. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: - Demonstrated prioritization of debt reduction over shareholder distributions, leading to total debt with equity credit/operating EBITDA approaching 5.5x; - EBITDA/Interest coverage durably above 2.5x; - Continued revenue growth and end market diversification led by life sciences and personal care, while maintaining EBITDA margins. Factors that could, individually or collectively, lead to negative rating action/downgrade: - EBITDA/interest coverage sustained below 2.0x; - A pattern of aggressive capital deployment including frequent or outsized acquisitions and/or prioritization of shareholder returns; - Weakening in EBITDA margins and FCF resulting in total debt with equity credit/operating EBITDA durably above 6.5x. LIQUIDITY AND DEBT STRUCTURE Adequate Liquidity, Limited Maturities: Fitch anticipates Aruba will generally hold around $20 million in cash. Excess cash is likely to be used to reduce debt, and Fitch notes that the HoldCo notes' Pay if You Can PIK Toggle structure may result in upstream dividends for the purpose of debt service. Working capital requirements are manageable, and Aruba can utilize its cash balance as well as its $125 million revolving credit facility, expected to be undrawn at close of the transaction, for any short- or medium-term liquidity needs. High margins and modest maintenance capex requirements have supported FCF growth in recent years. ISSUER PROFILE Aruba Investments, Inc. is a global specialty chemicals producer with a 70+ year track record, operating in life sciences, personal care and industrial specialties. Originally a subsidiary of The Dow Chemical Company, Aruba is commonly known as ANGUS Chemical Company. The company is the only vertically-integrated producer of Tris, a key ingredient in biotech processes that helps control movement of proteins and thus improves efficacy and purity of biologics. 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. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Kobe US Midco 2, Inc. LT IDR B- Affirmed B- senior unsecured LT CCC Affirmed RR6 CCC Aruba Investments, Inc. LT IDR B Affirmed B senior secured LT BB- Affirmed RR2 BB- Senior Secured 2nd Lien LT CCC+ Affirmed RR6 CCC+ senior secured LT BB- New Rating RR2 ATLAS LITHIUM: Incurs $1.3 Million Net Loss in Third Quarter ------------------------------------------------------------ Atlas Lithium Corporation, formerly known as Brazil Minerals, Inc., filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $1.27 million on $3,301 of revenue for the three months ended Sept. 30, 2022, compared to a net loss of $820,591 on $2,984 of revenue for the three months ended Sept. 30, 2021. For the nine months ended Sept. 30, 2022, the Company reported a net loss of $3.12 million on $6,145 of revenue compared to a net loss of $3.10 million on $9,088 of revenue for the same period during the prior year. As of Sept. 30, 2022, the Company had $5.56 million in total assets, $2.96 million in total liabilities, and $2.59 million in total stockholders' equity. As of Sept. 30, 2022, the Company had cash and cash equivalents of $418,263 and a working capital deficit of $2,475,660. Net cash used by operating activities totaled $258,293 for the nine months ended Sept. 30, 2022, compared to net cash used of $1,201,277 during the nine months ended Sept. 30, 2021 representing an decrease in cash used of $942,984. Net cash used in investing activities totaled $2,573,86 for the nine months ended Sept. 30, 2022, compared to net cash used of $272,153 during the nine months ended Sept. 30, 2021, representing an increase in cash used of $2,301,673. Net cash provided by financing activities totaled $3,188,736 for the nine months ended Sept. 30, 2022, compared to $1,237,542 during the nine months ended Sept. 30, 2021, representing an increase in cash provided of $1,951,194. The Company stated, "We have limited working capital, have historically incurred net operating losses, and have not yet received material revenues from the sale of products or services. These factors create substantial doubt about our ability to continue as a going concern. "Our primary sources of liquidity have been derived through proceeds from the (i) issuance of debt and (ii) sales of our equity and the equity of one of our subsidiaries. Our ability to continue as a going concern is dependent upon our ability to generate cash flows from operations and successfully raise new capital through debt issuances and sales of our equity. We have no plans for any significant cash acquisitions in the foreseeable future." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1540684/000149315222030094/form10-q.htm About Atlas Lithium Atlas Lithium Corporation was incorporated as Flux Technologies, Corp. under the laws of the State of Nevada on Dec. 15, 2011. The Company changed its management and business on Dec. 18, 2012 to focus on mineral exploration. The Company was formally known as Brazil Minerals, Inc. from Jan. 22, 2013 through Sept. 26, 2022. Atlas Lithium, through subsidiaries, owns mineral rights in Brazil for lithium, nickel, rare earths, titanium, graphite, gold, diamonds, and sand, and through subsidiaries, iron, gold and quartzite. Brazil Minerals reported a net loss of $4.03 million for the year ended Dec. 31, 2021, a net loss of $1.55 million for the year ended Dec. 31, 2020, a net loss of $2.08 million for the year ended Dec. 31, 2019, and a net loss of $1.85 million for the year ended Dec. 31, 2018. As of March 31, 2022, the Company had $1.86 million in total assets, $1.05 million in total liabilities, and $807,664 in total stockholders' equity. Lakewood, CO-based BF Borgers CPA PC, the Company's auditor since 2015, issued a "going concern" qualification in its report dated March 25, 2022, citing that the Company's significant operating losses raise substantial doubt about its ability to continue as a going concern. BASS STREET: Seeks to Hire Padgett Business Services as Accountant ------------------------------------------------------------------ Bass Street Moline, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of Illinois to employ Padgett Business Services as accountant. The Debtor requires an accountant to prepare and file its tax returns and weekly payroll, and provide other accounting services. The firm will be paid $300 per monthly operating report and a flat fee of $800 for the income tax returns. In the event urgent future requests are made by the Debtor, such work will be undertaken at $150 per hour, capped at $300 per request depending on the work performed. Any other non-urgent request projects are to be undertaken at $150 per hour. Padgett also performs payroll tax services at $150 per month. Brandon Voss, a partner at Padgett Business Services, 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: Brandon Voss Padgett Business Services 1409 6th Avenue Moline, IL 61265 Tel: (309) 277-1265 Fax: (309) 277-1265 About Bass Street Moline Bass Street Moline, LLC is a limited liability company engaged in the restaurant business. Bass Street Moline sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Ill. Case No. 22-80459) on July 29, 2022, with up to $500,000 in both assets and liabilities. David Yordy, member and manager, signed the petition. Judge Thomas L. Perkins oversees the case. Dale G. Haake, Esq., at Katz Nowinski P.C. and Padgett Business Services serve as the Debtor's legal counsel and accountant, respectively. BE MORE DEVELOPERS: $130K Sale of Baltimore Asset to Kelemans OK'd ------------------------------------------------------------------ Judge Nancy V. Alquist of the U.S. Bankruptcy Court for the District of Maryland authorized Be More Developers LLC's sale of the real property located at 1501-1503 North Broadway Street, in Baltimore, Maryland 21213, to Daniel Keleman and Maureen Keleman for $129,900. The Debtor is authorized to execute and deliver all documents and take all actions reasonably necessary to convey the estate's equitable interest in the Real Property to the Buyers. The 14-day stay imposed by Rule 6004(h) of the Federal Rule of Bankruptcy Procedure is waived. About Be More Developers Be More Developers LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 22-10786) on Feb. 16, 2022, listing as much as $1 million in both assets and liabilities. Michael Coleman, member, signed the petition. Aryeh E. Stein, Esq., at Meridian Law, LLC serves as the Debtor's legal counsel. BED BATH & BEYOND: May Sell Add'l $150M Worth of Common Shares -------------------------------------------------------------- Bed Bath & Beyond Inc. filed a prospectus supplement with the U.S. Securities and Exchange Commission registering additional shares of its common stock, par value $0.01 per share for sale under the Company's "at the market offering" program, pursuant to the Company's existing Open Market Sale Agreement with Jefferies LLC, dated Aug. 31, 2022. Prior to Oct. 28, 2022, 12,000,000 Shares were sold under the Sale Agreement. The Shares will be sold pursuant to the Company's shelf registration statement on Form S-3 (Registration No. 333-267173), which was filed with the SEC on Aug. 31, 2022. A prospectus supplement relating to the ATM Program and the additional Shares available thereunder has been filed with the SEC. Pursuant to the Prospectus Supplement and the accompanying base prospectus, the Company may offer and sell Shares having an aggregate sales price of up to $150 million. The Company is not obligated to sell any Shares under the Sale Agreement, and may at any time suspend offers under the Sale Agreement or terminate the Sale Agreement. The Sales Agent will be entitled to compensation as provided under the terms of the Sale Agreement. The Company made certain customary representations, warranties and covenants concerning the Company and its Common Stock in the Sale Agreement and agreed to provide indemnification and contribution to the Sales Agent against certain civil liabilities, including liabilities under the Act. The Company currently intends to use the net proceeds, if any, after deducting the Sales Agent's commission and the Company's offering expenses, that it receives upon the issuance and sale of Shares to or through the Sales Agent for general corporate purposes, including to drive immediate strategic priorities such as rebalancing the Company's assortment and inventory, and addressing the Company's debt. Subject to the terms and conditions of the Sale Agreement, the Sales Agent will use its commercially reasonable efforts to sell, on the Company's behalf, the Shares that may be offered by the Company from time to time under the Sale Agreement. The sales, if any, of the Shares made under the Sale Agreement will be made by means of ordinary brokers' transactions on the Nasdaq Global Select Market or otherwise at market prices prevailing at the time of sale, at prices related to prevailing market prices or at negotiated prices. Actual sales will depend on a variety of factors to be determined by the Company from time to time. About Bed Bath & Beyond Bed Bath & Beyond Inc. and subsidiaries is an omnichannel retailer selling a wide assortment of merchandise in the Home, Baby, Beauty & Wellness markets and operate under the names Bed Bath & Beyond, buybuy BABY, and Harmon, Harmon Face Values. The Company also operates Decorist, an online interior design platform that provides personalized home design services. The Company reported a net loss of $559.62 million for the fiscal year ended Feb. 26, 2022, a net loss of $150.77 million for the year ended Feb. 27, 2021, and a net loss of $613.82 million for the year ended Feb. 29, 2020. As of Aug. 27, 2022, the Company had $4.66 billion in total assets, $5.24 billion in total liabilities, and a total shareholders' deficit of $577.65 million. * * * As reported by the TCR on Oct. 20, 2022, S&P Global Ratings lowered its issuer credit rating on Union, N.J.-based specialty home retailer Bed Bath & Beyond Inc. (BBBY) to 'CC' from 'CCC'. This action follows the Company's announcement of exchange offers for its outstanding unsecured notes due 2024, 2034, and 2044. S&P views the proposed exchanges as distressed. Also in October 2022, Moody's Investors Service downgraded Bed Bath & Beyond Inc.'s corporate family rating to Ca from Caa2. "The downgrades reflects governance considerations which include the company's announcement that it may pursue liability transactions which Moody's would likely view as a distressed exchange to address its $284 million of senior unsecured notes due in August 2024 in light of the continuing pressures on Bed Bath's operations and credit metrics," said Christina Boni, senior vice president. BERWICK CLINIC: $114,000 Exit Financing to Fund Plan Payments ------------------------------------------------------------- Berwick Clinic Company, LLC, submitted a Second Amended Small Business Plan of Reorganization under Subchapter V dated October 27, 2022. Priyam Sharma purchased the equity of Berwick Clinic Company in December 2020 from CHS Berwick Hospital Corporation. The costs to continue to operate the clinic with the compensation structure negotiated by the previous owners was not sustainable. In order to keep Berwick Clinic Company operating over the past several years, Debtor's principals and related entities have put in over 2.8 million dollars, whether through loans or paying Debtor's creditors directly, that will not be repaid in this chapter 11 bankruptcy. None of the insider's claims or the claims of any related entities will be paid by this Plan. Though Debtor has ceased medical operations at the vascular clinic, it will continue to collect receivables while it is cost effective. An entity related to Debtor by common ownership, Berwick Hospital Company LLC, filed a chapter 11 subchapter V bankruptcy on September 30, 2022. The filing of the related entity will not affect patient care or the Debtor's financial affairs. Debtor filed its chapter 11 bankruptcy because its revenue was not sufficient to pay its ongoing expenses including payroll. The Debtor's expenses inherited when Priyam Sharma purchased the equity of Debtor in December 2020 were not sustainable because of how professional contracts were structured. Through this chapter 11 filing, Debtor has sought to, among other things, provide for ongoing patient care, and to pay creditors and interest holders as required by the Bankruptcy Code. The PPP loans will likely be forgiven, and the insider loans are being subordinated for purposes of payment. Accordingly, the amount of the general unsecured claims that will receive a dividend is approximately $529,157.33. This number was derived by taking the total approximate amount of general unsecured claims of $4,705,619.60, and subtracting out the insider general unsecured claims of $2,874,812.27, and the PPP loans of $1,301,650 to come up with the $529,157.33 amount. The Subchapter V Trustee conducted an independent analysis of whether insiders received preferences within 12 months of the bankruptcy. The report was filed at docket no. 87 filed on October 25, 2022. In the report, the Subchapter V Trustee concluded that, "[p]remised on the foregoing, it is my opinion based upon the investigation undertaken as disclosed in this summary that there were no avoidable transfers relating to the Insider Claims within the 12 month period prior to the filing of the bankruptcy case." General unsecured Claims are not secured by property of the estate and are not entitled to priority under § 507(a) of the Code. The Class GUC shall be paid pursuant to the Plan in full satisfaction of their claims. Debtor anticipates that the allowed amount of general non priority unsecured claims will be approximately $529,157.33 after the PPP loans are forgiven and the insider claims are subordinated for purposes of payment but not voting. Upon the Effective Date, $25,000 shall be distributed for payment of the general unsecured creditor class, to be distributed pro rata s [other than the PPP loans which are in the process of being forgiven or have been forgiven, and the insider claims, none of which will be paid]. Debtor shall also pay all net receivable proceeds to the general unsecured class [other than the PPP loans which are in the process of being forgiven or have been forgiven, and the insider claims, none of which will be paid], in an additional amount of up to $28,000, on a quarterly basis while it continues to collect receivables. Debtor shall submit quarterly collection reports to the Subchapter V Trustee who shall monitor the collections, in addition to the reports required by the Office of the United States Trustee's guidelines. Any post-confirmation fees incurred by the Subchapter V Trustee shall be paid by the Debtor without the necessity for the Subchapter V Trustee to file a fee application. Post-confirmation, Infrahealth will collect receivables for $1,500 per month which is contemplated to continue for 6 months. For transition purposes, it is contemplated that Athena will be paid $2,000 per month for the first 2 post-confirmation months. This is less expensive than the amounts charged otherwise for collections. The alternative to having Infrahealth collect receivables is to continue to have Athena continue with collections. The cost for Athena to continue collections would be approximately $10,000 to 11,000 per month, which is made up of $4,000 per month on average for collections by Athena (which is 7.5% of collections), along with retaining specific employees for billing and collections at a further cost of approximately $6,000 to 7,000 per month. On the Effective Date, Priyam Sharma or her designee shall contribute sufficient funds to fund the Plan Payments (the "Exit Financing") in addition to cash on hand and the collection of receivables. Upon the payment of the Plan Payments, all liens, claims, encumbrances and expenses as to Debtor shall be deemed satisfied and Priyam Sharma or her designee shall own the Debtor free and clear of all liens, claims and encumbrances. Furthermore, on Confirmation of the Plan, all property of the Debtor, tangible and intangible, including, without limitation, licenses, furniture, fixtures and equipment, will revert, free and clear of all Claims and Equitable Interests except as provided in the Plan, to the Debtor. It is contemplated that the amount of the Exit Financing will be $114,000 based upon current estimates as to, inter alia, the initial cash balance. A full-text copy of the Second Amended Plan dated October 27, 2022, is available at https://bit.ly/3FBYdwB from PacerMonitor.com at no charge. Attorneys for Debtor: Robert Bassel, Esq. P.O. Box T Clinton, MI 49236 Phone: (248) 835-7683 Email: bbassel@gmail.com About Berwick Clinic Company Berwick Clinic Company, LLC, operates a health-care business in Bloomfield Hills, Mich. Berwick Clinic filed a Chapter 11 petition (Bankr. E.D. Mich. Case No. 22 45589) on July 18, 2022, disclosing $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Priyam Sharma, a principal at Berwick Clinic, signed the petition. Judge Lisa S. Gretchko oversees the case. Berwick Clinic tapped Robert Bassel, Esq., a practicing attorney in Clinton, Mich., to handle its Chapter 11 case. BLACK DIAMOND: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Black Diamond Developers, LP 2807 Santa Erica Street Mission, TX 78572 Business Description: The Debtor is engaged in activities related to real estate. Chapter 11 Petition Date: November 3, 2022 Court: United States Bankruptcy Court Southern District of Texas Case No.: 22-70179 Judge: Hon. Eduardo V. Rodriguez Debtor's Counsel: Matthew B. Probus, Esq. THE PROBUS LAW FIRM 10497 Town & Country Way, Suite 930 Houston, TX 77024 Tel: (713) 258-2700 Email: matthewprobus@theprobuslawfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $100,000 to $500,000 The petition was signed by Maria del Pilar Kamel, member Black Diamond Developers GP, LLC, its general partner. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/U7CHYTQ/Black_Diamond_Developers_LP__txsbke-22-70179__0001.0.pdf?mcid=tGE4TAMA BLACKSTONE MORTGAGE: Term Loan Upsize No Impact on Moody's Ba2 CFR ------------------------------------------------------------------ Moody's Investors Service said that Blackstone Mortgage Trust, Inc.'s (BXMT) Ba2 corporate family rating and Ba2 senior secured rating were unaffected by the company's decision to increase its existing Term Loan B-4 by $250 million. BXMT's rating outlook is stable. BXMT's Ba2 Term Loan B rating reflects the term loan's senior secured position in the company's capital hierarchy and strong collateral coverage. The proposed upsize of the Term Loan B-4 does not affect the existing ratings. Terms of the add-on are consistent with those of BXMT's existing term loans. BXMT intends to use the net proceeds from the upsize to pay down a portion of existing secured debt. BXMT's Ba2 CFR reflects the strength of the company's competitive positioning in the commercial real estate lending (CRE) sector resulting from its affiliation with The Blackstone Group L.P., and its strong asset quality, stable profitability and low leverage. BXMT also has a longer operating history than most rated non-bank US CRE lenders that spans industry cycles. Credit constraints include the company's CRE concentration inherent in its business model and its high reliance on secured funding that encumbers its earning assets and limits its access to the unsecured debt markets. The stable outlook reflects Moody's expectation that BXMT's asset quality, profitability and leverage will remain stable over the next 12-18 months. BXMT's ratings could be upgraded if the company: 1) reduces its ratio of secured debt to total assets to 45%, increases unencumbered assets and establishes unsecured revolving borrowing capacity; 2) increases business diversification; and 3) continues to demonstrate predictable earnings, profitability and asset quality that compare favorably with peers. BXMT's ratings could be downgraded if the company: 1) shrinks the amount of its availability under secured borrowing facilities, its primary liquidity source; 2) sustains an increase in leverage (debt/total equity) above 3.5x given the current portfolio mix; 3) experiences a material deterioration in asset quality; or 4) experiences a material weakening of profitability. BRIGHT MOUNTAIN: Registers 22.5 Million Shares Under 2022 Plan -------------------------------------------------------------- Bright Mountain Media, Inc. filed with the Securities and Exchange Commission a Form S-8 Registration Statement to register 22,500,000 shares of its common stock, par value $0.01 per share, to be issued pursuant to the Bright Mountain Media, Inc. 2022 Stock Option Plan, including registering for resale pursuant to a reoffer prospectus certain securities to be issued to its officers and directors upon exercise of outstanding options. This Registration Statement includes a reoffer prospectus prepared in accordance with the requirements of Part I of Form S-3 (in accordance with the General Instruction C to Form S-8). The reoffer prospectus covers reoffers and resales of shares of the Company's common stock that have been or will be acquired by certain of its officers and directors which may be deemed to be "control securities" and/or "restricted securities" of the Company. The reoffer prospectus relates to the resale of up to 1,751,599 shares of common stock that have been or may be issued to the selling stockholders pursuant to our stock option plans. The 2022 Plan replaces the Bright Mountain Media, Inc. 2011, 2013, 2015 and 2019 Stock Option Plans, the Company’s previous stock option plans which are now terminated. No additional awards will be granted under the Previous Option Plans, provided however, that each outstanding award under the Previous Option Plans will remain outstanding under the Previous Option Plans and will continue to be governed by its terms and any applicable award agreement. A full-text copy of the prospectus is available for free at: https://www.sec.gov/Archives/edgar/data/1568385/000149315222029766/forms-8.htm About Bright Mountain Based in Boca Raton, Fla., Bright Mountain Media, Inc. -- www.brightmountainmedia.com -- is engaged in operating a proprietary, end-to-end digital media and advertising services platform designed to connect brand advertisers with demographically-targeted consumers -- both large audiences and more granular segments -- across digital, social and connected television publishing formats. The Company defines "end-to-end" as its process for taking ad buying from beginning to end, delivering a complete functional solution, usually without requiring any involvement from a third party. Bright Mountain reported a net loss of $12 million for the year ended Dec. 31, 2021, a net loss of $72.71 million for the year ended Dec. 31, 2020, a net loss of $4.17 million for the year ended Dec. 31, 2019, and a net loss of $5.22 million for the year ended Dec. 31, 2018. As of June 30, 2022, the Company had $30.70 million in total assets, $40.38 million in total liabilities, and a total shareholders' deficit of $9.68 million. East Brunswick, New Jersey-based WithumSmith+Brown, PC, the Company's auditor since 2021, issued a "going concern" qualification in its report dated June 10, 2022, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. CAMBER ENERGY: Inks Deal to Amend Stock Certificate of Designations ------------------------------------------------------------------- Camber Energy, Inc. entered into two agreements, one agreement with an investor that holds shares of the Series C redeemable convertible preferred stock of the Company and another agreement with an investor that held shares of the Series C Preferred Stock with certain conversion entitlements. The Agreements are identical as to their terms. The Investors entered into the Agreements in relation to an amendment to the fifth amended and restated certificate of designations regarding its Series C Preferred Stock as an accommodation to the Company and in order to help facilitate implementation of the Company's business plans and continued trading on the NYSE American LLC, and in exchange for the release and indemnity as provided in the Agreements. On Oct. 31, 2022, the Company filed with the Secretary of State of Nevada an amendment to the COD, dated as of Oct. 28, 2022, pursuant to the Agreements, which amended the COD such that (i) beginning on the Amendment Date and thereafter, when determining the conversion rate for each share of Series C Preferred Stock based on the trading price of the Company's common stock over a certain number of previous days, no day will be added to what would otherwise have been the end of any Measurement Period for the failure of the Equity Condition (as defined in the COD), even if the volume weighted average trading price is not at least $1.50 and each Investor waives the right to receive any additional shares of Common Stock that might otherwise be due if such Equity Condition were to apply after the Agreement Date, including with respect to any pending Measurement Period; and (ii) (A) beginning on the Amendment Date and for the period through Dec. 30, 2022, the Measuring Metric will be the higher of the amount provided in Section I.G.7.1(ii) of the COD and $0.20, and (B) beginning at market close on Dec. 30, 2022 and thereafter, the Measuring Metric will be the volume weighted average trading price of the Common Stock of any day of trading following the date of first issuance of the Series C Preferred Stock. About Camber Energy Based in Houston, Texas, Camber Energy, Inc. -- http://www.camber.energy-- is a growth-oriented diversified energy company. Through its majority-owned subsidiary, Camber provides custom energy & power solutions to commercial and industrial clients in North America and owns interests in oil and natural gas assets in the United States. The Company's majority-owned subsidiary also holds an exclusive license in Canada to a patented carbon-capture system, and has a majority interest in: (i) an entity with intellectual property rights to a fully developed, patent pending, ready-for-market proprietary Waste Treatment system using Ozone Technology; and (ii) entities with the intellectual property rights to fully developed, patent pending, ready-for-market proprietary Electric Transmission and Distribution Open Conductor Detection Systems. Camber Energy reported a net loss attributable to the company of $169.68 million for the year ended Dec. 31, 2021, compared to a net loss attributable to the company of $52.01 million for the nine months ended Dec. 31, 2020. As of June 30, 2021, the Company had $25 million in total assets, $55.45 million in total liabilities, and a total stockholders' deficit of $30.45 million. Dallas, Texas-based Turner, Stone & Company, L.L.P., the Company's auditor since 2021, issued a "going concern" qualification in its report dated May 19, 2022, citing that the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. CANOPY GROWTH: S&P Downgrades ICR to 'CC', Outlook Negative ----------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Smiths Falls, Ont.-based Canopy Growth Corp. (CGC) to 'CC' from 'CCC' and its issue-level rating on the company's senior secured term loan to 'CC' from 'CCC-'. The negative outlook reflects that, on completion of the tender offer, S&P will lower its issuer credit rating on the company to 'SD' (selective default) and its issue-level rating on its senior secured term loan to 'D' (default). On Oct. 25, 2022, CGC entered into agreements with certain lenders under its term loan credit facility to tender US$187.5 million par value of the US$750 million outstanding at a discounted price of US$930 per US$1,000 or equivalent to about US$174.4 million. The repayment will be made in two equal payments with the first on or about Nov. 10, 2022, and the second on or about April 17, 2023. With the debt repayments, CGC also expects to amend certain credit terms including a decrease in the minimum liquidity covenant to US$100 million from US$200 million. S&P Global Ratings views the transaction as distressed and tantamount to a default and our assessment reflects the following features of the transaction: Participating lenders received less value than they were initially promised under the original securities. The existing capital structure remains unsustainable given the company's substantial debt burden and its pressured operation with delayed positive profitability expectation. CGC also announced plans to accelerate its entry into the U.S. cannabis industry and create a new U.S.-domiciled holding company, Canopy USA. Following approvals, CGC will negotiate an exchange agreement with Greenstar Canada, a subsidiary of Constellation Brands Inc. (CBI), to purchase and cancel up to C$100 million in the principal amount of senior convertible notes due July 2023 in exchange for new exchangeable shares. If CBI elects to convert its CGC shares into exchangeable shares, it will relinquish all board rights and will not have approval rights over certain transactions in CGC, and all the restrictive covenants previously agreed between them will also terminate. On approval, S&P Global Ratings would likely view this conversion as a distressed exchange. Once the tender offer transaction is complete, S&P expects to lower the issuer credit rating on CGC to 'SD'. According to its criteria, S&P views the below-par tender of debt as distressed and, hence, a de facto restructuring and a default on the company's obligations. The negative outlook reflects S&P's expectation that it will lower its issuer credit rating on CGC to 'SD' and the issue-level rating on the first-lien senior secured term loan to 'D' once the transaction closes. ESG credit indicators: E-2, S-3, G-2 Social factors are a moderately negative consideration in S&P's credit rating analysis of CGC. The cannabis industry faces significant regulatory and social risks. In Canada, companies need to follow both federal and provincial regulations as well as Health Canada regulations when manufacturing and selling cannabis. In the U.S., regulations from the U.S. Food and Drug Administration and regulatory delays in some states also hinder the growth of the cannabis market. In addition, customer preference could move away from current products. CAREPARTH HEALTHCARE: Duval Buying Frankston Property for $678K --------------------------------------------------------------- Careparth Healthcare System, LLP, asks the U.S. Bankruptcy Court for the Northern District of Texas to authorize the sale of the real property located at 143 Weldon, in Frankston, Texas, to Franz Duval for $677,725. Objections, if any, must be filed within 21 days from the date of the filing of the Motion. The Debtor owns a number of pieces of real property. Among the property it owned is the Property. Pursuant to an Agreed Order entered on Aug. 23, 2022, the Debtor has until Dec. 1, 2022 to sell the Property. It has subjected the Property to an approved auction procedure. The auction has produced a contract to purchase the Property for $677,725. Pursuant to the Agreed Order, the Debtor asks Court approval of the sale, pursuant to the Purchase and Sale Agreement from the auction. The sale will be free and clear of all liens, claims, and encumbrances, with all liens, claims, and encumbrances to attach to the net proceeds and be held pending further Order of the Court. A copy of the Purchase & Sale Agreement is available at https://tinyurl.com/ms3bk9pv from PacerMonitor.com free of charge. The bankruptcy case is In re: Careparth Healthcare System, LLP, Case No. 22-41333 (Bankr. N.D. Tex.). CHRIS PETTIT: Trustee Selling San Antonio Property for $241K ------------------------------------------------------------ Eric Terry, the trustee appointed in the Chapter 11 cases of Chris Pettit & Associates, PC, and Christopher John Pettit, seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to sell to Schoenau LLC the real property located at 4118 Honeycomb St., in San Antonio, Texas 78230-1402, for $240,000 and a large cow figure for $1,000. Pursuant to its settlement agreement with the Trustee approved by the Court on Sept. 22, 2022, Sin Reposo, LLC conveyed certain valuable pieces of real property to Pettit's Estate, including the Honeycomb Property. The Trustee's real estate broker has been actively marketing the Honeycomb Property and received an offer from Schoenau in the amount of $240,000 and has executed a purchase contract with Schoenau for the Honeycomb Property, subject to this Court's approval. As part of the sale, Schoenau is also purchasing the Cow for $1,000. The Trustee expects that after closing costs, including the 4.5% broker's commission previously approved by the Court, the sale will generate net proceeds of approximately $220,000 to $225,000. It is possible that Pettit's Estate may be subject to capital gains taxes on the sale under federal tax law, but the amount of such tax liability is unknown. Any such taxes will be paid with property of the Estates generated from upcoming asset sales. With respect to taxes on the Honeycomb Property and any tax liens with respect to the same, they will be pro-rated and paid at closing pursuant to the Purchase Contract. To the extent they are not paid in full at closing, they will thereafter be assumed by and be the responsibility and liability of Schoenau to pay when due, and the year 2022 ad valorem tax lien will be retained against Honeycomb Property until said taxes are paid in full. By his Sale Motion, the Trustee asks approval of the sale and transfer of the Honeycomb Property and Cow to Schoenau pursuant to the Purchase Contract, free and clear of any liens, claims, encumbrances, and other interests. Finally, he asks that the Court waives the 14-day stay imposed by Bankruptcy Rule 6004(h). A copy of the Purchase Agreement is available at https://tinyurl.com/33busabc from PacerMonitor.com free of charge. About Chris Pettit & Associates Chris Pettit & Associates, PC, a personal injury law firm in Texas, and principal Christopher John Pettit sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Lead Case No. 22-50591) on June 1, 2022. In the petition filed by Mr. Pettit, the Debtors listed up to $50,000 in assets and up to $500,000 in liabilities. Judge Craig A. Gargotta oversees the cases. Michael G. Colvard, Esq., at Martin & Drought, PC is the Debtors' counsel. Eric Terry, the trustee appointed in the Chapter 11 cases, is represented by Dykema Gossett, PLLC. CHRIS PETTIT: Trustee Selling San Antonio Property for $325K ------------------------------------------------------------ Eric Terry, the trustee appointed in the Chapter 11 cases of Chris Pettit & Associates, PC, and Christopher John Pettit, seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to sell the real property located at 15715 Deercrest, in San Antonio, Texas 78248-1327, to Schoenau LLC for $325,000. Pursuant to its settlement agreement with the Trustee approved by the Court on Sept. 22, 2022, Sin Reposo, LLC conveyed certain valuable pieces of real property to Pettit's Estate, including the Deercrest Property. The Trustee's real estate broker has been actively marketing the Deercrest Property and received an offer from Schoenau in the amount of $325,000 and has executed a purchase contract with Schoenau for the Deercrest Property, subject to the Court's approval. The Trustee expects that after closing costs, including the 4.5% broker's commission previously approved by the Court, the sale will generate net proceeds of approximately $300,000 to $305,000. It is possible that Pettit's Estate may be subject to capital gains taxes on the sale under federal tax law, but the amount of such tax liability is unknown. Any such taxes will be paid with property of the Estates generated from upcoming asset sales. With respect to taxes on the Deercrest Property and any tax liens with respect to the same, they will be pro-rated and paid at closing pursuant to the Purchase Contract. To the extent they are not paid in full at closing, they will thereafter be assumed by and be the responsibility and liability of Schoenau to pay when due, and the year 2022 ad valorem tax lien will be retained against Honeycomb Property until said taxes are paid in full. By his Sale Motion, the Trustee asks approval of the sale and transfer of the Deercrest Property to Schoenau pursuant to the Purchase Contract, free and clear of any liens, claims, encumbrances, and other interests. Finally, he asks that the Court waives the 14-day stay imposed by Bankruptcy Rule 6004(h). A copy of the Purchase Contract is available at https://tinyurl.com/bp85pt3j from PacerMonitor.com free of charge. About Chris Pettit & Associates Chris Pettit & Associates, PC, a personal injury law firm in Texas, and principal Christopher John Pettit sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Lead Case No. 22-50591) on June 1, 2022. In the petition filed by Mr. Pettit, the Debtors listed up to $50,000 in assets and up to $500,000 in liabilities. Judge Craig A. Gargotta oversees the cases. Michael G. Colvard, Esq., at Martin & Drought, PC is the Debtors' counsel. Eric Terry, the trustee appointed in the Chapter 11 cases, is represented by Dykema Gossett, PLLC. CLAAR CELLARS: Plan Agent's Assets Sale to AgIS for $2.4M Cash OK'd ------------------------------------------------------------------- Judge Whitman Holt of the U.S. Bankruptcy Court for the Eastern District of Washington authorized CFO Solutions, LLC, doing business as Ampleo, the Plan Agent/Trustee of Claar Cellars, LLC, and RC Farms, LLC, to sell the following assets, consisting of real property, improvements, and certain property rights related thereto, to AgIS Capital LLC for the purchase price of $2.4 million cash: a. White Bluffs Vineyard Includes Vineyard, Shop Building and Single Family Residence 1340 Glenwood Road, Pasco, Washington, 99301 Franklin Co. Assessor Parcel Nos. 126390140 and 126390110 b. Taylor Flats Vineyard and Irrigated Farmland Includes Vineyard, Shop Building, and Single Family Residence 11201 Taylor Flats Road, Pasco, Washington 99301 Franklin Co. Assessor Parcel No. 123080013 Ampleo and AgIS will execute real estate purchase contract which will supersede and incorporate the terms of the Letter of Intent and such other terms agreed to by the Parties, and will set forth the terms by which Ampleo will sell the Sale Assets to AgIS. Any and all liens against the Sale Assets will attach to the proceeds of the sale in the same order and with the same priority as such liens had with respect to the Sale Assets to be sold immediately before the sale, with net proceeds to be paid to secured creditors holding valid and perfected liens against the assets to be sold as provided by the Liquidating Plan and the Grantor Trust. The net sale proceeds from the Vineyards will be paid to HomeStreet in satisfaction of its liens on the Vineyards. Ampleo will be authorized to execute such documents and take such further actions as may be necessary to conclude the sale(s) of the Sale Assets. About Claar Cellars LLC and RC Farms LLC Claar Cellars LLC -- https://www.claarcellars.com/ -- is a family-owned estate winery. It offers a selection of wines, including Riesling, Cabernet Sauvignon, Merlot, Chardonnay, Sauvignon Blanc, Syrah, Sangiovese, and newly planted Pinot Gris, Viognier, Malbec and Petite Sirah. Claar Cellars and its affiliate, RC Farms LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wash. Lead Case No. 20-00044) on Jan. 9, 2020. At the time of the filing, the Debtors each had estimated assets of between $10 million and $50 million and liabilities of between $1 million and $10 million. Judge Whitman L. Holt oversees the cases. The Debtors are represented by Steven H. Sackmann, Esq., at Sackmann Law, PLLC; Toni Meacham, Esq., Attorney at Law; and Roger W. Bailey, Esq., at Bailey & Busey, PLLC. A committee of unsecured creditors has been appointed in Claar Cellars' bankruptcy case. The committee is represented by Southwell & O'Rourke, P.S. CLEAN ENERGY: Issues $114,850 Convertible Note to 1800 Diagonal --------------------------------------------------------------- Clean Energy Technologies, Inc. entered into to a securities purchase agreement with 1800 Diagonal Lending, LLC, and issued a convertible note to Diagonal in the aggregate principal amount of $114,850 (including an original issue discount of $11,850). The SPA contains customary representations and warranties by the Company and Diagonal. A portion of the proceeds from the sale of the Note will be used to satisfy all under an existing note with Diagonal and the remainder for working capital purposes. The Note will mature on Oct. 26, 2023, Note carries an interest rate of 10.0% per annum paid upon issuance. The Company has the right to prepay the Note without penalty. Following an event of default, and subject to certain limitations, the outstanding amount of the Note may be converted into shares of Company common stock. Amounts due under the Note would be converted into shares of the Company's common stock at a conversion price equal to 70% of the lowest trading for the five-trading days immediately preceding the date of conversion. In no event may the lender effect a conversion if such conversion, along with all other shares of Company common stock beneficially owned by the lender and its affiliates would exceed 4.99% of the outstanding shares of Company common stock. In addition, upon the occurrence and during the continuation of an event of default the Note will become immediately due and payable and the Company shall pay to the lender, in full satisfaction of its obligations thereunder, additional amounts as set forth in the Note. The offer and sale of the Note to Diagonal was made in a private transaction exempt from the registration requirements of the Securities Act of 1933 in reliance on exemptions afforded by Section About Clean Energy Headquartered in Costa Mesa, California, Clean Energy Technologies, Inc. -- http://www.cetyinc.com-- designs, produces and markets clean energy products and integrated solutions focused on energy efficiency and renewables. Spokane, Washington-based Fruci & Associates II, PLLC, the Company's auditor since 2015, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company has an accumulated deficit, net losses, and working capital deficit from operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. COLE CAMP: Genuine Auto Parts Co. Buying Inventory for $286K ------------------------------------------------------------ Cole Camp Auto Parts, LLC, asks the U.S. Bankruptcy Court for the Western District of Missouri to approve its sale of its inventory to Genuine Auto Parts Co., doing business as the NAPA Kansas City Distribution Center ("GPC"), for $286,420. Contemporaneous with the filing of the Motion, the Parties have filed a Joint Motion for approval of the Settlement Agreement and Mutual General Release, dated Aug. 17, 2022, by and between GPC, the Debtor and its the sole member Barry Weinberg. GPC was a supplier of NAPA brand product to Debtor in connection with the Debtor's operation of two NAPA retail stores, one in Windsor, Missouri and one in Cole Camp, Missouri. GPC and Weinberg are parties to a certain NAPA "Change-Over" Agreement, effective March 1, 2017. Disputes arose among the Parties regarding their business relationship, their respective obligations under the Agreement, and the operation of the two stores. GPC has agreed to pay to Weinberg a certain sum and to pay the Debtor for good and saleable NAPA inventory, not including return cores, warranties and defects the sum of $286,420 for all good and saleable inventory. Among the agreements set out in the Settlement Agreement, GPC will cease supplying NAPA inventory to the Debtor and Weinberg and the Agreement will be terminated with all parties having no further obligation under said Agreement. The Parties believe that the Settlement Agreement represents a fair and equitable settlement and compromise of the matters addressed therein. Citizens Farmers Bank of Cole Camp has two loans with the Debtor: Loan #1801 and Loan #4961. Citizens has a senior lien on all inventory, equipment, furniture and fixtures. As of Aug. 31, 2022, the payoff balance for these two loans as of 8/31/22 are: $39,369.97 for Loan #1801 and $115,259.59 for Loan #24961. They continue to bear interest at 4.5% per annum. Per an agreement with Citizens, Citizens has agreed to accept $130,000 in exchange for a release of its lien against the inventory. The United States of America on behalf of the Small Business Administration has a loan with the Debtor. The balance as of Aug. 31, 2022 was $143,800.53 plus interest accruing at 3.75% per annum. The total (as of Aug. 31, 2022) for these secured creditors is $273,800.53. There is a UCC-1 filing for Corporation Service Co. "as representative," which was filed on 11/29/21 (File No. 20211129001487783. The undersigned contacted the UCC department with the Missouri Secretary of State. They had no information as to the name of the actual creditor. Its lien is solely against accounts receivable and is a junior lienholder, subordinated to Citizens and SBA. There was no proof of claim filed or information provided by any other creditor alleging a lien against the Debtor's assets (other than Citizens and the SBA). From the proceeds, the Debtor intends to pay Citizens the sum of $130,000 and the SBA in full. Next, if any other creditor steps forward and claims a valid perfected lien, it would similarly be paid in full. To implement the foregoing successfully, the Debtor seeks a waiver of the 14-day stay of an order authorizing the use, sale, or lease of property under Bankruptcy Rule 6004(h), to the extent this rule is applicable. It requests that the Court enters an Order approving the sale of the inventory free and clear of all liens, claims, encumbrances, and interests with the liens of the parties listed to attach to the proceeds. About Cole Camp Auto Parts Cole Camp Auto Parts, LLC owns and operates two NAPA parts stores, one in Cole Camp, Missouri, and one in Windsor, Missouri. Cole Camp filed a Chapter 11 bankruptcy petition (Bankr. W.D. Mo. Case No. 22-20011) on Jan. 12, 2022, disclosing as much as $1 million in both assets and liabilities. Judge Dennis R. Dow oversees the case. The Debtor is represented by Erlene W. Krigel, Esq., at Krigel & Krigel, P.C. CREDIT SUISSE: To Raise $4 Bil. to Finance Sweeping Restructuring ----------------------------------------------------------------- Credit Suisse Group AG unveiled a restructuring that will see a multi-billion dollar capital raise, thousands of job cuts and carve out of the investment bank. Credit Suisse Group on Oct. 27, 2022 announced a series of decisive actions to create a simpler, more focused and more stable bank built around client needs. The announcement follows a strategic review conducted by the Board of Directors and Executive Board, resulting in a radical restructuring of the Investment Bank, an accelerated cost transformation, and strengthened and reallocated capital, all of which are designed to create a new Credit Suisse. Credit Suisse is taking extensive measures to deliver a new, more integrated business model, with the goal of creating value for shareholders. The bank will build on its leading Wealth Management and Swiss Bank franchises, with strong product capabilities in Asset Management and Markets. Over the next three years, Credit Suisse expects to: * Radically restructure the Investment Bank to significantly reduce Risk Weighted Assets (RWAs) with: -- A highly connected Markets business and industry-leading Investor Products franchise -- CS First Boston as an independent Capital Markets and Advisory bank -- Capital release from exits and significant exposure reduction for Securitized Products -- Reduced RWAs and Leverage Exposure, each expected to decrease by ~40% * Accelerate cost reductions -- Reducing the Group's cost base by 15%, or CHF ~2.5 billion, to CHF ~14.5 billion in 2025 * Progress on framework and exclusivity agreement announced today to transfer a significant portion of the Securitized Products Group (SPG) to investor group led by Apollo Global Management * Strengthen the CET1 ratio through Securitized Products transaction and other divestments * Create a Non-Core Unit (NCU) to accelerate the run-down of non-strategic, low-return businesses and markets, to release capital * Allocate almost 80% of capital to Wealth Management, Swiss Bank, Asset Management and Markets by 2025 The bank is targeting a Group CET1 ratio pre-Basel III reform of at least 13% throughout the transformation, and a Group CET1 ratio pre-Basel III reform of more than 13.5% by the end of 2025. Credit Suisse has announced its intention to raise capital with gross proceeds of CHF ~4 billion through the issuance of new shares to qualified investors, including Saudi National Bank, which has committed to invest up to CHF 1.5 billion to achieve a shareholding of up to 9.9%, and through a rights offering for existing shareholders, subject to approval at the Extraordinary General Meeting (EGM) on November 23, 2022. These measures are expected to translate into a diversification of the bank's shareholder base and increase the Group CET1 ratio from 12.6% at 3Q22 to a pro forma ~14% ratio. The bank estimates restructuring charges, software and real estate impairments in connection with the transformation of CHF 2.9 billion over a period from 4Q22 to 2024. The transformation is intended to be funded through divestments, exits, the recently announced capital actions and existing resources. Axel P. Lehmann, Chairman of the Board of Directors of Credit Suisse, said in the Oct. 27 announcement: "Over 166 years, Credit Suisse has built a powerful and respected franchise but we recognize that in recent years we have become unfocused. For a number of months, the Board of Directors along with the Executive Board has been assessing our future direction and, in doing so, we believe we have left no stone unturned. Today we are announcing the result of that process – a radical strategy and a clear execution plan to create a stronger, more resilient and more efficient bank with a firm foundation, focused on our clients and their needs. At the same time, we will remain absolutely focused on driving our cultural transformation, while working on further improving our risk management and control processes across the entire bank. I am convinced that this is the blueprint for success, helping rebuild trust and pride in the new Credit Suisse while realizing value and creating sustainable returns for our shareholders." Ulrich Körner, Chief Executive Officer of Credit Suisse, said: "This is a historic moment for Credit Suisse. We are radically restructuring the Investment Bank to help create a new bank that is simpler, more stable and with a more focused business model built around client needs. Our new integrated model, with our Wealth Management franchise, strong Swiss Bank and capabilities in Asset Management at its core, is designed to allow us to deliver a unique and compelling proposition for clients and colleagues while targeting organic growth and capital generation for shareholders. The new Executive Board is focused on restoring trust through the relentless and accountable delivery of our new strategy, where risk management remains at the very core of everything we do." A full-text copy of the press release is available at https://www.credit-suisse.com/media/assets/corporate/docs/about-us/media/media-release/2022/10/strategy-update-press-release-en.pdf Enlargement of Banking Syndicate Credit Suisse Group announced Oct. 31, 2022, it has enlarged the banking syndicate underwriting the rights issue and announces the reference price, the purchase price and maximum number of new shares to be issued to and to be purchased by a number of qualified investors without the pre-emptive subscription rights of existing shareholders as well as the expected terms of the rights issue. Further to the announcement on October 27, 2022, Credit Suisse Group AG announces the reference price for the proposed share capital increases of CHF 4.07, which corresponds to the volume weighted average price of the shares of Credit Suisse Group AG traded on SIX Swiss Exchange on October 27 and October 28, 2022. Credit Suisse Group AG furthermore announces the purchase price of each share and the maximum number of new shares to be issued to and purchased by qualified investors without the pre-emptive subscription rights of existing shareholders. The qualified investors have committed, under customary conditions, to purchase 462,041,884 new shares with a par value of CHF 0.04 each for a purchase price of CHF 3.82, corresponding to 94% of the reference price. The expected gross proceeds to Credit Suisse Group AG from the share placement are expected to amount to CHF 1.76 billion. In connection with the share placement to qualified investors, 307,591,623 new shares are expected to be issued to and purchased by Saudi National Bank (SNB). Following the share placement capital increase, Saudi National Bank is expected to hold 9.9% of Credit Suisse Group AG’s share capital. SNB as well as the other qualified investors have committed not to sell the new shares until after the settlement date of the subsequent rights offering and to exercise all the rights that will be allocated to the shares they have committed to acquire. Furthermore, under the expected terms of the rights offering (i.e., full issuance of all shares to qualified investors in the share placement as described above), Credit Suisse Group AG expects to issue 889,368,458 new shares with a par value of CHF 0.04 each. Shareholders of Credit Suisse Group AG will be allotted one pre-emptive subscription right for each share they hold on November 25, 2022 (after close of trading). It is expected that seven pre-emptive subscription rights entitle their holder – subject to certain restrictions under applicable local laws – to purchase two new shares at an expected offer price of CHF 2.52 per share, in line with the previously published approximate discount to the theoretical ex-rights price (TERP) of 32% to the reference price and resulting in gross proceeds from the rights issue to Credit Suisse Group AG of approximately CHF 2.24 billion. The gross proceeds of both capital increases are expected to amount to CHF 4.0 billion. To the extent that the share placement to qualified investors as described above does not take place (e.g. if it is not approved by the Extraordinary General Meeting), Credit Suisse Group AG expects to issue 1,767,165,146 new shares with a par value of CHF 0.04 each in the context of the rights issue. In this case, three pre-emptive subscription rights entitle their holder – subject to certain restrictions under applicable local laws – to purchase two new shares at an offer price of CHF 2.27 per share, in line with the previously published approximate discount to TERP of 32% to the reference price and resulting in gross proceeds to Credit Suisse Group AG of approximately CHF 4.0 billion. The issuance of the new shares is conditional upon approval by the Extraordinary General Meeting of the capital increases to create the shares which is expected to be held on November 23, 2022. The final terms of the rights issue are expected to be communicated on November 24, 2022. About Credit Suisse Group AG Credit Suisse, together with its subsidiaries, provides various financial services in Switzerland, Europe, the Middle East, Africa, the Americas, and Asia Pacific. The Company offers private banking and wealth management solutions, including advisory, investment, financial planning, succession planning, and trust services; and financing and lending, and multi-shore platform solutions. CREDITO REAL SAB: To Auction Finance Unit Credito Real USA Finance ------------------------------------------------------------------ Daniel Gill of Bloomberg Law reports that Mexican finance company Crédito Real SAB de CV will auction a US auto finance unit through its Chapter 15 bankruptcy case but has yet to receive an opening bid. The company has said it wants to sell its Florida-based subsidiary specializing in providing loans to sub-prime borrowers for the purchase of used cars, Crédito Real USA Finance LLC, for at least $45 million. The parent company is in the midst of liquidation proceedings in Mexico and a corresponding Chapter 15 bankruptcy in the US. About Credito Real SAB Credito Real SAB de CV SOFOM ENR is a Mexico-based company that provides consumer financing. Credito is Mexico's biggest payroll lender and second largest non-bank lender after Real Unifin. Credito Real provides loans, either by providing direct financing to consumers or by establishing financing programs with consumer financing dealers that sell to Credito Real the collection rights from consumer financing products. It also provides financing directly to individuals that are employed by corporations with payroll deduction agreements with consumer financing dealers authorized by Credito Real. Credito Real operates through a number of subsidiaries, including AFS Acceptance LLC. Three alleged creditors signed a petition to send Credito Real to Chapter 11 bankruptcy on June 22, 2022 (Bankr. S.D.N.Y. Case No. 22-10842). Institutional Multiple Investment Fund LLC, of Boston, Massachusetts; Banco Monex, S.A., of Mexico, and Solitaire Fund, of Liechtenstein, who claim to own an aggregate $8 million of unsecured bond debt, signed the involuntary Chapter 11 petition. David H. Botter, Esq., at Akin Gump Strauss Hauer & Feld LLP is advising the three bondholders. Despite efforts by bondholders to force the company to pursue a Chapter 11 restructuring in the U.S., the Debtor opted to pursue proceedings in Mexico instead. On June 28, 2022, Angel Francisco Romanos Berrondo, one of the Debtor's shareholders and the former CEO of Credito Real, filed a petition, in his capacity as a shareholder, with the Mexican Court seeking to commence the Mexican Liquidation Proceeding. On June 30, 2022, the Mexican Court entered an order commencing the dissolution and liquidation proceedings for the Company and appointing Mr. Fernando Alonso-de-Florida Rivero as the Mexican Liquidator. The liquidator for Credito Real filed a Chapter 15 bankruptcy petition (Bankr. D. Del. Case No. 22-10630) on July 14, 2022, to seek U.S. recognition of the Mexican proceedings. The petition was signed by Robert Wagstaff, the foreign representative of the liquidator. Richards, Layton & Finger, P.A., led by John Henry Knight, is counsel in the U.S. case. CUMULUS MEDIA: S&P Alters Outlook to Stable, Affirms 'B-' ICR ------------------------------------------------------------- S&P Global Ratings revised the outlook on Cumulus Media Inc. to stable from positive and affirmed the 'B-' issuer credit rating. S&P said, "The stable outlook reflects our expectation that Cumulus' S&P Global Ratings-adjusted gross leverage will elevate above 7x in 2023 given our expectations for a shallow recession in the first half of the year but will decline back toward 6x by the end of 2024. We expect the company will generate free operating cash flow (FOCF) to debt between 3%-5% while maintaining a sufficient liquidity to support its operations over the next 12 months. "We no longer expect Cumulus will deleverage below our 5x upgrade threshold over the next 12 months. In a recession, we expect Cumulus' broadcast revenue could decline 15%, resulting in the company's leverage rising to around 7.5x next year. The company's S&P Global Ratings-adjusted gross leverage was 6.1x as of Sept. 30, 2022 on a rolling-12 month basis. Broadcast radio advertising revenue is highly correlated to GDP growth because expectations for consumer spending drive advertising budgets. Radio advertising also has very short lead times and is one of the first advertising mediums to experience declines when the economy slows. Multiple radio broadcasters have publicly indicated that national advertising is slowing much faster than local advertising. Larger advertisers are likely concerned about the economic outlook, and this could be the beginning of a broader pullback in radio advertising. The radio industry has lost significant portions of its advertising base in previous downturns, failing to recover significant portions of revenue lost, and we believe it would face further losses in a recession. "The company's large cash balance and positive free cash flow generation will likely limit downside ratings risk. We expect Cumulus to end 2022 with around $130 million of cash on the balance sheet. Despite our expectations for a challenging operating environment for Cumulus in 2023, we still expect the company to generate around $20 million to $25 million of reported free operating cash flow next year." In the last recession Cumulus demonstrated the ability to cut costs when faced with declining revenues in order to preserve cash flow. The company will have more than sufficient liquidity to support its operations and meet its fixed-charge obligations over the next 12 months. Cumulus will likely need to use its excess cash to reduce debt and improve credit metrics. Cumulus will have difficulty refinancing its 2026 senior secured debt if it is unable to sustain its leverage below 6x over the next several years. S&P expects leverage to improve back toward 6x by the end of 2024, given recent debt reduction by the company and assuming there is economic improvement in 2024 that spurs growth in its advertising revenue. The macroeconomic outlook in 2023 and 2024 is highly uncertain, and a prolonged and sustained recession would limit the company's ability to deleverage absent voluntary debt reduction. Cumulus has shown a willingness to use its excess cash to buy back its debt, it has already repurchased about $65 million of its senior secured debt through the first nine months of 2022. S&P's forecast does not assume additional debt repayment given its expectations for the company to slow its pace of debt retirement in order to preserve liquidity. S&P notes, however, that the company has ability to do so. S&P said, "The stable outlook reflects our expectation that Cumulus' adjusted gross leverage will elevate above 7x in 2023 given our expectations for a shallow recession in the first half of the year but will decline back toward 6x by the end of 2024. It also reflects our expectation that the company will generate FOCF to debt between 3%-5% while maintaining a sufficient liquidity to support its operations over the next 12 months." S&P could lower the rating if: -- The recovery from the 2023 recession is less robust than expected, such that we believe Cumulus will be unable to reduce leverage below 6x on a sustained basis before it needs to refinance its 2026 debt maturities; or -- FOCF to debt turns negative and S&P expects the company will need to use its cash reserves to fund operations. While unlikely over the next 12 months, S&P could raise the rating if: -- S&P believes the risk or the instance of an economic recession has passed and that the broadcast radio industry has entered into a period of sustained recovery; -- Leverage decreases and remains below 5x; and -- The company consistently generates more than 5% FOCF to debt and uses its excess cash flow to reduce leverage. ESG credit indicators: E-2, S-2, G-2 CYTODYN INC: Withdraws HIV-MDR BLA Over CRO Data Management Issues ------------------------------------------------------------------ CytoDyn Inc. has voluntarily withdrawn its pending Biologics License Application (BLA) for leronlimab as a combination therapy in persons living with HIV with resistance to highly active antiretroviral therapy (HAART) in the HIV multi-drug resistant population (HIV-MDR). The decision to voluntarily withdraw was based on various factors, including systemic issues related to the quality of the data collection and monitoring of the pivotal clinical trials by the clinical research organization (CRO) contracted to manage the trials, resulting in significant concerns with achieving a successful U.S. Food and Drug Administration (FDA) BLA approval. The Company is of the opinion that FDA approval for the HIV-MDR indication is not feasible without significant additional investment to remedy the issues. CytoDyn plans to publish soon the safety and efficacy data in which it met its primary endpoint, in its Phase 2b/3 randomized, double-blinded, placebo-controlled trial for the HIV-MDR population, in a peer-reviewed journal. The Company believes the data it currently possesses is sufficient to complete and submit its responses to the FDA to seek the removal of the clinical hold placed on the Company's HIV program. Further, the Company will continue to leverage the performance of leronlimab in these and other studies to advance leronlimab in other HIV-related, non-alcoholic steatohepatitis (NASH), and oncology indications – where compelling data has been generated – that may benefit a greater number of patients and result in significant shareholder value creation. For example, the Company plans to continue to pursue other underserved HIV-related indications, where it can potentially be first to market. Cyrus Arman, Ph.D., president of CytoDyn, stated, "We have decided to voluntarily withdraw our BLA for the HIV-MDR population at this time only after extensive review and deliberation, including audits from three external independent regulatory quality firms. While the Company met its primary endpoints in these pivotal trials, which we think is a clear indication that leronlimab performs well in the clinic, we believe the issues identified in each of the three independent audits related to the quality of the data collection and oversight by the CRO make it difficult to support a successful BLA regulatory submission. Further, we have filed a claim against the CRO seeking damages resulting from its breach of the Master Services Agreement and related agreements and reimbursement of our attorney fees and costs associated with the action. As previously discussed, we are focusing on continued development in other HIV indications, NASH, and oncology, where we have Fast Track designation for metastatic triple-negative breast cancer. We plan to reenter the clinic in those indications and believe these steps will allow us to further build on the strong signals we have seen in these indications. I am very excited and quite optimistic about these opportunities, which are what ultimately attracted me to leronlimab and CytoDyn. I believe we have a unique opportunity to impact a significant number of patient lives while creating long-term value for our shareholders." Tanya Urbach, CytoDyn Board Chair, said, "While this is a difficult decision, the Board supports management and believes this is the best path forward for the Company, study participants, and shareholders. We are grateful to have the expertise of Dr. Arman and our new Board members to identify, evaluate, and guide the Company through difficult decisions such as these to advance successful regulatory approvals. We are very excited about the potential and future promise of leronlimab; the management team and Board are committed to execution." About CytoDyn Inc. Headquartered in Vancouver, Washington, CytoDyn Inc. -- http://www.cytodyn.com-- is a late-stage biotechnology company focused on the clinical development and potential commercialization of leronlimab (PRO 140), a CCR5 antagonist to treat HIV infection, with the potential for multiple therapeutic indications. Cytodyn reported a net loss of $210.82 million for the year ended May 31, 2022, compared to a net loss of $176.47 million for the year ended May 31, 2021. As of Aug. 31, 2022, the Company had $28.39 million in total assets, $122.71 million in total liabilities, and a total stockholders' deficit of $94.31 million. San Jose, California-based Macias Gini & O'Connell LLP, the Company's auditor since 2022, issued a "going concern" qualification in its report dated Aug. 15, 2022, citing that the Company incurred a net loss of approximately $210,820,000 for the year ended May 31, 2022 and has an accumulated deficit of approximately $766,131,000 through May 31, 2022, which raises substantial doubt about its ability to continue as a going concern. D FINDLEY: Unsecureds Will Get 54.6% Dividend in 5 Years -------------------------------------------------------- D Findley Construction, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of Arkansas a Subchapter V Small Business Plan of Reorganization and Combined Disclosure Statement dated October 27, 2022. D Findley Construction, LLC is an Arkansas Limited Liability Company originally founded as a Corporation in 2008 and later converted to a LLC in 2011. Debtor's only business involves residential construction projects and operates primarily in the Central Arkansas area. On January 7, 2021, Debtor took out a loan with Ascentium Capital because of a slowdown in operations due to the Coronavirus Pandemic. Operations did not pick up as anticipated and the weekly payments became more than Debtor could make while continuing to operate. Debtor was unable to negotiate a new payment schedule with Ascentium and this bankruptcy filing ensued. The bankruptcy filing provides the Debtor with the platform necessary to reorganize its debt order continue its business operations, maintain adequate working capital, minimize costs of the reorganization, and propose a plan of reorganization to pay its creditors. This Plan of Reorganization and combined Disclosure Statement proposes to pay creditors of the Debtor from cash flow from operations of its construction business and/or any other future income. This Plan provides for 2 classes of secured claims and 1 class of unsecured claims. Unsecured creditors holding allowed claims will be paid from a dividend pool that is not less than the projected liquidation value. Debtor estimates that there will be a dividend pool for unsecured creditor claims over the term of the plan which will pay a dividend of approximately 54.9% to allowed general unsecured creditors. That amount is greater than or equal to the amount unsecured creditors would receive in a liquidation. The Class 1 Secured claim of SBA will be treated as a long-term continuing debt. The claim of SBA in the approximate amount of $146,000 plus the applicable interest will be paid in accordance with the agreements between the parties, with the Debtor maintain the current contractual monthly payments under the note. In addition, the prepetition arrearage and any amounts still due post-petition shall be cured through semiannual payments to the SBA. The payments shall be equal installments of $900 and shall be paid by May 31 and November 30 for the years 2023 through 2027. The Class 2 Secured Claim of Ascentium will be treated as an unsecured debt and receive a pro-rata distribution along with the general unsecured claims of Class 3. The claim of Ascentium in the approximate amount of $41,146.21 plus the applicable interest. The approximate value of Debtor's pre-petition property that secured this claim was $14,000.00. This claim was subject to the senior lien of SBA in the Amount of approximately $146,000 and this claim would receive $0.00 in a Chapter 7 liquidation. Class 3 consists of all other allowed general Unsecured Claims of the Debtor. This class consists of approximately $41,330.96, which may or may not include any deficiency claims from collateral under rejected leases or the balance of secured debts that exceed collateral value. Debtor shall pay to Class 3 claims the Debtor's projected amount of disposable income over 5 years. These payments shall be made semi-annually in May and November of each year beginning in May 2023. This class is impaired and entitled to vote on the Plan. Based on the Debtor's projected disposable income over the next 5 years, the Debtor will pay the aggregate amount of $45,000 to Class 3 allowed general Unsecured Claims based on their respective pro rata share. The Debtor's financial projections show that the Debtor will have an aggregate annual average cash flow, after paying operating expenses and post-confirmation taxes, of $9000. Debtor believes that its financial position is sufficient and stable, and supports the financial obligations required to be performed under this Plan. Debtor's projections are based on debtor's projected future income and expense forecasts. Debtor believes that it will have sufficient net income over the life of this Plan to make the required Plan payments and maintain its finances. A full-text copy of the Subchapter V Plan dated October 27, 2022, is available at https://bit.ly/3Nzp26G from PacerMonitor.com at no charge. Attorney for the Debtor: WH Law 1 Riverfront Place, Suite 745 North Little Rock, AR 72114 Tel: (501) 891.6000 Fax: (501) 222.3027 About D Findley Construction D Findley Construction sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Ark. Case No. 22-12060) on July 29, 2022. In the petition signed by Danny Findley, member/owner, the Debtor disclosed up to $50,000 in assets and up to $500,000 in liabilities. Brandon Haubert, Esq., at WH Law is the Debtor's counsel. D&F RESOURCES: Selling Mineral and Royalty Interest for $3.7-Mil. ----------------------------------------------------------------- D&F Resources, Ltd., asks the U.S. Bankruptcy Court for the Western District of Texas for authority to sell its mineral and royalty interest in Crane, Ector, Midland County, Texas, to Asher Land & Minerals LLC and Bau #1, LTD., or assigns for $3.7 million. Lone Star Bank of West Texas and Ector County Appraisal District, Midland County Appraisal District, and Midland County assert a security interest or a priority claim against the bankruptcy estate. Under these circumstances, the Debtor believes and asserts that the proposed sales price is reasonable and the best that can be attained. The mineral and royalty interests are subject to the mortgage lien of Lone Star, and a priority lien for ad valorem taxes to Ector County Appraisal District, Midland County Appraisal District, and Midland County. The Debtor is requesting permission to pay the debt of Lone Star and all of Ector County Appraisal District, Midland County Appraisal District, and Midland County property taxes and all reasonable closing costs. It is requesting that the sale to the Buyers, or assigns, be free and clear of all liens, claims and encumbrances. The liens of Lone Star, Ector County Appraisal District, Midland County Appraisal District, and Midland County, will automatically attach to the net sales proceeds, and paid through closing. A copy of the Purchase Contract is available at https://tinyurl.com/bddtp63t from PacerMonitor.com free of charge. About D&F Resources Ltd. D&F Resources Ltd. sought Chapter 11 bankruptcy protection (Bankr. W.D. Texas Case No. 22-50491) on May 6, 2022, listing as much as $10 million in both assets and liabilities. Dennis R. Cahill, general partner, signed the petition. The case is assigned to Judge Michael M Parker. James S. Wilkins, P.C. is the Debtor's bankruptcy counsel. DARYL GREG SMITH: Parkers Buying Part of McIntosh Asset for $1.5M ----------------------------------------------------------------- Gregory S. Milligan, Chapter 11 trustee for the estates of Daryl Greg Smith and Canadian River Ranch, LLC, asks the U.S. Bankruptcy Court for the Western District of Texas to authorize the bidding procedures relative to the sale of 1,563 acres of the approximately 11,000 acres remaining of the estates' Oklahoma ranch, to David Parker and Keeley Parker for $1,502,870, subject to overbid. The sale of this property will generate approximately $1,502,870 in gross proceeds and will enable the Trustee to make a material paydown of the first lien debt while only selling about 14% of the total acreage. The sale is also supported by Keith Reed, who owns 10% of portions of the Property, along with Farm Credit of Western Oklahoma, ACA, the Internal Revenue Service, and Karen Smith. Exhibit C is a map depicting the estates' remaining acreage in McIntosh County, Oklahoma. The 1,563 acres comprising the Property includes available acreage located in the red and yellow parcels outlined in the map. A summary of the ownership of the Property is as follows: a. Yellow Parcel: 120 acres owned 90% by the Smith estate and 10% by Reed; b. Red Parcel: Approximately 1,220 acres owned 90% by the Smith estate and 10% by Reed; c. 40 acres owned 100% by the Smith estate; d. 160 acres owned 100% by Reed and Joyce Reed; and e. an undivided 20% interest in 115 acres owned by the CRR estate (CRR, Smith, Reed, and Joyce Reed, collectively, the "Sellers"). The Court authorized the retention of Keen-Summit Capital Partners LLC and Land Doctors, Inc. as brokers for the Trustee with respect to the Property and additional McIntosh County acreage. As more fully set forth in the Broker Application, prior to the Petition Date, Smith and Reed retained Land Doctors in August 2020 to market and sell the Property, along with approximately 9,800 additional acres of land (some contiguous, but all adjacent) also located in McIntosh County (collectively, the "OK Property"). In an effort to maximize interest in the OK Property and broaden the population of potential purchasers, the Broker has listed and marketed the entirety of the OK Property. To date, the Parker Contract is the only offer the Trustee has received on the Property specifically, apart from the other acreage. However, the Trustee believes the Parker Contract provides the estates substantial value for the acreage being sold and therefore should be designated as the stalking horse bid for the Property. The Trustee has entered into an agreement with the Parkers, pursuant to which they would serve as the Stalking Horse Bidders for the Property. The Parker Contract provides, in summary, as follows: a) Purchase Price: $1,502,870 b) Deposit: $150,287 c) Buyer Protections: 2.0% Break Up Fee; maximum $10,000 expense reimbursement d) Conditions: None e) Closing: On or before Dec. 27, 2022 The Trustee proposes the approval of the Parker Contract as the Stalking Horse Bid for the Property and that he be authorized to establish a procedure for the sale of the Property as an all cash sale, on an AS-IS basis, with the successful bidder to assume specified closing costs, including the costs associated with any title policy, and that the closing occur on the earlier of Dec. 27, 2022 or when the Sale Order becomes as Final Order. In the event that Trustee obtains Qualified Bids in addition to the Stalking Horse Bid, he proposes an Auction of the Property to be conducted in conjunction with the Sale Hearing, with such Auction to be conducted in open Court. The Trustee requests entry of the Bid Procedures Order, which will, among other things, establish the following timeline: a. Granting of Bid Procedures Motion and approval of Stalking Horse - Oct. 21, 2022 b. Prepare/Finalize Marketing Materials/Populate Data Room - The later of Oct. 28, 2022 or within one week of entry of order approving bidding procedures c. Marketing Period - Through Dec. 2, 2022 d. Deadline to Serve Sale Notice and Form Sales Contract - Three calendar days following entry of order approving bidding procedures e. Competing Bid Deadline - Dec. 5, 2022 at 5:00 p.m. (CT) f. Notice of Qualified Bidder with notice to Karen Smith and the Stalking Horse Bidders - Dec. 7, 2022 g. Sale Objection Deadline - Dec. 9, 2022 at 5:00 p.m. (CT) h. Auction (if required)/Selection of Final Bid - Dec. 12, 2022 [time TBD] i. Sale Hearing - Dec. 12, 2022 [time TBD] j. Deadline to File Auction Results - Dec. 14, 2022 k. Consummation of Sale - Dec. 27, 2022 The key terms of the Bid Procedures are: a. Initial Overbid - $1,567,927 (Stalking Horse Bid of $1,502,870, with a break-up fee of 2% (equal to $30,057) plus $10,000 in expense reimbursement) b. Good Faith Deposit - $150,287 c. Bid Increment - $25,000 Within three business days after entry of the Bid Procedures Order, the Trustee (or his agents) will provide notice the Sale Notice upon the Sale Notice Parties. The Trustee requests that the Court waives the 14-day stay period under Bankruptcy Rules 6004(h). A copy of the Bidding Procedures is available at https://tinyurl.com/2ae6mf85 from PacerMonitor.com free of charge. Daryl Greg Smith sought Chapter 11 protection (Bankr. W.D. Tex. Case No. 21-60162) on April 9, 2021. The Debtor tapped Thomas Daniel Berghman, Esq., as counsel. On June 29, 2021, Gregory S. Milligan was appointed as Chapter 11 Trustee. DAYBREAK OIL: Incurs $250K Net Loss in Second Quarter ----------------------------------------------------- Daybreak Oil and Gas, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $250,477 on $541,031 of total crude oil and natural gas sales for the three months ended Aug. 31, 2022, compared to a net loss of $72,080 on $169,318 of total crude oil and natural gas sales for the three months ended Aug. 31, 2021. For the six months ended Aug. 31, 2022, the Company reported a net loss of $1.42 million on $788,646 of total crude oil and natural gas sales compared to a net loss of $204,731 on $316,618 of total crude oil and gas sales for the same period in 2021. As of Aug. 31, 2022, the Company had $8.56 million in total assets, $3.83 million in total liabilities, and $4.73 million in total stockholders' equity. Daybreak said, "Our business is capital intensive. Our ability to grow is dependent upon favorably obtaining outside capital and generating cash flows from operating activities necessary to fund our investment activities. There is no assurance that we will be able to achieve profitability. Since our future operations will continue to be dependent on successful exploration and development activities and our ability to seek and secure capital from external sources, should we be unable to achieve sustainable profitability this could cause any equity investment in the Company to become worthless. "Major sources of funds in the past for us have included the debt or equity markets and the sale of assets. We anticipate that we will have to rely on these capital markets to fund future operations and growth. Our business model is focused on acquiring exploration or development properties as well as existing production. Our ability to generate future revenues and operating cash flow will depend on successful exploration, and/or acquisition of crude oil producing properties, which may very likely require us to continue to raise equity or debt capital from outside sources. "Daybreak has ongoing capital commitments to develop certain leases pursuant to their underlying terms. Failure to meet such ongoing commitments may result in the loss of the right to participate in future drilling on certain leases or the loss of the lease itself. These ongoing capital commitments will cause us to seek additional forms of financing through various methods, including issuing debt securities, equity securities, bank debt, or combinations of these instruments which could result in dilution to existing security holders and increased debt and leverage. The current uncertainty in the credit and capital markets as well as the instability and volatility in crude oil prices since June of 2014, has restricted our ability to obtain needed capital. The 2019 novel coronavirus ("COVID-19") that spread to countries throughout the world including the United States had a substantial negative impact on the demand for crude oil and is largely responsible for the decline in crude oil prices. No assurance can be given that we will be able to obtain funding under any loan commitments or any additional financing on favorable terms, if at all. Sales of interests in our assets may be another source of cash flow available to us." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1164256/000151597122000177/dbrm10q083122.htm About Daybreak Oil and Gas Daybreak Oil and Gas, Inc. is an independent crude oil and natural gas company currently engaged in the exploration, development and production of onshore crude oil and natural gas in the United States. The Company is headquartered in Spokane Valley, Washington with an operations office in Friendswood, Texas. Daybreak owns a 3-D seismic survey that encompasses 20,000 acres over 32 square miles with approximately 6,500 acres under lease in the San Joaquin Valley of California. The Company operates production from 20 oil wells in our East Slopes project area in Kern County, California. Daybreak Oil reported a net loss of $398,450 for the 12 months ended Feb. 28, 2022, compared to a net loss of $512,265 for the 12 months ended Feb. 28, 2021. As of May 31, 2022, the Company had $8.79 million in total assets, $3.81 million in total liabilities, and $4.98 million in total stockholders' equity. Houston, Texas-based MaloneBailey, LLP, the Company's auditor since 2006, issued a "going concern" qualification in its report dated June 15, 2022, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. DELCATH SYSTEMS: Receives Noncompliance Notice From Nasdaq ---------------------------------------------------------- Delcath Systems, Inc. received a letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC on Oct. 26, 2022, indicating that the Company is not in compliance with the requirement to maintain a minimum market value of listed securities of $35 million, as set forth in Nasdaq Listing Rule 5550(b)(2), because the market value of the Company's common stock was below $35 million for 30 consecutive business days. The market value of the Common Stock is calculated based upon the most recent total shares outstanding multiplied by the closing bid price for a share of Common Stock each trading day. The Letter does not impact the listing of the Common Stock on the Nasdaq Capital Market at this time. The Letter provided that in accordance with Nasdaq Listing Rule 5810(c)(3)(C), the Company has a period of 180 calendar days from the date of the Notice, or until April 24, 2023, to regain compliance under the Market Value Standard. During this period, the Common Stock will continue to trade on the Nasdaq Capital Market. If at any time before April 24, 2023 the market value of the Common Stock closes at or above $35 million for a minimum of ten consecutive business days (or such longer period of time as the Nasdaq staff may require in some circumstances, but generally not more than 20 consecutive business days), Nasdaq will provide written notification that the Company has achieved compliance under the Market Value Standard and the matter will be closed. The Company intends to actively monitor the market value of its Common Stock and will evaluate available options to regain compliance with the Nasdaq continued listing standards, including the option to regain compliance by meeting the continued listing standard of a minimum stockholders' equity of at least $2.5 million, as set forth in Nasdaq Listing Rule 5550(b)(1). However, there can be no assurance that the Company will be able to regain compliance under either the Market Value Standard or the Equity Standard, or will otherwise be in compliance with other Nasdaq listing criteria. In the event the Company does not regain compliance by April 24, 2023, the Company may be eligible for an additional 180 calendar day compliance period to demonstrate compliance under the Market Value Standard. To qualify for the additional 180-day period, the Company will be required to meet the continued listing requirements for minimum closing bid price of the Common Stock and all other initial listing standards (with the exception of the Market Value Standard). If the Company does not qualify for the second compliance period or fails to regain compliance during the second 180-day period, then Nasdaq will notify the Company that the Common Stock is subject to delisting. At that time, the Company may appeal the delisting determination to a Nasdaq Hearings Panel. The Company said that while it is exercising diligent efforts to maintain the listing of the Common Stock on the Nasdaq Capital Market, there can be no assurance that the Company will be able to regain or maintain compliance with Nasdaq listing criteria. About Delcath Systems Headquartered in New York, NY, Delcath Systems, Inc. -- http://www.delcath.com-- is an interventional oncology company focused on the treatment of primary and metastatic liver cancers. The Company's lead product candidate, Melphalan Hydrochloride for Injection for use with the Delcath Hepatic Delivery System, or Melphalan/HDS, is designed to administer high-dose chemotherapy to the liver while controlling systemic exposure and associated side effects. In Europe, Melphalan/HDS is approved for sale under the trade name Delcath CHEMOSAT Hepatic Delivery System for Melphalan. Delcath Systems reported a net loss of $25.65 million for the year ended Dec. 31, 2021, compared to a net loss of $24.16 million for the year ended Dec. 31, 2020. As of June 30, 2022, the Company had $21.07 million in total assets, $23.91 million in total liabilities, and a total stockholders' deficit of $2.85 million. New York, NY-based Marcum LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 30, 2022, citing that the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. DIOCESE OF CAMDEN: Insurer Wants Cole Schotz Out Over Conflict -------------------------------------------------------------- One of the Diocese of Camden's insurers has opposed the diocese's plan to hire Cole Schotz PC as special counsel in its bankruptcy case on the grounds that the firm is already representing one of the sex-abuse claimants against the diocese. Century Indemnity Company, as successor to CCI Insurance Company, as successor to Insurance Company of North America, objects to the Debtor's application to retain Cole Schotz P.C. as special litigation counsel and, specifically, in connection with the deposition of Richard D. Trenk, Esq. According to the Insurer, it is improper for Cole Schotz to represent Mr. Trenk, as counsel for the Debtor, because Cole Schotz is currently the counsel of record for at least one Claimant. As disclosed in the application, "Cole Schotz represents a creditor, Confidential Claimant No. 532." While the Debtor goes on to say that this representation is solely in connection with a motion to allow a late-filed proof of claim, it offers no evidence to confirm that is the case but even if it did, it would not matter. That motion related to Confidential Claimant No. 532 remains pending. Despite this adversity to the Debtor, the Debtor intends to retain Cole Schotz as special litigation counsel for Mr. Trenk. The Insurer claims that this represents a conflict of interest for Cole Schotz, in violation of the New Jersey Rules of Professional Conduct 1. This is not a mere technical conflict. According to the Insurer, the west coast plaintiff firm, Andrews & Thornton, that is co-counsel with Cole Schotz in representing Confidential Claimant No. 532, represents a pool of over 9,000 individuals who allege sexual abuse against a host of other entities and an enormous pool of claimants asserting other mass torts. Century worked with the Diocese and Mr. Trenk under the common interest privilege before repudiating Insurer Settlement. Hence, this representation is especially concerning for Century due to the related privilege issues that flow from the engagement. The information Mr. Trenk may discuss with counsel should not be disclosed to counsel for claimants. And, by allowing this concurrent representation, such disclosure is possible. Finally, according to the Insurer, the Debtor is already represented by Cooper Levenson as special counsel. While representing Mr. Trenk was not originally considered as part of the application to retain Cooper Levenson, there is no suggestion that the Cooper Levenson firm is not up to speed and able to ably represent the Debtor in connection with Mr. Trenk’s deposition. About The Diocese of Camden, NJ The Diocese of Camden, New Jersey is a nonprofit religious corporation organized pursuant to Title 16 of the Revised Statutes of New Jersey. The Diocese is the secular legal embodiment of the Roman Catholic Diocese of Camden, a juridic person recognized under Canon Law. The Diocese of Camden sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 20-21257) on Oct. 1, 2020. The petition was signed by Reverend Robert E. Hughes, vicar General and vice president. At the time of the filing, the Debtor had total assets of $53,575,365 and liabilities of $25,727,209. Judge Jerrold N. Poslusny Jr. oversees the case. McManimon, Scotland & Baumann, LLC, is the Debtor's legal counsel. DISH NETWORK: S&P Alters Outlook to Negative, Affirms 'B-' ICR -------------------------------------------------------------- S&P Global Ratings assigned a 'B+' issue-level rating to Dish Network Corp.'s proposed secured notes, with a '1' recovery rating indicating expectation for very high (90%-100%) recovery in a simulated default. S&P affirmed all existing ratings, including the 'B-' issuer credit rating on Dish Network Corp. and Dish DBS Corp., and revised the rating outlooks to negative. The negative outlook reflects a weakening macroeconomic environment, rising interest rates, and significant capital requirements through 2024 that increase uncertainty around future cash flows and the sustainability of the company's capital structure. The proposed transaction provides liquidity to fund debt maturities and capital spending over the next 12 months. Dish had $920 million of cash and marketable securities as of Sept. 30, 2022 (following the July 2022 repayment of $1.7 billion in debt). On a pro forma basis, Dish Network will have about $2.9 billion of cash which will allow the company to repay the $1.5 billion March 2023 maturity and the roughly $1 billion to $1.3 billion operating cash burn over the next 12 months. S&P believes Dish will need to raise additional capital over the next 12 to 24 months, which will be expensive. S&P projects that the company's cash balances will be depleted by the end of 2023 and the company will require additional capital given that it does not operate with a revolver. Furthermore, the company has the following projected funding needs in 2024: -- $1 billion convertible notes that mature in March 2024; -- $2 billion in Dish DBS unsecured notes that mature in November 2024; and -- Free operating cash flow (FOCF) deficit of $600 million to $1 billion. S&P said, "Therefore, we project that the company will need to raise an additional $4.0 billion to $5.0 billion by the end of 2024 to fund debt maturities, the peak capital spending associated with its wireless buildout, and associated wireless startup costs. We believe the company has funding options given it still has a substantial pool of unencumbered spectrum assets. However, most of these options are currently unattractive given high interest rates and Dish's depressed stock price. If the company continues to pursue debt financing, its capital structure could become unsustainable and dependent on favorable business and economic conditions to meet its financial commitments longer term. "We project material improvement in credit metrics in 2025 and beyond, but there is a high degree of uncertainty around projected EBITDA.We currently forecast cash flow to approach break-even in 2025 once the company's wireless business begins to scale, it increasingly realizes the benefits of owner's economics, and capex begins to decline." These metrics are based on the following assumptions: -- Pay-TV EBITDA: down 6%-7% in 2022, rising to 9%-10% per year through 2025 as subscriber losses accelerate. -- Retail wireless EBITDA: 2022 EBITDA is likely to be depressed at around $300 mil due to T-Mobile's shutdown of the 3G code-division multiple access (CDMA) network that most of Dish's prepaid customers used. The shutdown was completed during the second quarter of 2022, causing Dish to incur elevated customer churn and costs to migrate subscribers to T-Mobile's 4G network. S&P said, "We expect gradually improving profitability as Dish migrates customers onto its own network over time. However, our forecast only calls for about 10 million retail customers by 2025 (from 8 million) given the mature and highly competitive marketplace conditions compared with management's target of about 30 million to 40 million over time. Therefore, we project growth of about 15% in 2023 and 25%-35% per year in 2024 and 2025." -- 5G Wireless EBITDA: S&P said, "We expect losses to gradually decline from about $800 million to $900 million over the next year before potentially turning to positive in 2025. We believe the bigger opportunity lies with private enterprise, wholesale, machine-to-machine, and internet of things (IoT) use cases. The company also could benefit from a competitive advantage in that its network is software-defined, OpenRAN, cloud native designed specifically for 5G. Management disclosed that it believes the addressable market could be $30 billion by 2025 and it expects to have about a 20% share, implying $6 billion in revenue by then. Our forecast is more conservative given this is a nascent market for which the size is still unknown and scaled, established wireless incumbents will also be aggressively targeting this growth opportunity." S&P said, "Our adjusted debt includes the present value of tower leases as well as roughly $5 billion minimum purchase commitment (over 10 years) to AT&T and $3.3 billion minimum purchase commitment (over 10 years) with T-Mobile. We project that over time adjusted leverage will converge with reported leverage as the liability declines and revenue is realized with using the other carriers' networks. "We believe a recession is likely in 2023, which increases uncertainty around our forecast.We believe the company's pay-TV business is exposed to potentially elevated churn over the next year. As inflation continues to outpace wage gains, purchasing power will deteriorate, limiting consumer spending. Any savings that remained from pandemic-related stimulus could quickly disappear, further hindering spending. This could lead households to cut back on discretionary spending, such as satellite TV, in favor of cheaper streaming alternatives (where high-speed internet is available). "On the wireless side, we believe there are threats and opportunities from a recession. Dish's existing prepaid customer base tends to be lower income which could result in higher bad debt expense or churn if customer come into financial hardship. Conversely, the company could benefit from providing a lower-priced service, which could become increasingly important to consumers in a recessionary environment. "The transaction is positive for Dish DBS creditors but funding needs at the parent continue to weigh on the rating.We cap the Dish DBS issuer credit rating by our rating on the parent, Dish Network, because of the potential for it to extract cash in times of stress. Therefore, we revised the rating outlook to negative on Dish DBS in conjunction with the revision on the parent. However, there is no there is no ratings impact for the following reasons: "Debt reduction was already baked into our base case so our 2023 stand-alone DISH DBS credit metrics are largely unchanged, with debt to EBITDA remaining in the mid-4x area. "While unsecured recovery prospects will improve with the March 2023 debt retirement, our unsecured recovery ratings are currently capped. We generally cap unsecured recovery ratings at '2' (70%-90% recovery) because we assume, based on empirical analysis, that the size and ranking of debt and nondebt claims will change prior to the hypothetical default. "The negative outlook reflects uncertainty around future cash flows, which is compounded by increased likelihood of a recession, rising interest rates, and significant capital requirements over the next two years." S&P could lower the rating if: -- S&P views the capital structure as unsustainable such that elevated cost of capital increases uncertainty around Dish's ability to successfully refinance debt maturities longer-term. This could be caused by sharper-than-expected losses in its pay-TV or wireless businesses, a lack of growth in 5G revenue, or the absence of an equity infusion; or -- The company's liquidity position deteriorates to the point S&P believes a default is more likely over the next year (which would include the proposed debt launch failing to close). S&P could revise the outlook to stable if the path toward leverage reduction becomes clearer which could be caused by an improvement in earnings and cash flow trends or a significant equity infusion. ESG credit indicators: E-2, S-2, G-3 Governance factors are a moderately negative consideration in S&P's credit rating analysis of Dish Network. Controlling shareholder Charlie Ergen could place personal interests ahead of creditors. Mr. Ergen has a vision for a nationwide wireless network that will cost at least $10 billion to build, and he has historically structured deals to provide maximum flexibility. This could raise credit risk over time, depending on financing sources and structure, partnerships, and the company's ability to gain traction in the competitive wireless market. DITECH HOLDING: Claims of Consumer Creditors Disallowed, Expunged ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York disallows and expunges the claims of Stella Johnson, Bernadette Martinez, and Monique J. Scranton (the "Walters Claimants") and George Waters, Teresa Darty, Stanley Harrison, James Miller, Ive McDonald, and Mose and Betty Arrington (the "Additional Claimants") filed in the bankruptcy case of Ditech Holding Corporation, et al. The Walters Claimants jointly filed proof of claim (the "Walters Claims") in these Chapter 11 Cases as a purported class proof of claim on behalf of themselves and approximately 800 individuals in Mississippi and Texas (the "Consumer Creditors") listed in the Creditor List. In it, each purports to assert a damage claim against the Debtors for wrongs allegedly committed by the Debtors' former affiliates, Jim Walter Homes, Inc. and Walter Mortgage Company, to each of them in connection with the construction and simultaneous financing of their homes. Before the Walters Claimants filed the Walters Claim, George Waters, Teresa Darty, Stanley Harrison, James Miller, Ive McDonald, and Mose and Betty Arrington (the "Additional Claimants") separately filed their own claims in these Chapter 11 Cases seeking damages from the Debtors for wrongs allegedly committed by Jim Walter Homes, Inc., and Walter Mortgage Company in connection with the construction and financing of their homes (the "Related Claims"). Each Additional Claimant is among the Consumer Creditors listed in the Creditor List. The Walters Claim, and by implication, the Related Claims, assert claims for monetary damages against the Debtors and their predecessors for alleged violations of various federal and state statutes relating to real estate financing. The Walters Claimants "seek monetary compensation for various forms of damages and injuries," and although "the exact amount of each of the Class Creditor's claims is unknown to the Walters Claimants . . . the Walters Claimants estimate that the total amount of the Class Creditors' claims is approximately $80 million." Finally, they "seek on their own behalf and on behalf of the Class Creditors an allowed administrative priority claim for the reasonable attorneys' fees and costs in prosecuting this claim as authorized by applicable state and federal law." During the period of January through May 2020, the Consumer Claims Trustee ("Trustee"), on behalf of the Consumer Creditor Recovery Trust established under the Debtors' confirmed Plan, and the Plan Administrator appointed under the Plan, on behalf of the Wind Down Estates established under the Plan filed certain Omnibus Claim Objections which together encompassed all of the Related Claims ("Related Claims Objections"). The Trustee and the Plan Administrator seek to disallow and expunge the Related Claims on various grounds, including that they lack sufficient documentation to support the validity of the claim and that there is no merit to the claim. In addition, the Trustee and Plan Administrator contend that the claims are barred by the application of relevant statutes of limitation. The Trustee and the Plan Administrator also seek to disallow and expunge the Walters Claim on the grounds that the Damage Claims are barred by application of the relevant statutes of limitations. The longest statute of limitations applicable to the Damage Claims is five years. The Trustee and Plan Administrator contend, and the Walters Claimants do not deny, that any claim that accrued before Feb. 11, 2014 (five years prior to the Petition Date) is barred by the statute of limitations, except for a claim for which a Walters Claimant commenced a state-court action within the applicable statute of limitations that was still pending on the Petition Date. The Walters Claim does not identify any such action. The Trustee and the Plan Administrator mention that the documents annexed to the Walters Claim show that Ms. Johnson's house was built in 2007, and Ms. Martinez's house was built in 2008; but there is nothing that shows when Ms. Scranton's claim might have accrued. The Trustee and Plan Administrator assert that nothing in the Walters Claim demonstrates or even alleges that the Damage Claims accrued later than Feb. 11, 2014. Moreover, they maintain that the Related Claims relate to houses built between 1982 and 2004. Accordingly, the Trustee and Plan Administrator assert that the Walters Claim and Related Claims are barred by their respective statutes of limitations. On the face of the documents, the Court finds that the claims of the Walters Claimants are time-barred. The longest applicable federal statute of limitations is five years. The Court determines that all the houses in this case were built and financed between 1982 and 2009. The Court notes that the Walters Claim alleges no activity by Ditech or its predecessor (other than servicing loans) after 2009, approximately ten years before the February 11, 2019 petition date. Accordingly, on the face of the Walters Claim, all the federal and state claims are time-barred. The Consumer Creditors assert that the apparent time-bar is not fatal to those claims, since the asserted harms give rise to continuing torts under federal and Mississippi state law, and application of the "discovery rule" and principles of "fraudulent concealment" tolls the running of the statute of limitations. Accordingly, the Court evaluates the claims in light of those asserted exceptions to the facial time-bar. The Court finds that neither the Additional Claimants nor the Consumer Creditors provided substantive responses to the Related Claims Objections. The Court also finds that they have not attempted to demonstrate that the Related Claims state plausible, timely filed claims for relief against the Debtors — the claims plainly fail to do so. Accordingly, the Court sustains the Related Claims Objections and disallows and expunges those claims, subject only to possible participation in any recovery of the class, if the Court certifies the class and allows the class claim. The Consumer Creditors label Ditech's actions as a "continuing tort." They say that Ditech's alleged "consumer credit scheme" is "outside the statute of limitations" because "each monthly mortgage statement and payment obtained therefrom continues to wrongfully enriching [sic] Ditech and constitutes a continuing violation." The Consumer Creditors say that the doctrine applies to the federal law claims asserted by Ms. Johnson and Ms. Martinez. The Walters Claimants raise allegations of discrimination, redlining, and improper mortgage terms, which they say occurred after 2009, which is ten years before the Petition Date. At the Sufficiency Hearing, Consumer Creditors' counsel argued that the claims flow from the "build the home of your dreams" scheme peddled by Ditech. The Court agrees with the Trustee and the Plan Administrator that the Consumer Creditors do not assert a continuing violation that recurs with each instance of servicing the loans. Instead, they describe the single historical violation of predatory loan origination, which has continuing consequences. The Court concludes that the harm the Consumer Claimants complain of — servicing the loan, is merely a continuing consequence of the loan entered into by the Walters Claimants and the Debtors' predecessor in interest. The other discriminatory practices that the Claimants complain of — the recording of the Deed and Note in the applicable county records reflecting principal plus 30 years of interest — occurred at the time of filing documents in the record, shortly after the closing of the loan. Therefore, the continuing violation doctrine does not apply to the federal claims and those claims are time-barred. The Consumer Creditors contend that under Mississippi law, a plaintiff may recover for a continuing violation in its entirety "if at least a portion of the alleged violation occurs within the applicable period" or "where the later act itself constitutes a violation." The Walter Claimants assert claims under the Mississippi Consumer Loan Broker Act, and the Mississippi S.A.F.E. Mortgage Act, each of which relates to origination of the loans and provides a three-year statute of limitations. The Consumer Creditors assert that the Mississippi state-law claims are timely under the continuing violation doctrine because a portion of the continuing violation—servicing the loan and collecting payments—occurred within the applicable limitations period, and so under state law, they may recover for the continuing violation in its entirety. The Trustee and the Plan Administrator dispute that contention, saying that the claim is barred by the three-year statute of limitations, because claims under sections 81-19-1 and 81-18-55 relate to origination of the loans. The Court agrees with the Trustee and the Plan Administrator that the Walters Claimants have failed to allege any facts demonstrating that mortgage origination activity continued at any time after Feb. 11, 2016 (three years before the Petition Date). In fact, no facts are pleaded to show any activity by Ditech or its predecessor in interest after 2009. Thus, even if the continuing-tort doctrine applied, the Court finds that there are no facts pleaded that would constitute a continuing violation by the Debtors. For the same reasons given with respect to the federal claims, the Court concludes that the limitations period has long since expired, and thus, the claims under state law are time-barred. The Court finds that the Walters Claimants failed to allege any facts to support a claim that the Debtors, or their predecessors, fraudulently concealed the underlying alleged statutory violations, or that they exercised reasonable care and diligence in learning what transpired. Moreover, the Walters Claim and Response suggest that the conduct of Ditech and its predecessors, other than the securitization of the mortgages, was open and notorious. At least three members of the purported class asserted essentially the same causes of action as set forth in the Walters Claim in actions commenced in 2014 and 2015, more than three years before the Petition Date. The Court determines that the Claimants have not demonstrated that they can avail themselves of the general discovery rule with respect to the FHA or any other claims, chiefly because they have not alleged facts demonstrating that (i) they did not actually discover their claims less than (at most) five years prior to asserting their claims, and (ii) that they should not have discovered their claims earlier. They plead no activity by Ditech or its predecessors after 2009—there is nothing in the claimant's papers, other than generalized allegations of fraud and complexity, to explain why these claims should not have been discovered more than five years ago. The claimants assert only vague accusations that Ditech's transactional structure was inherently deceptive, due to its complexity. The Court maintains that these conclusory assertions cannot establish that their years-old claims should not have been discovered sooner. The Court also determines that both of the Mississippi state law claims are time-barred. First, the Consumer Loan Broker Act applies only to loan brokers but the claims allege nothing to suggest that loan brokers were involved, that the Walters Claimants did not discover until later that loan brokers arranged the loans, or even that the involvement of loan brokers was hidden by misrepresentations that would have prevented discovery of claims under the Loan Broker Act. Second, the Mississippi S.A.F.E. Mortgage Act provision on which the claimants rely requires a mortgage lender to mail detailed information to a borrower at least 45 days before a power of sale foreclosure auction is conducted. The Walters Claim does not allege facts demonstrating that Ditech failed to mail the required information to claimants within the specified time period. Moreover, the Walters Claim does not allege that any foreclosure sale occurred within three years before the February 2019 Petition Date or that either of the Claimants was unaware of a foreclosure auction such that the discovery rule would apply. Therefore, the Mississippi statute of limitations bars both claims under the Consumer Loan Broker Act and the S.A.F.E. Mortgage Act. A full-text copy of the Memorandum Decision and Order dated Oct. 26, 2022, is available at https://tinyurl.com/394zy9pb from Leagle.com. About Ditech Holding Corporation Fort Washington, Pennsylvania-based Ditech Holding Corporation and its subsidiaries -- http://www.ditechholding.com/-- are independent servicer and originator of mortgage loans. Ditech Holding and certain of its subsidiaries, including Ditech Financial LLC and Reverse Mortgage Solutions, Inc., filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 19 10412) on Feb. 11, 2019, after reaching terms with lenders of a Chapter 11 plan that will reduce debt by $800 million. The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel, Houlihan Lokey as investment banker and AlixPartners LLP as financial advisor. Epiq Bankruptcy Solutions LLC served as claims and noticing agent. Kirkland & Ellis LLP and FTI Consulting Inc. served as the consenting term lenders' legal counsel and financial advisor, respectively. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors in the Debtors' cases on Feb. 27, 2019. The creditors' committee tapped Pachulski Stang Ziehl & Jones LLP as its legal counsel and Goldin Associates, LLC, as its financial advisor. On May 2, 2019, the U.S. trustee appointed an official committee of consumer creditors. The consumers committee tapped Quinn Emanuel Urquhart & Sullivan, LLP, as counsel and TRS Advisors LLC, as financial advisor. On Sept. 26, 2019, the Bankruptcy Court confirmed Ditech's Chapter 11 bankruptcy plan, which became effective four days later. DONALD SCHROEDER: Dec. 15 Hearing on Fernandina Beach Property Sale ------------------------------------------------------------------- Judge Lori V. Vaughan of the U.S. Bankruptcy Court for the Middle District of Florida granted Donald J. Schroeder and Deirdre C. Schroeder's request to reschedule the hearing on the proposed auction sale of their residential real property and improvements thereon located at 27 Ocean Club Drive, in Fernandina Beach, Florida. The Status Conference and Final Sale Hearing previously scheduled for Nov. 29, 2022, are rescheduled to Dec. 15, 2022, at 9:30 a.m. Donald J. Schroeder and Deirdre C. Schroeder sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 21-00707) on March 25, 2021. The Debtors tapped Jason Burgess, Esq., as counsel. DUNTOV MOTOR: Court Approves $80K Sale of Custom-Built Corvette --------------------------------------------------------------- Judge Mark X. Mullin of the U.S. Bankruptcy Court for the Northern District of Texas authorized Duntov Motor Co., LLC's sale of its custom-built Corvette for $80,000. The sale will be free and clear of all liens, claims, encumbrances, and other interests, with such interests attaching to the proceeds in the same order of priority such liens have on the Contested Corvette Vehicle. The Debtor will deposit the proceeds of the sale into the registry of the Court within 48 business hours of receipt of clear available funds, and the funds will remain in the Court registry until further order of the Court. It will file a report of sale within seven days of closing on the sale that identifies the purchaser and the purchase price paid. The Debtor's authority pursuant to the Order will expire 14 days after its entry. Any stay of the effectiveness of the Order, including under Federal Rule of Bankruptcy Procedure 6004(h), is waived and the Debtor may proceed to closing immediately. The Clerk of Court will receive and deposit into the Registry of the Court the funds from the Debtor from the sale, and such funds will only be released by further Order of the Court. About Duntov Motor Company Duntov Motor Company, LLC filed a petition for Chapter 11 protection (Bankr. N.D. Texas Case No. 21-40348) on Feb. 20, 2021, listing up to $500,000 in assets and up to $1 million in liabilities. Behrooz Vida has been appointed as the Subchapter V trustee in the Debtor's bankruptcy case. Judge Mark X. Mullin oversees the case. The Debtor tapped Quilling, Selander, Lownds, Winslett & Moser PC as bankruptcy counsel, Hahn Law Firm P.C. as special litigation counsel, and Andy D. Plagens LLC as accountant. DYNAMETAL TECHNOLOGIES: Capstan Buying Personal Property for $427K ------------------------------------------------------------------ Dynametal Technologies, Inc., asks the U.S. Bankruptcy Court for the Western District of Tennessee, Eastern Division, to authorize its sale of the following personal property to Capstan Mexico, SA de CV: a. Gasbarre 100 ton diesel press for $145,000; b. Gasbarre 60 ton standard press #58 for $55,000; c. Gasbarre 60 ton standard press #54 for $40,000; d. Gasbarre 30 OBI coin press for $25,000; e. Abbott 24" Belt furnace and ceramic muffle for $120,000; and f. Lap/Wash/Dry for $42,000. The Property is subject to the first priority claim of the Debtor's primary lender, Pinnacle Bank, and its secondary lender, the Small Business Administration. The Debtor and Pinnacle Bank entered into an agreed order allowing the Debtor to continue operations through Oct. 31, 2022. The Debtor anticipates filing a Plan of Liquidation and will/has filed applications to employ a Liquidation Agent and a Real Estate Professional to assist in the orderly liquidation of its assets. Notwithstanding the employment of the professionals, the Debtor solicited offers on certain equipment. Capstan made an offer for the Personal Property. In the Debtor's business judgment, the prices offered by Capstan are the highest and best prices available . The proposed sale will not have a sales commission associated with the transaction. The Capstan offer totals $427,000. The Debtor seeks the Court's approval of the sale of the Property free and clear of liens, claims, interests and encumbrances. A copy of the Offer is available at https://tinyurl.com/nhd9c6su from PacerMonitor.com free of charge. About Dynametal Technologies, Inc. Dynametal Technologies, Inc. is an employee-owned powder metal parts manufacture. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tenn. Case No. 22-10831) on August 1, 2022. The petition was signed by Robert L. Nolan, the Debtor's president. Dynametal's Chapter 11 petition listed $7.9 million in total assets and $4.4 million in total liabilities. Judge Jimmy L. Croom oversees the case. Steven N. Douglass, Esq., at Harris Shelton, PLLC is the Debtor's counsel. DYNAMETAL TECHNOLOGIES: Metco Offers to Buy Equipment for $110K --------------------------------------------------------------- Dynametal Technologies, Inc., asks the U.S. Bankruptcy Court for the Western District of Tennessee, Eastern Division, to authorize its sale of Gasbarre 200 ton Standard Molding Press, Hammond Roto-Finish Tumble, and Drying Cabinet to Metco Industries, Inc., for $110,000. The Property is subject to the first priority claim of the Debtor's primary lender, Pinnacle Bank, and its secondary lender, the Small Business Administration. The Debtor and Pinnacle Bank entered into an agreed order allowing the Debtor to continue operations through Oct. 31, 2022. The Debtor anticipates filing a Plan of Liquidation and will/has filed applications to employ a Liquidation Agent and a Real Estate Professional to assist in the orderly liquidation of its assets. Notwithstanding the employment of the professionals, the Debtor solicited offers on certain equipment. Metco made an offer of $110,000 to purchase the Property. In the Debtor's business judgment, the prices offered by Metco are the highest and best prices available. The proposed sale will not have a sales commission associated with the transaction. The Debtor seeks the Court's approval of the sale of the Property free and clear of liens, claims, interests and encumbrances. A copy of the Offer is available at https://tinyurl.com/9ej5mve7 from PacerMonitor.com free of charge. About Dynametal Technologies, Inc. Dynametal Technologies, Inc. is an employee-owned powder metal parts manufacture. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tenn. Case No. 22-10831) on August 1, 2022. The petition was signed by Robert L. Nolan, the Debtor's president. Dynametal's Chapter 11 petition listed $7.9 million in total assets and $4.4 million in total liabilities. Judge Jimmy L. Croom oversees the case. Steven N. Douglass, Esq., at Harris Shelton, PLLC is the Debtor's counsel. EAST COAST DIESEL: Seeks to Hire Sasser Law Firm as Counsel ----------------------------------------------------------- East Coast Diesel, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of North Carolina to hire The Sasser Law Firm, P.A. to handle its Chapter 11 case. The firm's services include: (a) advising the Debtor of its powers and duties, the continued operation of its business and management of its property; (b) preparing and filing monthly reports, plan of reorganization and disclosure statement; (c) preparing legal papers; (d) performing all other legal services for the Debtor until and through the bankruptcy case's confirmation, dismissal or conversion; (e) undertaking necessary action, if any, to avoid liens against the Debtor's property obtained by creditors and recover preferential payments within 90 days of the Debtor's bankruptcy filing; (f) performing a search of public records to locate liens and assess validity; and (g) representing the Debtor at court hearings and any 2004 examination. The firm will be paid at the rate of $350 per hour. Philip Sasser, Esq., at Sasser Law Firm, disclosed in court filings that his firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Philip Sasser, Esq. Sasser Law Firm 2000 Regency Parkway, Suite 230 Cary, NC 27518 Telephone: (919) 319-7400 Facsimile: (919) 657-7400 Email: psasser@carybankruptcy.com About East Coast Diesel East Coast Diesel, LLC handles any major or minor truck and fleet repair. It delivers professional fleet repair and maintenance services on the East Coast since 2013. East Coast Diesel filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C. Case No. 22-80197) on Oct. 12, 2022. In the petition filed by its member and manager, Robert Michael, the Debtor reported between $1 million and $10 million in both assets and liabilities. The Debtor is represented by The Sasser Law Firm, P.A. EASTGATE WHITEHOUSE: Taps Christopher Alvarado as Special Counsel ----------------------------------------------------------------- Eastgate Whitehouse, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire the Law Office of Christopher J. Alvarado, P.C. as its special counsel. The Debtor requires legal assistance in litigation cases related to real estate and corporate matters. The firm will bill $250 per hour for the services rendered by Christopher Alvarado, Esq., the attorney responsible for this case. Mr. Alvarado disclosed in a court filing that his firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Christopher J. Alvarado, Esq. Law Office of Christopher J. Alvarado, P.C. 350 East 52nd St. 1d New York, NY 10022 About Eastgate Whitehouse Eastgate Whitehouse, LLC, a company in Rye, N.Y., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-22635) on Aug. 19, 2022. In the petition filed by its managing member, William W. Koeppel, the Debtor reported assets between $10 million and $50 million and liabilities between $10 million and $50 million. Joel Shafferman, Esq., at Shafferman & Feldman, LLP and the Law Office of Christopher J. Alvarado, P.C. serve as the Debtor's bankruptcy counsel and special counsel, respectively. EBERHARDT PARTNERSHIP: Unsecureds to Get 32.45% in Consensual Plan ------------------------------------------------------------------ Eberhardt Partnership submitted a Corrected Plan of Reorganization for Small Business. The proposed plan pays $60,600 to general unsecured creditors (or an approximate dividend of 32.45%) if the plan is consensual ($45,600 or approximately 24.42% if the Plan is non-consensual). The liquidation figures assume that a Chapter 7 trustee would not liquidate any assets because all assets are substantially over-encumbered. It also assumes no distributions to insiders. The Plan Proponent's financial projections show that the Debtor will have projected disposable income for the period of $316,420. Debtor's business remains in recovery mode, initially plagued by Covid shutdowns and now by supply chain problems. June 2022 revenue at $34,000-$35,000/mo. For the foreseeable future. So as to pay out a more generous dividend to general unsecured creditors, Debtor has proposed a 60 month plan. Hence the final payment is projected to be on or about November 2027. This Plan of Reorganization proposes to pay creditors solely from the revenue generated by the business. Class 1 consists of the Claim of JP Morgan Chase. The Class 1 creditor, though it stipulated that the value of the collateral in Debtor's estate is $112,343.20, made a timely election under 11 U.S.S. 1111(b). It shall be paid monthly payments of $2,171.90 on the 1st day of each and every month for 120 months commencing on the 1st month after the effective date with a balloon payment of $193,865.99 on the 1st day of the 120th month after the effective date. Class 6 consists of General Unsecured Creditors. The allowed claims of general unsecured creditors shall be paid a fund totaling $60,600 ($45,600 if the plan is non-consensual) payable as follows: * A pro-rata disbursement of $250.00/mo. ($0.0 if the plan is not consensual) commencing the first month after the Effective Date for 12 consecutive months; * A pro-rata disbursement of $1,200/mo. ($950.0 if the plan is not consensual) for 48 months commencing on the 1st day of the 13th month after the Effective Date. Pro-rata means the entire amount of the claim divided by the entire amount owed to creditors with allowed claims in this class. For any general unsecured claimant whose distribution is less than $50.00, Debtor may accrue the distribution and disburse once the accrual reaches $50.00. Class 7 consists of General Unsecured (insider claims). The insider claims of Ian Eberhardt and Fran Eberhardt shall not receive any distributions under the plan. Class 8 consists of the Ian & Fran Eberhardt Equity Interests. Ian Eberhardt and Fran Eberhardt shall retain their partnership interest in the Debtor. Debtor anticipates that it will continue operations. The plan uses the mean gross revenue in the 4 months post-petition. It similarly uses the mean expenses for the 1st four post-petition months except as follows: Fran's partnership draw remains at $5,600/month. Ian Eberhardt is working full time at $1,500/month to promote plan feasibility. However, his pay will increase to $3,500/month beginning the 13th month after the effective date. A full-text copy of the Corrected Plan of Reorganization dated October 27, 2022, is available at https://bit.ly/3zFIUiv from PacerMonitor.com at no charge. Attorney for Debtor: Lars T. Fuller, Esq. Sam Taherian, Esq. Joyce K. Lau, Esq. The Fuller Law Firm, P.C. 60 No. Keeble Ave. San Jose, CA 95126 Telephone: (408) 295-5595 Facsimile: (408) 295-9852 Email: admin@fullerlawfirm.net About Eberhardt Partnership Eberhardt Partnership sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bakr. N.D. Cal. Case No. 22-50291) on April 6, 2022. In the petition filed by Franes Eberhardt, general partner, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Judge Stephen L. Johnson oversees the case. Lars Fuller, Esq., at The Fuller Law Firm, PC is the Debtor's counsel. EDWARD COLLINS: Gets Initial Stay Order Under CCAA -------------------------------------------------- The Supreme Court of Newfoundland & Labrador in Canada issued an order declaring that Edward Collins Contracting Ltd., Classic Security Ltd., FGC Holdings Ltd., H & E Designs Ltd., and 51037 Newfoundland & Labrador Inc. are companies to which the Companies' Creditors Arrangement Act ("CCAA") applies and that ECC has the authority to file and may, subject to further order of the Court, file with the Court a plan of compromise or arrangement. Grant Thornton Limited was named monitor of ECC. ECC has secured the DIP Financing to allow the Company and the Monitor to pursue the restructuring procedures in accordance with the Plan. The Company has secured a debtor~in~possession facility loan agreement with Newport Capital Corporation Inc. Newport has agreed to advance to the Company a total amount of up to $150,000, which will be made available to the Company during these CCAA Proceedings. The Company is insolvent and says claims against the Company exceed CA$5,000,000. The Company has been experiencing liquidity challenges and experienced substantial operating losses over the calendar year of 2021 and into 2022. According to court documents, the Company relied significantly on rental income from Husky Energy with rental properties in Argentina. In 2019, the Company decided to diversify into the asphalt and aggregates business and invested heavily into equipment and training. The equipment was purchased from Europe and ended up being a major problem after it was purchased with the onset of Covid-19, and inability to have service people or parts imported from Europe. These problems increased the companies' capital costs significantly. Further, because of Covid-19 the Company's business went downhill overall with the Company finding it increasingly difficult to obtain and complete construction contracts. A copy of the initial order is available on the monitor's website at https://www.GrantThornton.ca/ECC The monitor can be reached at: Allan MacDonald, CPA, CGA Tel: 1-902-455-6499 Email: Allan.MacDonald@ca.gt.com Edward Collins Contracting Ltd. engages in heavy civil construction, waste management, logistics, manufacturing or aggregates and industrial materials, property ownership management. EKSO BIONICS: Jerome Wong Promoted to Chief Financial Officer ------------------------------------------------------------- Ekso Bionics Holdings, Inc.'s board of directors approved the appointment of Jerome Wong as chief financial officer, corporate secretary and principal financial officer, effective immediately. Mr. Wong has served as the Company's interim chief financial officer and interim principal financial officer since June 2022. In connection with his promotion to chief financial officer and corporate secretary, on Oct. 26, 2022, Mr. Wong entered into an offer letter with the Company, which replaces and supersedes any prior agreements between Mr. Wong and the Company. Under the Offer Letter, Mr. Wong is entitled to an annual salary of $325,000. In addition, Mr. Wong is eligible to participate in the Company's annual bonus program, in which he may receive up to 50% of his base salary based on Company and individual performance against milestones for the year. Under the Offer Letter, Mr. Wong will also receive an equity award of $250,000 of restricted stock units under the Company's Amended and Restated 2014 Equity Incentive Plan, which will vest over three years. If the Company terminates Mr. Wong's employment without cause, he will be entitled to severance in the form of salary continuation at his base salary rate for six months. Mr. Wong also continues to be eligible to participate in regular health insurance, bonus and other employee benefit plans established by the Company for its employees from time to time. In connection with Mr. Wong's appointment, the Company plans to enter into its standard form of officer indemnification agreement with Mr. Wong, providing for indemnification and advancement of expenses. About Ekso Bionics Ekso Bionics Holdings, Inc. -- http://www.eksobionics.com-- designs, develops, and markets exoskeleton products that augment human strength, endurance and mobility. Its exoskeleton technology serves multiple markets and can be utilized both by able-bodied persons and persons with physical disabilities. Ekso Bionics reported a net loss of $9.76 million for the year ended Dec. 31, 2021, a net loss of $15.83 million for the year ended Dec. 31, 2020, a net loss of $12.13 million for the year ended Dec. 31, 2019, and a net loss of $26.99 million for the year ended Dec. 31, 2018. As of June 30, 2022, the Company had $40.52 million in total assets, $8.79 million in total liabilities, and $31.73 million in total stockholders' equity. ELEVATED CONSTRUCTION: Taps Seiller Waterman as Legal Counsel ------------------------------------------------------------- Elevated Construction and Remodeling, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Indiana to employ Seiller Waterman, LLC as its legal counsel. The firm's services include: a. providing the Debtor with legal advice regarding its powers and duties in the continued operation of its affairs and management of its assets; b. undertaking all necessary action to protect and preserve the Debtor's estate, including the prosecution of actions on behalf of the Debtor, the defense of any actions commenced against the Debtor, negotiations concerning all litigation in which the Debtor is involved, and objecting to claims filed against the estate; c. preparing legal papers; and d. performing all other necessary legal services in connection with the Debtor's Chapter 11 case and the formulation and implementation of a bankruptcy plan. The firm will charge these hourly fees: David M. Cantor $400 per hour Neil C. Bordy $400 per hour William P. Harbison $300 per hour Paul J. Krazeise $350 per hour Joseph H. Haddad $325 per hour Pauline Benich $130 per hour Law Clerks $125 per hour A retainer of $8,000 was paid to the firm prior to the bankruptcy filing. As disclosed in court filings, Seiller Waterman is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: William P. Harbison, Esq. Seiller Waterman LLC 462 S 4th St., Floor 22 Louisville, KY 40202 Phone: +1 502-584-7400 Email: harbison@derbycitylaw.com About Elevated Construction and Remodeling Elevated Construction and Remodeling, LLC is engaged in residential construction and remodeling throughout Southern Indiana. Elevated Construction and Remodeling sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ind. Case No. 22-90939) on Oct. 17, 2022. In the petition filed by its managing member, Edward Lee Marshall, the Debtor disclosed up to $50,000 in assets and up to $500,000 in liabilities. Judge Andrea K. Mccord oversees the case. William P. Harbison, Esq., at Seiller Waterman LLC is the Debtor's counsel. ELITE HOME: Dec. 13 Disclosure Statement Hearing Set ---------------------------------------------------- Judge Stacey L. Meisel has entered an order within which December 13, 2022 at 11:00 A.M. at Courtroom 3A, United States Bankruptcy Court, 50 Walnut St., 3rd Floor, Newark, New Jersey 07102 is the hearing on the adequacy of the Disclosure Statement of Elite Home Products, Inc. Judge Meisel further ordered that written objections to the adequacy of the Disclosure Statement shall be filed no later than 14 days prior to the hearing. A copy of the order dated October 27, 2022, is available at https://bit.ly/3T3G91x from PacerMonitor.com at no charge. About Elite Home Products Elite Home Products, Inc., a home textile company in Saddle Brook, N.J. At the peak of its operations, the Debtor supplied a wide variety of finished textile products, including sheets sets, duvet sets, blankets, towels, quilts, and comfortable ensembles, and offered specialized distribution methods for wholesalers and retailers of various sizes. Elite Home Products sought bankruptcy protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 22-12353) on March 24, 2022, with $6,314,175 in assets and $11,104,637 in liabilities. Scott R. Perretz, president of Elite Home Products, signed the petition. The Debtor tapped Genova Burns, LLC as bankruptcy counsel; Winne Banta Basralian and Kahn, P.C. as special counsel; Getzler Henrich and Associates, LLC as financial advisor; and SAX, LLP as accountant. EPIC CRUDE: S&P Affirms 'CCC+' Issuer Credit Rating, Outlook Neg. ----------------------------------------------------------------- S&P Global Ratings affirmed its 'CCC+' issuer credit rating and 'CCC+' issue-level rating on Epic Crude Services L.P. (Epic). The '3' recovery rating on the senior secured debt is unchanged, indicating its expectation of meaningful (50%-70%; rounded estimate: 50%) recovery in the event of a payment default. The negative outlook highlights Epic's potential refinancing risk related to its upcoming RCF maturity in March 2024. As commodity prices improved year-over-year, Epic realized record volumes in the second fiscal quarter of 2022 and is in a more favorable position with stronger throughput volumes and asset utilization. The company is currently operating at above 90% of capacity since May 2022, allowing Epic to generate excess cash. S&P said, "We expect the company's financial measures will continue to improve year-over-year driven by strong utilization and improved tariffs. We forecast its adjusted debt to EBITDA will deleverage to about 12x in 2022 from 16.9x at year-end 2021 primarily due to stronger forecasted EBITDA. Although these ratios are improving, we continue to view its capital structure as unsustainable for the long term." The improvement in leverage is offset by the potential refinancing risk related to its upcoming $75 million debt maturity of its RCF which was fully drawn. If the company is unable to extend the maturity of its RCF or generate sufficient liquidity to repay the facility before it becomes current, its credit rating could deteriorate further. S&P said, "As of June 30, the company had approximately $17 million of cash on hand and we project this balance to improve over the next few quarters. As interest rates continue to rise, Epic benefits from an interest rate risk hedging program along with equity contributions from its sponsors which we view as credit supportive. Earlier this year its sponsors infused approximately $13 million of equity into the business, and we expect the management team along with its sponsors to proactively address the RCF maturity as Epic continues to add contracts and grow its EBITDA. We will continue to monitor its liquidity including any progress in extending the RCF maturity but believe it is unlikely that Epic will miss any principal or interest payments over the next 12 months. Given the improvement in the business it is unlikely the sponsors will allow the company to default on its fully drawn RCF but note that the company may require additional contributions if it is unsuccessful in extending the 2024 maturity." S&P siad, "In addition, we estimate approximately 36% of the company's volumes are underpinned by minimum volume commitments (MVCs) and over 55% of volumes are supported by short-term contracts. "Compared to other recent crude pipeline builds, we view its contract duration as shorter in tenor. We believe the company will continue to seek longer-term contracts while locking in incremental short-term contracts to offer customers access to its operational dock. "Although we expect Epic Crude's financial measures will improve year-over-year, the negative outlook highlights the company's potential refinancing risk related to its upcoming RCF maturity in March 2024. We forecast adjusted debt to EBITDA in 2023 to improve from current levels." S&P could consider a negative rating action on the company if: -- It fails to extend maturity of RCF before becoming current; or -- S&P expects the company to restructure its debt or miss an interest or amortization payment over the next 12 months. S&P could revise the outlook on the company to stable if the company extends the maturity of its RCF before becoming current or if it has sufficient liquidity to meet the near term maturity while keeping adjusted debt to EBITDA at current levels. F-12 ENTERTAINMENT: Unsecureds to Split $59,711 for 3 Years ----------------------------------------------------------- F-12 Entertainment Group Inc. filed with the U.S. Bankruptcy Court for the District of Nevada a Plan of Reorganization for Small Business dated October 27, 2022. The Debtor is a Nevada corporation that operates the Cheetahs Gentlemen's Club, a non-alcohol strip club operating out of leased space located at 8105 Clairemont Mesa Boulevard, San Diego, California 92111. The Debtor's sole shareholder is Mike Galardi, who also owns and operates other gentlemen's clubs. Mr. Galardi serves as a consultant to the Club. Through a separate company called 812 Superfast Entertainment, LLC, Mr. Galardi also owns the land and building that is leased to the Club in which it operates pursuant to a separate lease agreement. The Debtor is filing for bankruptcy principally to achieve an economical and expedient resolution to various litigations in California state court, which have proven expensive and time consuming to litigate and resolve. The purpose of the Chapter 11 Case was to preserve and protect the Debtor's Club, and to allow it to continue operating in the ordinary course, restructure its debts, and repay allowed claims over time from its available disposable income. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of a total of $59,711 over the next 3 years. The final Plan payment is expected to be paid by January 2026, assuming the Plan is confirmed and goes effective by December 2022. This Plan of Reorganization proposes to pay creditors of the Debtor from cash flow from operations, future income, and potential litigation recoveries, as needed. Non-priority general unsecured creditors holding Allowed claims will receive distributions, which the proponent of this Plan has valued at approximately $0.12 on the dollar (assuming an estimated $500,000 of allowed general unsecured claims, and $59,711 total distribution to that class per the Plan). This Plan also provides for the payment in full of Allowed administrative and priority claims. Class 4 consists of Non-Priority General Unsecured Creditors. Each holder of an Allowed general unsecured, non-priority claim shall receive its pro rata share of the sum of Debtor's disposable income in the total amount of $59,711, or such greater amount as the Court may require at the confirmation hearing on the Plan and as consistent with §§ 1190 and 1191 of the Code, which sum shall be paid in equal payments each calendar quarter ($4,976 per quarter), by each of March 15, June 15, September 15, and December 15 following the Effective Date of the Plan and continuing for the entire 3 year term of the Plan. Class 4 is impaired and thus is entitled to vote on the Plan. Class 5 consists of Equity Security Holders of the Debtor. Except to the extent that the Holders of Class 5 Equity Interests agree to less favorable treatment, they shall retain their Equity Interests, subject to the terms and conditions of this Plan. Class 5 is unimpaired and thus is deemed to accept the Plan. This Plan will be funded through cash flow generated from future operations of the Club. A full-text copy of the Plan of Reorganization dated October 27, 2022, is available at https://bit.ly/3DYKaQg from PacerMonitor.com at no charge. Attorneys for Debtor: Matthew C. Zirzow, Esq. Zachariah Larson, Esq. Larson & Zirzow, LLC 850 E. Bonneville Ave. Las Vegas, NE 89101 Telephone: (702) 382-1170 Facsimile: (702) 382-1169 Email: mzirzow@lzlawnv.com zlarson@lzlawnv.com About F-12 Entertainment Group F-12 Entertainment Group Inc., operates the Cheetahs Gentlemen's Club, a non-alcohol strip club operating out of leased space located at 8105 Clairemont Mesa Boulevard, San Diego, California 92111. F-12 Entertainment Group Inc., doing business as Cheetahs Gentlemen's Club, sought protection under Chapter 11 Subchapter V of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 22-13215) on Sept. 8, 2022. In the petition filed by Richard Buonantony, as president, the Debtor reported assets between $50,000 and $100,000 and estimated liabilities between $1 million and $10 million. Larson & Zirzow, LLC, led by Matthw C. Zirzow, is the Debtor's general bankruptcy counsel. Steve Hoffman is the special counsel, and William Ceravolo, EA, is the accountant. Jeanette McPherson was appointed as the Subchapter V trustee. FAIRFIELD HARBOURSIDE: Seeks to Tap Great Neck Realty Co. as Broker ------------------------------------------------------------------- Fairfield Harbourside Condominium Association, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to hire Great Neck Realty Company of North Carolina, LLC as its broker. The Debtor requires a broker to market for sale its real and personal property, including two condominium buildings located at Dockside Drive, Fairfield Harbour, New Bern, N.C. The firm will receive a 6 percent commission on the purchase price and reimbursement of marketing expenses. Robert Tramantano, a broker at Great Neck Realty, 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: Robert Tramantano Great Neck Realty of North Carolina, LLC 1011 S. Hamilton Road Chapel Hill, NC 27561 Telephone: (984) 528-3619 Email: rtramantano@greatneckrealtyco.com About Fairfield Harbourside Condominium Association Fairfield Harbourside Condominium Association, Inc filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 22-02267) on Oct. 4, 2022, with up to $1 million in assets and up to $500,000 in liabilities. Judge Joseph N. Callaway presides over the case. Jason L. Hendren, Esq., at Hendren Redwine & Malone, PLLC represents the Debtor as counsel. FIACA ASSOCIATES: SARE Hits Chapter 11 Bankruptcy Protection ------------------------------------------------------------ Fiaca Associates filed for chapter 11 protection in the District of New Jersey. The Debtor disclosed $1,100,000 in total assets against $1,118,597 in liabilities in its schedules. Its sole asset is the property with a 10,000 square foot unoccupied commercial building at 525 Route 515 Vernon, New Jersey 07462. Its lone secured creditor is Provident Bank, with a claim of $997,837. According to court filings, Fiaca Associates estimates 1 to 49 creditors, and says funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for Nov. 30, 2022, at 9:00 AM at Telephonic. Proofs of claim are due by Jan. 6, 2023. About Fiaca Associates Fiaca Associates is a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)). Fiaca Associates filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 22-18565) on Oct. 28, 2022. In the petition filed by Carlos Fardin, as president, the Debtor reported assets and liabilities between $1 million and $10 million. The Debtor is represented by Stephen B. McNally of McNally & Busche, L.L.C. FIRST GUARANTY MORTGAGE: Chapter 11 Plan Not Feasible, Says UST --------------------------------------------------------------- The U.S. Trustee's Office is calling for a Delaware bankruptcy judge to deny confirmation of First Guaranty Mortgage Corp.'s Chapter 11 liquidation plan. Andrew R. Vara, United States Trustee for Region 3, says the Court should deny confirmation of the Amended Combined Disclosure Statement and Chapter 11 Plan of First Guaranty Mortgage Corporation, et al., for several reasons: * First, the Debtors have not shown the Combined Plan is feasible. In particular, the putative class action adversary proceeding brought under the WARN Act1 may render the Combined Plan not feasible under Section 1129(a)(11). Allowed priority claims arising out of such action could total as much as $7 million, and would have to be paid in full under the Combined Plan. However, the Combined Plan does not ensure adequate funding to pay any such allowed claims in full. Because the Combined Plan is dependent on the Debtors' successful defense of the WARN Act adversary proceeding in the future, the Combined Plan is not feasible. * Second, the Combined Plan extinguishes direct claims of creditors in favor of numerous non-debtor parties without their affirmative consent. The lack of affirmative consent is especially problematic in this case because the Combined Plan is silent on the amount of distribution to be received by general unsecured creditors, which may be zero. Without fair consideration, a creditor's silence should not be deemed consent to give very broad releases of their direct claims against non-debtors. In addition, while opt-out forms were sent to some unimpaired creditors, it is unclear whether they were sent to holders of administrative or priority tax claims. * Third, the U.S. Trustee objects to the Debtors' release provision in the Combined Plan, because it includes a hidden non-consensual third-party release that negatively impacts the rights of all holders of claims. * Fourth, the Combined Plan's exculpation provisions are excessively broad, providing protection to all of the Debtors' employees, and a prospective exculpation to the Liquidating Trustee and his or her representatives for acts that have not yet occurred. * Fifth, the Combined Plan provides that it itself is a "settlement." Such a provision is inconsistent with Section 1123(b)(3)(A) and risks conflating Rule 9019 standards with the requirements of Section 1129. * Sixth, the Combined Plan would establish a discharge injunction, despite the Debtors being ineligible for a discharge under Section 1141(d)(3). Unless that provision is removed, the Combined Plan does not satisfy Section 1129(a)(1). * Finally, the Combined Plan does not include any provision regarding obligations to file post-confirmation reports, or to pay statutory fees arising under 28 U.S.C. Sec. 1930 to the U.S. Trustee after the Effective Date. About First Guaranty Mortgage First Guaranty Mortgage Corporation -- https://www.fgmc.com/ -- was a full service, non-bank mortgage lender, offering a full suite of residential mortgage options tailored to borrowers' different financial situations. It was one of the leading independent mortgage companies in the United States that originated residential mortgages through a national platform. Just before the bankruptcy filing, as a result of an extreme and unanticipated liquidity crisis and resultant inability to obtain additional capital, FGMC ceased all of its mortgage loan origination activity and separated nearly 80% of its workforce. FGMC and an affiliate commenced Chapter 11 Cases to evaluate their options, accommodate their customers, and maximize and preserve value for all stakeholders. First Guaranty Mortgage Corporation sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10584) on June 30, 2022. Affiliate Maverick II Holdings, LLC also sought bankruptcy protection (Bankr. D. Del. Case No. 22-10583). In the petition signed by Aaron Samples, chief executive officer, FGMC disclosed up to $1 billion in both assets and liabilities. Judge Craig T. Goldblatt oversees the cases. Dentons US LLP and Pachulski Stang Ziehl, and Jones LLP represent the Debtors as counsel. FTI Consulting, Inc. and Strategic Mortgage Finance Group, LLC, serve as chief restructuring officer (CRO) provider and investment banker, respectively. Kurtzman Carson Consultants, LLC, is the claims and notice agent. LVS II SPE XXXIV LLC, as Cash Flow DIP Lender, is represented by lawyers at Greenberg Traurig, LLP. The Cash Flow DIP Lender is an indirect subsidiary of a private investment managed by Pacific Investment Management Company LLC. B2 FIE IV LLC, an affiliate of the DIP Lender, owns 100% of the equity interests of FGMC. Barclays Bank PLC serves as DIP Repo Agent and DIP Repo Purchaser while Barclays Capital Inc. serves as DIP MSFTA Counterparty. They are represented by Hunton Andrews Kurth LLP and Potter Anderson & Corroon LLP. FLOWER ONE: CCAA Stay Order Extended to January 2023 ---------------------------------------------------- The Supreme Court of British Columbia in Canada granted Flower One Holdings Inc., et al., an Amended and Restated Initial Order which extended the stay period in their proceedings under the Companies' Creditors Arrangement Act to Jan. 16, 2023 The Court also approved the proposed intercompany advances from the Petitioner's operating subsidiaries to the Petitioners and corresponding charges in favour of those subsidiaries. Moreover, the Court also granted the claims process order, setting a claims bar date of Nov. 14, 2022, at 4:00 p.m. Pacific Time. Any creditor that i) disputes the claim set forth in the Claims Notice; ii) wishes to assert a claim against any director or officer of the Petitioner; iii) wishes to assert a restructuring claim; or iv) does not receive a Claims Notice but wishes to assert a claim against the Petitioner or any director or officer, must submit a proof of claim with the Monitor in accordance with the terms of the Claims Process Order. As reported by the Troubled Company Reporter on Oct. 21, 2022, Flower One Holdings Inc., FO Labour Management Ltd. And Flower One Corp. ("Flower One Canada") filed with the Supreme Court of British Columbia for proceedings pursuant to the Companies' Creditors Arrangement Act ("CCAA"). PricewaterhouseCoopers Inc. LIT ("PwC") was appointed as the Monitor. The decision to commence CCAA proceedings was made after careful consideration of the Canadian Company's financial position and significant consultation with certain key creditors of Flower One. The CCAA proceedings are intended to facilitate a restructuring of the Canadian Company's balance sheet and the injection of additional capital, with a view of Flower One going private by the end of the 2022 calendar year, thereby eliminating the administrative burden and significant expense associated with being a publicly listed company. Only Flower One Canada has filed for protection from its creditors under the CCAA. The Flower One Group's Operating Subsidiaries have not filed for protection under the CCAA and will continue to operate in the ordinary course. PwC has set up a website at https://www.pwc.com/ca/FONE, where updates on the Canadian restructuring process, the Monitor's reports to the Court, Court Orders and other information will be posted as soon as they are available. Flower One -- https://flowerone.com/ -- is the largest cannabis cultivator, producer, and full-service brand fulfillment partner in the state of Nevada. GAGE'S GRANITE: Commences Subchapter V Case ------------------------------------------- Gage's Granite LLC filed for chapter 11 protection in the Northern District of Texas. The Debtor elected on its voluntary petition to proceed under Subchapter V of chapter 11 of the Bankruptcy Code. The Debtor manufactures and installs stone countertops, and related stone and tile work. The Debtor currently operates out of just one location in Dallas, Texas. The location is approximately 19,000 sq ft and is leased from a third-party. The Debtor has approximately 35 employees. Christopher Raines is the founder and sole member of the Debtor. Since inception, the Debtor has been profitable. In 2008-2009, the Debtor had approximately $4 million in gross revenue. Due to the 2008 rescission, the Debtor closed a satellite office which had been opened, and moved all employees to the current location. In 2014, Debtor took out a loan for hi-tech equipment for the cutting of the stone, and other business needs. Prior to this equipment purchase Debtor had never taken out a loan. Starting in 2014, the company grew from about $4 million in gross revenue to $10 million in 2019. During 2020, the Covid Pandemic hit, which resulted in significant impacts upon the business. The Debtor was busy with commercial work during 2020, as commercial work generally has delays and thus the Debtor had a backlog of work, however, Covid’s impact meant that new projects were not as forthcoming. The Debtor received only a few letters of intent and verbal assurances on projects, many of which were canceled due to Covid and its impact upon businesses. During this period, the Debtor hired a new project manager, and thereafter was able to acquire a $4 million stone and tile project on a large residential home. The project required the purchase of significant amounts of material. Work on the residential project started in December 2020. The new project manager was also able to secure other projects. However, none of the projects secured by the new project manager were ever profitable. During 2021, profitability of the business fell off dramatically. For example, in the spring of 2021, the Debtor had an approximately surplus of $700k. However, when putting together financials for taxes for 2021, the Debtor discovered it had a $350k deficit. Profitability on many jobs fell due to the rapid increase in material costs. Stone and other countertops that originally cost approximately 15 per sq ft, were now priced at 18 to 34 per sq ft depending upon the material. Prior to the Petition Date, American National, as lender, and the Debtor, as borrower, entered into, among other documents and agreements, that certain Business Loan Agreement dated July 9, 2021. According to the Loan Document, advances under the line of credit are allegedly secured by all of the Debtor's real estate, accounts receivables, inventory, instruments, equipment, intangibles, accounts, chattel paper, good will, specific property and all property of the Debtor. As of the Petition Date, the Debtor allegedly owes American National $499,662.38 on behalf of the Loan Document. In addition, Debtor allegedly owes American National approximately $205,334 on secured loans for various vehicles and equipment. The primary causes of the Debtor’s Chapter 11 filing are due to a variety of factors, including, among other things: i. Cash flow issues due to a spike in raw material costs. ii. The unprofitability of several large construction contracts. iii. The Debtor's failure to adapt and adjust its business model, overhead and expenses quickly enough to remain profitable in changing market conditions. The net effect is that the Debtor does not have sufficient liquidity to continue its business outside the protection of this Court and was forced to seek relief pursuant to Chapter 11 of the Bankruptcy Code. According to court filings, Gage's Granite estimates $1 million to $10 million in debt to 50 to 99 creditors. The petition states that funds will be available to unsecured creditors. About Gage's Granite LLC Gage's Granite LLC is a Dallas, Texas-based granite supplier. Gage's Granite LLC filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 22-32010) on Oct. 27, 2022. In the petition filed by Christopher Raines, as sole member, the Debtor reported assets and liabilities between $1 million and $10 million. Katharine B. Clark has been appointed as Subchapter V trustee. The Debtor is represented by Brandon J. Tittle of Tittle Law Group, PLLC. GISSING NORTH AMERICA: Sale Hearing on All Assets Sale on Nov. 10 ----------------------------------------------------------------- Judge Lisa S. Gretchko of the U.S. Bankruptcy Court for the Eastern District of Michigan entered an amended order authorizing the bidding procedures proposed by Gissing North America, LLC, and its affiliates relating to the auction sale of substantially all assets used in their businesses. The Sale Hearing is adjourned to Nov. 10, 2022, at 9:30 a.m. (ET) (or as soon thereafter as the counsel may be heard) and may be continued, if necessary, to Nov. 14, 2022, at 11:00 a.m. (ET) (or as soon thereafter as the counsel may be heard). On Nov. 4, 2022, the Debtors will file notice(s) on the docket: (i) disclosing the identity of the Qualified Bidder that submitted the Winning Bid and the Back-Up Bidder, if applicable, along with copies of the Winning Bidder's and Back-Up Bidder's (if applicable) asset purchase agreements; (ii) clean and redlined versions of the Sale Order compared against the proposed Sale Order filed by the Debtors; and (iii) evidence demonstrating the ability of the Winning Bidder and Back-Up Bidder, if applicable, to provide adequate assurance of future performance under any Assumed and Assigned Agreement. The Sale Objection Deadline is November 7, 2022, at 5:00 p.m. (ET). For clarity, the Cure/Assignment Objection Deadline has passed. The Debtors may file an optional reply brief by no later than Nov. 9, 2022, at 12:00 p.m. (ET). Other than as expressly modified, the Bidding Procedures Order remains unchanged. About Gissing North America Gissing North America LLC, formerly known as Conform Gissing International, LLC, and its affiliates are innovative and technology-driven suppliers of acoustic systems and weight reduction solutions for the automotive industry. They provide customers products that minimize noise, vibration, and harshness throughout a vehicle and reduce vehicle weight by using proprietary technology. On Aug. 8, 2022, Gissing North America and its affiliates sought Chapter 11 protection (Bankr. E.D. Mich. Lead Case No. 22-46160). In the petition signed by Steven R. Wybo, chief restructuring officer, Gissing North America reported up to $100 million in both assets and liabilities. Judge Lisa S. Gretchko oversees the case. The Debtors tapped Wolfson Bolton, PLLC as bankruptcy counsel; Steven R. Wybo of Riveron Management Services as chief restructuring officer; and Livingstone Partners, LLC as investment banker. Epiq Corporate Restructuring, LLC is the Debtors' claims, noticing and balloting agent and administrative advisor. On August 15, 2022, the U.S. Trustee for Region 9 appointed an official committee of unsecured creditors. The committee is represented by Foley & Lardner, LLP. GLOBAL PROCESSING: Grain Dealer Files for Chapter 11 Bankruptcy --------------------------------------------------------------- Successful Farming reports that the Iowa Department of Agriculture and Land Stewardship has been notified that Global Processing, Inc., based at 945 150th Street in Kanawha, IA, filed for Chapter 11 bankruptcy in the State of Iowa, effective Oct. 24, 2022. Global Processing, Inc. holds grain dealer and warehouse licenses in Iowa, which were suspended earlier in October. According to the company's website there are four other locations across Illinois and Nebraska. The north-central Iowa facility serves as the corporate headquarters. Anyone with unpaid grain sold to this dealer and/or grain delivered for storage before Oct. 24, 2022, may file a claim with the Iowa Grain Depositors and Sellers Indemnity Fund. Claims must be made in writing and filed with Global Processing, Inc. and the Iowa Department of Agriculture and Land Stewardship, Grain Warehouse Bureau, within 120 days (Feb. 21, 2023). Claims can be mailed or personally delivered to the Iowa Department of Agriculture and Land Stewardship Grain Warehouse Bureau, Wallace State Office Building, 502 E. 9th St., Des Moines, Iowa, 50319. Failure to file a claim within 120 days relieves the Iowa Grain Depositors and Sellers Indemnity Fund of its obligation. Failure to make a timely claim against the Iowa Grain Depositors and Sellers Indemnity Fund does not relieve Global Processing, Inc. of its liability to the claimant. The Iowa Department of Agriculture and Land Stewardship’s Grain Warehouse Bureau regulates and examines the financial solvency of grain dealers and grain warehouse operators to protect Iowa farmers. The Grain Warehouse Bureau is responsible for administering the Iowa Grain Depositors and Sellers Indemnity Fund, which was created in 1986 to provide financial protection to farmers with stored grain. The indemnity fund covers farmers with grain on deposit in an Iowa-licensed warehouse and grain sold to a state-licensed grain dealer. In the case of a failure in a state license warehouse or grain dealer, the indemnity fund will pay farmers 90% of a loss on grain up to a maximum of $300,000 per claimant. About Global Processing Inc. Global Processing Inc. -- http://www.globalprocessing.org/-- supplies customers around the world with value-added, quality, farm-grown food products. Global Processing Inc. filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Iowa Case No. 22-00669)) on Oct. 24, 2022. In the petition filed by David M. Wilcox, as president, the Debtor reported assets and liabilities between $10 million and $50 million each. The Debtor is represented by Ronald C. Martin of Day Rettig Martin, P.C. GUS WILLIAMS: Selling Menlo Park & San Ramon Properties for $5.05M ------------------------------------------------------------------ Gus Williams asks the U.S. Bankruptcy Court for the Northern District of California to approve the sale of the following real properties: a. located at 3390 Glendale Ave, Menlo Park, CA 94025 for $2.6 million; and b. located at 10 Brewin CL, San Ramon, CA 94583 for $2.45 million. The following are all of the encumbrances of record against the Menlo Property: a. Fabs Associates/Virender K. Luthra of the Luthra Family Trust - $1,307,700 b. Son Wa Lei, David K. Lui and Jocelyn HK. Lui - $900,000 c. San Mateo County Tax Collector - $88,454 d. Estimated Closing Cost - $25,000 e. Estimated Capital Gains at 15% of approximate sum - $41,826.90 After payment of the foregoing encumbrances and all cost of sale, there will remain the approximate sum of $237,020. After escrow's payment of the encumbrances, any remaining funds will be paid directly to the Debtor. The Escrow is being processed by Fidelity National Title Co. The following are all of the encumbrances of record against the San Ramon Property: a. Fabs Associates/Virender K. Luthra of the Luthra Family Trust - $1,090,957 b. Jet Airways of India - $761,400 c. Contra Costa County Tax Collector - $44,101 d. Estimated Closing Cost - $20,000 e. Estimated Capital Gains at 15% - $99,262 After payment of the foregoing encumbrances and all cost of sale, there will remain the approximate sum of $562,482. After escrow's payment of the encumbrances, any remaining funds will be paid directly to the Debtor. The Escrow is being processed by Fidelity. The Debtor agrees to provide Chapter 11 Sub V Trustee a certified copy of the escrow closing statement within 14 days of the close of escrow as a condition to any approval of the Motion. Gus Williams sought Chapter 11 protection (Bankr. N.D. Cal. Case No. 22-40789) on Aug. 16, 2022 GWG HOLDING: Seeks OK for $630 Replacement Financing From Vida -------------------------------------------------------------- Life-insurance-backed bond seller GWG Holdings Inc. on Oct. 31, 2022, filed a motion for approval to obtain post-petition replacement debtor-in-possession financing from Vida Insurance Credit Opportunity Fund III GP, LLC and/or its affiliate(s). The Debtors received confirmation from the Court that exercising the Vida Option was a reasonable exercise of the Debtors' business judgment, and the Debtors are now filing this Motion seeking approval of (i) a replacement debtor-in-possession financing from Vida in the aggregate principal amount of $630 million (the "Replacement DIP Facility"), and (ii) an exit financing facility from Vida in the aggregate principal amount of $630 million (the "Exit Facility"). Approval of the Replacement DIP Facility at this time is an important step in the Debtors' restructuring efforts. First, approval of the Replacement DIP Facility will allow the Debtors to refinance the Existing DIP Facility in full prior to its impending maturity of Dec. 31, 2022. Second, the Replacement DIP Facility's terms are either the same or more favorable as compared to the Existing DIP Facility, with a maturity date that will be extended to October 15, 2023, out of an abundance of caution. Third, the liquidity provided under the Replacement DIP Facility will allow the Debtors to pay off, in full, all valid and legally enforceable outstanding claims and amounts under the respective credit facilities held by Debtors DLP IV (the "DLP IV Facility") and DLP VI (the "DLP VI Facility" and together with the DLP IV Facility, the "SPV Credit Facilities"). Fourth, the Replacement DIP Facility avoids concerns about a near-term maturity and the financing available under such facility will allow the Debtors to remain focused on the Chapter 11 plan process and emerging from Chapter 11. Fifth, subsequent to the approval of the Vida Option, the Debtors and Vida have agreed to amend the Option Agreement, which would allow the Financing Transactions to be assigned to a third-party purchaser, as contemplated under the Replacement DIP Credit Agreement, if and to the extent the Debtors, at a later time, determine that the Policy Portfolio should be subject to a sale process. Accordingly, by this Motion the Debtors also seek approval to amend the Option Agreement solely to include this additional beneficial feature. Similarly, the Exit Facility (and related relief) will provide the Debtors with $630 million in exit financing on the Policy Portfolio on market lending terms and on terms that are substantially similar to the terms of the Replacement DIP Facility, which will ultimately allow the Debtors to fund a plan upon their emergence from Chapter 11. Vida Option The Company is a financial services firm with two principal types of assets: (a) equity interests in independent, non-affiliated entities that operate in the alternative assets and epigenetics spaces; and (b) secondary life insurance assets, comprised of a policy portfolio of near-duration, intermediate-duration, and long-duration life insurance policies (each, a "Policy," and collectively, the "Policy Portfolio"). The Policy Portfolio is held by special purpose vehicles, DLP IV and DLP VI (collectively, the "SPV Entities"). On Oct. 4, 2022, the Initial Debtors filed an emergency motion seeking authorization for the Debtors to, among other things, enter into an option agreement with Vida. The Initial Debtors were granted approval by the Court to exercise the option under the Option Agreement, and in connection with such approval and exercise of the Vida Option, the following additional conditions precedent under such option are occurring: (a) the SPV Entities are commencing voluntary chapter 11 cases on Oct. 31, 2022 and seeking joint administration with these Chapter 11 Cases, and (b) the SPV Entities, together with the Debtors, contemporaneously filed in such jointly administered Chapter 11 Cases this motion to approve the Financing Transactions. The Option Agreement also sets forth the following procedures relevant to the relief requested in this Motion (the "Option Procedures") in connection with the Debtors’ exercise of the Vida Option: a. Between the date of the execution and delivery of the Option Agreement and Oct. 31, 2022, the Debtors and Vida shall use their commercially reasonable efforts to negotiate the proposed final forms of the Replacement DIP Credit Agreement and the Exit Credit Agreement, which shall be consistent with the terms and conditions set forth in the DIP Term Sheet and Exit Facility Term Sheet, respectively. b. In the event that, due to the Counterparty having failed to negotiate in accordance with (a) above, the Debtors and Vida fail to finalize the forms of the Replacement DIP Credit Agreement and the Exit Credit Agreement by Oct. 31, 2022, the Debtors shall not owe any Break-Up Fee under the Fee Letter. In the event, due to the Debtors having failed to negotiate in accordance with (a) above, the Debtors and Vida fail to finalize the forms of the Replacement DIP Credit Agreement and the Exit Credit Agreement by Oct. 31, 2022, the Break-Up Fee provisions of the Fee Letter shall apply. c. If the Debtors send the Exercise Notice to Vida prior to the Expiration Time, the Option Agreement and any obligation of the Counterparty under the Option Agreement shall terminate upon the occurrence of any of the following: (i) if neither (x) the Replacement DIP Facility has closed and funded by Dec. 15, 2022 in accordance with the DIP Term Sheet nor (y) the Exit Facility has closed and funded by Dec. 31, 2022 in accordance with the Exit Facility Term Sheet; or (ii) if the Replacement DIP Facility has closed and funded by Dec. 15, 2022 in accordance with the DIP Term Sheet but the Exit Facility has not closed and funded by October 15, 2023 in accordance with the Exit Facility Term Sheet. d. Promptly upon the exercise of the Option, Vida and the Debtors shall promptly work with the Company Parties to seek Court approval for the DIP Documentation by not later than Dec. 1, 2022, and, by not later than Dec. 15, 2022, subject to such Court approval, shall execute and deliver the DIP Documentation and (subject to satisfaction or waiver of the conditions precedent thereto pursuant to the DIP Documentation) shall perform its obligations thereunder. e. Promptly upon the request by the Debtors at any time after their exercise of the Option, Vida shall promptly work with the Debtors to seek Court approval of the Exit Facility Documentation by not later than Dec. 1, 2022, and, by not later than Dec. 31, 2022, subject to such Court approval, shall execute and deliver the Exit Facility Documentation and (subject to satisfaction or waiver of the conditions precedent thereto pursuant to the Exit Facility Documentation) shall perform its obligations thereunder. The Option Agreement also provides that the respective parties' obligations regarding the Exit Facility are unaffected by whether or not the Replacement DIP Facility closes in accordance with the terms and conditions set forth in the Option Agreement. In this regard, there is no condition precedent for the Exit Facility that the Replacement DIP Facility closed or was funded. After a hearing held on Oct. 11, 2022, the Court entered an order [Dkt. No. 865] (the “Vida Option Order”) approving the Vida Option Motion. Subsequent to the entry of the Vida Option Order, to provide further flexibility and optionality with respect to the Policy Portfolio, the Initial Debtors and Vida agreed to amend the Option Agreement (the "Option Amendment") to allow for the assignment of the Financing Transactions, in accordance with the Credit Agreements, to a third-party purchaser in the event the Debtors determine, at a later date, to sell the Policy Portfolio. On Oct. 25, 2022, the Debtors filed the Debtors' Statement of Intent to Elect the Vida Option and Memorandum in Support Thereof pursuant to which the Initial Debtors, the Special Committee, and the Board concluded that exercising the Vida Option was the best available option in connection with seeking to maximize the value of the Debtors' estates. At a hearing held on Oct. 27, 2022, the Court found that the Debtors' decision to intend to exercise of the Vida Option was within the Debtors' reasonable business judgment. A proposed order with respect to the foregoing was filed on Oct. 31, 2022. Debtors' Plan Process The Debtors and their professionals and advisors have worked diligently in constructing various plan formulations and presented to key creditor constituents and parties-in-interest a plan proposal that is consistent with claim priorities and provides what the Debtors believe to be a value-maximizing framework for the benefit of all of the Debtors' stakeholders. The Debtors expect to file such a plan of reorganization prior to the expiration of the Debtor's exclusive period to propose a plan. Such exclusive period presently is set to expire on Nov. 7, 2022. About GWG Holdings Inc. Headquartered in Dallas Texas, GWG Holdings, Inc. (NASDAQ: GWGH), conducts its life insurance secondary market business through a wholly-owned subsidiary, GWG Life, LLC and GWG Life's wholly-owned subsidiaries. GWG Holdings Inc. and affiliates sought Chapter 11 bankruptcy protection (Bankr. S.D. Tex. Case No. 22-90032) on April 20, 2022. In the petition filed by Murray Holland, as president and chief executive officer, GWG Holdings estimated assets between $1 billion and $10 billion and estimated liabilities between $1 billion and $10 billion. The case is assigned to Honorable Bankruptcy Judge Marvin Isgur. Charles Stephen Kelley, Esq., at Mayer Brown LLP, is the Debtor's counsel. National Founders LP, as DIP Lender, is represented by Sidley Austin LLP. HAWAIIAN HOLDINGS: Incurs $9.3 Million Net Loss in Third Quarter ---------------------------------------------------------------- Hawaiian Holdings Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $9.27 million on $741.15 million of total operating revenue for the three months ended Sept. 30, 2022, compared to net income of $14.67 million on $508.85 million of total operating revenue for the same period in 2021. For the nine months ended Sept. 30, 2022, the Company reported a net loss of $189.92 million on $1.91 billion of total operating revenue compared to a net loss of $52.20 million on $1.10 billion of total operating revenue for the nine months ended Sept. 30, 2021. As of Sept. 30, 2022, the Company had $4.21 billion in total assets, $1.16 billion in total current liabilities, $1.57 billion in long-term debt, $1.12 billion in other liabilities and deferred credits, and $347.48 million in total shareholders' equity. Cash, cash equivalents and short-term investments (excluding restricted cash) totaled approximately $1.4 billion as of Sept. 30, 2022, compared to approximately $1.7 billion as of Dec. 31, 2021. As of Sept. 30, 2022, the Company's current assets exceeded its current liabilities by approximately $557.2 million as compared to $902.9 million as of Dec. 31, 2021. Approximately $699.8 million of the Company's current liabilities relate to its advanced ticket sales and frequent flyer deferred revenue. Hawaiian Holdings said, "We cannot assure you that the assumptions used to estimate our liquidity requirements will be correct because we have never experienced such an unprecedented event impacting global travel as the COVID-19 pandemic and, as a consequence, our ability to predict the full impact of the COVID-19 pandemic is uncertain. In addition, the magnitude and duration of the COVID-19 pandemic remains uncertain. However, we expect to meet our liquidity needs for the next twelve months with cash and cash equivalents (excluding restricted cash), short-term investments and cash flows from operations. We expect to meet our long-term liquidity needs with cash flows from operations and financing arrangements." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1172222/000117222222000095/ha-20220930.htm About Hawaiian Holdings Hawaiian Holdings, Inc.'s primary asset is sole ownership of all issued and outstanding shares of common stock of Hawaiian Airlines, Inc. The Company is engaged in the scheduled air transportation of passengers and cargo amongst the Hawaiian Islands (the Neighbor Island routes) and between the Hawaiian Islands and certain cities in the United States (the North America routes together with the Neighbor Island routes, the Domestic routes), and between the Hawaiian Islands and the South Pacific, Australia, New Zealand and Asia (the International routes), collectively referred to as its Scheduled Operations. Hawaiian Holdings reported a net loss of $144.77 million for the year ended Dec. 31, 2021, a net loss of $510.93 million for the year ended Dec. 31, 2020, and net income of $223.98 million for the year ended Dec. 31, 2019. As of June 30, 2022, the Company had 4.37 billion in total assets, $1.25 billion in total current liabilities, $1.60 billion in long-term debt, $1.14 billion in total other liabilities and deferred credits, and $375.55 million in total shareholders' equity. HDIP INC: Gets OK to Hire Amy Hargis as Bookkeeper -------------------------------------------------- HDIP, Inc. received approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Amy Hargis, an independent bookkeeper in Bend, Oregon. The Debtor requires a bookkeeper to: (a) assist with payroll and the accompanying withholding; (b) compile information for the preparation of tax returns; (c) perform such other functions as requested by the Debtor or its counsel. Ms. Hargis charges $70 per hour for bookkeeping services. In court filings, Ms. Hargis disclosed that she is disinterested as such term is defined by Sec. 101(14) of the Bankruptcy Code. Ms. Hargis can be reached at: Amy B. Hargis P.O. Box 697 Bend, OR 97709 Phone: (541) 480-5269 About HDIP Inc. HDIP, Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-03610) on Sept. 2, 2022, with up to $500,000 in both assets and liabilities. Judge Roberta A. Colton oversees the case. Amy Denton Mayer, Esq., at Stichter Riedel Blain & Postler, P.A. and Kerkering Barberio & Co. serve as the Debtor's legal counsel and accountant, respectively. HIGHLINE AFTERMARKET: S&P Affirms 'B' ICR, Outlook Negative ----------------------------------------------------------- S&P Global Ratings affirmed all its ratings on U.S.-based Highline Aftermarket Acquisition Parent LLC, including its 'B' issuer credit rating. The negative outlook reflects the potential for a lower rating over the next few quarters if S&P fails to see a pathway for the company to reduce leverage to below 7x and to generate positive free operating cash flow (FOCF). S&P said, "The ratings affirmation reflects our view that although Highline's credit metrics are weaker-than-previously expected partly due to elevated working capital, easing supply chain conditions should lead to reduced working capital investment along with lower input costs over the next few quarters. While demand for Highline's products remains healthy supported by an improvement in U.S. miles driven and an increase in the average age of U.S. passenger cars (the car parc), this has not translated directly to stronger profit margins. This is mainly due to the continued increase in raw material prices such as base oil and additives, higher labor and freight expenses, and supply chain challenges primarily on products manufactured overseas. Highline took some pricing actions in 2021 that, following a lag, are now reflected in credit measures for the first half of 2022, and helped alleviate some of the headwinds. As such, we expect margins will remain pressured in 2022 but S&P Global Ratings-adjusted EBITDA will come in well above 2021 levels. Thereafter, we expect a slight improvement in margins as supply chain difficulties ease and input cost inflation subsides. "In our base case scenario, we now expect adjusted leverage will remain elevated at around 8.1x by the end of 2022, improving to slightly below 7x by 2023. "We anticipate FOCF will be negative in 2022 but improve in 2023. Highline's receivables and inventory balances remain elevated mainly due to higher pricing and the company's decision to hold more safety stock to combat supply chain challenges. Additionally, Highline bought forward base oil in the second quarter of 2022 to counter further price increases. As a result, the company reported negative operating cash flow (OCF) in the first half of 2022. We understand Highline is focusing on managing its working capital position, primarily by harmonizing repayment terms for some customers and reducing its elevated inventory position. We expect these measures should result in positive OCF during the second half of 2022, though FOCF for the full year of 2022 will be around negative $50 million after capital expenditure (capex) of around $22 million. For 2023, we assume flat working capital and around $30 million positive FOCF. "We expect the company to maintain adequate liquidity and cushion under its leverage covenant. Highline funded its operating cash flow deficit during the first half of 2022 primarily via drawings on its revolver. Thereafter, the company undertook a sale lease-back transaction in May 2022 and utilized the proceeds to repay borrowings on its revolver. While we believe this transaction is only modestly leveraging since we treat lease liabilities as debt, it helped improve the company's liquidity profile. Consequently, the company had about $96 million of liquidity, including $11 million cash and about $85 million available under its revolver as of the end of the second quarter. The company has no substantial debt maturities until 2027. The credit agreement contains a springing maximum first-lien net leverage covenant of 6.9x when revolver utilization exceeds 35% of the commitment, which equates to $43.75 million of the $125 million revolver. We expect Highline to maintain sufficient cushion of above 20% in 2022. "We continue to believe the automotive aftermarket industry will remain relatively resilient in a recessionary environment. This was evident by the relatively stable performance in total U.S. automotive aftermarket sales during 2008 and 2009 despite a decrease in the total miles traveled. Further, Highline's core products are generally non-discretionary and around 40% of its revenue is derived from private-label products, which we anticipate will offset weakening macroeconomic conditions. "The negative outlook reflects the potential for a lower rating over the next few quarters if we fail to see a pathway for the company to lower its leverage to below 7x and generate positive FOCF. We assume Highline will prioritize credit ratio improvement and gradually reduce adjusted leverage to the below-7x area, though not in 2022." S&P could lower the rating over the next 12 months if the company's operating performance falls short of our expectations. This could occur due to: -- Prolonged inflationary pressure and supply chain challenges; -- An inability to unwind its elevated working capital position; -- Spiking gas prices translate into reduced miles driven and lower demand for the company's products; or -- Escalating competition from other players in the space. S&P could revise its outlook to stable if Highline's operating performance continued to improve, such that adjusted leverage is sustained below 7x and FOCF turned positive. This could happen if: -- The company successfully passes on price increases to its customers; -- Labor and supply chain challenges ease; and -- Highline is able to unwind its inventory buildup. ESG credit indicators: E-2; S-2; G-3 HIGHWAY TO HEAVEN: Sale of Oro Grande Property for $475K Denied --------------------------------------------------------------- Judge Mark Houle of the U.S. Bankruptcy Court for the Central District of California denied Highway to Heaven Route 66 Motor Cycle Memorial, LLC's sale, free and clear of liens, of the real property located at 20848 National Trails Highway, Oro Grande, County of San Bernardino, California, to Linda's Angeles Home LLC for $475,000. A hearing on the Motion was held on Oct. 18, 2022 at 2:00 p.m. About Highway to Heaven Route 66 Highway to Heaven Route 66 Motor Cycle Memorial, LLC filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 22-10002) on Jan. 2, 2022, disclosing as much as $1 million in both assets and liabilities. Judge Mark D. Houle oversees the case. The Debtor is represented by E. Jay Gotfredson, Esq., at Gotfredson & Associates, APC. HUB INTERNATIONAL: Moody's Rates $850MM Sr. Secured Term Loan 'B2' ------------------------------------------------------------------ Moody's Investors Service has assigned a B2 rating to an $850 million senior secured term loan being issued by Hub International Limited (Hub, corporate family rating B3). Hub will use the net proceeds from the offering to repay revolving credit borrowings, fund acquisitions, provide incremental liquidity and pay related fees and expenses. The rating outlook for Hub is unchanged at stable. RATINGS RATIONALE According to Moody's, Hub's ratings reflect its solid market position in North American insurance brokerage, good diversification across products and geographic areas in the US and Canada, and consistently strong EBITDA margins. Hub has generated good organic growth averaging in the mid-single digits and has achieved strong EBITDA margins in the mid 30s (per Moody's calculations) over the past few years. These strengths are tempered by the company's high financial leverage and limited fixed charge coverage. The company also faces potential liabilities from errors and omissions, a risk inherent in professional services. Hub has grown through acquisitions, which gives rise to integration risk, although the company has a favorable track record in absorbing small and mid-sized brokers. Hub has generated solid performance over the last 12 months, achieving organic revenue growth in the mid-to-upper single digits overall, with around 9% organic growth for the 12 months through June 2022. EBITDA margins remain strong, although slightly lower due to increased expenses and ongoing investments in technology. Hub completed 85 acquisitions over the 12 months through September 2022. Giving effect to the proposed transaction, Moody's estimates that Hub's pro forma debt-to-EBITDA ratio will be slightly above 7.5x, with (EBITDA - capex) interest coverage around 2.5x, and a free-cash-flow-to-debt ratio in the mid-single digits. These metrics incorporate Moody's accounting adjustments for operating leases, deferred earnout obligations and run-rate earnings from completed acquisitions. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING Factors that could lead to a ratings upgrade for Hub include: (i) debt-to-EBITDA ratio below 7x, (ii) (EBITDA - capex) coverage of interest exceeding 2x, and (iii) free-cash-flow-to-debt ratio exceeding 5%. Factors that could lead to a ratings downgrade include: (i) debt-to-EBITDA ratio above 8x, (ii) (EBITDA - capex) coverage of interest below 1.2x, or (iii) free-cash-flow-to-debt ratio below 2%. Moody's has assigned the following rating: $850 million seven-year senior secured term loan B4 at B2 (LGD3). The rating outlook for Hub is unchanged at stable. The principal methodology used in this rating was Insurance Brokers and Service Companies published in June 2018. Based in Chicago, Hub ranks among the top 10 of insurance brokers of US business, providing property and casualty, life and health, employee benefits, investment and risk management products and services through offices located in the US, Canada and Puerto Rico. The company estimates total adjusted revenue of $3.5 billion in the 12 months through June 2022. INLAND BOAT: $245K Sale of Nautique Paragon to Open Waters Approved ------------------------------------------------------------------- Judge R. Kimball Mosier of the U.S. Bankruptcy Court for the District of Utah authorized Inland Boat Club, LLC's sale of its 2021 Nautique 23 Paragon boat, VIN No. xxxx15E021, with trailer, VIN No. xxxx004910, to Open Waters, LLC, for $245,000. The Sale is free and clear of all liens, with such liens to attach to the proceeds of the sale. The Debtor is authorized to execute a bill of sale to the Buyer upon receive of the full amount of the sale proceeds, $245,000. It will segregate the full amount of sale proceeds pending further Order of the Court regarding who is entitled to the proceeds. About Inland Boat Club Inland Boat Club, LLC -- https://www.inlandboatclub.com/ -- is a boat club for avid boaters and water sport enthusiasts. It is based in Lindon, Utah. Inland Boat Club sought bankruptcy protection under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Utah Case No. 22-21879) on May 20, 2022, listing as much as $10 million in both assets and liabilities. D. Ray Strong of Berkeley Research Group serves as Subchapter V trustee. Judge R. Kimball Mosier oversees the case. Kenneth L. Cannon, II, Esq., and Penrod W. Keith, Esq., at Dentons Durham Jones Pinegar P.C. are the Debtor's bankruptcy attorneys. INSTASET PLASTICS: Sale of Assets to Clarion for $250K Granted -------------------------------------------------------------- Judge Thomas J. Tucker of the U.S. Bankruptcy Court for the Eastern District of Michigan, Southern Division, authorized Instaset Plastics Co., LLC's private sale of assets to Clarion Technologies, Inc., for $250,000 plus the Debtor's cost for the Inventory related to the Designated Contracts on the Closing Date. The Clarion Purchase Agreement, as amended, and the Sale are approved and authorized in all respects, and the Debtor is authorized and empowered to enter into, and to perform its obligations under, the Clarion Purchase Agreement, as amended, and to execute and perform such agreements or documents, and take such other actions as are necessary or desirable to effectuate the terms of the Clarion Purchase Agreement, as amended. The following procedures are approved for the assumption and assignment of the Designated Contacts: (a) The Debtor will serve on the counterparties to the Designated Contracts the Assumption and Assignment Notice; (b) Any counterparty who fails to object by the Assumption/Assignment Objection Deadline will be forever barred from objecting to the assumption and assignment of its respective executory contract; and (c) The Debtor will make cure payments, if any, within 30 days after the date of the closing of the sale of the Purchased Assets. The Sale is free and clear of any and all liens, claims, encumbrances, and interests, with all such liens, claims, encumbrances, and interests, to attach only to the proceeds of the Sale of the Purchased Assets. All proceeds of the Sale, less any standard closing costs assessed against the Debtor, will be deposited into the DIP checking account until the time of confirmation of the Debtor's plan of liquidation or further order of the Court. The Stay as set forth in Bankruptcy Rules 6004 and 6006 is waived. The Order will be effective and enforceable immediately upon entry and its provisions will be self-executing. Time is of the essence in closing the Sale, and the Debtor and Clarion intend to close the Sale on Oct. 31, 2022. The Debtor is authorized to settle its good faith dispute with HP Pelzer Automotive Systems, Inc. over the ownership of the End of Arm Tool used with mold 3523 to make parts 310500187 and 310500186 and the End of Arm Tool used with mold 3524 to make parts 310500188 and 310500192, by selling all of its right, title and interest in and to the Disputed Tooling to Pelzer, free and clear of any security interest, claim, lien or other interest in the Disputed Tooling, for the payment of $5,000. Upon such payment, the Order will constitute a bill of sale transferring such Disputed Tooling to Pelzer. Given the immediate need for the Disputed Tooling to be transferred to Clarion in connection with the Clarion Purchase Agreement, as amended, to avoid an interruption in production, sufficient cause exists to dispense with the giving of prior notice pursuant to the Court's authority under Bankruptcy Rule 2002(a)(3). Pelzer will pay to the Debtor the amount of $123,098.12, which is the amount due from Pelzer to the Debtor for all parts produced by the Debtor. Upon Pelzer's payment of $123,098.12 to the Debtor, the Debtor will release for transport to Clarion tool numbers 3522, 3521 and 3523, and tool number 352, and all related equipment and tooling, including the Disputed Tooling. With respect to tool numbers 3522, 3521 and 3523, the Debtor will continue to produce parts in accordance with any purchase orders submitted by Pelzer, and with respect to tool number 3524, the Debtor will continue to produce parts in accordance with any purchase order submitted by Pelzer through the first shift, and Pelzer will pay for any such parts no later than seven days after it receives an invoice for such parts. About Instaset Plastics Company, LLC Instaset Plastics Company, LLC is a plastic fabrication company in Michigan. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 22-47794) on October 5, 2022. In the petition signed by McGustavus Miller, Jr., chief restructuring officer, the Debtor disclosed $1,373,383 in assets and $3,782,844 in liabilities. Judge Thomas J. Tucker oversees the case. Lynn M. Brimer, Esq., at Strobl Sharp PLLC, is the Debtor's counsel. J. BOWERS: Creditors to Get Proceeds From Liquidation ----------------------------------------------------- J. Bowers Construction, Inc., and its affiliate, Restoration Services of Akron, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Ohio a Joint and Consolidated Small Business Plan of Liquidation dated October 27, 2022. J. Bowers Construction, Inc., is one of the largest fire restoration companies in Northeast Ohio. Jim Bowers formed J. Bowers Construction in 1959 and formally incorporated the business under the laws of the State of Ohio in 1979. Restoration Services of Akron, Inc. provides emergency-based storage and personal property cleaning services through disinfection and elimination of hazardous smoke residue and soot from damaged carpets, furniture and other personal property. With the unexpected global pandemic in the spring of 2020, JBC and RestorX (the "Companies") began experiencing cash flow issues. While the Paycheck Protection Program helped the Companies struggle through this period, gross sales suffered as a result of contraction in virtually all industries worldwide. In early 2022, the Companies discovered that Sean Bowers misdirected corporate funds for his own personal use resulting in the Companies' inability to meet its debt obligations. The Debtors' assets consist of real property, inventory, equipment, stock, accounts receivables and claims against Sean Bowers. As of the Petition Date, the Debtors listed the combined value of Cash and Accounts Receivables in Official Form 206A/B, Part 1 ($10,511.43) and Part 3 ($700,721.75) respectively. The Debtors listed $1,550,010.24 in general unsecured nonpriority debts. Class 4 consists of General Unsecured Claims. Each holder of an Allowed Class 4 General Unsecured Claim shall receive in full satisfaction of its Allowed Class 4 General Unsecured Claim a pro rata portion of all funds remaining after payment of Class 1, Class 2 and Class 3 Secured Claims. The Plan of Liquidation will be funded through the sale of personal property at auction by auctioneer Ronald Roman. The Debtors will continue the collection of accounts receivable. The Debtors have filed an Application to Retain and Employ Stark & Knoll Co., L.P.A. as Special Counsel to assist with the liquidation and collection of monies from DKI. The Debtors also expect to sell the remaining real property to Coral Bowers through a 363 Sale Motion. Finally, this Plan will vest the Subchapter V Trustee with the ability to investigate and collect, through litigation or otherwise, claims that the Debtors might have against the former principal of the companies. On Confirmation of the Plan, all property of the Debtors, tangible and intangible, including, without limitation, licenses, furniture, fixtures and equipment, will revert, free and clear of all Claims and Equitable Interests except as provided in the Plan, to JBC. The Debtors expect to have sufficient cash on hand to make all administrative and priority payments required under the Plan on the Effective Date. A full-text copy of the Joint and Consolidated Liquidating Plan dated October 27, 2022, is available at https://bit.ly/3zBZ0Kg from PacerMonitor.com at no charge. Debtors' Counsel: Peter G. Tsarnas, Esq. Marc P. Gertz, Esq. Gertz & Rosen, Ltd. 11 South Forge Street Akron, OH 44304 Tel: 330-255-0735 Facsimile: 330-932-2367 Email: ptsarnas@gertzrosen.com About J Bowers Construction J. Bowers Construction Inc. is a fire restoration company in Akron, Ohio, which provides detailed, itemized estimates and appraisals required when dealing with all manners of insurance losses, including storm and water losses, vehicle damage repairs, and all types of fire and smoke damage, as well as water mitigation and restorative drying services. J. Bowers Construction and its affiliate, Restoration Services of Akron, Inc., filed their Chapter 11 voluntary petitions (Bankr. N.D. Ohio Lead Case No. 22-50878) on July 29, 2022. Kyle Bowers, authorized representative, signed the petitions. At the time of the filing, J. Bowers Construction listed $1,059,836 in total assets and $2,464,220 in total liabilities while Restoration Services listed $71,397 in total assets and $678,532 in total liabilities. Peter G. Tsarnas, Esq., at Gertz & Rosen, Ltd., is the Debtors' legal counsel. JAF 27: Taps Eliopoulos & Eliopoulos as Real Estate Counsel ----------------------------------------------------------- JAF 27, LLC seeks approval from the U.S. Bankruptcy Court for the District of Massachusetts to employ Eliopoulos & Eliopoulos, PC as its real estate counsel. The firm will represent the Debtor in the sale of its real property located at 621-627 Central Street, Lowell, Mass. The firm will charge $300 per hour for its services. As disclosed in court filings, Eliopoulos is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Philip M. Eliopoulos, Esq. Eliopoulos & Eliopoulos, PC 9 North Road, Suite 201 Chelmsford, MA 01824 Phone: (978) 250-3800 Fax: (978) 244-0007 Email: Philip@EliopoulosLaw.com About JAF 27 LLC JAF 27, LLC is a Tewksbury, Mass.-based company engaged in renting and leasing real estate properties. JAF 27 filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Mass. Case No. 22-40648) on Sept. 7, 2022, with between $1 million and $10 million in both assets and liabilities. Steven Weiss has been appointed as Subchapter V trustee. Judge Elizabeth D. Katz oversees the case. Christopher Murray, Esq., at Murray Law Firm, P.C. is the Debtor's legal counsel. JAF 27: Taps NorthEast Private Client Group as Real Estate Broker ----------------------------------------------------------------- JAF 27, LLC seeks approval from the U.S. Bankruptcy Court for the District of Massachusetts to employ NorthEast Private Client Group to sell its real estate located at 621-627 Central St., Lowell, Mass. The firm will receive a 4 percent commission on the gross sale price. As disclosed in court filings, NorthEast Private Client Group is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Brad Carlson NorthEast Private Client Group 300 Washington Street, Suite 351 Newton, MA 02458 Phone: (857) 990-6800 Email: bcarlson@northeastpcg.com About JAF 27 LLC JAF 27, LLC is a Tewksbury, Mass.-based company engaged in renting and leasing real estate properties. JAF 27 filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Mass. Case No. 22-40648) on Sept. 7, 2022, with between $1 million and $10 million in both assets and liabilities. Steven Weiss has been appointed as Subchapter V trustee. Judge Elizabeth D. Katz oversees the case. Christopher Murray, Esq., at Murray Law Firm, P.C. is the Debtor's legal counsel. JINZHENG GROUP: Kenny Yu Buying Arcadia Property for $2.1 Million ----------------------------------------------------------------- Jinzheng Group (USA), LLC, seeks approval from the U.S. Bankruptcy Court for the Central District of California to sell the real property located at 150 East La Sierra Drive, in Arcadia, California 91006, bearing Assessor Parcel Number 5781-010-063, to Kenny Yu for $2.1 million, pursuant to a Purchase and Sale Agreement, subject to opportunities for overbidding. A hearing on the Motion is set for Nov. 15, 2022, at 11:00 a.m. Objections, if any must be filed 14 days before the date of the hearing. The Property will be sold in its "as is, where is" condition, with no warranty or recourse whatsoever, free and clear of liens, interests, and other encumbrances. The Buyer has conducted all due diligence on the Property that he believes is necessary for the completion of this sale. Based on a review of the Debtor's schedules, proofs of claim filed in its case, and a preliminary title report, the only known liens and encumbrances against the Property are: 1. A deed of trust in favor of Sound Equity Inc., securing a note in the amount of approximately $2,340,000 (the “Sound Deed of Trust”). According to Sound, the current amount of debt outstanding on the note is approximately $1,928,454.69. This amount is allegedly comprised of a principal debt of $1,551,633.59, standard interest charges in the amount of $12,011.88, default interest charges in the sum of approximately $302,050.64, attorneys' fees in the amount of at least $8,100, and various other fees and charges in the amount of $54,658.58 ("Miscellaneous Fees"). 2. A claim of mechanic's lien in favor of Resco Electric, Inc. in the amount of $3,837.24. 3. A claim of mechanic's lien in favor of the TCS Building Solution, Inc. in the amount of $350,000. The Debtor disputes: (a) the default interest, attorneys' fees, and Miscellaneous Fees asserted by Sound, (b) the Resco lien, and (c) the TCS Lien. It is preparing to object to such disputed portions of the Subject Liens. Accordingly, it seeks to sell the Property free and clear of the Subject Liens, including free and clear of the disputed portions. The Debtor intends to sell the Property free and clear of these liens, satisfy the undisputed amounts owed under the Subject Liens in full from the net sale proceeds, and attach the disputed portions to the net proceeds of the sale. The proposed sale is subject to higher and better bids and the Debtor is requesting that the Court approves the overbid procedures, summarized as follows: 1. Minimum initial overbid: $2.15 million (i.e. $50,000 above the Buyer's current offer) 2. Minimum overbidding increments: $10,000 3. Initial overbid deposit: $64,500 4. Qualification for overbidding: Any party wishing to overbid on the Property must deliver no later than Nov. 10, 2022 to the Debtor c/o Danning, Gill, Israel & Krasnoff, LLP, Attn: Alphamorlai L. Kebeh, 1901 Avenue of the Stars, Suite 450, Los Angeles, California 90067: a cashier's check payable to "Jinzheng Group (USA) LLC" in the amount of $64,500, and a written, executed overbid. The opening sale price for the Property is $2.1 million. The Debtor estimates that the breakdown of the net sale proceeds, with 5% broker's commission, liens, fees, and anticipated costs of sale, as follows: Commission to the Debtor's Brokers (3%) ($63,000); Commission to the Buyer's Broker (2%) ($42,000); Sale costs (estimated 2% of Sale Price) ($42,000); and Sound Deed of Trust (Principal and Standard Interest Only) ($1,563,645.47). The estimated Net Sale Proceeds will be $389,354.53. The Debtor proposes to pay a real estate broker's commission of 5% of the sale price of the Property as follows: 1.5% each to Coldwell Banker Realty and Re/Max of Cerritos as the Debtor's brokers, and 2% to Re/Max Universal as the Buyer's broker. If there is a successful overbidder (i.e., not the Buyer), and such successful overbidder is represented by a broker, the Debtor will pay a real estate broker's commission of 5% of the sale price of the Property as follows: 3% to the Debtor's brokers and 2% to the successful overbidder's broker. If such successful overbidder does not have a broker or if the brokers represent both the Debtor and the buyer, the Debtor will pay a real estate broker's commission of 4% of the sale price of the Property as follows: 2% each to Coldwell Banker Realty and Re/Max of Cerritos. The Debtor is inquiring with its tax consultant regarding the potential tax consequences of the sale. It expects to provide an update with respect to any tax consequences at or prior to the hearing on the Motion. A copy of the Agreement is available at https://tinyurl.com/2p95ur3u from PacerMonitor.com free of charge. About Jinzheng Group (USA) Jinzheng Group (USA) LLC, owner of multiple properties in Los Angeles County, Cal., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 21-16674) on Aug. 24, 2021, listing up to $50 million in both assets and liabilities. Judge Ernest M. Robles oversees the case. Danning Gill Israel & Krasnoff, LLP, Atkinson Andelson Loya Ruud & Romo, and Koo, Chow & Company, LLP serve as the Debtor's bankruptcy counsel, special counsel and accountant, respectively. Stephen Eng, a real estate professional at Convoy Property Management and Re/Max of Cerritos, is the Debtor's property manager. The U.S. Trustee for Region 16 appointed an official committee of unsecured creditors on Jan. 25, 2022. The committee is represented by Pachulski Stang Ziehl & Jones, LLP. JOSEPH SEVERINO: Sale of Lake Forest Property to SevStar Granted ---------------------------------------------------------------- Judge Timothy A. Barnes of the U.S. Bankruptcy Court for the Northern District of Illinois authorized Joseph Severino to sell the real property commonly known as 1392 West Old Mill Road, in Lake Forest, Illinois 60045, to SevStar Investments, LLC. The sale of the Property to the Buyer pursuant to the Real Estate Contract is approved, and the Real Estate Contract is modified to conform with the terms of the Order. The Sale is free and clear of all liens and financial claims, with all liens and financial claims to attach to the proceeds of sale of the Property, to the same extent as such liens and financial claims existed prior to the commencement of the Chapter 11 bankruptcy case, including, (i) the perfected, senior mortgage of Patten Family Finance, LLC, and (ii) the perfected junior mortgage of Jacquie Urbano and John Urbano. The conveyance of title of the Property to the Buyer will be subject to the Permitted Exceptions, as defined in the Real Estate Contract, and pursuant to the balance of the terms of the Real Estate Contract, as modified by the terms of the Order. At Closing, the Buyer will pay in full the amount of the indebtedness that the Seller owes to: (i) Patten, including all unpaid principal, pre- and post-petition interest at the rate(s) set forth in the contract, late fees, attorney’s fees and out-of-pocket expenses paid by Patten (including insurance placed and real estate taxes), accruing through the date of the Closing ; (ii) subject to the entry of an Order resolving the Debtor's Objection to the Claim of Jacquie Urbano and John Urbano, the Urbanos the sum of $650,000 plus all pre- and post-petition attorney's fees and if no such Order is entered in an amount as set forth in the Proof of Claim that the Urbanos filed on April 1, 2022 as Claim number 19, including all unpaid principal, interest at the contract rate, late fees, attorney's fees and out-of-pocket expenses paid by the Urbanos; and (iii) any administrative claims in the Bankruptcy Case. Seven days after receiving written request from Ariel Weissberg, Patten and the Urbanos will tender to the Debtor separate payoff letters setting forth the amount and the break-down of the Patten Claim Amount and the Urbanos Claim Amount. The Patten's pay-off letter will show the unpaid amount of principal, accrued interest at the non-default interest rate, interest at the default interest rate, attorney's fees and out-of-pocket expenses. The payment of the Patten Claim Amount will be without prejudice to the Debtor's pending or amended objections to the claim of Patten. If there is no entry of an Order amicably resolving his Objection to the Claim of the Urbanos, the payment of the Urbanos Claim Amount will be without prejudice to the Debtor's pending or amended objections to the claim of the Urbanos. A copy of the Agreement is available at https://tinyurl.com/4ynfbveu from PacerMonitor.com free of charge. Joseph Severino sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 22-00769) on Jan. 24, 2022. JUST BELIEVE: Medicorum Buying Business & Related Assets for $5.4MM ------------------------------------------------------------------- Just Believe Recovery Center of Port Saint Lucie, LLC, seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to sell business, the business assets, and the associated real property to Medicorum Acquisition Fund, LLC, for $5.4 million, subject to higher and better offers. The Debtor has entered into a contract with the Buyer for the sale of the Assets. The contract is in two parts: a Commercial Contract for the sale of the real property located at 699 Airoso Boulevard, Port St. Lucie, Florida 34983 for the purchase price of $5 million and a second Business Purchase and Sale Agreement of the furniture, fixture, equipment, inventory, goodwill, fictitious names and other tangible assets for $5,000 cash and a secured promissory Note in the amount of $395,000 at 5% interest for 18 months with principal and interest payments beginning 90 days after the Closing Date. The accounts receivable as of the date of closing will remain property of the Debtor. The closing will be on Feb. 6, 2023. The real estate portion of the contract has no financing contingency. There is a 30-day due diligence period, which expires 30 days from the Effective Date, which is defined as the date the Court approves the Contract. The Debtor requests authority to sell the Assets free and clear of all liens, claims, encumbrances and interests pursuant to the terms of the Contract, and any amendments thereto with any such liens or interests to attach to the proceeds of the sale, unless satisfied at the sale closing, and subject to any rights and defenses of the Debtor with respect thereto, as well as pay closing or other costs from the sale proceeds at closing as may be required. It is expected that this contract will allow for payment in full of all allowed administrative, secured, priority claims through the real estate portion of the contract with a reasonable payment from the Contract for the sale of the business assets to make a distribution to the allowed general unsecured claims, subject to any objections. A separate Chapter 11 Plan of Liquidation will be filed describing the treatment of each class of creditor in more detail and addressing the tax savings to the estate under 11 U.S.C. 1146. Due to the unique nature of this business (a substance abuse treatment facility) and the small pool of potential buyers, the Debtor maintains that this business sale has been marketed as extensively as possible. Accordingly, it believes, in its sound business judgment, that the sale contemplated offers the best price and the best terms for the sale of the Assets. The Debtor seeks the Motion be heard on an expedited basis. A copy of the Contract is available at https://tinyurl.com/38t95czf from PacerMonitor.com free of charge. About Just Believe Recovery Center Just Believe Recovery Center of Port Saint Lucie -- https://justbelieverecoverycenter.com/ -- is a drug and alcohol addiction rehabilitation and detox facility with locations in Florida and Pennsylvania. Just Believe Recovery Center of Port Saint Lucie sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-15739) on July 27, 2022, with up to $50,000 in assets and up to $10 million in liabilities. Cynthia Bellino, manager, signed the petition. Judge Mindy A. Mora oversees the case. Craig I Kelley, of Kelley, Fulton & Kaplan, P.L., is the Debtor's counsel. JUST BELIEVE: Taps Divine, Blalock, Martin & Setlari as Accountant ------------------------------------------------------------------ Just Believe Recovery Center of Port Saint Lucie, LLC received approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Divine, Blalock, Martin & Setlari, LLC as its accountant. The Debtor requires an accountant to: (a) prepare tax returns; (b) compile monthly balance sheets and income statements; (c) prepare monthly reports required by the U.S. Trustee's Office, including detailed trial balance sheets, bank account reconciliations, sorted and coded check registers, and monthly transaction registers; (d) assist in connection with the Chapter 11 reorganization; and (e) provide other accounting and tax services as required. As disclosed in court filings, Divine, Blalock, Martin & Sellari is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Scott A. Stein, CPA Divine, Blalock, Martin & Setlari, LLC 580 Village Blvd., Suite 110 West Palm Beach, FL 33409 Phone: (561) 317-6092 Fax: (561) 686-1330 Email: scottstein@dbmscpa.com About Just Believe Recovery Center Just Believe Recovery Center of Port Saint Lucie, LLC -- https://justbelieverecoverycenter.com/ -- is a drug and alcohol addiction rehabilitation and detox facility with locations in Florida and Pennsylvania. Just Believe Recovery Center sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-15739) on July 27, 2022, with up to $50,000 in assets and up to $10 million in liabilities. Cynthia Bellino, manager, signed the petition. Judge Mindy A. Mora oversees the case. Craig I. Kelley, Esq., at Kelley, Fulton & Kaplan, P.L. and Divine, Blalock, Martin & Setlari, LLC serve as the Debtor's legal counsel and accountant, respectively. KOPIN CORP: Incurs $4.5 Million Net Loss in Third Quarter --------------------------------------------------------- Kopin Corporation reported a net loss of $4.50 million on $13.38 million of revenues for the three months ended Sept. 24, 2022, compared to a net loss of $2.13 million on $10.89 million of revenues for the three months ended Sept. 25, 2021. For the nine months ended Sept. 24, 2022, the Company reported a net loss of $11.52 million on $36.86 million of revenues compared to a net loss of $10.16 million on $32.47 million of revenues for the nine months ended Sept. 25, 2021. As of Sept. 24, 2022, the Company had $51.13 million in total assets, $15.12 million in total current liabilities, $1.39 million in other long-term liabilities, $2.75 million in operating lease liabilities (net of current portion), and $31.86 million in total stockholders' equity. "We had a good quarter with revenues up 23% over the third quarter of last year, driven by growth in our defense and consumer businesses," said Michael Murray, Kopin's CEO. "While we continue to drive growth in these markets, my immediate focus is on yield improvements, on time/in full deliveries as well as cost controls, leading to improved margins and cash flow." Murray continued, "As we move into 2023 I see numerous opportunities to drive revenues, beginning with accelerating growth from our defense and industrial businesses, where we already have a solid order book. We will also leverage our unique ability to offer complex integrated optical display assemblies, which are critical to increasing the applications for AR/VR/MR, among other opportunities." "Technology has always been at the heart of Kopin's success and we will continue executing on our vision to provide our global customers with brilliance in innovation, design and performance paired with a renewed focus on operational excellence," concluded Murray. A full-text copy of the press release is available for free at: https://www.sec.gov/Archives/edgar/data/771266/000115752322001455/a52957096ex99_1.htm About Kopin Kopin Corporation -- http://www.kopin.com-- is a developer and provider of innovative display and optical technologies sold as critical components and subassemblies for military, industrial and consumer products. Kopin's technology portfolio includes ultra-small Active Matrix Liquid Crystal displays (AMLCD), Liquid Crystal on Silicon (LCOS) displays and Organic Light Emitting Diode (OLED) displays, a variety of optics, and low-power ASICs. Kopin reported a net loss of $13.47 million for the year ended Dec. 25, 2021, a net loss of $4.53 million for the year ended Dec. 26, 2020, and a net loss of $29.37 million for the year ended Dec. 28, 2019. As of Dec. 25, 2021, the Company had $63.01 million in total assets, $23.38 million in total liabilities, and $39.63 million in total stockholders' equity. LASHLINER INC: Unsecureds Will Get 100% of Claims in 5 Years ------------------------------------------------------------ LashLiner, Inc., filed with the U.S. Bankruptcy Court for the Western District of Washington a Small Business Plan of Reorganization dated October 27, 2022. The Debtor is a cosmetics company, selling its patented magnetic eyeliner and false eyelash system primarily through eCommerce. The Debtor's principal place of business is 16120 Woodinville-Redmond Rd Suite 15 Woodinville, WA 98072. In the second quarter of 2022, the company saw indications of stabilizing and even increasing demand, and early signs of success in new sales channels. However, in June and July inflationary pressures became too much for the company's customer base, and customers significantly cut back on purchases, echoing FedEx CEO Raj Subramaniam's observations that global demand plummeted as August approached. Faced with a disappointing June and July, stubborn inflation, outstanding loan balances and several highly favourable agreements, the company made the difficult decision to seek protection under Chapter 11 of the Bankruptcy Code on August 8, 2022. Class 4 is comprised of all holders of Allowed General Unsecured Claims against the Debtor. Based upon the Proos of Claim (POC) that have been filed and the Debtor's adjustments to the POC, the Debtor estimates some $1,473,144.95 in Allowed Class 4 Claims on the effective date of the Plan. In full and complete settlement, satisfaction and release of all Allowed Class 4 Claims, each holder of an Allowed Class 4 Claim shall receive its pro rata share of all of the Debtor's projected net disposable income over the five-year period following the effective date. Based on the projections, the Debtor anticipates such amount equal 100% of the Class 4 Claims. Said payments shall be made bi-annually commencing on the 6th month following the effective date of the Plan with successive bi-annual payments made each 6 month period thereafter. Class 5 consists of the ownership interests and its respective assets, which are not otherwise abandoned pursuant to the Plan. This Class is unaffected by the Plan. The Plan will be funded from a combination of (i) funds on hand in the estate at the time of confirmation; and (ii) future income generated through sale of LashLiner merchandise, as well as (iii) New Value contributed to the Debtor by Tori Belle as necessary. A full-text copy of the Small Business Plan of Reorganization dated October 27, 2022, is available at https://bit.ly/3U2I5Zc from PacerMonitor.com at no charge. Counsel for the Debtor: Dmitry Merrit, Esq. Law Offices of D. Merrit 14205 SE 36th Street, Suite 100 Bellevue, WA 98006 Tel: (360)322-4511 Fax: (323) 978-6598 Email: merritlaw@yahoo.com About LashLiner Inc. LashLiner Inc., doing business as Lashliner LLC, is an innovative cosmetics brand. The company's initial product is a patent-pending magnetic eyeliner and eyelash system. LashLiner Inc. filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wash. Case No. 22-11273) on August 8, 2022. In the petition filed by Robert Kitzberger, as president, the Debtor reported assets and liabilities between $1 million and $10 million. Kathryn E Perkins has been appointed as Subchapter V trustee. The Law Offices of D. Merrit & Associates, is the Debtor's counsel. LATAM AIRLINES: Emerges From Landmark Cross-Border Restructuring ---------------------------------------------------------------- Cleary Gottlieb, advisor to LATAM Airlines Group S.A., announced Latin America's largest air carrier's successful exit Nov. 3, 2022, from a first-of-its-kind cross-border debt restructuring before the United States Bankruptcy Court for the Southern District of New York. LATAM's Chapter 11 cases represent one of the largest bankruptcies filed in recent times, involving over $16 billion in liabilities and ultimately involving thirty-eight debtors, including LATAM's largest passenger and cargo airline affiliates. This restructuring involved a series of heavily contested matters, including four, multi-billion-dollar trial-like hearings in 2022 alone, in each of which LATAM ultimately prevailed and obtained the approval of an innovative DIP Financing structure (that has since been adopted in several other complex restructurings), and its plan and related multi-billion dollar backstop financing arrangements. Cleary also has defended confirmation of LATAM's plan of reorganization in a series of expedited appeals. At their core, these cases involved a series of interrelated, complex cross-border issues that have resulted in precedent-setting recognition proceedings in Chile and Colombia, as well as one of the first Brazilian-incorporated companies to seek Chapter 11 relief, and a comprehensive restructuring of LATAM's fleet. Throughout the cases, the cross-border nature of LATAM's operations and restructuring required creative solutions from the Cleary team to harmonize international legal regimes that often were in tension and the dedication of significant resources to overcome challenges and opposition brought at nearly every major stage of the case. Ultimately, this led to the confirmation and consummation of a plan of reorganization widely supported by LATAM’s stakeholders that, as of today, has raised more than $8 billion in new money, principally through a series of complex, multi-tranche securities offerings that were carefully crafted to honor Chilean corporate law while complying with U.S. securities and bankruptcy requirements. Today's successful exit is particularly noteworthy, given the ongoing challenges other airlines in the industry continue to face and the overall turbulent global markets. The exit marks LATAM's successful completion of its reorganization after more than two-and-one-half years, and its emergence from Chapter 11 as a stronger and more streamlined global enterprise. Cleary partners Richard Cooper, Lisa Schweitzer and Luke Barefoot led the LATAM team in our client's path to confirmation, with invaluable contributions from partners Duane McLaughlin and Adam Brenneman and counsel Kara Hailey, who led the exit financing effort, and partners Jeffrey Rosenthal, David Herrington, Abena Mainoo, who worked closely with the core team on leading the various litigation and appeals, as well as a broad Cleary team reflecting the breadth and depth of transactional, litigation and regulatory expertise, coupled with extensive airline industry experience, required to craft and complete a global restructuring of this magnitude. 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. LEATHERWOOD MARINA: $2.5M Sale of Dover Property to Espinoza Okayed ------------------------------------------------------------------- Judge Randal S. Mashburn of the U.S. Bankruptcy Court for the Middle District of Tennessee authorized Leatherwood Marina & Resort, LLC's sale of the following real estate to Al Espinoza for $2.5 million: a. located at 753 Leatherwood Bay Road, Dover, Tennessee 37058; and b. two lots on Raccoon Circle, Dover, Tennessee 37058. The Sale will be free and clear of the interests of any lien holder, with such interests to attach to the proceeds of the sale. The bankruptcy case is In re: Leatherwood Marina & Resort, LLC, Case No. 322-00301 (Bankr. M.D. Tenn.). LIVEONE INC: Maria Garrido Quits as Director -------------------------------------------- Maria Garrido resigned from service on LiveOne, Inc.'s board of directors, effective Oct. 31, 2022, to pursue a full-time job opportunity in Europe. At the time of her resignation, Ms. Garrido served on the Nominating and Corporate Governance Committee of the Board. According to the Company's Form 8-K filing, Ms. Garrido's resignation is not a result of any disagreement with the Company on any matter relating to the Company's operations, policies or practices. The Company anticipates that one or more existing independent members of the Board will be appointed to the Nominating and Corporate Governance Committee to fill the vacancy created by Ms. Garrido's resignation. About LiveOne Headquartered in Los Angeles, California, LiveOne, Inc. (NASDAQ: LVO) (formerly known as LiveXLive Media, Inc.) is a creator-first, music, entertainment and technology platform focused on delivering premium experiences and content worldwide through memberships and live and virtual events. LiveOne reported a net loss of $43.91 million for the year ended March 31, 2022, compared to a net loss of $41.82 million for the year ended March 31, 2021. As of June 30, 2022, the Company had $72.37 million in total assets, $82.15 million in total liabilities, and a total stockholders' deficit of $9.78 million. Los Angeles, California-based BDO USA, LLP, the Company's former auditor, issued a "going concern" qualification in its report dated June 29, 2022, citing that the Company has suffered recurring losses from operations, negative cash flows from operating activities and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. LUIS ATONDO: Proposes Cunningham Auction of Apache County Property ------------------------------------------------------------------ Luis Alberto Orduno Atondo and Alma Rosa Orduno ask the U.S. Bankruptcy Court for the District of Arizona to authorize the sale of the following real property at an on-line auction through Cunningham & Associates, Inc., to the highest and best bidder: Lots 434 Arizona Park Estates, Unit 2, according to Book 2, Town site maps, pages 49, 50, and 51, records of County Recorder. Apache County, Arizona. Except all oil, gas, coal and minerals whatsoever already found or which may hereafter be found upon or under said land or reserved in deed recorded in Book 31 of Deeds, pages 595-597, records of County Recorder, Apache County, Arizona. APN: 206-10-434. There is no appraisal of the property. The sale will be conducted online at 4753 E. Falcon Drive, Suite 1, Mesa, AZ 85215, by Cunningham. The prospective buyer will be the successful bidder at the auction. Online bidding will open at 4:00 p.m. on Nov. 11, 2022. Bidders will be able to place bids through the online bidding system at CunninghamAuctions.com. Online bidding will start to close at 2:00 p.m. on Nov. 17, 2022. A $200.00 refundable bidder verification deposit is required. The deposit can be made with a credit card using the online bidding system. The Bidder/Buyer is responsible for all due diligence. The Property is being sold "as is, where is," with no warranties or guarantees of any kind and is subject to any liens or past due taxes. The Estate's interest will transfer through deed from the Debtors. Sale is subject to approval of the Debtors. The Objection Deadline is Nov. 8, 2022. The following persons are known or believed to hold, or to claim to hold, interests in the property to be sold: a. Debtor Alma Orduno holds title with her former brother-in-law, non-debtorLuis Alberto Portillo. Under the terms of a divorce decree entered in Maricopa County Superior Court, FC2007-070121, Mr. Portillo holds title in trust for the three children he had with Debtor Alma Orduno's sister, Gloria I. Portillo nka Gloria Imelda Trujillo. b. The Apache County Treasurer has a statutory lien for payment of taxes. The sale is not free and clear of all liens, claims or interests. Cunningham has been employed, and will be entitled to fees, and costs under the terms of the employment, and subject to further Order of the Court. The bankruptcy case is In re: Luis Alberto Orduno Atondo and Alma Rosa Orduno, Case No.: 2:21-bk-02088-BKM (Bankr. D. Ariz.). MARINER HEALTH: Taps Kurtzman as Administrative Advisor ------------------------------------------------------- Mariner Health Central, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to hire Kurtzman Carson Consultants, LLC as their administrative advisor. The firm's services include: (a) assisting with, among other things, the preparation of the Debtors' schedules of assets and liabilities, schedules of executory contracts and unexpired leases, and statements of financial affairs; (b) assisting with, among other things, solicitation, balloting, tabulation and calculation of votes, as well as preparing any appropriate reports required in furtherance of confirmation of any Chapter 11 plan; (c) generating an official ballot certification and testifying, if necessary, in support of the ballot tabulation results for the Debtors' Chapter 11 plan; (d) assisting with the preparation of claims objections and exhibits, claims reconciliation and related matters; and (e) providing other claims processing, noticing, solicitation, balloting and administrative services. The firm will charge these hourly fees: Analyst $24 - $40 per hour Technology/Programming Consultant2 $28 - $76 per hour Consultant/Senior Consultant/Director $52 - $156 per hour Securities/Solicitation Consultant $164 per hour Securities Director/Solicitation Lead $172 per hour The Debtors provided Kurtzman a retainer in the amount of $25,000. Evan Gershbein, executive vice president of Kurtzman, disclosed in a court filing that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Evan Gershbein Kurtzman Carson Consultants, LLC 222 N. Pacific Coast Hwy., 3rd Floor El Segundo, CA 90245 Tel: (310) 823-9000 Fax: (310) 823-9133 Email: egershbein@kccllc.com About Mariner Health Central Atlanta-based Mariner Health Central, Inc. provides administrative, clinic and operational support services to skilled nursing facilities, including the 121-bed facility operated by Parkview Operating Company, LP. Mariner and its affiliates, Parkview Operating Company and Parkview Holding Company GP, LLC, sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 22-10877) on Sept. 19, 2022. The Debtors estimated assets of $1 million to $10 million and liabilities of $10 million to $50 million as of the bankruptcy filing. Judge Laurie Selber Silverstein oversees the cases. The Debtors tapped Raines Feldman, LLP as general bankruptcy counsel; Pachulski Stang Ziehl & Jones, LLP as local Delaware counsel; and SierraConstellation Partners, LLC as restructuring advisor. Lawrence Perkins, chief executive officer of SierraConstellation, serves as the Debtors' chief restructuring officer. Kurtzman Carson Consultants, LLC is the claims and noticing agent and administrative advisor. The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee is represented by Robinson & Cole, LLP. MATT HUTCHENS: Gets OK to Hire Driver Adams + Sharpe as Accountant ------------------------------------------------------------------ Matt Hutchens Tire & Auto, Inc. received approval from the U.S. Bankruptcy Court for the Middle District of Georgia to hire Driver, Adams + Sharpe, CPA as its accountant. The firm's services include: (a) assisting in the preparation of routine financial statements; (b) preparing year-end unaudited compilation reports; (c) preparing income tax returns; (d) responding to inquiries or disputes with taxing authorities; and (e) assisting the Debtor in satisfying requirements of the U.S. Trustee and other duties imposed by the Bankruptcy Code. The firm will be paid at these rates: Reshann P. Adams $300 per hour Staff $75 to $185 per hour As disclosed in court filings, Driver, Adams + Sharpe, CPA is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Reshann Pruett Adams, CPA Driver, Adams + Sharpe, CPA 403 Highway St. Thomaston, GA 30286 Tel: (706) 647-1924 Fax: (706) 647-5921 Email: admin@driver-adams.com About Matt Hutchens Tire & Auto Matt Hutchens Tire & Auto, Inc., doing business as Mark's Automotive, operates a general automotive repair business. Matt Hutchens Tire & Auto filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Ga. Case No. 22-50616) on June 6, 2022, with as much as $500,000 in both assets and liabilities. Robert M. Matson serves as Subchapter V trustee. Judge James P. Smith oversees the case. Christopher W. Terry, Esq., at Boyer Terry, LLC and Driver, Adams + Sharpe, CPA serve as the Debtor's legal counsel and accountant, respectively. MCCLAIN INVESTMENTS: $1.215M Sale of Nashville Asset to 1513 OK'd ----------------------------------------------------------------- Judge Randal S. Mashburn of the U.S. Bankruptcy Court for the Middle District of Tennessee authorized McClain Investments TN, LLC's sale of the real property located at 1515 Ashwood Avenue, in Nashville, Tennessee 37212, to 1513 Ashwood Ave, LLC, for $1,215,000, in accordance with the terms of their Purchase Agreement. The Sale is free and clear of liens, claims, and encumbrances. The Debtor is authorized to satisfy all costs related to closing that are contemplated by the Purchase Agreement, to include the payment of commissions, tax prorations, and other incidental closing costs that are ancillary to the closing process. Notwithstanding Bankruptcy Rule 6004(h), and as specifically requested in the Motion, the Order will take effect immediately upon entry. About McClain Investments TN Tennessee-based McClain Investments TN, LLC is in the business of owning and contracting for the development of residential real estate in Nashville and the immediate surrounding area. McClain Investments TN filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No. 3:22-bk-03142) on Sept. 29, 2022, with $1 million to $10 million in both assets and liabilities. Courtney Hunter Gilmer has been appointed as Subchapter V trustee. Judge Randal S. Mashburn oversees the case. The Debtor is represented by R. Alex Payne of Dunham Hildebrand, PLLC. MCCLAIN INVESTMENTS: $1.2M Sale of Nashville Property to 1513 OK'd ------------------------------------------------------------------ Judge Randal S. Mashburn of the U.S. Bankruptcy Court for the Middle District of Tennessee authorized McClain Investments TN, LLC's sale of the real property located at 1513 Ashwood Avenue, in Nashville, Tennessee 37212, to 1513 Ashwood Ave, LLC, for $1,205,000, in accordance with the terms of their Purchase Agreement. The Sale is free and clear of liens, claims, and encumbrances. The Debtor is authorized to satisfy all costs related to closing that are contemplated by the Purchase Agreement, to include the payment of commissions, tax prorations, and other incidental closing costs that are ancillary to the closing process. Notwithstanding Bankruptcy Rule 6004(h), and as specifically requested in the Motion, the Order will take effect immediately upon entry. About McClain Investments TN Tennessee-based McClain Investments TN, LLC is in the business of owning and contracting for the development of residential real estate in Nashville and the immediate surrounding area. McClain Investments TN filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No. 3:22-bk-03142) on Sept. 29, 2022, with $1 million to $10 million in both assets and liabilities. Courtney Hunter Gilmer has been appointed as Subchapter V trustee. Judge Randal S. Mashburn oversees the case. The Debtor is represented by R. Alex Payne of Dunham Hildebrand, PLLC. MCCLATCHY CO: Moody's Affirms B3 CFR & Rates Upsized PIK Notes B3 ----------------------------------------------------------------- Moody's Investors Service affirmed The McClatchy Company, LLC's corporate family rating at B3 and probability of default rating at B3-PD. The rating actions follow the company's refinancing transaction that included a dividend payment to its sponsor. Concurrently, Moody's assigned a B3 rating to the company's upsized Toggle PIK note due 2027. The outlook remains stable. Proceeds from the notes issuance were used to fund approximately $115 million dividend payment to its equity holders and to pay related expenses. Governance considerations are key factors in the rating actions. The transaction is credit negative because it will increase leverage and cash interest expense and reduce free cash flow available for investment and debt reduction, at a time when inflation is high and consumer sentiment is uncertain. Pro forma for the upsized notes and dividend transaction, Moody's adjusted Debt/EBITDA will increase by roughly one turn - to about 2.4x from 1.3x for the LTM period ended Q2 2022. The debt-funded shareholder distribution comes two years after the company's emergence from Chapter 11 bankruptcy in September 2020. Nevertheless, Moody's affirmed the B3 CFR and maintained the stable outlook because the financial policy is balanced with a moderate leverage target, and the company will be able to de-lever in 2023 with debt repayments from free cash flow despite some earnings pressure. McClatchy will have good liquidity with a projected $16 million cash on the balance sheet at year-end 2022 and expected free cash flow of at least $35 million over the coming year. This liquidity will provide reasonable flexibility to absorb cost increases and to reinvest, which also supports the B3 CFR. Moody's expects that McClatchy's already implemented cost reductions and continued solid operating performance will help withstand macroeconomic headwinds in the coming year. McClatchy's grew consolidated adjusted LTM Q22022 EBITDA by 52% despite a 12% decline in revenue. The company also reported Moody's adjusted operating cash flows of $55 million for the twelve months ending June 2022, compared to negative cash flows in the same period last year. The company's cash flow generation enabled it to repay in full its $172 million first lien term loan in Q3 2022, well ahead of its scheduled maturity in 2026. Moody's took the following actions: Assignments: Issuer: McClatchy Company, LLC (The) Gtd Senior Secured PIK Toggle Notes, Assigned B3 (LGD4) Affirmations: Issuer: McClatchy Company, LLC (The) Corporate Family Rating, Affirmed B3 Probability of Default Rating, Affirmed B3-PD Outlook Actions: Issuer: McClatchy Company, LLC (The) Outlook, Remains Stable RATINGS RATIONALE McClatchy's B3 CFR reflects the ongoing secular decline in the company's core print business and execution risks associated with converting print circulation to a sustainable and profitable digital platform. McClatchy faces secular declines in its print circulation and print advertising focused activities as consumer preferences continue to gravitate towards digital media and advertisers shift to more efficient, high returning ad channels to reach their customers. McClatchy's share of digital revenue is growing but the print share remains substantial. As of Q2 2022 the company generated roughly 30% from digital-only products and 55% from digital including digital/print bundles. McClatchy's credit profile benefits from one of the largest portfolios of media assets in the U.S. The company's print and online operations deliver locally oriented content and advertising to a broad audience. McClatchy has good geographic diversification with 30 newspaper and affiliated media companies located in 14 states across the United States. The company has the potential to mitigate the revenue impact from the decline in print circulation by growing digital consumer revenue through migration of current print subscribers to digital, further monetizing the power of its audience generating platform by providing differentiated news and information products, and targeted pricing tactics across its media portfolio. The B3 rating on the PIK Toggle notes due 2027 reflects the probability of default of the company, as reflected in the B3-PD probability of default rating, an average expected family recovery rate of 50% at default given a mix of bank debt (ABL) and notes, as well as the notes' ranking in the capital structure. The $225 million PIK Toggle notes rank junior to the $25 million ABL facility (unrated), which benefits from a priority claim on the ABL collateral. The ABL is small relative to the size of the notes, and the notes represent preponderance of the company's debt structure, resulting in a B3 rating in line with the CFR. Moody's expects that the company will maintain good liquidity over the next year, driven by positive cash flow generation of at least $35 million annually in 2023 despite significant macroeconomic headwinds. Moody's expects that excess cash will continue to be prioritized for debt reduction. The company's liquidity profile is constrained by limited borrowing capacity under the $25 million ABL facility maturing in October 2025. There was $11 million and $5 million of borrowing capacity at December 31, 2021 and June 30, 2022, respectively, with no borrowings outstanding. There is some seasonality in the business, with accounts receivable and inventory being highest at the end of Q4. Therefore, Moody's expects that the borrowing base will fluctuate between $5-$15 million over the next 12-18 months, which provides a limited source of external liquidity. The stable outlook reflects Moody's expectations that the company will maintain good liquidity, grow EBITDA despite an expected overall revenue decline, and continue to prioritize free cash flows for debt repayment. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be upgraded if McClatchy demonstrates meaningful progress in growing its digital revenue that offsets print revenue declines leading to overall organic revenue growth and continued EBITDA growth. Maintaining good liquidity, generating sustained positive free cash flow, maintaining Moody's adjusted leverage under 2x with a clearly articulated financial policy supporting operating with low leverage will also be needed for an upgrade. Ratings could be downgraded if liquidity deteriorates, Moody's adjusted leverage rises above 3x, or operating performance weakens such that Moody's believes that the company will not be able to generate positive free cash flow. The principal methodology used in these ratings was Media published in June 2021. Headquartered in Sacramento, California, The McClatchy Company, LLC, is one of the largest media companies in the U.S., with 30 daily newspapers, community newspapers, websites, mobile news and advertising. It is a publisher of brands such as the Miami Herald, The Kansas City Star, The Sacramento Bee and The Charlotte Observer. McClatchy reported revenue of $458 million for LTM June 2022. The company is majority owned by Chatham Asset Management, LLC. MEDICAL TECHNOLOGY: Taps Asterion Inc. to Conduct Asset Valuation ----------------------------------------------------------------- Medical Technology Associates II, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ Asterion, Inc. to conduct an asset valuation in support of its proposed Subchapter V plan of reorganization. The Debtor filed its plan to exit bankruptcy protection on Sept. 2. A court hearing to address confirmation of the plan is scheduled for Nov. 15. Asterion's services will include an analysis of documents, preparation of a valuation report, and expert testimony. The firm's standard hourly rates are as follows: Principals and Managing Directors $300 - $550 per hour Senior Consultants $225 - $310 per hour Associates and Staff $100 - $220 per hour As disclosed in court filings, Asterion is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Stephen Scherf, CPA Asterion, Inc. 1617 JFK Boulevard, Suite 1040 Philadelphia, PA 19103 Tel: 215 893 9901 Fax: 215 893 9903 Email: sscherf@asterion-consulting.com About Medical Technology Associates II Medical Technology Associates II, Inc. -- https://www.8biomed.com/ -- is a biotechnology venture company in Thousand Oaks, Calif. It conducts business under the name 8BioMed. Medical Technology Associates II filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 22-10534) on June 14, 2022, listing up to $10 million in assets and up to $50 million in liabilities. Richard E. Furtek has been appointed as Subchapter V trustee. Judge Craig T. Goldblatt oversees the case. Michael G. Busenkell, Esq., at Gellert Scali Busenkell & Brown, LLC and Hangley Aronchick Segal Pudlin & Schiller, P.C. serve as the Debtor's bankruptcy counsel and special litigation counsel, respectively. MICROSTRATEGY INC: Incurs $27.1 Million Net Loss in Third Quarter ----------------------------------------------------------------- Microstrategy Incorporated filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $27.08 million on $125.36 million of total revenues for the three months ended Sept. 30, 2022, compared to a net loss of $36.14 million on $127.99 million of total revenues for the three months ended Sept. 30, 2021. For the nine months ended Sept. 30, 2022, the Company reported a net loss of $1.22 billion on $366.71 million of total revenues compared to a net loss of $445.50 million on $376.25 million of total revenues for the same period in 2021. As of Sept. 30, 2022, the Company had $2.54 billion in total assets, $2.74 billion in total liabilities, and a total stockholders' deficit of $200.29 million. MicroStrategy said, "We believe that existing cash and cash equivalents held by us and cash and cash equivalents anticipated to be generated by us are sufficient to meet working capital requirements, anticipated capital expenditures, and contractual obligations for at least the next 12 months. Beyond the next 12 months, our long-term cash requirements are primarily for obligations related to our long-term debt. We have principal due upon maturity of our long-term debt instruments in the aggregate of $2.413 billion in addition to $2.4 million in coupon interest due each semi-annual period for the 2025 Convertible Notes, $15.3 million in coupon interest due each semi-annual period for the 2028 Secured Notes, an estimated $1.1 million due monthly in variable coupon interest for the 2025 Secured Term Loan (based on the interest rate in effect at Sept. 30, 2022), and $0.1 million due monthly in principal and interest related to our other long-term secured debt. We also have long-term cash requirements for obligations related to our operating leases, the Transition Tax, and our various purchase agreements. If cash and cash equivalents generated by future operating activities are not sufficient to enable us to satisfy these obligations, we may seek to generate cash and cash equivalents from other sources. The sources could include the sale of bitcoins, additional borrowings collateralized by our bitcoins, as well as the issuance and sale of shares of our class A common stock. Furthermore, if certain conditions are met, we may have the right to elect to settle the Convertible Notes upon a conversion of such Convertible Notes in shares of our class A common stock, or a combination of cash and shares of class A common stock, which may enable us to reduce the amount of our cash obligations under the Convertible Notes." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1050446/000156459022036073/mstr-10q_20220930.htm About MicroStrategy Microstrategy Incorporated is an enterprise analytics software and services company. Since its founding in 1989, MicroStrategy has been focused on empowering organizations to leverage the immense value of their data. MicroStrategy pursues two corporate strategies in the operation of its business. One strategy is to acquire and hold bitcoin and the other strategy is to grow its enterprise analytics software business. MicroStrategy reported a net loss of $535.48 million for the year ended Dec. 31, 2021, and a net loss of $7.52 million for the year ended Dec. 31, 2020. For the nine months ended Sept. 30, 2021, the Company reported a net loss of $445.50 million. As of June 30, 2022, the Company had $2.57 billion in total assets, $2.76 billion in total liabilities, and a total stockholders' deficit of $187.07 million. * * * As reported by the TCR on June 15, 2021, S&P Global Ratings assigned its 'CCC+' issuer credit rating to Tysons Corner, Va.-based MicroStrategy Inc. S&P said, "The stable outlook reflects our expectation that MicroStrategy's operating results will remain consistent over the next 12 given its good recurring revenue base and the low interest expense on its convertible debt, which will allow it to maintain good EBITDA interest coverage and generate positive free operating cash flow. We expect these factors to enable the company to sustain its capital structure over the subsequent 12 months." MMC JUICE: Auction of Restaurant Assets Set for November 21 ----------------------------------------------------------- Judge LaShonda A. Hunt of the U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division, authorized MMC Juice Investors, Co., to enter into an Asset Purchase Agreement with Carmos Nape Juice, LLC, or its designee in connection with the sale of restaurant assets for $115,000, subject to overbid. Carmos or its designee is approved as the "stalking horse bidder" and will be entitled to the protections set forth in the Order. The Bid Procedures are approved in all respect. The salient terms of the Bidding Procedures are: a. Bid Deadline: Nov. 17, 2022, at 5:00 p.m. (CST) b. Initial Bid: $15,000 greater than the purchase price c. Deposit: $15,000 d. Auction: The Debtor will hold the Auction, if necessary, at the office of Springer Larsen Greene, LLC, 300 South County Farm Road, Suite G, Wheaton, IL 60187, on Nov. 21, 2022, at 1:00 p.m. (CDT). e. Bid Increments: $25,000 f. Sale Hearing: Dec. 1, 2022, at 11:00 a.m. The Sale Notice is approved in all respects and the Debtor is authorized to publish same in the Daily Herald. To the extent necessary and pursuant to Fed. R. Bankr. P. 9006(c), the 20-day notice requirement set forth in Fed. R. Bankr. P. 2002(a)(2) is reduced. The Order will be effective immediately upon entry and no automatic stay of execution applies with respect to the Order. Carmos Nape Juice, LLC will be entitled to the Break-Up Fee in the amount of $5,000, upon the terms and conditions set forth in the APA, which Break-Up Fee will be paid by the Debtor as provided for in the Letter of Intent and will constitute an allowed administrative expense in the Debtor's case. The obligation to pay the Break-Up Fee to Carmos will be considered by the Debtor in determining the prevailing bid as any auction. A hearing on the Motion was held on Oct. 27, 2022. A copy of the Bid Procedures is available at https://tinyurl.com/2p92cpb5 from PacerMonitor.com free of charge. About MMC Juice Investors, Co. MMC Juice Investors, Co. operates a Clean Juice restaurant under a franchise agreement with Clean Juice Franchise Co. MMC Juice operates in a shopping center in Naperville, Ill., and has been in business since 2019. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 22-11403) on October 3, 2022. In the petition signed by Michelle Constantino, president, the Debtor disclosed up to $500,000 in both assets and liabilities. Judge LaShonda A. Hunt oversees the case. Richard G Larsen, Esq., at SpringerLarsenGreene, LLC, is the Debtor's counsel. MOBILESMITH INC: Proposes Johnson Auction of Personal Property -------------------------------------------------------------- MobileSmith, Inc., asks the U.S. Bankruptcy Court for the Eastern District of North Carolina, Raleigh Division, to approve the auction sale of personal property located at its offices in Raleigh, North Carolina, free and clear of liens, with any liens to attach to proceeds. The Debtor has personal property in the form of office furniture, including desks, conference room furniture, break room furniture and office equipment, including computers, servers, and general office supplies. This is the sum total of all physical tangible assets of the Debtor. The Debtor has no funds to keep these assets insured or to pay storage of these items and needs to quit its current leased premises. Therefore, it has determined that it will be necessary to liquidate these Sale Assets in order to preserve the estate's interest and the interest of creditors. It has determined that the best method to liquidate the Sale Assets and to expedite the process would be through a public auction. The Debtor has engaged Johnson Properties Realtors & Auctioneers, Inc. to conduct a public auction of the Sale Assets. By separate Motion, it has asked the Court for authority to employ Johnson Properties for this purpose. Mr. Johnson and his staff are inspecting the Sale Assets now and intend to conduct an online auction of the property on Nov. 9, 2022. The Debtor asks that the sale of the assets be made free and clear of any and all liens, encumbrances, claims, rights and other interests, including but not limited to the following: A. The lien securing the claim of Comerica Bank; B. The lien securing the claim of Hyposwiss Private Bank Geneva, Ltd.; and C. Any and an remaining interests, liens, encumbrances, rights and claim asserted against the assets, which relate to or arise as a result of a sale of the assets, or which may be asserted against the buyer of the assets, including, but not limited to, those liens, encumbrances, interests, rights and claims, whether fixed and liquidated or contingent and unliquidated, that have or may be asserted against the assets or the buyer of the assets by the North Carolina Department of Revenue, the Internal Revenue Service, and any and all other taxing government authorities. The distribution of the proceeds of sale of any encumbered or under-encumbered property will be subject to payment of any reasonable administrative costs of this proceeding as the Court may allow. By separate Motion, the Debtor has sought approval to employ Johnson as auctioneer to conduct a public auction of these properties and to compensate said auctioneer as a cost of sale. After the payment of the costs of sale and compensation as set forth in the Debtor's Application to Employ Auctioneer and administrative costs, the liens of the lienholders will attach to the proceeds of sale until distribution. If any creditor claiming a lien on said Property does not object within the time allowed, they should be deemed to have consented to sale of said Property free and clear of their interests. About MobileSmith Inc. MobileSmith Inc. -- https://www.mobilesmith.com -- is a leader in the digital health and mobile development sector. MobileSmith Inc. filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 22-02319) on October 12, 2022. In the petition filed by Gleb Mikhailov, as chief financial officer and chief executive officer, the Debtor reported assets between $100 million and $500 million and liabilities between $1 million and $10 million. The Debtor is Represented by J.M. Cook of J.M. Cook, P.A. MONOTYPE IMAGING: Moody's Hikes CFR to B2, Outlook Stable --------------------------------------------------------- Moody's Investors Service upgraded Monotype Imaging Holdings Inc.'s corporate family rating to B2 from B3 and its probability of default rating to B2-PD from B3-PD. At the same time, Moody's upgraded the company's first lien senior secured credit facility's (revolver and term loan) rating to B1 from B2. The outlook is stable. The upgrade of the CFR to B2 from B3 reflects strong business momentum and good strategy execution over the last two years that has led to material improvement in the company's credit metrics. Given the company's strong sales pipeline and good conversion rates, Moody's expects further strengthening of the company's credit profile with a debt-to-EBITDA (Moody's adjusted) likely to decline towards 4.0x by the end of 2023. Ongoing secular demand trends and increased adoptions of fonts by the enterprise customers will be supported by double-digit organic revenue and EBITDA growth over the next 12-18 months. With an anticipated improvement in credit metrics, Moody's expects re-leveraging risk to remain elevated given financial sponsor ownership but also considering current credit conditions. The B2 rating considers that Monotype will continue to scale up its business both organically and through tuck-in acquisitions, maintain strong profitability and operate within Moody's adjusted debt-to-EBITDA range of 4.0x – 6.0x over the next 12-18 months. Moody's anticipates Monotype will maintain very good liquidity and projects annual free cash flow of around $60 million and full availability under its revolving credit facility. The company's existing revolver expires in October 2024 and Moody's expects that the company will extend the maturity ahead of the obligation becoming current. Upgrades: Issuer: Monotype Imaging Holdings Inc. Corporate Family Rating, Upgraded to B2 from B3 Probability of Default Rating, Upgraded to B2-PD from B3-PD Senior Secured Bank Credit Facility, Upgraded to B1 (LGD3) from B2 (LGD3) Outlook Actions: Issuer: Monotype Imaging Holdings Inc. Outlook, Remains Stable RATINGS RATIONALE Monotype's B2 CFR reflects the company's leading market position in the commercial digital font industry, a well-known portfolio of perpetually protected font IP, a substantial share of recurring revenues, and very strong profitability margins relative to other rated business services companies. Continued strong industry tailwinds, combined with greater adoption of Monotype's fonts and good sales execution will support strong organic revenue and EBITDA growth over the next 12-18 months. Moody's expects Monotype's modestly high debt-to-EBITDA of around 5.0x (Moody's adjusted) as of June 30, 2022 to trend towards 4.0x by the end of 2023. Monotype has achieved material cost savings since the 2019 LBO, meaningfully elevating its profitability margins and cash flow conversion. Monotype has low capital requirements and modest working capital needs, which supports Moody's expectation that the company will maintain very good liquidity over the next 12-15 months. Monotype's ratings are constrained by the company's small operating scale and narrow product focus, short track record of organic revenue and EBITDA growth and tepid growth in the non-enterprise segments. Monotype operates in the highly competitive and rapidly evolving landscape with some large competitors, including Adobe and Google, and providers of free fonts and technology. The company has undergone a significant transition of its business since the 2019 leveraged buyout by HGGC, including build out of its enterprise-focused sales force, divesting of non-core and unprofitable divisions, substantially completing cost restructuring, and improving revenue visibility. Monotype's governance risk will continue to remain high given financial sponsor ownership and its acquisition appetite. Moody's expects the company will continue to seek accretive acquisitions that may be funded with an incremental debt. The stable outlook reflects Moody's expectations that Monotype's revenues and EBITDA will expand at double-digit percentage rate, debt-to-EBITDA (Moody's adjusted) declines to about 4.0x by the end of 2023, and the company maintains very good liquidity with balanced financial policies. Moody's expects Monotype to maintain very good liquidity over the next 12-15 months. Sources of liquidity consist of unrestricted balance sheet cash of around $62 million as of June 30, 2022, projected annual free cash flow of around $60 million in 2023, and full availability under the company's $70 million revolving credit facility due 2024. The company's cash flows can be lumpy depending on the timing of contractual payments from its enterprise customers, which can range from either upfront payment to recurring payments over a multiple year term. Current cash sources provide very good coverage of approximately $5 million of annual mandatory debt amortization. There are no financial maintenance covenants under the first and second lien term loans but the revolver is subject to a springing first lien net leverage ratio of 7.35 when the amount drawn exceeds 35% of the revolving credit facility. Moody's expects the company to remain well in compliance with the springing first lien net leverage covenant, if tested. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if the company meaningfully expands its scale and commits to a more balanced financial policy while maintaining very good liquidity. The ratings could also be upgraded if Moody's expects the company to maintain debt-to-EBITDA (Moody's adjusted) below 4.0x and free cash flow-to-debt (Moody's adjusted) above 10%. The ratings could be downgraded if revenue growth slows or earnings unexpectedly decline, leading to lower free cash flow, or if financial policies become more aggressive. This could be exemplified if Moody's expects the company's debt-to-EBITDA (Moody's adjusted) to trend towards 6.0x, or EBITA-interest expense (Moody's adjusted) to fall below 1.5x on sustained basis. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. Headquartered in Woburn, Massachusetts, Monotype has a leading market position in the digital font industry, providing software-enabled font content IP licensing to its enterprise, small and medium-sized businesses, freelancers, and individuals. The company is majority owned by HGGC since its take-private transaction in 2019. Moody's estimates the company to generate annual revenue of approximately $300 million in 2022. NATIVE ENGINEERS: Starts Subchapter V Case ------------------------------------------ Native Engineers LLC filed for chapter 11 protection in the Eastern District of Louisiana. The Debtor elected on its voluntary petition to proceed under Subchapter V of chapter 11 of the Bankruptcy Code. The Debtor is a disadvantaged business entity providing engineering, construction management, and program management services. The Debtor's personnel are experienced professionals with proven performances serving federal, state, and local agencies. The Debtor is a cost-effective provider for critical infrastructure needs. The Debtor intends to move swiftly towards plan confirmation. Thus, to facilitate development of a plan of reorganization, it is necessary for the Debtor to establish the amount and nature of the claims against it and its estate. Accordingly, the Debtor has filed a motion asking the Court to establish Friday, January 6, 2023 as the bar date for filing proofs of claim against the Debtor's estate, except as to governmental units, for which the bar date shall be Wednesday, April 26, 2023 in accordance with 11 U.S.C. Sec. 502(b)(9). According to court filings, Native Engineers estimates $1 million to $10 million in debt to 50 to 99 creditors. The petition states that funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for Nov. 29, 2022 at 2:00 PM by Telephone Conference Line: 866-790-6904. Participant Passcode: 3156784. About Native Engineers Native Engineers LLC -- https://nativeengineers.com/-- provides engineering, construction management, and program management services. Native Engineers LLC filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No. 22-11316) on October 28, 2022. In the petition filed by Sean P. Warren, as manager, the Debtor reported assets and liabilities between $1 million and $10 million each. The Debtor is represented by Ryan James Richmond of Sternberg, Naccari & White, LLC. Greta M Brouphy has been appointed as Subchapter V trustee. NATPE: Taps Leslie Cohen Law as Bankruptcy Counsel -------------------------------------------------- The National Association of Television Program Executives, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Leslie Cohen Law, P.C. as its bankruptcy counsel. The firm's services include: a. advising the Debtor regarding its rights and responsibilities under the U.S. Bankruptcy Code, the Federal Rules of Bankruptcy Procedure and the Local Bankruptcy Rules, and how the application of such provisions relates to the administration of the Debtor's estate; b. assisting the Debtor in the preparation of certain documents to be filed with the bankruptcy court or the Office of the United States Trustee; c. representing the Debtor, with respect to bankruptcy issues in the context of its pending Chapter 11 case and representing the Debtor in contested matters; d. assisting the Debtor in the negotiation, formulation and confirmation of a plan of reorganization; and e. rendering services for the purpose of pursuing, litigating or settling litigation. The firm's hourly rates are as follows: Leslie Cohen, Esq. $575 per hour J'aime Williams, Esq. $430 per hour Senior Contract Attorneys $350 per hour Paralegals $175 per hour Paraprofessionals $110 per hour Leslie Cohen Law received a retainer of $60,000, which was reduced pre-bankruptcy to $51,706.50. Leslie Cohen, Esq., president and sole shareholder of the firm, disclosed in a court filing that her firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Leslie A. Cohen, Esq. Leslie Cohen Law, PC 506 Santa Monica Blvd., Suite 200 Santa Monica, CA 90401 Tel.: (310) 394-5900 Fax: (310) 394-9280 Email: leslie@lesliecohenlaw.com About National Association of Television Program Executives The National Association of Television Program Executives (NATPE) is a professional association of television and emerging media executives established in 1963. NATPE sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-11181) on Oct. 11, 2022, with up to $50,000 in assets and up to $1 million in liabilities. Judge Martin R. Barash oversees the case. Leslie A Cohen, Esq., at Leslie Cohen Law, PC serves as the Debtor's counsel. NN INC: Board Implements Management Transition Plan --------------------------------------------------- NN, Inc. said that its Board of Directors has implemented a management transition plan to address the planned retirements of Warren Veltman, president and chief executive officer, and John Buchan, executive vice president, Mobile Solutions and Power Solutions. NN anticipates that Mr. Veltman and Mr. Buchan will remain in their current positions until March 31, 2023, which may be extended in order to facilitate an orderly transition. Following their respective retirements, the Company expects that Mr. Veltman and Mr. Buchan will remain available on a consulting basis to assist with the management transition as needed. The Board has engaged Korn Ferry, a global organizational consulting firm, to assist in identifying candidates for the president and chief executive officer position, with expertise in the electrical and electric vehicle industries to further NN's focus on these rapidly growing markets. In connection with the planned retirements, the Company has named Gunars Vinkels as the interim chief operating officer of Power Solutions and Douglas Campos as the interim chief operating officer of Mobile Solutions. Each will report to John Buchan to facilitate a smooth transition and continuity of operational leadership. "We have accomplished much over the past three plus years as we positioned NN for sustainable long-term growth and improved operating performance. With the reduction in our debt, strengthening of our customer-focused continuous improvement culture, rightsizing our operational footprint to be more cost competitive and the refining of our growth strategy to be focused on the high-growth electric vehicle and electrical markets, we have made significant progress in the transformation of our business," said Warren Veltman, president and chief executive officer of NN. "I am proud of and appreciate the significant contributions that all our NN associates have made to this transformation and though much work remains to be accomplished, am confident that NN is on a path to continued success." "Over the last three years we have improved the effectiveness of our operations and IT systems while combating the COVID pandemic, supply interruptions and labor shortages," stated John Buchan, executive vice president, Mobile Solutions and Power Solutions. "We have a strong bench of talent within our operating groups, and I am confident that in their interim roles, Douglas and Gunars will provide leadership to continue streamlining our operations while maintaining exceptional customer relationships." Jeri Harman, Chairman of the Board of NN, commented, "The Board deeply appreciates the leadership and commitment that Warren and John have demonstrated and the results they achieved during their careers with NN, and we wish them well in their respective retirements. We believe NN's broad portfolio of close-tolerance technologies and co-engineering capabilities positions us exceptionally well for future growth. We are focused on filling the CEO position with a proven leader that ideally has demonstrated the ability to drive commercial success in the electric and electrical vehicle industries." Mr. Gunars Vinkels has almost thirty years of experience in the Power Solutions business beginning as an engineer and advancing to Operations Director at PEP Group at the time of its acquisition by NN in 2015. Since that time, Mr. Vinkels has progressed to Group Vice President of Operations for Power Solutions with a focus on the electrical businesses at NN. Mr. Vinkels holds a Bachelor of Science in Manufacturing from Worcester Polytechnic Institute and a Master of Science in Manufacturing Engineering from the University of Massachusetts at Lowell. Mr. Douglas Campos began his career as a commercial director at Autocam's Brazil operations in 2004, and served in roles of increasing responsibility following NN's acquisition of Autocam in 2014, including General Manager of South America Operations, and most recently as North American Sales Director of Mobile Solutions. Mr. Campos holds a Bachelor of Science in Chemical Engineering from Universidade Federal do Rio de Janeiro in Brazil, an Executive MBA from Fundacao Dom Cabral/Northwestern (Kellogg School of Management) and a Master of Professional Administration, Business from Fundacao Dom Cabral in Brazil. About NN Inc. NN, Inc. -- www.nninc.com -- is a global diversified industrial company that combines advanced engineering and production capabilities with in-depth materials science expertise to design and manufacture high-precision components and assemblies primarily for the electrical, automotive, general industrial, aerospace and defense, and medical markets. Headquartered in Charlotte, North Carolina, NN has 31 facilities in North America, Europe, South America, and China. NN, Inc. reported a net loss of $13.23 million for the year ended Dec. 31, 2021, a net loss of $100.59 million for the year ended Dec. 31, 2020, a net loss of $46.74 million for the year ended Dec. 31, 2019, and a net loss of $262.99 million for the year ended Dec. 31, 2018. As of June 30, 2022, the Company had $573.16 million in total assets, $307.83 million in total liabilities, $59 million in series D perpetual preferred stock, and $206.32 million in total stockholders' equity. NN INC: Incurs $2.2 Million Net Loss in Third Quarter ----------------------------------------------------- NN, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $2.21 million on $127.30 million of net sales for the three months ended Sept. 30, 2022, compared to a net loss of $3.38 million on $117.24 million of net sales for the three months ended Sept. 30, 2021. For the nine months ended Sept. 30, 2022, the Company reported a net loss of $14.08 million on $380.73 million of net sales compared to a net loss of $13.68 million on $367.20 million of net sales for the nine months ended Sept. 30, 2021. As of Sept. 30, 2022, the Company had $557.61 million in total assets, $301.06 million in total liabilities, $61.78 million in Series D perpetual preferred stock, and $194.77 million in total stockholders' equity. Warren Veltman, president and chief executive officer, said, "Our team made solid progress against our long-term strategic goals during the third quarter. We generated sales growth with increased volumes and improved pricing reflecting our efforts to recover inflation throughout the year and made considerable progress in optimizing our production footprint to be more cost competitive. Although our third quarter results show an improvement from the prior year, the results did not meet our expectations which is disappointing, and we continue to focus on increasing sales in key strategic sectors, additional inflation recovery, and improving operational efficiency. We remain confident that the actions we have taken, including the recently announced closure of our Irvine location, will enable us to deliver for our customers, position the company for success and provide improved shareholder returns." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/918541/000091854122000122/nnbr-20220930.htm About NN Inc. NN, Inc. -- www.nninc.com -- is a global diversified industrial company that combines advanced engineering and production capabilities with in-depth materials science expertise to design and manufacture high-precision components and assemblies primarily for the electrical, automotive, general industrial, aerospace and defense, and medical markets. Headquartered in Charlotte, North Carolina, NN has 31 facilities in North America, Europe, South America, and China. NN, Inc. reported a net loss of $13.23 million for the year ended Dec. 31, 2021, a net loss of $100.59 million for the year ended Dec. 31, 2020, a net loss of $46.74 million for the year ended Dec. 31, 2019, and a net loss of $262.99 million for the year ended Dec. 31, 2018. As of June 30, 2022, the Company had $573.16 million in total assets, $307.83 million in total liabilities, $59 million in series D perpetual preferred stock, and $206.32 million in total stockholders' equity. NUMERICAL CONTROL: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Numerical Control Support, Inc. 21945 West 83rd Street Lenexa, KS 66227 Chapter 11 Petition Date: November 3, 2022 Court: United States Bankruptcy Court District of Kansas Case No.: 22-21075 Judge: Hon. Robert D. Berger Debtor's Counsel: Colin Gotham, Esq. EVANS & MULLINIX, P.A. 7225 Renner Road, Suite 200 Shawnee, KS 66217 Tel: (913) 962-8700 Fax: (913) 962-8701 Email: cgotham@emlawkc.com Total Assets: $1,440,773 Total Liabilities: $3,097,661 The petition was signed by Joshua Peterson as CEO/president. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/66RG7XY/Numerical_Control_Support_Inc__ksbke-22-21075__0001.0.pdf?mcid=tGE4TAMA NXT ENERGY: To Launch Rights Offering ------------------------------------- NXT Energy Solutions Inc. said it will be offering rights to holders of its common shares of record at the close of business on Nov. 7, 2022, expiring Nov. 30, 2022. The Offering will be made in all of the provinces of Canada, in each state of the United States, except Arizona, Arkansas, California, Minnesota, Ohio, Utah and Wisconsin, and in all jurisdictions outside Canada and the United States where the Company is eligible to make such Offering. In certain states, including California, transferable Rights may only be exercised by shareholders to which solicitations may be addressed without registration under the relevant state securities laws. Certain executive officers and directors of NXT intend to participate in the Offering. Shareholders of record on Nov. 7, 2022 will receive one right for each common share held. 2.95 Rights will entitle the holder to purchase one common share of the Company at a price of $0.18 per Common Share. Exercise of the Rights and purchase of the Common Shares must be completed by 4:30 p.m. (Calgary time) on the Expiry Date. Shareholders who fully exercise their Rights are entitled to subscribe pro rata for additional Common Shares, if available, that were not subscribed for initially on or before the Expiry Date. A fully subscribed Offering will raise gross proceeds of approximately $4.0 million. The proceeds from the Rights Offering will be used support the general and administrative costs which include business development and marketing activities required to transform the existing pipeline of opportunities into firm contracts. There is no minimum commitment required and no standby purchase agreement. The Common Shares of the Company are expected to commence trading on the TSX on an ex-Rights basis at the opening of business on Nov. 4, 2022, meaning that Common Shares purchased on, or following that date will not be entitled to receive the Rights under this Offering. At that time, the Rights are expected to be posted for trading on the TSX on a "when issued" basis and will thereafter trade under the symbol "SFD.RT". Trading of the Rights is expected to continue until 12:00 (noon) ET (Toronto time) on the Expiry Date. A Rights Offering Notice together with DRS Rights instructions will be mailed to eligible shareholders on or about Nov. 9, 2022. Eligible registered shareholders wishing to exercise their Rights must forward the completed Rights instructions, along with the applicable funds to Computershare Investor Services Inc. by the Expiry Date. Eligible shareholders who own their shares through an intermediary, such as a bank, trust company, securities dealer or broker, will receive materials and instructions from their intermediary. A copy of the Rights Offering Circular dated Oct. 31, 2022 can be obtained from NXT's profile on the SEDAR website at www.sedar.com, the Company's website at www.nxtenergy.com, from your dealer representative, or by contacting the Chief Financial Officer at 403–206-0805 or by email at nxt_info@nxtenergy.com. The Company is also registering the offer and sale of the shares issuable on exercise of the rights on a Form F-7 registration statement under the U.S. Securities Act of 1933, as amended. Shareholders in the United States should also review the Company's Registration Statement on Form F-7 which will be filed with the United States Securities and Exchange Commission and when filed, can be found at www.sec.gov. About NXT Energy NXT Energy Solutions Inc. is a Calgary-based technology company whose proprietary SFD survey system utilizes quantum-scale sensors to detect gravity field perturbations in an airborne survey method which can be used both onshore and offshore to remotely identify areas with exploration potential for traps and reservoirs. The SFD survey system enables the Company's clients to focus their hydrocarbon exploration decisions concerning land commitments, data acquisition expenditures and prospect prioritization on areas with the greatest potential. SFD is environmentally friendly and unaffected by ground security issues or difficult terrain and is the registered trademark of NXT Energy Solutions Inc. NXT Energy Solutions provides its clients with an effective and reliable method to reduce time, costs, and risks related to exploration. NXT Energy reported a net loss and comprehensive loss of C$3.12 million for the year ended Dec. 31, 2021, compared to a net loss and comprehensive loss of $6.03 million for the year ended Dec. 31, 2020. As of June 30, 2022, the Company had C$17.96 million in total assets, C$3.35 million in total liabilities, and C$14.61 million in shareholders' equity. Calgary, Canada-based KPMG LLP, the Company's auditor since 2006, issued a "going concern" qualification in its report dated March 31, 2022, citing that the Company's current and forecasted cash and cash equivalents and short-term investments position are not expected to be sufficient to meet its obligations that raises substantial doubt about its ability to continue as a going concern. O'BRIEN FAMILY: Stuermer Buying Fort Lauderdale Property for $2.8MM ------------------------------------------------------------------- The O'Brien Family Trust asks the U.S. Bankruptcy Court for the Southern District of Florida to approve the sale of its residential real property located at 2817 N. Atlantic Blvd., Fort Lauderdale, Florida 33308, legally described as Lauderdale Beach 4-2 B Lot 9 E 20.8 Less S 25 Lot 10 Less S 25 Blk 7, to Michael Stuermer for $2.8 million, free and clear of liens. The Real Property was occasionally used as a residence by the beneficiaries of the trust or a vacation rental. On Oct. 11 , 2022, the Debtor entered into a contract to sell the Real Property to the Buyer who is an unrelated third party for the sum of $2.8 million, with a deposit on that date of $25,000, and an additional deposit due within eight days of the Contract in the amount of $255,000. The Buyer is are agreeable to allowing the First Mortgagee to hold the deposit. The Debtor and the Buyer have negotiated the Contract and the transaction contemplated therein at arm's length and in good faith. The Debtor believes the sale price is fair and reflects the market value of the Real Property. The Closing date is Nov. 22, 2022. The Broker's office is in receipt of the Buyer's initial deposit and inspections are scheduled. The property may be subject to the following liens or encumbrances in accordance with schedule B of the title commitment dated May 9, 2022: A. Mortgage from Norma M. Storms and Carol Storms to Washington Mutual Bank, FA, recorded in O.R. Book 44104. Page 1093, and assigned by assignment filed in O.R. Book 45362, Page 1723; Instrument Number 113312348, Public Records of Broward County, Florida, which is serviced by the Secured Creditor and as merged into the Final Judgment. B. Judgment recorded in Instrument Number 117552157, Public Records of Broward County, Florida, must be vacated, the court action under Case No. CACE 16022867(11) in the Circuit Court of Broward County, Florida. The Debtor was provided a payoff from Secured creditor in the amount of $2,372,800.49 as of April 28, 2022 which accrues interest at the rate of 4.25 % per annum. c. Violation recorded at O.R. Book 46106, Page 522, Public Records of Broward, Florida. Debtor believes this issue is resolved. d. Liens duly recorded in Instrument Number l 18043289; Instrument Number 117640821; Instrument Number 1 I 7768646; Instrument Number 118043427; Instrument Number 118043433, Public Records of Broward County, Florida. The Debtor believes these liens to be satisfied. Based on a payoff letter sent to the Debtor on Sept. 7, 2022, the payoff amount for the subject Judgment Lien is $2,431,459.79 subject to final review and acceptance by First Mortgagee and the First Mortgagee's Lien will attach to the Sale Proceeds in the amount of $2,431,459.79 or such amount stated in a final or revised payoff statement from First Mortgagee, to be paid as a first priority lien. A copy of the Contract is available at https://tinyurl.com/566rwh8b from PacerMonitor.com free of charge. The bankruptcy case is In re: The O'Brien Family Trust, Case No. 22-14760- PDR (Bankr. S.D. Fla.). OCEANKEY (U.S.) II: S&P Alters Outlook to Neg., Affirms 'B' ICR --------------------------------------------------------------- S&P Global Ratings revised the outlook to negative from stable and affirmed the ratings, including the 'B' issuer credit rating, on advertising technology and software solutions provider OceanKey (U.S.) II Corp. (doing business as Mediaocean). The negative outlook reflects the risk that high debt interest costs combined with a challenged advertising market could lead to poor cash flow such that the company's free operating cash flow (FOCF) to debt remains below 5% through 2023. S&P said, "Our negative outlook reflects the company's negative year-to-date cash flows from operations and the risk that rising interest rates and additional challenges in its advertising end-markets may increase the risk that cash flows remain weaker than expected, specifically below our 5% FOCF to debt downgrade trigger. We believe cash flows sustained below this level increase the risk the company may need to rely on its revolver and cash balances instead of internally generated cash to periodically service its debt amortization; therefore, reducing its credit quality relative to 'B' rated peers. "Revenue growth from OceanKey's recent acquisitions have performed below our expectations. First half 2022 sales for OceanKey's 4C and Flashtalking acquisitions haven't met our expectations due to volatile advertising demand and specific challenges in these digital end markets. 4C is the company's social advertising platform designed to measure activity in high-growth digital advertising walled gardens. However, sales in this product line have been poor due to the substantial decline in social spending by clients in these digital ecosystems. Flashtalking is the company's latest sizable acquisition, and it offers services focused on dynamic creative optimization and ad serving. Performance hasn't been as poor as 4C, but its growth trajectory has been hindered by lower-than-expected demand from brand advertisers on digital platforms year to date. We believe the lower demand from clients in these end-markets is a result of the short lead times in digital marketing campaigns where advertisers are pulling back on advertisements due to economic uncertainty." The lower growth from these acquisitions has an outsized impact for OceanKey because the rationale behind these investments was that organic growth in revenues and EBITDA would offset the lower EBITDA margins of these businesses compared to the company's core products. As a result, cash flows generated by these assets are well below expectations especially compared to the debt raised to purchase these acquisitions. In S&P's view, the company will need to quickly reinvigorate growth in these product lines or rationalize the spending for this business if it wants to maintain healthy levels of profitability and cash flows relative to its debt burden. Elevated U.S. dollar benchmark rates are reducing the company's cash flows. The company's capital structure comprises undrawn $75 million first-lien revolver, a $925 million first-lien term loan, and a $125 million second-lien term loan (not rated). All facilities are floating rate debt with the first-lien term loan bearing interest at LIBOR plus 3.5% and the second-lien term loan bearing interest at LIBOR plus 6.75%. Over the past year, the LIBOR rate has risen significantly, and we now expect 2023 LIBOR rates to exceed 4%, which will add substantial interest costs to OceanKey's capital structure. To limit these interest costs, the company recently put in place interest rate hedges limiting the LIBOR rate on its first-lien debt to roughly 3.5% through 2025. The second-lien debt interest costs remain unhedged. While this does not completely mitigate the effects of a rising interest rate environment, it does limit the downside risk to cash flows should interest rates continue to rise dramatically. In total, the company will bear more than $25 million in additional annual interest costs in 2023 versus S&P's prior expectations. As a result, the company's organic cash flow generation will be limited over the next several years. OceanKey's core software offerings are a steady revenue source but subject to restrained spending from brand advertisers in a recession. The company's core system of record is the most resilient product line for the business with entrenched product use-cases and favorable industry relationships. This product suite supports half of all U.S. advertising spending and about one-third of global advertising spending through its technology platforms. It also has favorable client-retention rates due to this market leadership, with customer tenure for its top five advertising agency customers averaging about 30 years. S&P believes this is due to the embedded nature of its software as the system-of-record for these advertising agency clients, which means that switching costs away from OceanKey's products are high. These core offerings are contractual with terms for key clients ranging in length from 18 months to several years. OceanKey benefits from the shift of advertising from traditional to digital content due to higher take-rates on digital advertising solutions it offers clients. Despite the positive attributes to its core product offerings, most of its contracts with large ad agency clients are volume based. Therefore, organic revenue growth could suffer if those clients see reduced media-buying volumes in an economic recession. Since S&P Global Ratings expects a shallow economic recession in 2023, S&P believes the company's revenue growth will be much lower than expected, reaching only low single-digit growth rates in this product line over the next 18 months. The company will likely need to pursue cost management initiatives to improve earnings and cash flow. Since its recapitalization at the end of 2021, OceanKey has invested in its platform to position itself for growth in its various product lines, especially its digital-based acquisitions. S&P said, "However, we believe that given the poor economic outlook and lower growth potential for its service offerings, the company's cost base is currently inflated leading to lower EBITDA margin and weaker cash flow. In our view, the company will need to rationalize its cost-base and pursue operational efficiencies to improve its cash generation. These efficiencies are likely to be focused in 4C and Flashtalking business lines as they now have lower growth prospects over the next 12 months. In total, we expect these rationalization efforts will take a couple of quarters to fully complete, and we expect the company to improve its EBITDA margin accordingly reaching high-20% S&P Global Ratings-adjusted EBITDA margins in 2022 and mid-30% EBITDA margin in 2023." As a result, FOCF generation should improve over the next 18 months reaching roughly 5% FOCF to debt in 2023. The negative outlook reflects the risk that high debt interest costs combined with a challenged advertising market could lead to weaker-than-expected cash flow such that the company's FOCF to debt remains below 5% through 2023. S&P could lower our issuer credit rating if it expects the company's FOCF-to-debt ratio to remain below 5%. This could be caused by: -- Stagnant organic revenue growth, -- Inability to sufficiently lower costs, -- Higher debt interest costs, and -- Volatile working capital dynamics. S&P could revise the outlook to stable if the company improves its cash flow generation such that its FOCF to debt ratio is at or above 5%. This could be caused by: -- Stabilizing or growing organic revenue growth rates, -- Proactive cost management, and -- Favorable working capital dynamics. ESG Credit Indicators: E-2, S-2, G-3 PEAK THEORY: Gets OK to Hire CFO Solutions as Financial Advisor --------------------------------------------------------------- Peak Theory, Inc. received approval from the U.S. Bankruptcy Court for the District of Utah to hire CFO Solutions, LLC as its financial advisor and accountant. The firm's services include: a. preparing financial disclosures; b. updating the Debtor's accounting system and reconciling its bank accounts; c. assisting in the preparation of monthly operating reports; d. assisting in the preparation of a liquidation analysis; e. assisting in the administration of the bankruptcy filings; f. preparing and filing 2021 taxes; and g. preparing any other ancillary accounting tasks. The hourly rates of the firm's professionals are as follows: Matt McKinlay $295 per hour Jon Allen $295 per hour Sapan Thakore $200 per hour In addition, the firm will seek reimbursement for expenses incurred. The firm requires a retainer of $5,000 from the Debtor. Jon Allen, a partner at CFO Solutions, 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: Jon Allen CFO Solutions, LLC dba Ampleo 13601 W. McMillan Rd. #102 PMB 320 Boise, ID 83713 Phone: 208-724-2257 Email: general@ampleo.com About Peak Theory Peak Theory Inc. is a Salt Lake City-based company, which owns and operates retail stores. Peak Theory sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Utah Case No. 22-23480) on Sept. 5, 2022, with between $100,000 and $500,000 in assets and between $1 million and $10 million in liabilities. Zac Park, president of Peak Theory, signed the petition. Judge Joel T. Marker oversees the case. The Debtor tapped Darren Neilson, Esq., at Parsons Behle & Latimer as legal counsel and CFO Solutions LLC, doing business as Ampleo, as accountant and financial advisor. PEAK THEORY: Gets OK to Hire Quiet Light as Business Broker ----------------------------------------------------------- Peak Theory, Inc. received approval from the U.S. Bankruptcy Court for the District of Utah to hire Quiet Light Brokerage, Inc. as its business broker. The Debtor requires a broker to market for sale its assets, including its business operations, inventory and intellectual property. Quiet Light will be paid a marketing fee of $25,000, or the following, whichever is greater: 10 percent of the first $1 million in value, plus 9 percent of the second $1 million in value, plus 8 percent of the third $1 million in value, plus 7 percent of the fourth $1 million in value, plus 6 percent of the fifth $1 million in value, plus 5 percent of the sixth $1 million in value, plus 4 percent of the seventh $1 million in value, plus 3 percent of everything above $7 million in value The value includes the value of all assets that are part of the listing, including domain names, trademarks and brands. On a business with inventory where the combined value of the business plus inventory is less than $1 million, a fee of 10 percent will be applied to the combined value of assets plus inventory. For a business with a combined value of assets plus inventory greater than $1 million, a discounted fee of 3 percent will be applied to the inventory value at closing. As disclosed in court filings, Quiet Light is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Ryan Condie Quiet Light Brokerage, Inc. 631 Brawley School Road, Suite 300 Mooresville, NC 28117 Phone: 800-746-5034 Email: inquiries@quietlight.com About Peak Theory Peak Theory Inc. is a Salt Lake City-based company, which owns and operates retail stores. Peak Theory sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Utah Case No. 22-23480) on Sept. 5, 2022, with between $100,000 and $500,000 in assets and between $1 million and $10 million in liabilities. Zac Park, president of Peak Theory, signed the petition. Judge Joel T. Marker oversees the case. The Debtor tapped Darren Neilson, Esq., at Parsons Behle & Latimer as legal counsel and CFO Solutions LLC, doing business as Ampleo, as accountant and financial advisor. PECOS INN: Continued Operations to Fund Plan Payments ----------------------------------------------------- Pecos Inn, LLC, filed with the U.S. Bankruptcy Court for the Western District of Texas a Plan of Reorganization dated October 27, 2022. The Debtor operates a 58-room hotel in Pecos, Texas. The Debtor has operated the hotel in Pecos, Texas for 15 years. During that time the Debtor has experiences ups and downs in connection with the oil & gas industry. During the pandemic the Debtor's business fell off dramatically and the Debtor fell behind on its obligations to its secured creditor. The Debtor's property was posted for foreclosure. The Bankruptcy was filed to provide the Debtor breathing room to determine if the operations could be viable. The Debtor filed this case on July 28, 2022 and has continued to operate the hotel. Postpetition, the Debtor has maintained operations and has paid all its postpetition debts as they have become due. The operations have been steady and the Debtor's projections reflect continued stable operations. It is anticipated that after confirmation, the Debtor will continue in business. Based upon the projections, the Debtor believes it can service the debt to the creditors. The Debtor will continue in business. The Debtor's Plan will break the existing claims into 8 categories of Claimants. These claimants will receive cash payments over a period of time beginning on the effective date. Class 7 consists of Allowed Unsecured Claims. All unsecured creditors shall share pro rata in the unsecured creditors pool. The Debtor shall make monthly payments commencing 30 days after the effective date of $2,500 into the unsecured creditors' pool. The Debtor shall make distributions to the Class 7 creditors every 90 days commencing 90 days after the first payment into the unsecured creditors pool. The Debtor shall make 60 payments into the unsecured creditors pool. The Class 7 creditors are impaired. Class 8 consists of the Current Owner. The current owner will receive no payments under the Plan, however, he will be allowed to retain his ownership in the Debtor. Class 8 claimants are not impaired under the Plan. The Debtor anticipates the continued operations of the business to fund the Plan. A full-text copy of the Plan of Reorganization dated Oct. 27, 2022, is available at https://bit.ly/3U05cni from PacerMonitor.com at no charge. Proposed Attorney for the Debtor: Eric A. Liepins, Esq. Eric A. Liepins, P.C. 12770 Coit Road, Suite 850 Dallas, TX 75251 Tel: (972) 991-5591 Fax: (972) 991-5788 Email: eric@ealpc.com About Pecos Inn Pecos Inn, LLC, owns the Pecos Inn located at 2207 West 3rd St., Pecos, Texas. The property is valued at $1 million based on bank appraisal. On July 28, 2022, Pecos filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Texas Case No. 22-70099), listing $1 million to $10 million in both assets and liabilities. Brad W. Odell has been appointed as Subchapter V trustee. Judge Tony M. Davis oversees the case Eric A. Liepins, Esq., at Eric A. Liepins, P.C., is the Debtor's counsel. PG&E CORP: CPUC Proposes $155-Mil. Fine Over Deadly Zogg Fire ------------------------------------------------------------- The California Public Utilities Commission has proposed hitting Pacific Gas and Electric Co., the nation's largest investor-owned utility company, with $155.4 million in fines for alleged violations that caused the deadly 2020 Zogg wildfire in the Golden State's Shasta County. The CPUC announced that, in ongoing efforts to hold utilities accountable for causing catastrophic wildfires, on Oct. 25, 2022, it issued a proposed order imposing corrective actions and $155.4 million in fines to be paid by the shareholders of PG&E for violations related to the 2020 Zogg Fire. The proposed Administrative Enforcement Order is issued under the CPUC's Enforcement Policy, which was adopted in November 2020 to better serve Californians through expeditious and efficient enforcement actions that can be taken by CPUC staff. Under the Administrative Enforcement Order, PG&E has 30 days either to agree to pay the required penalty upon the CPUC's adoption of a Final Order and complete corrective actions within 45 days from issuance of the Final Order, or to request a hearing. On Sept. 27, 2020, a gray pine tree near the town of Igo in Shasta County fell onto a PG&E electric distribution line. The tree's contact with the line started the Zogg Fire, which burned 56,338 acres, caused four fatalities and one injury, and destroyed 204 structures and damaged 27 more. The Safety and Enforcement Division's investigation of the 2020 Zogg Fire uncovered multiple violations of CPUC General Orders. The Administrative Enforcement Orders issued today address these violations through fines and corrective actions. The Administrative Enforcement Orders issued today and related documents are available at www.cpuc.ca.gov/regulatory-services/enforcement-and-citations. The CPUC has taken many actions to hold PG&E accountable for safely serving its customers, including: * Issued an Administrative Enforcement Order penalizing PG&E $12 million and ordering corrective actions for poor execution of 2020 Public Safety Power Shutoff events. * Issued a $5 million citation for PG&E's failure to thoroughly inspect the Ignacio-Alto-Sausalito transmission lines from 2009 through 2018 and complete 22 high-priority repairs within the time allowed under CPUC regulations (General Order 95). * Issued a $2.5 million citation to PG&E for incomplete distribution pole inspections in 2019 that violated the requirements of CPUC regulations (General Order 165). * Issued a directive to PG&E with corrective actions the utility must take regarding an incident with a Cellon-treated pole that occurred in Danville, Calif. in 2020. * Established specific metrics to systemically evaluate PG&E's operational safety performance and to further implement the Enhanced Oversight and Enforcement Process imposed upon PG&E by the CPUC as a condition of approving PG&E’s plan for exiting bankruptcy in May 2020. * Directed PG&E to take immediate action to reduce and mitigate customer impacts from the sudden loss of power due to PG&E's execution of its Fast Trip program. * Placed PG&E into the first step of the Enhanced Oversight and Enforcement Process based on the company's failure to sufficiently prioritize clearing vegetation on its highest-risk power lines as part of its wildfire mitigation work in 2020, and conducting fact-finding to determine whether to recommend advancing PG&E further within the Enhanced Oversight and Enforcement Process. * Directed PG&E to address its preparedness for Public Safety Power Shutoffs at a public briefing. * Ordered PG&E to enhance its Public Safety Power Shutoff process. * Ordered PG&E to create a mobile app for customers to report electric infrastructure safety concerns. * Established standards, scope, and expectations for the Independent Safety Monitor that will provide safety monitoring information to the CPUC beginning in February 2022, also a condition of approving PG&E's plan for existing bankruptcy in May 2020. * Continual monitoring of PG&E's safety enhancement actions ordered in a CPUC 2012-2017 natural gas system locate and mark investigation. * Continual monitoring of PG&E's safety enhancement actions ordered in a settlement of the CPUC 2017-2018 wildfires investigation. * Ongoing monitoring and reporting of PG&E's safety culture ordered in a 2015 investigation following PG&E's 2010 natural gas transmission pipeline explosion in San Bruno. The CPUC regulates services and utilities, protects consumers, safeguards the environment, and assures Californians’ access to safe and reliable utility infrastructure and services. For more information on the CPUC, please visit www.cpuc.ca.gov. About PG&E Corporation PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a Fortune 200 energy-based holding company, headquartered in San Francisco. It is the parent company of Pacific Gas and Electric Company, an energy company that serves 16 million Californians across a 70,000-square-mile service area in Northern and Central California. PG&E Corporation and its regulated utility subsidiary, Pacific Gas and Electric Company, faced extraordinary challenges relating to a series of catastrophic wildfires that occurred in Northern California in 2017 and 2018. The utility faced an estimated $30 billion in potential liability damages from California's deadliest wildfires of 2017 and 2018. On Jan. 29, 2019, PG&E Corp. and its primary operating subsidiary, Pacific Gas and Electric Company, filed voluntary Chapter 11 petitions (Bankr. N.D. Cal. Lead Case No. 19-30088). As of Sept. 30, 2018, the Debtors, on a consolidated basis, had reported $71.4 billion in assets on a book value basis and $51.7 billion in liabilities on a book value basis. Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP served as PG&E's legal counsel, Lazard as its investment banker and AlixPartners, LLP as the restructuring advisor to PG&E. Prime Clerk LLC is the claims and noticing agent. PG&E has appointed James A. Mesterharm, a managing director at AlixPartners, LLP, and an authorized representative of AP Services, LLC, to serve as Chief Restructuring Officer. In addition, PG&E appointed John Boken also a Managing Director at AlixPartners and an authorized representative of APS, to serve as Deputy Chief Restructuring Officer. Morrison & Foerster LLP served as the Debtors' special regulatory counsel. Munger Tolles & Olson LLP also served as special counsel. The Office of the U.S. Trustee appointed an official committee of creditors on Feb. 12, 2019. The Committee retained Milbank LLP as counsel; FTI Consulting, Inc., as financial advisor; Centerview Partners LLC as investment banker; and Epiq Corporate Restructuring, LLC as claims and noticing agent. On Feb. 15, 2019, the U.S. trustee appointed an official committee of tort claimants. The tort claimants' committee is represented by Baker & Hostetler LLP. * * * PG&E Corporation and Pacific Gas and Electric Company announced July 1, 2020, that PG&E has emerged from Chapter 11, successfully completing its restructuring process and implementing PG&E's Plan of Reorganization ("Plan") that was confirmed by the United States Bankruptcy Court on June 20, 2020. For the benefit of fire victims, the Plan provided for a Fire Victim Trust, which was funded with an oft-stated value of $13.5 billion, to be half in cash and half in new company PG&E common stock. The $6.75 billion in cash was paid. With respect to the stock consideration, 478 million shares of PG&E stock were delivered to the Fire Victim Trust in accordance with an agreed-to formula under the Plan. PRECIPIO INC: Falls Short of Nasdaq Minimum Bid Price Requirement ----------------------------------------------------------------- Precipio, Inc. received on Oct. 28, 2022, a letter from The Nasdaq Stock Market LLC, notifying the Company that for the past 30 consecutive business days, the closing bid price per share of its common stock was below the $1.00 minimum bid price requirement for continued listing on The Nasdaq Capital Market, as required by Nasdaq Listing Rule 5550(a)(2). As a result, the Company was notified by Nasdaq that it is not in compliance with the Bid Price Rule. Nasdaq has provided the Company with 180 calendar days, or until April 26, 2023, to regain compliance with the Bid Price Rule. This notification has no immediate effect on the Company's listing on the Nasdaq Capital Market or on the trading of the Company's common stock. To regain compliance with the Bid Price Rule, the closing bid price of the Company's common stock must meet or exceed $1.00 per share for a minimum of ten consecutive business days during the 180-calendar day grace period. If the Company's common stock does not regain compliance with the Bid Price Rule during this grace period, it may be eligible for an additional grace period of 180 calendar days provided that the Company satisfies Nasdaq's continued listing requirement for market value of publicly held shares and all other initial listing standards for listing on The Nasdaq Capital Market, other than the minimum bid price requirement, and provides written notice to Nasdaq of its intention to cure the delinquency during the second grace period, by effecting a reverse stock split, if necessary. If the Company meets these requirements, Nasdaq will inform the Company that it has been granted an additional 180 calendar days. However, if it appears to Staff that the Company will not be able to cure the deficiency, or if the Company is otherwise not eligible, Nasdaq will provide notice that the Company's securities will be subject to delisting. The Company intends to monitor the closing bid price of its common stock and may, if appropriate, evaluate various courses of action to regain compliance with the Bid Price Rule. However, there can be no assurance that the Company will be able to regain compliance with the Bid Price Rule. About Precipio Omaha, Nebraska-based Precipio, Inc., formerly known as Transgenomic, Inc. -- http://www.precipiodx.com-- is a healthcare solutions company focused on cancer diagnostics. Its business mission is to address the pervasive problem of cancer misdiagnoses by developing solutions to mitigate the root causes of this problem in the form of diagnostic products, reagents and services. Precipio reported a net loss of $8.52 million for the year ended Dec. 31, 2021, compared to a net loss of $10.60 million for the year ended Dec. 31, 2020. As of March 31, 2022, the Company had $27.97 million in total assets, $5.72 million in total liabilities, and $22.25 million in total stockholders' equity. Hartford, CT-based Marcum LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated March 30, 2022, citing that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. PREHIRED LLC: Loses Bid to Keep Its Bankruptcy Case In New York --------------------------------------------------------------- Dietrich Knauth of Reuters reports that a New York bankruptcy judge on Tuesday, October 25, 2022, transferred the bankruptcy of Prehired LLC to Delaware, ruling that the software sales training company did not have sufficient business ties to New York to file for bankruptcy in the state. U.S. Bankruptcy Judge Philip Bentley granted the transfer at the request of Delaware's attorney general, one of several state AGs investigating Prehired for its attempts to collect on payment agreements that allowed students to defer fees for career training. Prehired filed for Chapter 11 protection in New York in September, citing students' failure to pay for sales training and state attorney general investigations into its attempt to collect money from former students. Prehired requires its students to pay $30,000 in $500 monthly installments after they land a job in the field of software sales. Delaware Deputy Attorney General Katherine Devanney argued that Prehired's bankruptcy case should be heard in Delaware, where the company is incorporated and where it sued 289 former students who did not make payments after completing Prehired's training. Prehired's attorney Christopher Warren argued that the bankruptcy case should remain in New York because its principal assets are contracts based on New York law. The assets are mostly made up of the Income Share Agreements (ISAs) signed by students, and various claims related to those agreements, according to Prehired. The ISA terms are based on New York law, and many of the ISAs require that disputes be adjudicated in New York courts, according to Prehired. But Prehired ignored the New York law provisions when it sued former students in Delaware, regardless of where those students lived, Devanney said in court. Bentley ruled that the New York law provisions in the ISAs did not mean that the assets were based in New York, saying it would be more logical to conclude that such intangible assets were located at the debtors' primary place of business or at the locations of the students who signed the ISA agreements. Bentley also chastised Prehired for arguing in court that its business is really based in South Carolina, where its owner lives, rather than Delaware, which it listed as its primary business location in its bankruptcy filing. "It concerns me that the debtors would so blithely put statements in their petitions that they now say are untrue," Bentley said. Bentley said that Delaware would be a more convenient location for future bankruptcy proceedings than South Carolina or Florida, where one of Prehired's subsidiaries is incorporated. Prehired CEO Joshua Jordan said that the AG investigations made it "extremely difficult" to operate and rebuild the company's training programs. "All we want to do is go back to what we were doing," Jordan said. About Prehired LLC Prehired LLC -- https://Prehired.io -- is a $0 down 12-week sales bootcamp that guarantees job placement as an SDR at tech companies. Prehired, LLC, filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-11293) on Sept. 28, 2022. In the petition filed by Christopher D. Warren, the Debtor reports estimated assets and liabilities between $1 million and $10 million. Heidi J. Sorvino has been appointed as Subchapter V trustee. The Debtor is represented by Christopher D. Warren of Warren Law Group. PURE BIOSCIENCE: Incurs $3.5 Million Net Loss in Fiscal 2022 ------------------------------------------------------------ PURE Bioscience, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $3.49 million on $1.85 million of total revenue for the year ended July 31, 2022, compared to a net loss of $2.32 million on $3.93 million of total revenue for the year ended July 31, 2021. As of July 31, 2022, the Company had $4.48 million in total assets, $575,000 in total liabilities, and $3.91 million in total stockholders' equity. Los Angeles, California-based Weinberg and Company, P.A., the Company's auditor since 2019, issued a "going concern" qualification in its report dated Oct. 28, 2022, citing that the Company has suffered recurring losses from operations and negative cash flows from operating activities that raise substantial doubt about its ability to continue as a going concern. Business Update In a press release, the Company said that John Kasperski, vice president of sales, immediately began building a seasoned sales team after joining PURE to execute PURE's sales plan. PURE's sales team is now made up of three street sales executives, a Midwest regional manager, and two assistant vice presidents of corporate accounts. Additionally, as part of the sales plan, a premier Customer Resource Management (CRM) software license was purchased and implemented to allow the daily tracking of sales activity and related transactions. Under John's direction, PURE has implemented a two-team sales approach to support the Company's existing food safety clients and our new street sales team assigned to janitorial and sanitation accounts. Both teams have sales quotas and are expected to develop new business. The Company's street sales team has a combined total of over 25 years of experience in selling cleaners, sanitizers, and disinfectants. Their focus will be on food preparation, food service, long-term care facilities, schools, and day care centers. Having previously relied on distributors to make breakthroughs in these segments, PURE is seizing an opportunity to secure more of the janitorial and sanitation market share with its own in-house sales team. Dr. Zhinong Yan, executive vice president of Science and Business Development, has been active in supporting PURE's corporate account efforts with his contacts in the industry. He also led the Company's efforts at the Food Science Association, one of the leading groups of the International Association of Food Protection. Additionally, Dr. Yan is slated to chair two sessions at the 2023 China International Food Safety and Quality Conference. Tom Y. Lee, chief executive officer, said, "The hiring of a technical sales team with proven experience has been accomplished in the Midwest region of the country. We will continue to expand regionally, as we expect increased revenue to emerge over the next two quarters as we ramp up sales efforts in food service, education, and long-term care segments. In addition, I'm pleased with the number of quality new distributors and end users that have committed to our unique SDC solution during the recent fiscal year," concluded Lee. A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1006028/000149315222029844/form10-k.htm About PURE Bioscience Inc. PURE Bioscience, Inc. -- www.purebio.com -- is focused on developing and commercializing its proprietary antimicrobial products primarily in the food safety arena. The Company provides solutions to combat the health and environmental challenges of pathogen and hygienic control. Its technology platform is based on patented, stabilized ionic silver, and its initial products contain silver dihydrogen citrate, better known as SDC. PURE is headquartered in Rancho Cucamonga, California (San Bernardino metropolitan area). PURE GOLD MINING: Seeks Protection Under CCAA Proceeding -------------------------------------------------------- KSV Restructuring Inc. ("KSV") understands that Pure Gold Mining Inc. ("Company") intends to make an application to the Supreme Court of British Columbia ("Court") under the Companies' Creditors Arrangement Act, as amended ("CCAA"), for an initial order ("Initial Order") granting the Company protection under the CCAA, and appointing KSV as monitor in these proceedings ("Monitor"). The principal purposes of these CCAA proceedings are to create a stabilized environment to enable the Company to secure urgently required financing and to pursue a restructuring or sale of its business and assets through a Court-supervised sale and investor solicitation process ("SISP"). In July 2022, the Company commenced a strategic review process to explore a potential sale or merger of the Company, or a sale of the mine, and intends to continue that process in accordance with the SISP during these CCAA proceedings, subject to Court approval. Effective Oct. 24, 2022, the Company suspended active mining operations and placed its mine located in Red Lake, Ontario ("Mine") on care and maintenance with a materially reduced workforce. The Mine is expected to remain on care and maintenance throughout these proceedings. According to papers filed with the Court, the Company significantly reduce costs and address operational inefficiencies and placing the Mine on care and maintenance, the Company is facing an imminent and significant liquidity crisis. The Company's current cash balance is approximately $260,000 and as of Sept. 30, 2022, its net working capital deficit was approximately $13 million, excluding current amounts owing on the Company's debt facilities with Sprott Resource Lending Corp. The Company projects that it requires approximately $3 million to $4 million per month to keep the Mine on care and maintenance and to fund the costs of these proceedings. Absent filing for CCAA protection, the Company will not have the liquidity it requires to fund its immediate operational needs, including payroll for employees critical to mine maintenance and preservation. Without the injection of immediate working capital, the value of the Mine will erode rapidly and there is a materially increased risk of significant environmental issues. Court materials filed in these proceedings are available by KSV on its case website at https://www.ksvadvisory.com/experience/case/pure-gold-mining-inc. Monitor can be reached at: KSV Restructuring Inc. Attn: Bobby Kofman David Sieradzki Christian Vit Email: bkofman@ksvadvisory.com dsieradzki@ksvadvisory.com cvit@ksvadvisory.com Counsel for the Monitor: Fasken Martineau DuMoulin LLP Attn: Kibben Jackson Glen Nesbitt Suzanne Volkow Ashley Kumar Email: kjackson@fasken.com gnesbitt@fasken.com svolkow@fasken.com akumar@fasken.com Counsel for the Companies: Blake Cassels & Graydon LLP Attn: Peter Rubin Peter Bychawski Claire Hildebrand Alison Burns Jennifer Alambre Email: peter.rubin@blakes.com peter.bychawski@blakes.com claire.hildebrand@blakes.com alison.burns@blakes.com jennifer.alambre@blakes.com Counsel for Sprott: DLA Piper LLP Attn: Edmond Lamek Colin Brousson Ilia Danef Email: edmond.lamek@dlapiper.com colin.brousson@dlapiper.com ilia.danef@dlapiper.com Pure Gold Mining Inc. -- https://www.puregoldmining.ca/ -- is a Canada-based gold growth company. The Company is engaged in the business of the acquisition, exploration and development of gold. QHC FACILITIES: Cedar's Objection to $2M Sale of All Assets Nixed ----------------------------------------------------------------- Judge Anita L. Shodeen of the U.S. Bankruptcy Court for the Southern District of Iowa ruled that Cedar Healthgroup, LLC, lacks standing to file objections to QHC Facilities, LLC, and its affiliates' sale of substantially all assets to Blue Care Homes, LLC, for $2 million. The Court overruled Cedar's objections for lack of standing. The record will constitute the Court's findings and conclusions pursuant to Federal Rules of Bankruptcy Procedure 7052 and 9014. About QHC Facilities Clive, Iowa-based QHC Facilities, LLC, operates eight skilled nursing facilities. The facilities include Crestview Acres in Marion as well as in Tama, Madison, Humboldt, Jackson, Webster and Polk counties and two assisted living centers. Collectively, the facilities have a maximum capacity of more than 700 residents. The company employs roughly 300 full-time and part-time workers. QHC Facilities and its affiliates filed petitions for Chapter 11 protection (Bankr. S.D. Iowa Lead Case No. 21-01643) on Dec. 29, 2021. The affiliates are QHC Management LLC, QHC Mitchellville LLC, QHC Crestridge LLC, QHC Humboldt North LLC, QHC Winterset North LLC, QHC Madison Square LLC, QHC Humboldt South LLC, QHC Villa Cottages LLC, QHC Fort Dodge Villa LLC, and QHC Crestview Acres Inc. QHC Facilities reported $1 million in assets and $26.3 million in liabilities as of the bankruptcy filing. Judge Anita L. Shodeen oversees the cases. Bradshaw Fowler Proctor & Fairgrave, PC and Dentons Davis Brown, P.C. are the Debtors' bankruptcy counsels. Newmark Real Estate of Dallas, LLC, and Gibbins Advisors, LLC, serve as the Debtors' investment banker and restructuring advisor, respectively. The U.S. Trustee for Region 12 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases. Troutman Pepper Hamilton Sanders, LLP and Cutler Law Firm, P.C. serve as the committee's lead bankruptcy counsel and local counsel, respectively. QHC UPSTATE: Unsecureds to Get 21.5 Cents on Dollar in Plan ----------------------------------------------------------- QHC Upstate Medical, PC, filed with the U.S. Bankruptcy Court for the Southern District of New York a First Amended Plan of Reorganization. Since 2009, the Debtor was formerly in the business of operating full time medical service centers. Due to its ongoing dispute and litigation with New York Quality Healthcare Corporation d/b/a Fidelis Healthcare ("Fidelis"), the Debtor was forced to shut down its full time medical centers in 2021. The Debtor currently provides medical director services to three nursing homes in the New York City area. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of $493,474.00. The final Plan payment is expected to be paid on the later of (a) 36 months after confirmation of the Plan or (b) recovery from the proceeds of the Debtor's lawsuit against Fidelis and Refuah. Non-priority unsecured creditors holding allowed claims will receive at a minimum (assuming the Fidelis claim is ultimately deemed allowed) distributions, which the proponent of this Plan has valued at approximately 21.5 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. Class 1 consists of Non-priority unsecured creditors other than Fidelis. Class 1 and 2 (if any) allowed claims shall receive a pro rata distribution of: (a) an amount equal to the Debtor's cash on hand as of the Effective Date after payment of all Unclassified claims (other than priority tax claims); (b) after payment of any remaining non-classified claims (other than priority tax claims), the Debtor's remaining pre-petition accounts receivable actually collected; (b) the Debtor's disposable income over a period of three years after the Effective Date; and (c) net recoveries (after payment of all legal fees and expenses) from the Debtor's lawsuit against Fidelis and Refuah every 6 months for a period of no less than 36 months, commencing no later than 90 days after the Effective Date. In no event shall the distributions provided hereunder exceed 100% distribution on all Allowed claims. Class 2 consists of Fidelis unsecured non-priority claims. Class 1 and 2 (if any) allowed claims shall receive a pro rata distribution of: (a) an amount equal to the Debtor's cash on hand as of the Effective Date after payment of all Unclassified claims (other than priority tax claims); (b) after payment of any remaining non-classified claims (other than priority tax claims), the Debtor's remaining pre-petition accounts receivable actually collected; (b) the Debtor's disposable income over a period of three years after the Effective Date; and (c) net recoveries (after payment of all legal fees and expenses) from the Debtor's lawsuit against Fidelis and Refuah. The extent of Fidelis' allowed Class 2 claim, if any, will depend on (a) the outcome of the Debtor's pending appeal of Fidelis' judgment and (b) any claims awarded to the Debtor against Fidelis in the pending lawsuit, which claims will offset dollar for dollar Fidelis' filed claim. All estimated distributions to Fidelis will be held in reserve based upon the current amount of their claim ($1,516,826.67) pending final allowance of its claim after completion of the appeal and the lawsuit. In no event shall the distributions provided hereunder exceed 100% distribution on all Allowed claims. Class 3 consists of Equity security holders of the Debtor. Class 3 interest holders will retain their interests in the Debtor. In addition, for purposes of demonstrating that the Plan is fair and equitable, Seth Kurtz agrees to fund the Fidelis litigation in the event there are insufficient funds and working capital in the estate to fully fund the litigation. The Plan shall be funded from (a) the Debtor's cash on hand, (b) remaining pre-petition accounts receivable actually collected; (c) the Debtor's disposable income over a period of three years after the Effective Date; and (d) net recoveries, if any, (after payment of all legal fees and expenses) from the Debtor's lawsuit against Fidelis and Refuah. A full-text copy of the First Amended Plan dated October 27, 2022, is available at https://bit.ly/3Wud02s from PacerMonitor.com at no charge. About QHC Upstate Medical QHC Upstate Medical, PC, was a medical services provider in several sites in New York before being forced to shutter in mid-2021. QHC Upstate Medical sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-22410) on July 5, 2022. In the petition filed by Seth Kurtz, president, the Debtor estimated assets between $100,000 and $500,000 and liabilities between $1 million and $10 million. Judge Sean H. Lane oversees the case. The Debtor tapped Davidoff Hutcher & Citron, LLP as bankruptcy counsel and Anderson Kill, PC as special litigation counsel. REVLON INC: Starts Sale Process as Key Bankruptcy Deadlines Near ---------------------------------------------------------------- Jeremy Hill of Bloomberg News reports that Revlon Inc. kicks off sale process as key bankruptcy deadlines near. Revlon Inc., the bankrupt cosmetics giant, is beginning the process of soliciting bids for its assets as key deadlines in its restructuring quickly approach. The company has begun sending non-disclosure agreements to potential bidders and is vetting third parties that have expressed interest, Paul Basta of law firm Paul Weiss said on behalf of Revlon in a bankruptcy hearing Thursday. Advisers are focused on maximizing value for all of Revlon’s creditors, he said. At the same time, the company is working to build consensus on the broad strokes of a plan to get Revlon out of bankruptcy. The company has just two weeks to enter a restructuring support agreement with a key group of lenders, otherwise the group can call a default on the company's bankruptcy loan. In addition, the company may soon face a lawsuit from creditors spurned by a financial maneuver that preceded its bankruptcy filing. Monday is the deadline for creditors to challenge liens on assets granted to some lenders -- to the detriment of others -- in a series of contentious transactions beginning in 2019. "There is going to be a very big filing," Robert Stark of law firm Brown Rudnick said on behalf of Revlon's committee of unsecured creditors. The court papers will likely be heavily redacted, he said. "It informs everything that is going on in this case." Stark criticized the milestones embedded in Revlon's bankruptcy loan that are forcing the sprawling Chapter 11 case to move relatively quickly. The beleaguered company needs more time to heal, and creditors need time to settle their differences outside of the courtroom, he said. "Deadlines breed creativity and solutions," US Bankruptcy Judge David S Jones said in the hearing. "They are what they are and I am hoping to see creativity and solutions." 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. ROBERT M. ENGLISH JR.: Sale of Brownsville Property for $100K OK'd ------------------------------------------------------------------ Judge Jimmy L. Croom of the U.S. Bankruptcy Court for the Western District of Tennessee authorized Robert Morris English, Jr.'s sale of the real property located at 9767 Highway 19, in Brownsville, Haywood County, Tennessee 38012, plus an additional one acre, to Mike Young, pursuant to the Contract of Purchase and Sale, for $100,000. The Sale is free and clear of liens, claims, interests and encumbrances. The proceeds of the sale will be used to pay the ordinary and necessary expenses of closing including closing attorney fees and payment of all taxes owed on the Property. The net proceeds will be paid to BankTennessee for its over-secured claim including attorney fees; after payment to BankTennessee, $5,000 of the proceeds will be paid to InSouth Bank and the remainder, if any, will be paid to the Debtor's counsel pending further order of the Court. The Debtor is authorized and directed to perform all obligations pursuant to the terms of the Order and the Contract. He is authorized to execute, deliver, file, and record all such documents and take all such actions as may be necessary and appropriate to implement and consummate the sale of the Property subject to the terms of the Contract. The Order is a final and appealable order as to which there is no just reason for delay in its implementation, as to which a judgment should be entered immediately and that, for purposes of Fed. R. Bankr. P. 7062, is an order authorizing sale of property of the estate under 11 U.S.C. Section 363. The real estate commission and all normal closing costs will be paid from the sale proceeds of the Property at closing. Robert Morris English, Jr., filed a Chapter 11 petition (Bankr. W.D. Tenn. Case No. 21-10863) on Sept. 29, 2021. RODOLFO CARRERO: OSP's Objection to Proceeds Distribution Denied ---------------------------------------------------------------- Judge Maria de los Angeles Gonzalez of the U.S. Bankruptcy Court for the District of Puerto Rico denied OSP Consortium, LLC's urgent request to order that the net proceeds from sale of Rodolfo Ramirez Carrero and Kendall Roggio Vega's property to Cesar L. Ocasio Ramirez and Sheilah H. Vega Santiago for $216,000, be paid pursuant to the stipulation. The Property is described in the Spanish language as follows: URBANA: Solar identificado con el numero 4 en el plano de segregacion, radicado en el Barrio Parguera del termino municipal de Lajas, Puerto Rico, con una cabida superficial de 248.06 metros cuadrados; en lindes: Norte, en 35.514 metros, consolar número 5 de esta lotificacion; Sur, en 35.515 metros, con solar numero 3 de esta lotificacion; Este, en 7.00 metros, con calle publica numero 1; y Oeste, en 7.00 metros, con solar A-16 de la Urbanización Villas de la Bahía. Contiene una ESTRUCTURA en hormigon armado y bloques para ser dedicada a vivienda, la cual se compone de tres niveles, y esta subdividida en su interior en cocina, sala, comedor, laundry y tres cuartos dormitorios y 2 1/2 cuartos de bano, además de una terraza al aire libre en su tercer nivel y marquesina. Property C described above is recorded at page 13 of volume 361 of Lajas, property number 15,994, 4th inscription, Property Registry of Puerto Rico, San German Section. The Court clines to consider an objection to the distribution proposed by the Debtors of the sale proceeds filed two hours after the scheduled closing of the sale. The record shows that OSP had ample opportunity to object prior to the day of the closing of the sale. As such, OSP's Urgent Motion is denied. Rodolfo Ramirez Carrero and Kendall Roggio Vega filed for chapter 11 bankruptcy protection (Bankr. D. P.R. Case No. 19-02460) on May 1, 2019, and are represented by Michelle Marie Vega Rivera, Esq. ROGER E. ROSENDAHL: Dubbeldee Buys Kinze Grain Cart for $7,000 -------------------------------------------------------------- Roger Elmon Rosendahl asks the U.S. Bankruptcy Court for the Northern District of Iowa to authorize the sale of a Kinze grain cart to Lyle Dubbeldee for $7,000. The Debtor is the owner of the Grain Cart. His schedules provide the value of the Grain Cart is $6,000. Immediately prior to the commencement of the case, the Debtor entered into discussions to sell the Grain Cart at a private sale to one of his neighbors. The sale was to be a private sale, thus saving the costs of advertising the grain cart and any commission that would be owed to an auctioneer. Because it is currently the harvest season, the time for selling the Grain Cart was most opportune as such items are in wide use and high demand right now. After the commencement of the case, the Debtor consummated a sale of the Grain Cart to Mr. Dubbeldee for $7,000, and amount that exceeds the estimated value listed in the schedules by almost 17%. He believes this is the highest and best price that could be obtained for the Grain Cart, particularly in light of the absence of any costs of sale associated with the transaction. Mr. Dubbeldee is known to the Debtor because he lives in the same area and is a farmer. They have no relationship other than as acquaintances. The Lyon County FSA has the first priority security interest in the Grain Cart, and that lien has attached to the proceeds received from the sale. Payment for the sale was made in the form of a check, in the amount of $7,000, made payable jointly to the Debtor and the FSA. Upon approval of this sale, the Debtor will endorse the check and deliver it to the FSA for application to its claim in accordance with its agreements with the Debtor. The Debtor has been informed by his counsel and now understands that, going forward, approval of any sales of property must be obtained from the Court before such transactions can be accomplished. The Debtor asks the Court to enter an order allowing him to sell and approving the sale of, free and clear of liens and other interests, the Grain Cart. He asks for any additional or different relief the Court finds appropriate. The Purchaser: Lyle Dubbeldee 1305 240th Avenue Tyler, MN 56178 Roger Elmon Rosendahl sought Chapter 11 protection (Bankr. N.D. Iowa Case No. 22-00630) on Oct. 7, 2022. The Debtor tapped Vincent Ledlow, Esq., as counsel. ROSIE'S LLC: Sale of CJ Frank Farm & Pivonka Ranch for $2.9M Okayed ------------------------------------------------------------------- Judge Thomas B. McNamara of the U.S. Bankruptcy Court for the District of Colorado authorized Rosie's, LLC's sale of the real property commonly known as the "CJ Frank Farm" and the "Pivonka Ranch" properties as legally described on Sale Contract to J Capital, LLC, or its affiliate, Jaeger Enterprises, LLC, for $2.9 million. All of the terms in the Sale Contract, as amended by the Stipulation and the agreed Order, are reasonable and the closing of a sale of the Properties is approved according to the terms of the Sale Contract, including without limitation, the credit bid of the J Capital Secured Claim, capped as agreed at $1,546,210.13. Consistent with the terms of the Stipulation, the parties are authorized to execute an amended Sale Contract with the revised Purchase Price at or prior to Closing, and may allocate the Purchase Price between the two parcels, subject to the maximum credit bid set forth in the Order. Upon satisfaction of all conditions precedent, and payment in full of the net Purchase Price under the Sale Contract, as amended, the Debtor is authorized to execute any documents necessary and appropriate to effectuate the transfer of the Properties to the Buyer. The Sale is free and clear of any and all liens, claims, interests and encumbrances, with such liens, claims, interests and encumbrances to attach to the net proceeds of the sale. The Debtor is authorized to pay any usual and customary closing costs at closing including the prorated real property taxes and all fees and costs arising under 28 U.S.C. Section 1930 from the sale through the date of closing. Upon and after closing of the sale of the Properties, and except for the costs, expenses, and fees arising under 28 U.S.C. Section 1930, the net proceeds from the sale of the Properties will not be distributed to any other person or entity unless and until all claims asserted in the Galinn Adversary Proceeding (Adversary Case No. 22-01055-TBM) are resolved by a final Court order including the exhaustion of any appeals thereof or unless a subsequent Court Order is entered approving the disbursement of such net sale proceeds. The Debtor and its counsel are prohibited from using or disbursing the net sale proceeds from the sale of the Properties for any reason not expressly authorized by the Order. Upon the closing of the sale of the Properties, the J Capital Secured Claim will be deemed satisfied in full. The Order is self-executing and effective immediately upon entry, and the stay under Fed.R.Bankr.P. 6004(h) is waived. About Rosie's LLC Rosie's, LLC, a Sterling, Colo.-based company engaged in renting and leasing real estate properties, filed a voluntary petition for Chapter 11 protection (Bankr. D. Colo. Case No. 21-14259) on Aug. 16, 2021, listing as much as $50 million in both assets and liabilities. David W. Lebsock, the Debtor's manager, signed the petition. Moye White, LLP, represents the Debtor as legal counsel. RUBRYC THERAPEUTICS: Files for Chapter 11 Bankruptcy ---------------------------------------------------- RubrYc Therapeutics Inc. filed for chapter 11 protection in the Northern District of California. The Debtor is a startup company and "biotechnology company that integrates chemistry and computation to discover and develop antibody-based drugs with unprecedented epitope selectivity." Excedr, Inc., immediately filed with the Court a motion for writ of possession for the return of expensive scientific equipment leased by the Debtor. Excedr leased a piece of scientific equipment called an "Antibody Analyzer" to RubrYc for $16,709 a month. The Debtor terminated the lease pre-petition but refused to cooperate with the return of the equipment. Excedr needs, and is permitted by law, to possession of its equipment. Instead, Debtor has left the equipment, without anyone to act as "steward" over the equipment, in a shared, co-working space that Debtor had previously leased. According to court filings, RubrYc Therapeutics Inc. estimates $10 million to $50 million in debt to 1 to 49 creditors. The petition states that funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for Nov. 22, 2022 at 09:00 AM via Tele/Videoconference - www.canb.uscourts.gov/calendars. Proofs of claim are due by Feb. 20, 2023. About RubrYc Therapeutics RubrYc Therapeutics Inc. -- http://www.rubryc.com/-- is a biotechnology company that integrates chemistry and computation to decode therapeutically significant protein interfaces, revolutionizing the discovery of antibody-based drugs. RubrYc Therapeutics Inc. filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 22-30583) October 27, 2022. In the petition filed by Isaac Bright, M.D., as CEO, the Debtor reported assets between $1 million and $10 million and liabilities between $10 million and $50 million. The Debtor is represented by Matthew Jon Olson of Dorsey & Whitney LLP. SAVANNAH CAPITAL: Sale of Metter Parcels & Easement for $302K OK'd ------------------------------------------------------------------ Judge Catherine Peek McEwen of the U.S. Bankruptcy Court for the Middle District of Florida authorized Savannah Capital, LLC's sale of its 100% ownership interest in the following: (i) Parcel M45 081 located at 307 S. Terrel St., Metter, GA and Parcel M56 001 located a Trapnell Street, Metter, GA to Market Street Group, LLC for $295,000; and (iii) Easement 44.85 on Hiawatha Street, Metter, GA to City of Metter for $7,400. The Parcels will be sold in accordance with the Purchase and Sale Agreement. Realtor, William Clayton Tillman, will be paid 6% of the purchase price of $295,000 of the Parcels as commission, which is $17,700. The Parcels and Easement will be conveyed free and clear of liens, claims, and encumbrances. The making or delivery of an instrument or instruments transferring the Parcels or Easement will not be taxed under any law imposing any recording, registration, transfer or stamp tax fee, including any applicable transfer tax fees, or mortgage recording taxes and fees. About Savannah Capital, LLC Savannah Capital, LLC, is an asset management company based in Savannah, Ga. Savannah Capital and its affiliate, New Broughton Street, LLC, sought Chapter 11 protection (Bankr. M.D. Fla. Lead Case No. 22 01431) on April 11, 2022. In the petitions filed by Kris Callen, as manager, both Debtors listed up to $50,000 in assets and up to $10 million in liabilities. Judge Catherine Peek McEwen oversees the case. Jake C. Blanchard, Esq., at Blanchard Law, P.A. is the Debtor's counsel. SEAHORSE RESTAURANT: Sale of Assets to Matteo for $325K Granted --------------------------------------------------------------- Judge Roberta A. Colton of the U.S. Bankruptcy Court for the Middle District of Florida authorized Seahorse Restaurant, LLC's sale of its business known as Dockside Grill & Bar located at 4945 Gulf Blvd., in St. Pete Beach, Pinellas County, Florida, including all furniture, fixtures, equipment, accounts receivable (where applicable), goodwill, and general tangibles, to Matteo Trattoria & Chophouse, LLC, for $325,000, in accordance with the terms of the Asset Purchase Contract. The Sale is free and clear of all clear of all liens, claims, encumbrances, with all such liens, claims, and encumbrances to attach to the sale proceeds. The Debtor is further authorized and directed to pay all the usual and customary Closing Costs from the proceeds of the sale. The Debtor is authorized to assume the Lease with EE Boulevard Properties, LLC and assign the Lease to the Buyer conditioned on the Debtor curing, or providing adequate assurance of cure, of any default of the Lease. The Landlord will promptly file a cure claim for any amounts owed on the Lease with the Court. The Debtor is directed to pay any Cure Claim, as agreed between the Debtor and the Landlord or as determined by the Court, at Closing. The Debtor, the Landlord, and the Buyer are authorized and directed to execute and deliver all documents and to take all appropriate actions necessary to evidence and consummate the assumption and assignment of the Lease contemplated by Order. The Lease, all guaranties, and related documents will remain legally valid and in full force and effect, except as modified by the Order. Upon the payment of the Closing Costs and the Cure Claim, the Net Sales Proceeds will be deposited into the trust account of Stichter, Riedel, Blain & Postler, P.A. pending further order of the Court. As authorized by the Court, any disputed Cure Claim or agreed set aside, will be paid from the Firm trust account upon agreement between the Parties or upon a further Court Order. The 14-day stay set forth in Bankruptcy Rules 6004(h), 6006(d) and 7062 is waived, for good cause shown, and the Order will be immediately enforceable and the Closing may occur immediately following its entry. A hearing on the Motion was held on Oct. 27, 2022 at 10:00 a.m. About Seahorse Restaurant Seahorse Restaurants, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-03707) on Sept. 12, 2022, with up to $1 million in both assets and liabilities. Ruediger Mueller has been appointed as Subchapter V trustee. Judge Roberta A. Colton oversees the case. Mark F. Robens, Esq., at Stichter, Riedel, Blain & Postler, PA, serves as the Debtor's legal counsel. SHERLOCK STORAGE: Gets OK to Tap Deschenes & Associates as Counsel ------------------------------------------------------------------ Sherlock Storage LLC received approval from the U.S. Bankruptcy Court for the District of Montana to hire Deschenes & Associates Law Offices to handle its Chapter 11 case. The firm will charge these hourly fees: Attorneys $390 per hour Paralegals $125 to $150 per hour Deschenes & Associates will also seek reimbursement for out-of-pocket expenses incurred. Gary Deschenes, Esq., a partner at Deschenes & Associates Law Offices, disclosed in a court filing that his firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Deschenes & Associates can be reached at: Gary S. Deschenes, Esq. Deschenes & Associates Law Offices 309 First Avenue North Great Falls, MT 59403-3466 Tel: (406) 761-6112 Fax: (406) 761-6784 Email: gsd@dalawmt.com About Sherlock Storage Sherlock Storage, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Mont. Case No. 22-90150) on Oct. 4, 2022, with $1 million to $10 million in both assets and liabilities. Judge Benjamin P. Hursh oversees the case. Gary S. Deschenes, Esq., at Deschenes & Associates Law Offices represents the Debtor as counsel. SHOPS AT BROAD: Selling 6.87-Acre Mansfield Property for $2.25-Mil. ------------------------------------------------------------------- Shops at Broad, LLC, asks the U.S. Bankruptcy Court for the Northern District of Texas to authorize its sale of approximately 6.87 acres (part of Lot 10 R and all of Lot 11R, Block 1) located at 1741 E. Broad Street, in Mansfield, Texas 76096, to Realty Capital Management, LLC, for $2.25 million, free and clear of liens, claims, encumbrances, and interests. Objections, if any, must be filed within 21 days from the date of service. SAB owns over 80 acres comprised of both developed and undeveloped land projects. It has received an offer from the Buyer to purchase the Property for $2.250 million, in accordance with the terms of their Contract of Sale and Purchase of Real Property and any amendments thereto. As clarification, the survey attached to the sales contract includes a total of 7.976 acres. However, the sale is not for 7.976 acres, but instead only for 6.87 acres as more particularly described in the legal description. Prior to the bankruptcy filing, the Debtor had been actively marketing this Property for sale along with several other tracts of land. In addition to operating a large shopping center, its business involves the purchase and sale of real property to developers and end users. The offer received from the Buyer is the highest and best offer the Debtor has received to purchase the Property. The proposed purchaser is not an insider of the Debtor, and the Debtor believes the sales price represents the fair market value of the Property. Trez Shops at Broad, LP is owed approximately $60.75 million with senior secured liens asserted against the Property. However, there in approximately $3.4 million owed in current and outstanding ad valorem taxes owed to Tarrant County against the Property in part that would be in a first lien position. If the sale of the Property is approved, the Debtor will pay the outstanding taxes owed to Tarrant County against the Property with the remaining sales proceeds paid toward Trez's secured claim which will significantly aid in its reorganization. The Debtor asks authority to (a) consummate and close the sale of the Property and (b) pay the sales proceeds first to Tarrant County for the outstanding taxes owed against the Property (c) second, pay Trez the remaining sales proceeds pursuant to its asserted secured claim while (d) selling the Property free and clear of liens, taxes, claims, encumbrances, and interests. It further asks that the Court waives the 14-day stay under Federal Rule of Bankruptcy Procedure 6004(h) so that upon approval of the relief sought, the Order granting such will be effective immediately. A copy of the Contract is available at https://tinyurl.com/mr3vkpkt from PacerMonitor.com free of charge. About Shops at Broad Shops at Broad, LLC, a company in Mansfield, Texas, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 22-42059) on Sept. 2, 2022. In the petition signed by Stewart Geyer, authorized representative, the Debtor disclosed between $50 million and $100 million in both assets and liabilities. Judge Edward L. Morris oversees the case. Areya Holder Aurzada, Esq., at Holder Law serves as the Debtor's counsel. SINTX TECHNOLOGIES: Sells One Series E Preferred Share to CEO ------------------------------------------------------------- SINTX Technologies, Inc. entered into a Subscription and Investment Representation Agreement with B. Sonny Bal, its chief executive officer, who is an accredited investor, pursuant to which the Company agreed to issue and sell one share of the Company's Series E Preferred Stock, par value $0.01 per share, to Mr. Bal for $2,500.00 in cash. The sale closed on Oct. 26, 2022. In connection with the issuance of the Series E Preferred Stock, the Company filed a certificate of designation with the Secretary of State of Delaware, effective as of the time of filing, designating the rights, preferences, privileges and restrictions of the share of Series E Preferred Stock. The Certificate of Designation provides that the share of Preferred Stock will have 250,000,000 votes and will vote together with the outstanding shares of the Company's common stock as a single class exclusively with respect to any proposal to amend the Company's Restated Certificate of Incorporation to effect a reverse stock split of the Company's common stock. The Preferred Stock will be voted, without action by the holder, on any such proposal in the same proportion as shares of common stock are voted. The Preferred Stock otherwise has no voting rights except as otherwise required by the General Corporation Law of the State of Delaware. The Preferred Stock is not convertible into, or exchangeable for, shares of any other class or series of stock or other securities of the Company. The Preferred Stock has no rights with respect to any distribution of assets of the Company, including upon a liquidation, bankruptcy, reorganization, merger, acquisition, sale, dissolution or winding up of the Company, whether voluntarily or involuntarily. The holder of the Preferred Stock will not be entitled to receive dividends of any kind. The outstanding share of Preferred Stock shall be redeemed in whole, but not in part, at any time (i) if such redemption is ordered by the Board of Directors in its sole discretion or (ii) automatically upon the effectiveness of the amendment to the Certificate of Incorporation implementing a reverse stock split. Upon such redemption, the holder of the Preferred Stock will receive consideration of $2,500.00 in cash. About SINTX Technologies Headquartered in Salt Lake City, Utah, SINTX Technologies, Inc. -- https://ir.sintx.com -- is an OEM ceramics company that develops and commercializes silicon nitride for medical and non-medical applications. The core strength of SINTX Technologies is the manufacturing, research, and development of silicon nitride ceramics for external partners. The Company presently manufactures advanced ceramics powders and components in its FDA registered, ISO 13485:2016 certified, and ASD9100D certified manufacturing facility. SINTX reported a net loss of $8.78 million for the year ended Dec. 31, 2021, a net loss of $7.03 million for the year ended Dec. 31, 2020, and a net loss of $4.79 million for the year ended Dec. 31, 2019. As of June 30, 2022, the Company had $17.49 million in total assets, $5.45 million in total liabilities, and $12.05 million in total stockholders' equity. SOUTHERN CALIFORNIA: Benchmark Buying Business Assets for $75K -------------------------------------------------------------- Southern California Research, LLC, seeks approval from the U.S. Bankruptcy Court for the Central District of California of a private sale of the assets comprising its business operations to Benchmark Research Group, LLC, for $75,000. The Debtor marketed the Assets through the efforts of Zane Courbay, the founder of ZANE, LLC. Mr. Courbay reached out discretely to approximately 30 potential strategic buyer research sites and presented the opportunity to acquire the Debtor's business and existing clinical trials. The only party to express an interest in making the acquisition was the Buyer. The clinical trials field was negatively impacted by Covid-19 has been slow to recover. The clinical trials industry is tightly knit, and based upon his experience, Mr. Courbay believes that a broadly targeted sales effort would have led to the Debtor's financial instability. Given both the risk that the estate would have been put to by broad marketing and the lack of interest in purchasing the Assets, the Debtor seeks approval of the sale to the Buyer without an auction. The Debtor and the Buyer executed the Asset and Purchase Agreement dated as of Oct. 10, 2022, providing for the sale and acquisition of the Assets for the sum of $75,000, free and clear of all liens, claims, encumbrances and other interests, with such liens to attach to the proceeds of sale. In addition to the cash paid to the estate in the amount of $75,000, the Debtor expects to collect an additional $100,000 from its accounts receivable and receipt of its holdback(s), reserve(s) or retention(s) maintained under contracts with its pharmaceutical company clients. Pursuant to the APA and as requested in the Motion, the Debtor will assume and assign its rights and interests under its two unexpired leases, two equipment finance leases, one storage space lease and 14 clinical studies contracts, which will relieve the estate of substantial contingent claim liability. While the clinical studies contracts require the consent of the counter party to the assignment of such contracts, the Sale is expressly not contingent upon the entry of an order assuming or assigning any of the Contracts, which risk has been assumed entirely by the Buyer. The APA however requires that the Debtor seek entry of such an order. The assumption and assignment of each contract relieves the Estate of liability and is therefore in the best interests of the Estate. The Debtor is obligated to pay the cure costs associated with the Beverly Hills Lease. The Buyer is obligated to pay the cure costs associated with all other Contracts. The Debtor has no secured creditors other than the leasing companies whose contracts are being assumed and assigned to the buyer. Therefore, all of the sale proceeds will be used to cure the lease arrearage for the Beverly Hills office lease and will be distributed to general unsecured creditors. The Motion must be heard at the earliest time available due to the fact that the Debtor is out of cash, is unable to continue in business and its dire financial position deteriorates each day that it operates. If the sale is not approved, the only asset available to creditors will be the collection of accounts receivable which will be sure to be challenged by the counter parties to the Debtor's contracts due to its failure to complete the contracts. Finally, the Debtor asks the Court to waive the 14-day stay of order provided in Rules 6004(h) and 6006(d) of the Federal Rules of Bankruptcy Procedure. A copy of the APA is available at https://tinyurl.com/m9fuv29k from PacerMonitor.com free of charge. About Southern California Research Southern California Research, LLC is a private medical group in Thousand Oaks, Calif., that conducts clinical research trials. Southern California Research filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-10022) on Jan. 12, 2022, listing $184,280 in assets and $11,753,616 in liabilities. Darrell Maag, managing member, signed the petition. Judge Deborah J. Saltzman oversees the case. The Debtor tapped James R. Selth, Esq., at Weintraub & Selth, APC as bankruptcy counsel; Gordon Rees Scully Mansukhani, LLP as special counsel; and Hahn Fife & Company, LLP as financial advisor and accountant. SPECTACULAR SOLAR: Commences Subchapter V Case ---------------------------------------------- Spectacular Solar Corp. filed for chapter 11 protection in the District of New Jersey without stating a reason. The Debtor elected on its voluntary petition to proceed under Subchapter V of chapter 11 of the Bankruptcy Code. According to court filings, Spectacular Solar Corp. estimates $1 million to $10 million in debt to 1 to 49 creditors. The petition states that funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for Dec. 1, 2022, at 3:00 PM at Telephonic. Proofs of claim are due by Jan. 5, 2023. About Spectacular Solar Corp. Spectacular Solar Corp., doing business as Blue Green Solar Inc., designs, engineers, installs and monitors solar energy systems for residential and business properties. Spectacular Solar Corp. filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 22-18522) on Oct. 28, 2022. In the petition filed by Al Francesco, as CFO, the Debtor reported assets and liabilities between $1 million and $10 million. Holly Smith Miller has been appointed as Subchapter V trustee. The Debtor is represented by Marc C Capone of Gillman, Bruton & Capone, LLC. STARWOOD PROPERTY: S&P Rates Sec. Sustainability Term Loan B 'BB' ----------------------------------------------------------------- S&P Global Ratings assigned its 'BB' issue rating to Starwood Property Trust Inc.'s $400 million first lien senior secured sustainability term loan B due in 2027, issued by subsidiary Starwood Property Mortgage LLC. The company will use the proceeds--which will have little affect on its leverage--for general corporate purposes, including repaying outstanding debt under its repurchase facilities. S&P said, "We rate the loan in line with Starwood's issuer credit rating and its existing secured term loan and a notch above its unsecured debt. We believe the issuance could carry a higher interest rate than Starwood's existing secured and unsecured debt. "Still, we look favorably on the issuance since it supports Starwood's funding during a period where the access of speculative grade issuers to new debt has generally deteriorated amid a weakening economy. The issuance also adds to funding in advance of two debt maturities next year in 2023--a $250 million maturity of convertible notes in April 2023, and a $300 million maturity of senior unsecured notes in November 2023. "Our rating on Starwood continues to balance its strong record and good diversification across real estate lending, investing, and servicing against its concentration in commercial real estate in general, and its use of repurchase facilities with margin call provisions. "The stable outlook reflects our expectation that over the next year Starwood will report stable asset quality and profitability while maintaining adequate liquidity and leverage near 3.0x-4.0x. Its leverage, as we measure it, was about 3.2x as of June 30, 2022." STAT HOME: Case Summary & One Unsecured Creditor ------------------------------------------------ Debtor: STAT Home Health-West, LLC 1724 Herman Dupuis Rd, Suite B Breaux Bridge, LA 70517 Business Description: The Debtor is a home health care services provider. Chapter 11 Petition Date: November 3, 2022 Court: United States Bankruptcy Court Western District of Louisiana Case No.: 22-50732 Judge: Hon. John W. Kolwe Debtor's Counsel: Bradley L. Drell, Esq. GOLD, WEEMS, BRUSER, SUES & RUNDELL POB 6118 Alexandria, LA 71307-6118 Tel: (318) 445-6471 Fax: (318) 445-6476 Email: bdrell@goldweems.com Total Assets: $820,707 Total Liabilities: $11,686,071 The petition was signed by Patrick Mitchel as manager. The Debtor listed Palmetto GBA, LLC as its only unsecured creditor holding a claim of $10,173,422. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/I5H2ZLA/STAT_Home_Health-West_LLC__lawbke-22-50732__0001.0.pdf?mcid=tGE4TAMA STATERA BIOPHARMA: Incurs $3.5 Million Net Loss in Second Quarter ----------------------------------------------------------------- Statera Biopharma, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $3.49 million on $768,827 of revenues for the three months ended June 30, 2022, compared to a net loss of $6.60 million on $0 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 $11.25 million on $1.77 million of revenues compared to a net loss of $11.89 million on $0 of revenues for the six months ended June 30, 2021. As of June 30, 2022, the Company had $13.54 million in total assets, $20.46 million in total liabilities, and a total stockholders' deficit of $6.92 million. At June 30, 2022, the Company had cash and cash equivalents of $0.6 million, which represents a decrease of $6.2 million since the end of its last fiscal year. This decrease was caused by the Company's capital raise in the first quarter of 2022, offset by its net cash used in operations of $3.9 million during the six months ended June 30, 2022 and repayment of debt. Statera said, "We are a clinical-stage company, have generated only insignificant revenues to date, and have incurred cumulative net losses and expect to incur significant expenses and operating losses for the foreseeable future as we advance our lead candidates through clinical trials, progress our pipeline candidates from discovery through pre-clinical development, and seek regulatory approval and pursue commercialization of our candidates. We do not have commercial products other than CRO services, we have limited capital resources, meaning that we are currently generating limited revenues and cash from operations. We do not expect our cash and cash equivalents will be sufficient to fund our projected operating requirements or allow us to fund our operating plan, in each case, beyond the third quarter of 2022. As a result, we will need additional financing to support our continuing operations. Historically, we have funded our operations through the sale of equity and debt securities, as well as the receipt of funded grants. Until such time as we can generate significant revenue from product sales, if ever, we expect to finance our operations through a combination of public or private equity and debt financings or other sources, which may include collaborations with third parties, the sale or license of drug candidates, the sale of certain of our tangible and/or intangible assets, the sale of interests in our subsidiaries or joint ventures, obtaining additional government research funding, or entering into other strategic transactions. However, we can provide no assurance that we will be able to raise cash in sufficient amounts, when needed or at acceptable terms. We do not expect that our existing cash and cash equivalents will enable us to fund our operating expenses and capital expenditure requirements beyond the third quarter of 2022. If we are unable to raise adequate capital and/or achieve profitable operations, future operations might need to be scaled back or discontinued." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1318641/000143774922025006/cbli20220630_10q.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. Statera Biopharma reported a net loss of $101.87 million for the year ended Dec. 31, 2021, compared to a net loss of $12.09 million 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. SUNLIGHT RIVER: Trustee Sets Bid Procedures for Cornville Property ------------------------------------------------------------------ Joseph E. Cotterman, the Subchapter V Trustee of Sunlight River Crossing, LLC, seeks approval from the U.S. Bankruptcy Court for the District of Arizona to sell the the Debtor's real and personal property (including furniture and art) located at 700 North Page Springs Road in Cornville, Arizona. The primary secured creditor in the case, 988, LLC, and SRC have been locked in an intractable cycle of litigation in the case. In addition to the foregoing, the Court has been forced to address SRC's engagement and payment of various professionals without seeking prior approval of either their compensation or employment. The sale will be free and clear of all liens, claims, encumbrances, and interests, to the highest and best bidder as approved by the Court after appropriate marketing of the Property, with all liens to attach to the proceeds of sale. At various hearings, most recently the status hearing held Aug. 23, 2022, the counsel for SRC has informed the Court that SRC will be filing an amended plan. As of the date of the Motion, no amended plan has yet been filed. The parties in the case are locked in an intractable cycle of litigation which has caused both administrative expenses and 988's secured claim to skyrocket while the value of the Property is impacted by an Arizona real estate market that is at best softening, and at worst, depreciating. Moreover, the monthly revenue reflected in SRC's monthly operating reports, is not sufficient to service or satisfy those obligations through regular distributions under a plan of reorganization. The Trustee believes the escalation of administrative expenses and 988's secured claim will continue to negatively impact the debt/equity equation in the case. He has also serious concerns as to whether SRC even can propose an amended plan that is economically feasible based on the current status of administrative expenses and secured claim. The Trustee believes a 363 Sale is his only realistic option to advance the case toward a final resolution and administration of SRC's estate that is in the best interest of the estate and all creditors. If this Motion is granted, he will inform potential renters of the Property about the marketing and sale process and the potential impact thereof on their rental reservations. To minimize the prejudicial delay to both SRC's estate and its creditors, the Trustee requests that the Court initially sets a hearing on as expedited a timeline as the Court deems appropriate, to consider and authorize a 363 Sale, and to approve the Procedures Request. If the Court authorizes a 363 Sale, at a later date the Trustee will seek a hearing to request approval of any sale offer submitted to the Court or any higher and better offer made at such hearing. There are only two creditors who assert liens against SRC's assets: i) 988; and, ii) the Yavapai County Treasurer. Based on his discussions with 988, the Trustee believes it will assert a secured claim that currently approaches, and possibly even exceeds, $1.8 million. He believes the Yavapai County Treasurer's claim is less than $15,000. If 988's appraisal is accurate, the estate is already administratively insolvent, and the Trustee believes that insolvency will deepen as the case moves forward. Unfortunately, under the circumstances, a sale of the Property will best remedy that deepening insolvency. SRC's schedules list the value of the Property, which is SRC's primary asset, as $2.59 million. Based on information he has received from informal research through online sources and from knowledgeable real estate professionals, the Trustee not received any credible information that supports the foregoing figure. He believes the value of the Property is more likely less than $2 million. 988 has informed him that it has received an appraisal of the Property indicating that the value is only $1.76 million, a value that would render this estate already administratively insolvent. In connection with the Sale Request, preliminarily the Trustee requests that the Court enters an order authorizing him to market the Property for sale on the terms and procedure set forth. Should those marketing efforts result in a cash offer, he will seek a Sale Hearing to approve the 363 Sale of the Property based on that (or any higher and better) offer; and, he will provide notice of any such Sale Hearing date, the details of the cash offer (essentially using it as a stalking horse bid), and any sale and bidding procedures approved by the Court. The Trutee also requests that the Court enters an Order establishing the following procedures and parameters for marketing the Property, submission of bids to purchase the Property, and for the conduct of any Sale Hearing the Court may subsequently set if marketing the Property results in cash bids worthy of submission to the Court for approval: A. The sale will include the Property, including all the real and personal property located at 700 North Page Springs Road in Cornville, AZ. The Property will be sold to the party who submits the highest and best offer in accordance with the bid procedures. B. Unless expressly agreed to by the purchaser, no liabilities will be assumed in connection with the 363 Sale of the Property. C. After consultation with real estate professionals engaged for the purpose of marketing and selling the Property, it will be marketed for a price calculated to be commensurate with its fair market value in the prevailing market. All bidders other than 988 will be required to post a refundable bidding deposit of $10,000. D. The Sale will be a cash sale (with the exception of 988), "as is, where is" with no representations or warranties of any kind by SRC or the Subchapter V Trustee, with no carryback financing or contingencies, and the required closing date will be no later than 15 business days after the Court approves a 363 Sale at the highest and best bid submitted at or before the Sale Hearing. E. The Sale will be free and clear of liens, encumbrances, charges, claims and interests of every kind and description, with any and all such liens, encumbrances, charges, claims and interests to attach to the proceeds of the sale. F. The Trustee may offer any stalking horse bidder reimbursement of reasonable expenses incurred in the course of formulating and submitting a stalking horse bid, not to exceed $7,500. G. A refundable $10,000 deposit payable to Sunlight River Crossing, LLC is required. H. Other than a bid by 988, all Qualified Bids must be made no later than five days prior to any Sale Hearing the Court may set to consider the highest and best offer for the Property and to approve any such sale. I. If he receives a cash offer for the Property that justifies the Court's consideration, the Trustee will request that the Court sets a Sale Hearing to conduct an auction of the Property. J. The minimum increment is $25,000 higher than the previous bid. K. The Sale Hearing will be held on a date and time set by the Court after subsequent request if the initial marketing of the Property results in a stalking horse cash offer that justifies the Court's consideration. If teh Trustee does not receive any fair market value offers for the Property within 75 days after the Court approves the Procedures Request, he will not request a Sale Hearing, he will report the lack of bids to the Bankruptcy Court, and in that event he intends to withdraw (without prejudice) this request to sell the Property. For the foregoing reasons, the Trustee asks a preliminary expedited hearing for the Court to consider and approve notice, bidding and sale procedures. About Sunlight River Crossing Cornville, Ariz.-based Sunlight River Crossing, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Ariz. Case No. 21-04364) on June 4, 2021, listing as much as $10 million in both assets and liabilities. Joseph E. Cotterman of Gallagher & Kennedy serves as Subchapter V trustee. Judge Brenda K. Martin presides over the case. Keery McCue PLLC, Sonoran Capital Advisors LLC and Jade Accounting Inc. serve as the Debtor's legal counsel, financial advisor, and accountant, respectively. 988, LLC, as lender, is represented by Bryan Wayne Goodman of Goodman & Goodman, PLC. TACORA RESOURCES: Moody's Hikes CFR to B3, Outlook -------------------------------------------------- Moody's Investors Service downgraded Canadian iron ore producer Tacora Resources Inc.'s corporate family rating to B3 from B2, and its senior secured notes rating to B3 from B2. It's probability of default rating was affirmed at B2-PD and the outlook remains negative. "The downgrade of Tacora's ratings reflects weak liquidity, lower than expected production in the first half of 2022 that has resulted in high cash costs per tonne, combined with execution risk in achieving increased production and consequently an improved cost profile" said Jamie Koutsoukis, Moody's analyst. Downgrades: Issuer: Tacora Resources Inc. Corporate Family Rating, Downgraded to B3 from B2 Senior Secured Regular Bond/Debenture, Downgraded to B3 (LGD4) from B2 (LGD3) Affirmations: Issuer: Tacora Resources Inc. Probability of Default Rating, Affirmed B2-PD Outlook Actions: Issuer: Tacora Resources Inc. Outlook, Remains Negative RATINGS RATIONALE Tacora's B3 rating is constrained by: (1) execution risk in ramping production to 6 million tonnes per year from 3.1 million tonnes in 2021 and consequently reducing high operating costs; (2) produces only iron ore which has volatile pricing leading to large swings in cash flow; (3) a single mine site with a small amount of production relative to major global iron ore miners; (4) poor track record of operating the Scully mine with it having been restarted in 2018 and performance falling well below expectations in 2021 and the first half of 2022; and 5) weak liquidity. The rating benefits from: (1) high grade iron ore (65.6% Fe) produced at the Scully Mine; and (2) the mine's location in Labrador Canada, an established iron ore mining region with access to infrastructure including rail. Governance is a factor in this rating action as Tacora's operating performance has been below expectations since the original rating was assigned in May 2021. As a result, Management Credibility and Track Record is a very highly negative governance risk factor. Tacora's performance in the first half of 2022 was below expectations with production of 1.7 million tonnes which on a run rate basis would be relatively flat with 2021 production. Tacora's short-term strategy is to improve the Scully Mine and achieve name plate production capacity of six million tonnes per year of high-grade iron ore concentrate following improvements to their screen/bypass plant. The lower production has however resulted in in the company consuming over $15 million of cash during the first six months of 2022 despite iron ore prices averaging about $140/tonne during the period. Tacora has weak liquidity through the end of 2023. Sources are its cash balance of $67 million as of Q2/22 and uses are Moody's expectation of negative free cash flow of about $45 million. The company does not have a credit facility in place and no financial covenants. The negative outlook reflects Tacora's execution risk to increasing its production towards 6 million tonnes per year and its weak liquidity. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be downgraded if Tacora's liquidity weakens, or if the company experiences further challenges in ramping up its production towards name plate production capacity of six million tonnes per year at its Scully mine. The ratings could be upgraded if the company is able to increase its scale and reduces its cost position towards $60/tonne. An upgrade would also require debt to EBITDA be maintained below 4x and the company generates sustained positive free cash flow. The principal methodology used in these ratings was Mining published in October 2021. Headquartered in Montreal, Quebec, Tacora Resources Inc. has one operating mine in Canada, the Scully Mine in Wabush, Newfoundland and Labrador. TENNECO INC: S&P Downgrades ICR to 'B' on Acquisition by Apollo --------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Tenneco Inc. to 'B' from 'B+' and removed the rating from CreditWatch, where we placed it with negative implications on Feb. 24, 2022. At the same time, we assigned our 'B' rating and '3' recovery rating to the company's proposed senior secured debt (including revolver) and our 'B-' rating and '5' recovery rating to its proposed senior unsecured notes. The stable outlook reflects S&P's view that despite uncertainty in auto production levels and volatility due to continuing supply-chain issues, Tenneco will be able to maintain margins at least at recent levels, sustain leverage below 6.5x, and generate a modest amount of free cash flow, particularly as auto production levels improve into 2023. Affiliates of certain funds managed by financial sponsor Apollo Global have announced the financing plans for its $7.2 billion acquisition of auto parts supplier Tenneco Inc. in a public-to-private leveraged buyout transaction. The financing includes a $600 million revolving facility, a $1.3 billion term loan A, a $1.4 billion term loan B, $1.75 billion in senior secured notes, and $1.0 billion in unsecured notes as well as an equity contribution, and it is expected to close by the end of 2022. Tenneco's adjusted leverage is expected to reach about 6.5x pro forma for the transaction, which is well above S&P's 5x downside trigger when the company was public, and under Apollo's ownership, it anticipates that future financial policies will remain more aggressive. The downgrade reflects Tenneco Inc.'s substantial debt burden and more aggressive financial policy under financial-sponsor ownership. The financing for the proposed LBO and concurrent acquisition of Tenneco involve a combination of debt and equity. S&P said, "The amount of debt on the balance sheet is increasing by about $550 million, and as we no longer net any cash because we view Apollo as a financial sponsor, leverage is increasing to about 6.5x pro forma for the transaction compared with about 5.6x at the end of second-quarter 2022." S&P said, "We view this debt burden as substantial and the financial policy as fairly aggressive given the highly volatile nature of the auto market. Still, we do expect leverage to fall below 6x in 2023 due to auto production levels increasing from very low levels and production volatility at OEMs decreasing to some degree. The proposed financing will also significantly increase interest expenses, which will limit the amount of free cash flow at current margins. After significant costs to close the transaction in 2022 lead to one-time negative cash outflows, we expect the company to generate free operating cash flow (FOCF) to debt of only 1%-2% in 2023. "Upon the close of the transaction, we expect to withdraw the ratings and recovery ratings on the existing debt that is being repaid in full. To the extent any of this debt is not redeemed, we could review the ratings at the close of the transaction. "While we expect Tenneco's margins to improve on higher industry volumes and cost-saving initiatives, the pace of improvement remains quite uncertain, as supply-chain issues persist and inflation remains high. The lingering effects of the COVID-19 pandemic have reduced the automakers' ability to source the semiconductors and other parts needed for production and have increased production volatility. This volatility intensified globally in the second quarter due to temporary plant shutdowns in China for quarantine measures as well as supply-chain issues due to the Russia-Ukraine conflict. Prices of raw materials and shipping containers are coming down, but labor and energy costs--particularly in Europe--remain a drag on profits. "To some degree, Tenneco's ability to pass on higher costs depends on the division and product category. While passing on prices directly to the consumer is easier in the Motorparts business, as the company can pass on higher costs to retailers who in turn raise prices to consumers, it is more challenging in negotiations with OEMs. We view the company as somewhat disadvantaged in its negotiating leverage and ability to pass on higher costs compared to other large global suppliers, particularly in its powertrain and low-margin performance solutions businesses. "While Tenneco is a large, diversified supplier with over $18 billion of revenues, its products are spread over many different categories. Some of these categories have lower value-add, which in our view could make passing through material, labor, and freight costs more challenging. To offset these issues, the company has identified some significant cost-saving opportunities, which--combined with higher industry volumes in 2023 and 2024--could lead to substantial margin upside over time. These initiatives include moving production to lower-cost countries, optimizing staffing levels, and establishing lean systems to reduce equipment downtime. "We believe the strategic rationale for Apollo's acquisition makes sense and that Tenneco will continue to benefit from diversity in OEM, aftermarket, and commercial vehicle markets, but an acceleration in vehicle electrification is still a long-term risk. As a public company, we had expected Tenneco to deleverage its balance sheet and optimize its portfolio of products, eventually using free cash flow to acquire technology to transform its portfolio and increase its exposure to electrification. Under Apollo, we think the company will focus more on increasing the margins and efficiency of its existing products as well as possibly acquiring companies or division that are more focused on internal combustion engine (ICE) products. While we expect ICE engines will be a significant part of the OEM market for many years, Tenneco has significant exposure to Europe and China, where electrification is expected to increase more rapidly. As powertrain and clean air product volumes naturally fall, it could prove difficult for Tenneco to maintain the same efficiency and margins with a lower product volume. "While liquidity sources under the new capital structure will be reduced, we view them as sufficient to withstand market headwinds over the next year. Under the new capital structure, the company will have a $600 million revolving credit facility(expected draw $87 million at close). This is significantly reduced from the company's previous $1.5 billion facility, but along with about $400 million of cash on the balance sheet following the LBO, we think the company has an ample cushion if there are further shocks due to macroeconomic events such as a more severe global recession. "The stable outlook reflects our view that despite uncertainty in auto production levels and volatility due to continuing supply-chain issues, Tenneco will be able to maintain margins at least at recent levels, sustain leverage below 6.5x, and generate a modest amount of free cash flow, particularly as auto production levels improve into 2023. "We could lower our rating on Tenneco again if the company were to sustain leverage above 6.5x or if FOCF to debt remained near breakeven. This could occur if margins deteriorate further due to inflationary pressures that cannot be passed on with pricing, or if volumes do not recover and volatility in production continues, potentially due to a longer and more protracted recession in one of its key markets. This could also occur if the sponsor increases leverage to pay a large dividend or for M&A. "We could raise the rating if FOCF to debt moved toward 5% on a sustained basis and debt to EBITDA was maintained below 5.0x. In addition, we would expect its financial sponsor to commit to a financial policy that would allow the company to maintain lower leverage on a sustained basis." E-4, S-2, G-3 S&P said, "Environmental factors are a negative consideration in our credit rating analysis of Tenneco, which is more negatively affected by environmental factors than most auto parts companies. Because a relatively large percentage of Tenneco's parts focus on traditional combustion engines for cars and trucks, the company's volumes are more at risk than other auto suppliers as the production of electric vehicles accelerates. We also expect the company will have to make further investments and acquisitions to adapt to this rapidly changing environment, which introduces further risks. Governance is a moderately negative consideration. Our assessment of the company's financial risk profile as highly leveraged reflects corporate decision-making that prioritizes the interests of the controlling owners, in line with our view of the majority of rated entities owned by private-equity sponsors. Our assessment also reflects their generally finite holding periods and focus on maximizing shareholder returns." TERI G. GALARDI: Heubl & Meade Offer $830K for Naples Property -------------------------------------------------------------- Teri G. Galardi asks the U.S. Bankruptcy Court for the Middle District of Georgia to approve the sale of the real property located at Royal Palm Golf Estates, Royal Hammock, in Naples, Florida, specifically Replat #3, Tract B, to Dieter Huebl and Neal Meade for $830,000. The Debtor, through her majority ownership interest in Jack E. Galardi, LLC, owns the Real Property. Jack E. Galardi, LLC is currently owned 60% by the Debtor and 40% by her son Darrell Galardi. Her son will receive none of the proceeds from the sale and all net proceeds will be held by the Debtor's counsel in the escrow account. The Buyers have made an offer to purchase the Real Property, in accordance with the terms of the Contract for the Purchase and Sale Agreement. As set forth in the Agreement, the Buyers' offer encompasses paying $830,000 for the Real Property to be paid as follows: (I) $10,000 earnest money to be paid seven business days after the Agreement date and deposited into escrow; (2) balance or $820,000 to be paid at closing. The Debtor believes that the Agreement represents the highest and best offer available and that the Purchase Price represents the true value of the Real Property. Upon approval of the sale motion, and consideration paid, Jack E. Galardi, LLC will transfer it to the Buyers upon payment of the purchase price. Citizens Title Agency, LLC, will acting as the Escrow Agent in this transaction. The Escrow Agent is only authorized to receive and accept earnest money in accordance with the terms and conditions of the Agreement. The Agreement is contingent on and subject to approval by the Bankruptcy Court. The sale is not authorized unless and until a final order is entered in the bankruptcy case. The Real Property is subject of a loan and security deed from Jack Galardi, LLC in favor of Power Financial Credit Union. The Credit Union has filed a proof of claim alleging Debtor is a guarantor of this debt -- Claim No. 96 in the amount of $2.169.417.26. It has advised through the counsel it would release its interest in the Real Property for a payment of $250,000. The loan is current and being paid by Galardi Eagle Lakes, LLC, the operator of a golf course. Jack Galardi, LLC owns the Real Property, the golf course real property and a residential house situated in the golf course community. Pro rata real estate taxes and other normal and customary closes costs will be paid at closing along with the real estate commission of 7% to Pat Burnside Realty. The Real Property will be sold to the Buyers "As Is-Where Is" with no warranties or representations. The Debtor requests that it be authorized to use and distribute the Sales Proceeds as follows: (a) Payment of all customary closing costs, if any; and (b) Payment of real estate commission, which is 7%, to be paid to the Broker; and (c) All net proceeds to be used to fund the Debtor's Chapter 11 Bankruptcy Case and Plan. Finally, the Debtor asks that the Court waives any stay pursuant to Bankruptcy Rule 6004 or otherwise. A copy of the Contract is available at https://tinyurl.com/4kwx45sh from PacerMonitor.com free of charge. About Teri Galardi Teri G. Galardi sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Ga. Case No. 22-50035) on Jan. 12, 2022. Louis G. McBryan, Esq., at McBryan, LLC is the Debtor's legal counsel. TERI G. GALARDI: NTKN Buying JGP&P & Red Eyed Stocks for $3.3-Mil. ------------------------------------------------------------------ Teri G. Galardi asks the U.S. Bankruptcy Court for the Middle District of Georgia to approve the sale of the following to NTKN Holdings, LLC, free and clear of liens, claims, encumbrances, and interests: a. interest in JGP&P, LLC for $2.8 million; and b. 100% of the stock of Red Eyed, Inc., for $500,000. The Debtor is the sole member and owner of the LLC and is the owner of 100% of the stock of Red Eyed, Inc., a Georgia Corporation. The LLC owns the real property located at 4730 Frontage Road, Forest Park, Georgia. The Buyer previously made an offer to purchase the Real Property, LLC and Red Eyed Stock, and the Debtor filed a Motion to Sell based upon those offers and the Court granted such motion. However, both the Buyer and the Debtor have determined that the Buyer would be better served if it owned the entity that owns the Real Property due to the LLC's participation in litigation that resulted in a settlement with the City of Forest Park, Georgia, the municipality in which the Real Property is located. Therefore, the Buyer has provided an amended contract (Purchase and Sale of Membership Interest of Limited Liability Company and Stock) and the Debtor has determined it is in the Estate's best interest. As set forth in the Agreement, the Buyer's offer encompasses paying $2.8 million for the Debtor's interest in the LLC and $500,000 for the Red Eyed Stock for the total purchase price of $3.3 million to be paid as follows: (1) $50,000 earnest money to be paid three business days after the Agreement date and deposited into escrow; (2) an additional $10,000 earnest money to be paid 10 days after the Agreement date and deposited into escrow; and (3) the remaining balance of $3.24 million will be paid in full by the Buyer at closing. The Buyer is the current tenant of the Real Property and the Debtor believes that the Agreement represents the highest and best offer available and that the Purchase Price represents the true value of the LLC and Red Eyed Stock. Upon approval of the sale motion and payment of the full Purchase Price, the Debtor will transfer her membership interest in the LLC and her stock interest in Red Eyed to the Purchaser upon payment of the purchase price so that the Purchaser will be a good faith buyer with all protections available to it. The law firm of Medley & Associates will be acting as the Escrow Agent in this transaction. The Escrow Agent is only authorized to receive and accept earnest money in accordance with the terms and conditions of the Agreement. The Debtor anticipates all holders of security interest, liens, claims, encumbrances, and interest in the property will consent to the sale contemplated. Cohen and Caproni, LLC as Disbursing Agent under the Confirmed Plan of Reorganization of Trop, Inc., asserts a first priority lien against the Real Property as more particularly described in the Deed to Secured Debt executed by JGP&P as Grantor dated June 23, 2020 and recorded in the real property records of Clayton County, Georgia in Deed Book 12009 Page 404, and assigned to Cohen as successor Disbursing Agent under the Confirmed Plan of Reorganization recorded Jan. 13, 2022 and recorded in the real property records of Clayton County, Georgia in Deed Book 12797 Page 382. This Deed to Secure debt secures a Note from Trop to the Disbursing Agent for the purposes of paying claims pursuant to the Trop Plan of Reorganization. Cohen as Disbursing Agent has filed a claim in this Bankruptcy Case as the Debtor has also guaranteed that Note. Additionally, Ainsworth Dudley, on behalf of himself and others, has filed claims in the Debtor's case for the same claims as are being paid by the Disbursing Agent. Payment upon closing of this Real Property will result in payment in full of the claims of the Disbursing Agent and those certain creditors of Trop whose claims are guaranteed by the Debtor. The Debtor is not aware of any other or additional secured claims, although real property taxes may be due and owing at closing and will be prorated. The Membership interest in the LLC and Debtor's Red Eyed, Inc. stock will be sold to Purchaser "As Is-Where Is" with no warranties or representations, other than the Debtor is the current owner of that membership interest and owner of the stock. To the extent licenses may be transferred they will be, but the Debtor specifically disclaims alcohol or adult entertainment licenses are transferrable. The Debtor requests that it be authorized to use and distribute the Sales Proceeds as follows: payment of all customary closing costs, if any; the amount of the Secured Claim will be paid in full at closing without any escrow hold; and all net proceeds to be used to fund the Debtor's Chapter 11 Bankruptcy Case and Plan and will be remitted to Bankruptcy Counsel to be held in an IOLTA trust account. Finally, the Debtor asks that the Court waives any stay pursuant to Bankruptcy Rule 6004 or otherwise. A copy of the Contract for the Purchase is available at https://tinyurl.com/2t4jky7u from PacerMonitor.com free of charge. About Teri Galardi Teri G. Galardi sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Ga. Case No. 22-50035) on Jan. 12, 2022. Louis G. McBryan, Esq., at McBryan, LLC is the Debtor's legal counsel. TERI G. GALARDI: Zalach Offers $800K for Las Vegas Property ----------------------------------------------------------- Teri G. Galardi asks the U.S. Bankruptcy Court for the Middle District of Georgia to approve the sale of the real property located at 2121 S. Highland Avenue, in Las Vegas, Nevada, to Roi Zalach for $800,000. The Debtor, through her sole ownership interest in New International Properties, LLC, owns the Real Property. The Buyer has made an offer to purchase the Real Property, in accordance with the terms of the Contract for the Purchase and Sale Agreement. As set forth in the Agreement, Buyer's offer encompasses paying $800,000 for the Real Property to be paid as follows: (1) $800,000 earnest money to be paid two business days after the Agreement date and deposited into escrow. The Debtor believes that the Agreement represents the highest and best offer available and that the Purchase Price represents the true value of the Real Property. Upon approval of the sale motion, and consideration paid New International Properties, LLC will transfer it to the Buyer upon payment of the purchase price. Fidelity National Title, specifically Jennifer Hubbard, will acting as the Escrow Agent in this transaction. The Escrow Agent is only authorized to receive and accept earnest money in accordance with the terms and conditions of the Agreement. The Agreement is contingent on and subject to approval by the Bankruptcy Court. The sale is not authorized unless and until a final order is entered in this bankruptcy case. The Debtor is not aware of any secured claims, although real property taxes may be due and owing at closing and will be prorated. The Real Property will be sold to the Purchaser "As Is-Where Is" with no warranties or representations, free and clear of liens, claims, encumbrances, and interests. The Debtor requests that it be authorized to use and distribute the Sales Proceeds as follows: (a) Payment of all customary closing costs, if any; (b) Payment of real estate commission, which is 6%, to be paid to Nevada Land Commercial Real Estate; and (c) All net proceeds to be used to fund the Debtor's Chapter 11 Bankruptcy Case and Plan. Finally, the Debtor asks the Court to waive the stay of the Order approving the relief sought pursuant to Bankruptcy Rule 6004 or any rule of similar import and making the Order effective upon its entry. A copy of the Agreement is available at https://tinyurl.com/dfezsztb from PacerMonitor.com free of charge. About Teri Galardi Teri G. Galardi sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Ga. Case No. 22-50035) on Jan. 12, 2022. Louis G. McBryan, Esq., at McBryan, LLC is the Debtor's legal counsel. TEXAS ARMORING: Color Tone Offers $8K Cash for Paint Booth ---------------------------------------------------------- Texas Armoring Corp. asks the U.S. Bankruptcy Court for the Western District of Texas to approve the sale of its paint booth to Color Tone Paint, Inc., or assigns for the cash sales price of $8,000, free and clear of all liens, claims and encumbrances. The paint booth is not subject to a security interest or priority claim. No party asserts a security interest or a priority claim against the bankruptcy estate. Under these circumstances, the Debtor believes and asserts that the proposed sales price is reasonable and the best that can be attained. About Texas Armoring Corporation Texas Armoring Corporation -- http://www.texasarmoring.com/-- is a worldwide supplier of lightweight armored bulletproof cars, trucks and sport utility vehicles (SUVs). Texas Armoring sought Chapter 11 bankruptcy protection (Bankr. W.D. Texas Case No. 22-50436) on April 29, 2022, listing as much as $1 million in both assets and liabilities. Ronald Kimball, president of Texas Armoring, signed the petition. The case is assigned to Judge Michael M. Parker. James Samuel Wilkins, Esq., at James S. Wilkins, PC and ABIP CPA serve as the Debtor's legal counsel and accountant, respectively. THOMAS M. DLUGOLECKI: Proposes Sale of San Diego Property for $4.5M ------------------------------------------------------------------- Thomas Michael Dlugolecki asks the U.S. Bankruptcy Court for the Southern District of California to authorize the sale of the real property located at 7671 Iluminado, in San Diego, California 92127, for over $4.5 million. The Debtor does not need this Property for a reorganization. From the filing of the case forward, he has desired to reorganize by selling his home. He has considered his options and believes a sale of the Property at market value is the best option for him and his creditors. The Property is the residence of the Debtor and his wife. The Debtor declares that he is informed and he believes that the potential buyers are a husband and wife purchasing for their own residence. The accepted offer is an "all cash" Agreement. He is reluctant to disclose the agreed purchase price as it might prejudice his wife and him in the event this current deal falls through and they need to return the property to the market. The Debtor can tell the Court, however, that the buyers made an initial deposit of $120,000, that the subject Agreement was reached on Sept. 24, 2022, that there is a 45-day escrow period ending on Nov. 8, 2022, that there is a 10-day inspection period prior to removal of the condition contingency, and that the total purchase price is substantially over $4.5 million. From such gross sales price, the Debtor and his wife need to pay commissions of no more than $300,000 and other costs of sale of no more than $100,000, leaving $4.1 million. The only loan secured by our home is to US. Bank Trust N.A. On Sept. 7, 2022 such creditor's servicing company filed a Proof of Claim in the case showing $3,407,668 pre-petition debt due. Such creditor has refused to accept post-petition payments, which will be $60,000 at most, for a total of $3,467,668 at most. The Debtor believes such amount is high and will be working to get it down -- but assuming it is correct, paying such amount will leave more than $632,000 net proceeds. He also needs to pay any administrative fees due, including the US. Trustee's quarterly fees, which will be substantial but easily payable from such $632,000, as would be my only non-priority unsecured prepetition debt, being $122 owed to Navy Federal Credit Union. As part of the Motion, the Debtor asks that, after the subject sale escrow is closed, after all the referenced creditors and administrative claims are paid, after all Monthly Operating Reports and a Final Report have been filed, that the Court dismisses the case. He understands that such is not going to happen at the scheduled Oct. 31, 2022 hearing, as escrow will not have even closed by that time, but at a further hearing based on his Motion. After that dismissal, the only creditors which the Debtor will still have will be the California Franchise Tax Board, which was scheduled for a disputed $30,000, and the IRS, which was scheduled for a disputed $120,000. The Debtor and his wife would prefer to resolve those two disputed debts after the bankruptcy case is dismissed, and pay them after such resolution. Thomas Michael Dlugolecki sought Chapter 11 protection (Bankr. S.D. Cal. Case No. 22-01720) on June 30, 2022. The Debtor tapped Bruce Babcock, Esq. as counsel. TPC GROUP: Reaches $30 Million Bankruptcy Settlement With Creditors ------------------------------------------------------------------- Dietrich Knauth of Reuters reports that chemical maker bankrupt Texas petrochemical producer TPC Group on Thursday announced a $30 million settlement with junior creditors, including people with injury and property damage claims related to a 2019 fire explosion and fire at a Port Neches, Texas, refinery. The Houston-based firm filed a prepackaged Chapter 11 case in June after reaching an agreement with bondholders to eliminate $950 million of $1.3 billion in secured debt and shed liabilities from an explosion and fire at its plant in Port Neches, Texas. A bankruptcy plan based on that agreement would have left just $5 million for junior creditors and litigation claimants. The settlement increases junior creditors' recovery to $30 million and ensures that a higher percentage of those funds will go to litigation claimants. Bondholders, who will not be fully repaid in TPC's restructuring, agreed not to collect any money from the $30 million fund. About TPC Group TPC Group, headquartered in Houston, is a producer of value-added products derived from petrochemical raw materials such as C4 hydrocarbons, and provider of critical infrastructure and logistics services along the Gulf Coast. The Company sells its products into a wide range of performance, specialty and intermediate markets, including synthetic rubber, fuels, lubricant additives, plastics and surfactants. With an operating history of more than 75 years, TPC Group has a manufacturing facility in the industrial corridor adjacent to the Houston Ship Channel and operates product terminals in Port Neches, Texas and Lake Charles, Louisiana. TPC Group Inc. and its subsidiaries sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 22-10493) on June 1, 2022. TPC Group estimated assets and debt of $1 billion to $10 billion to $10 billion. The Hon. Craig T. Goldblatt is the case judge. Baker Botts L.L.P. is the Debtors' counsel; Morris, Nichols, Arshtn & Tunnell LLP is the co-counsel; Moelis & Company LLC is the investment banker; and FTI Consulting is the financial advisor. Simpson Thacher & Bartlett LLP is the special finance counsel. Kroll Restructuring Administration is the claims agent. Eclipse Business Capital LLC is advised by Goldberg Kohn Ltd. Paul Hastings LLP, and Stroock & Stroock & Lavan LLP are serving as counsel to the Ad Hoc Noteholder Group that supports the Debtors' restructuring. Evercore Group L.L.C., is the Group's financial advisor. Young Conaway Stargatt & Taylor, LLP is local counsel to the Ad Hoc Noteholder Group. The Supporting Noteholders are funds controlled by FIG LLC and Fortress Capital Finance III(A) LLC, Monarch Alternative Capital LP., PGIM Inc., Redwood Capital Management LLC, and Strategic Value Partners LLC. Pachulski Stang Ziehl & Jones LLP, Proskauer Rose LLP, and Selendy Gay Elsberg PLLC are serving as counsel to an Ad Hoc Group of Non-Consenting Noteholders, led by Bayside Capital, Inc., and Cerberus Capital Management, L.P. Milbank LLP previously served as the group's counsel but was later replaced by Pachulski and SGE. TWITTER INC: Moody's Lowers CFR to B1 ------------------------------------- Moody's Investors Service downgraded Twitter, Inc.'s corporate family rating and senior unsecured notes ratings to B1 from Ba2 following the closing of the acquisition of Twitter by Elon Musk for $54.20 per share or about $44 billion in total value, in a leveraged buyout financed with a combination of debt and equity. The downgrade reflects Moody's expectation of a substantial increase in funded debt and reduction of cash balances at closing which will result in a material increase in leverage and weakening of other credit metrics. Governance is a major driver of this rating action. The credit ratings remain on review on downgrade. The SGL-1 rating has been withdrawn. Downgrades: Issuer: Twitter, Inc. Corporate Family Rating, Downgraded to B1 from Ba2; Placed Under Review for further Downgrade Probability of Default Rating, Downgraded to B1-PD from Ba2-PD; Placed Under Review for further Downgrade Senior Unsecured Global Notes, Downgraded to B1 (LGD4) from Ba2 (LGD4); Placed Under Review for further Downgrade Withdrawals: Issuer: Twitter, Inc. Speculative Grade Liquidity Rating, Withdrawn , previously rated SGL-1 RATINGS RATIONALE The downgrade of the CFR to B1 reflects Moody's expectation of a substantial increase in debt and reduction in cash balances upon closing of the acquisition. Though the final capital structure at closing has not been disclosed, in prior public filings Musk had disclosed $13 billion in financing commitments for the transaction. This debt amount is materially higher than the $5.25 billion of reported gross debt at June 30, 2022. Twitter was in a net cash position as of June 30, 2022. As of June 30, 2022, Moody's gross adjusted leverage was already high for the Ba2 rating level at about 6.7x. Twitter's senior unsecured now B1-rated debt -- $700 million due 2027 and $1 billion due 2030 – have no covenants on restricted payments or unsecured debt incurrence. However, they do have change of control protections that are triggered when an investor acquires more than half the company's shares and if Moody's and S&P lower the company's credit ratings no later than 60 days after the change of control event. The change of control provisions require the company to offer to repurchase the notes at 101% of their face value assuming investors give notice of their desire to redeem their notes. The company also has convertible senior unsecured notes which Moody's does not rate, of which $1.15 billion mature in 2024 and also have change of control provisions. Twitter's governance risk is highly negative reflecting Moody's expectation for aggressive financial policies and concentrated ownership by Elon Musk. Like its social media competitors, Twitter faces risk from potential legislative changes to third-party content liability protection and data privacy laws that could hurt its business. There is a complex and evolving regulatory landscape around social media in both the US and abroad, with governments trying to protect personal data and block manipulation of social networks by bad actors. Concerns over censorship could also affect use or lead to political pressure. Twitter is also highly exposed to social risks stemming from data breaches and platform manipulation by bad actors. To prevent manipulation of its platform, Twitter is investing heavily in removing spam accounts, fake news and other manipulative or abusive content. Twitter has a strong niche position and brand in social networking, with a user base of 238 million monetizable daily active users worldwide as of July 30, 2022. The company benefits from global reach and an ability to target audiences across demographics and interests, offering advertisers a compelling platform as they further shift ad dollars to digital and mobile platforms and services and away from traditional advertising. Twitter, Inc., with its headquarters in San Francisco, California, is a social networking internet based mobile and desktop platform that helps users discover and converse about what's happening in the world right now. As of June 30, 2022, Twitter had 238 million monetizable daily active users and is available in more than 40 languages around the world. The company generated approximately $5.1 billion of revenue in 2021, roughly 89% of which was generated through the company's Advertising Services segment. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings remain on review for further downgrade. The rating review will focus on the final capital structure at closing and the company's business strategies and financial policies post-closing. With further information on the capital structure, business strategy and financial policies, Moody's could conclude that the CFR should be multiple notches lower. If any of the existing rated notes remain outstanding, the ratings on the notes could be notched below the CFR depending on the degree of subordination if any to secured and other priority obligations. If further information is not provided, Moody's could decide to withdraw the ratings because it believes it has insufficient or otherwise inadequate information to support the maintenance of the ratings. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. TWITTER INC: S&P Downgrades ICR to 'B-', On CreditWatch Developing ------------------------------------------------------------------ S&P Global Ratings lowered its issuer credit rating on Twitter Inc. to 'B-' from 'BB+'. S&P said, "We lowered our issue-level rating on Twitter's existing unsecured debt to 'B-' from 'BB+'. We are not updating our recovery analysis until we can determine the details of the final capital structure and the offer to repurchase the existing debt is completed. "At the same time, we placed all our ratings on CreditWatch with developing implications. "We expect to resolve the CreditWatch placement when we obtain more information regarding the final capital structure and any potential changes to the operating strategy. This may not occur until the company's new debt is syndicated." Elon Musk's acquisition of Twitter was completed at $54.20 a share on Oct. 27, 2022, and we believe the amount of debt in the capital structure increased significantly as a result. Twitter's leverage will spike because of the acquisition. The company did not disclose the terms of the financing. However, in previous filings it was disclosed that Mr. Musk had secured committed debt financing of up to $13 billion. The deal closed at the original $54.20 offer price, therefore we believe it is likely that the full amount of committed debt was used to fund the transaction. It is also unclear if any of Twitter's $5.29 billion of existing unsecured debt will remain outstanding after the company offered to repurchase it. Twitter's revenue growth has slowed as macroeconomic conditions have deteriorated and its last-12-month EBITDA was roughly $1.1 billion as of June 30, 2022. S&P also expects revenues will decline over the next 12 months due to an expected recession. These assumptions lead us to believe that leverage, pro forma for the acquisition, could spike into the double digits unless Mr. Musk contributes significantly more equity than previously contemplated or significantly improves profitability. Even if the final debt amount is lower than we anticipate, we will likely view this as a highly leveraged entity going forward. Twitter's brand advertising revenue is exposed to a slowing macroeconomic environment and any modifications in content moderation. The company generates about 90% of its total revenue from advertising, which is cyclical and tends to decline faster than the overall economy during an economic downturn. Roughly 85% of its total advertising revenue is brand advertising, which is a much higher proportion than that of its digital advertising peers. In prior downturns, advertisers pulled back on brand advertising and focused more on direct response advertising. S&P expects a recession is inevitable in the first half of 2023 and digital advertising, especially brand advertising, will likely decline in the first half of 2023 before recovering in the second half of the year. This macroeconomic weakness will likely result in slower revenue growth or declining advertising revenue in 2023. Brand advertisers also tend to be more sensitive than direct response advertisers to the perception of the content and platforms hosting their ads. It is not yet clear how Twitter's new ownership will change its content moderation strategy, but any changes that advertisers view less favorably could harm revenue. S&P said, "We would view any changes to content moderation policies as a key risk in our assessment of Twitter's strategy post-acquisition. Alternatively, we would view any ability to diversify away from brand advertising by growing alternative forms of revenue, such as subscriptions, as credit positive." CreditWatch S&P said, "We expect to resolve the CreditWatch placement when we obtain more information regarding the final capital structure and any potential changes to the operating strategy, financial policy, and governance. This may not occur until the company's new debt is syndicated. "We could revise the outlook to stable if the final capital structure contains less debt or the company demonstrates a clear strategy to grow EBITDA. This could be through revenue growth or cost cuts such that we believe the company will be able to sustainably generate positive free cash flow with the higher debt and interest burden." S&P could lower the rating by one notch to 'CCC+' if: -- The final capital structure contains the full amount of committed debt or more; -- There is no clear plan to grow EBITDA through either cost reductions or accelerating revenue growth; and -- S&P believes the company will be unable to generate sustainably positive free operating cash flow. Alternatively, S&P could raise the rating if: -- The final capital structure has significantly less debt than anticipated such that we expect leverage will be below 7x; -- S&P expects strong revenue growth with stable or improving profitability; and -- S&P expects the company to generate FOCF/debt higher than 5%. U.S. SILICA: Posts $32.1 Million Net Income in Third Quarter ------------------------------------------------------------ U.S. Silica Holdings, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting net income attributable to the company $32.07 million on $418.81 million of total sales for the three months ended Sept. 30, 2022, compared to a net loss attributable to the Company of $20 million on $267.30 million of total sales for the three months ended Sept. 30, 2021. For the nine months ended Sept. 30, 2022, the Company reported net income attributable to the Company of $46.58 million on $1.11 billion of total sales compared to a net loss attributable to the Company of $14.74 million on $819.02 of total sales for the same period in 2021. As of Sept. 30, 2022, the Company had $2.25 billion in total assets, $1.58 billion in total liabilities, and $668.50 million in total stockholders' equity. As of Sept. 30, 2022, the Company had $267.1 million in cash and cash equivalents and total debt was $1.112 billion. The Company's $100.0 million Revolver had zero drawn, with $21.1 million allocated for letters of credit, and availability of $78.9 million. During the third quarter of 2022, the Company generated $66.3 million in cash flow from operations and capital expenditures in the third quarter totaled $11.1 million. Bryan Shinn, chief executive officer, commented, "We delivered another exceptional quarter, resulting in our strongest quarterly financial performance in the last four years. These results were driven by continued robust customer demand in both business segments and outstanding execution by our talented team. We enjoyed a full quarter of price increases to fight inflationary impacts in our Industrial & Specialty Products segment, realized greater contract coverage at improved prices in sand proppant, and delivered further margin expansion in SandBox last-mile-logistics. This resulted in sequentially higher revenue, earnings, and strong cash generation across the Company, affording us the opportunity to repurchase an additional $50 million of debt earlier this month. So far this year, we have used our strong cash flow generation to repurchase a total of $150 million of debt and expect to generate meaningful operating cash flow in the fourth quarter and in 2023, which should further strengthen our balance sheet and help us achieve our objective of reducing net debt." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1524741/000152474122000028/slca-20220930.htm About U.S. Silica Headquartered in Katy, Texas, U.S. Silica Holdings, Inc. -- http://www.ussilica.com-- is a global performance materials company and a producer of commercial silica used in a wide range of industrial applications and in the oil and gas industry. In addition, through its subsidiary EP Minerals, LLC, the Company produces products derived from diatomaceous earth, perlite, engineered clays, and non-activated clays. For the nine months ended Sept. 30, 2021, the Company reported a net loss of $15.21 million. U.S. Silica reported a net loss of $34.32 million in 2021, a net loss of $115.12 million in 2020, a net loss of $329.75 million in 2019, and a net loss of $200.82 million in 2018. As of Dec. 31, 2021, the Company had $2.22 billion in total assets, $1.61 billion in total liabilities, and $614.08 million in total stockholders' equity. VISTAGEN THERAPEUTICS: Stockholders Approve Stock Split Proposal ---------------------------------------------------------------- Vistagen Therapeutics, Inc. reconvened its 2022 Annual Meeting of Stockholders on Oct. 28, 2022, to consider and vote on Proposal Nos. 5 and 6. At the reconvened meeting, Proposal No. 5 was approved, which gives discretionary authority for the Company's Board of Directors to have the option to implement a reverse stock split of the Company's issued and outstanding shares of common stock, par value $0.001 per share, at a ratio of between 1-for-2 and 1-for-30, with the exact ratio to be determined by the Board, and the filing of an amendment to the Company's Restated and Amended Articles of Incorporation, as amended, with the Nevada Secretary of State to effect the Reverse Split at any time as the Board may deem necessary and advisable prior to Oct. 14, 2023, the one-year anniversary of the initial date of the Company's 2022 Annual Meeting of Stockholders. The stockholders did not approve Proposal No. 6, which seeks to amend the Company's Second Amended and Restated Bylaws, as amended, to allow the Board in its sole discretion to determine, from time to time, the number of directors constituting the Board. About VistaGen Headquartered in San Francisco, California, VistaGen Therapeutics, Inc. -- http://www.vistagen.com-- is a biopharmaceutical company committed to developing and commercializing innovative medicines with the potential to go beyond the current standard of care for anxiety, depression, and other CNS disorders. VistaGen reported a net loss and comprehensive loss of $47.76 million for the fiscal year ended March 31, 2022, compared to a net loss and comprehensive loss of $17.93 million for the fiscal year ended March 31, 2021. As of June 30, 2022, the Company had $58.73 million in total assets, $12.67 million in total liabilities, and $46.05 million in total stockholders' equity. San Francisco, California-based WithumSmith+Brown, PC, the Company's auditor since 2006, issued a "going concern" qualification in its report dated June 23, 2022, citing that the Company has suffered negative cash flows from operations and recurring losses from operations since inception, resulting in an accumulated deficit of $267.6 million as of March 31, 2022, that raise substantial doubt about its ability to continue as going concern. VITAL PHARMACEUTICALS: Bang Energy Taps Kathy Cole as New COO ------------------------------------------------------------- Eric Schroeder of Food Business News reports that Longtime PepsiCo executive Kathy Cole has been hired as chief operating officer of Bang Energy. In her new role, Ms. Cole will facilitate the integration of a new high-performance operations model at the privately held company. Ms. Cole's appointment followed by a few days the announcement that Vital Pharmaceuticals, Inc., the parent company of Bang Energy, had filed a voluntary petition under the Chapter 11 Bankruptcy Code in the Southern District of Florida. Ms. Cole joins Bang Energy from Harvest Sherwood Food Distributors, the largest independent food distributor in the United States, where she most recently was president and COO. Earlier, she held several senior leadership positions at PepsiCo Frito-Lay where she spent 13 years in sales and finance roles with increasing responsibility. She also worked in sales, finance, and logistic leadership capacities for 14 years with Coca-Cola Enterprises. "With nearly three decades of high-level food and beverage experience and a proven track record in operational leadership, Kathy Cole is uniquely qualified to build upon Bang Energy's success and seamlessly integrate supply chain, distribution, operations, sales, and finance," said Jack Owoc, founder and chief executive officer of Bang Energy. "We are confident that Kathy’s skills and longtime industry relationships will fuel Bang Energy's strategic growth as we transition to a 100% vertically operated decentralized distribution model." Ms. Cole is a member of the Network of Executive Women (NEW), Women's Inclusion Network (WIN) and serves as a sponsor and mentor for Leadership Investment for Tomorrow and as an executive sponsor of the Diversity & Inclusion Council, among other advisory and leadership roles. She received a bachelor of science degree in accounting at Evansville University and a master’s degree in business administration at Walsh College. About Vital Pharmaceuticals Since 1993, Florida-based Vital Pharmaceuticals, Inc., d/b/a Bang Energy and as VPX Sports, has developed performance beverages, supplements, and workout products to fuel high-energy lifestyles. VPX Sports is the maker of Bang energy drinks, among other consumer products. Vital Pharmaceuticals, Inc., along with certain of its domestic subsidiaries and affiliates, filed voluntary petitions for protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 22-17842) on Oct. 10, 2022. VPX estimated $500 million to $1 billion in assets and liabilities as of the bankruptcy filing. The Hon. Scott M. Grossman is the case judge. The Debtors tapped LATHAM & WATKINS LLP as general bankruptcy counsel; BERGER SINGERMAN LLP as co-bankruptcy counsel; HURON CONSULTING GROUP INC., as financial advisor; and ROTHSCHILD & CO US INC. as investment banker. STRETTO is the claims agent. WILLIAMS LAND: Sale of Two 2015 Kenworth Trucks for $80K Each OK'd ------------------------------------------------------------------ Judge Pamela W. McAfee of the U.S. Bankruptcy Court for the Eastern District of North Carolina authorized Williams Land Clearing Grading and Timber Logger, LLC's sale of two 2015 Kenworth trucks, VINs 1XKZD49X2FJ434298 and 1XKZD49X0FJ434283, to Brocklyn Hauling for $80,000 each. The Sale is free and clear of liens. The proceeds of the sale will be used first to pay off the first-priority liens of Axis Title LLC. Any remaining proceeds will be paid to the Debtor and will be property of the estate subject to any additional liens on the Vehicles which are proven in the bankruptcy case and remain unpaid after the sale. About Williams Land Clearing Grading and Timber Logger Williams Land Clearing, Grading and Timber Logger, LLC is an excavating contractor in Raleigh, N.C. 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, with between $10 million and $50 million in assets and between $1 million and $10 million in liabilities. Lamonte Williams, manager, signed the petition. Judge Pamela W. Mcafee oversees the case. The Debtor tapped William P, Janvier, Esq., at Stevens Martin Vaughn & Tadych, PLLC as bankruptcy counsel, and Burns, Day & Presnell, P.A. as special counsel. WIN BIG DEVELOPMENT: $1.9M Sale of Phoenix Asset to Certainty OK'd ------------------------------------------------------------------ Judge Daniel P. Collins of the U.S. Bankruptcy Court for the District of Arizona authorized Win Big Development, LLC's sale of the real property located at 1205 and 1215 E. Devonshire Avenue, in Phoenix, Arizona, a total of 12 lots and common area, with APN numbers of 155-05-087 through 155-05-099, inclusive, to Certainty REI, LLC, for $1.9 million. The Sale is free and clear of liens. All secured claims, interests, encumbrances, and Judgment Liens in or against the Subject Real Property will attach to the net proceeds. The Purchase Contract is amended to reflect the Buyer to be Certainty, and the purchase price to be $1.9 million. It is further amended to reflect the sale of the Subject Real Property to the Buyer is subject to the Buyer competing its due diligence and obtain financing within 30 days of the entry of this Order and to reflect closing of the sale will occur no later than 51 days from entry of the Order. The Buyer is directed to transmit the $60,000 earnest money deposit due under the Purchase Contract to the escrow company, Thomas Title Agency, or such other title and escrow company as selected by the parties, no later than one day from the date it is provided notice of the Order. The sale of the Subject Real Property to the Buyer as called for is conditioned on a portion of the sales price being allocated to pay (i) all outstanding United States Trustee's fees and (ii) the sum of $50,000 to unsecured creditors. These amounts will be distributed and held in the Debtor's DIP account. The Court approves the payment of escrow costs and other normal and customary costs of the sale, including any unpaid real property taxes, by the escrow company which will handle this transaction, Thomas Title Company, or such other title and escrow company as selected by the parties. No commission will be paid to any real estate broker. No other distribution of the sales proceeds will be made except in accordance with the Order, for payment of outstanding United States Trustee fees. The escrow company will retain the balance of the sales proceeds until an order is issued by the Court. Alternatively, if the escrow company declines to hold the balance of the sales proceeds, the escrow proceeds will be maintained in a separate DIP account with the funds not to be released except pursuant to an order of the Court. The balance of the sales proceeds will thereafter be retained by the escrow company, or in the Debtor's separate DIP account, until an order is issued by the Court which directs to whom of the secured lenders and/or other creditors holding a lien and/or other encumbrance against the Subject Real Property will receive a disbursement and the amount to be disbursed to each. The proceeds presently retained by Debtor in a separate DIP account, the insurance proceeds paid as a result of fire damage to the Subject Real Property, will continue to be retained by the Debtor until further order of the Court. The Court denies the Debtor's request for waiver of the 14-day stay period imposed by Federal Rules of Bankruptcy Procedure. The Debtor will bring current its filing of monthly operating reports. If it does not, the U.S. Trustee's Office may submit an order calling for the case to be converted to a Chapter 7 proceeding. If the matter is so converted for this or for any reason, the Order will remain in full force and effect and the sale will be conducted pursuant to the terms set forth in the Order. In the event the transaction called for herein closes, the Debtor's counsel will file a Report of Sale and will also, within one week of its closing, contact counsel for the represented secured creditors to discuss procedures to propose to the Court to address the issues of the priority of the secured liens and determination of the disbursement of the net sales proceeds. About Win Big Development Win Big Development, LLC, a company based in Scottsdale, Ariz., filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 20-07495) on June 24, 2020. In the petition signed by James Guajardo, manager, the Debtor was estimated to have $1 million to $10 million in both assets and liabilities. Judge Daniel P. Collins oversees the case. Richard W. Hundley, Esq., at The Kozub Law Group, PLC, serves as Debtor's bankruptcy counsel. WORLEY CHIROPRACTIC: Shiv Shiv Buying Greenwood Property for $417K ------------------------------------------------------------------ Worley Chiropractic Clinic, PA, asks approval from the U.S. Bankruptcy Court for the District of South Carolina of the private sale of its commercial real property located at 463 Calhoun Ave., Suites A-2, A-3, A-4, in Greenwood, Greenwood County, South Carolina 29649-2063, tax map numbers 6846-615-201 and 6846-620-201, to Shiv Shiv, LLC for $417,000, subject to additional offers at the hearing. A hearing on the Motion is set for Nov. 15, 2022, at 10:30 a.m. Objections, if any, must be filed within 21 days of service of the Notice. Stephen Smith owns the remaining portion of the commercial building, and that portion is being sold as part of the overall contract. The total contractual price for the Debtor's portion and Smith's portion is $580,000). The 2021 county tax assessed value is 337,600. No formal appraisal has been performed by the Debtor. The lender, Arthur State Bank, had a formal appraisal conducted within the last 90 days; however, it has not shared the appraised value with the Debtor to date. The sale will occur at the law office of the closing attorney, Curtis Clark Law Office, located at 414 Monument Street, Suite A, Greenwood, SC 29646, and with phone number (864) 223-8907, as soon after the Court enters its Order Approving Sale as is feasible. Re/Max Action Realty has agreed to accept an 8% commission as opposed to the traditional 10% commission for commercial property sales. Additionally, the traditional seller's closing costs will be charged by the real estate closing attorney. Arthur State Bank holds a first and second lien upon this property. This lienholder will be fully paid from the net proceeds at closing. The net proceeds from the sale that will be used to satisfy the claims of Arthur State Bank will benefit the estate as well as the Debtor no longer having to pay taxes, insurance and upkeep on this property going forward. The Movant requests that the 14-day stay under FRBP 6004 not apply in this matter or that it be waived. A copy of the Contract is available at https://tinyurl.com/2s42yzpm from PacerMonitor.com free of charge. The Purchaser: SHIV SHIV LLC 900 East Durst Ave. Greenwood, SC 2964 About Worley Chiropractic Clinic Worley Chiropractic Clinic PA, a chiropractic clinic in Greenwood, S.C., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. S.C. Case No. 22-01831) on July 12, 2022, with $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Donald B. Worley, president, signed the petition. Judge Helen E. Burris oversees the case. Robert H. Cooper, Esq., at The Cooper Law Firm, serves as the Debtor's legal counsel while Montgomery & Company, CPAs, PA is the Debtor's accountant. [*] Paul Weiss Gets Sung Pak to Lead Special Situations Practice ---------------------------------------------------------------- Paul, Weiss, Rifkind, Wharton & Garrison LLP announced Nov. 3, 2022, that Sung Pak is joining the firm as a partner in the Finance Group and head of the Special Situations Practice, resident in the New York office. Sung Pak was formerly a partner at and chair of O'Melveny & Myers LLP's Corporate Finance Group. Paul, Weiss's Hybrid Capital & Special Situations group was formalized earlier this year, following the firm's years of experience creating capital solutions for major PE firms and alternative asset managers. "Paul, Weiss does a fantastic job of helping clients achieve their goals under all kinds of market conditions," said Mr. Pak. "I look forward to co-leading the firm's top-notch Hybrid Capital & Special Situations practice and guiding clients to implement creative capital solutions that may be called for by dislocated markets or troubled businesses." Mr. Pak focuses his practice on restructurings and investments in distressed companies and acquisition financings for direct lenders, corporations and private equity sponsors. "Sung is an accomplished expert in the most sophisticated distressed transactions and his deep experience will benefit our clients immeasurably," said Paul, Weiss Chairman Brad S. Karp. "We are excited he is joining our partnership." "Sung's experience providing sophisticated counsel to clients on their most critical financing transactions and restructurings makes him an excellent addition to our firm," said Scott A. Barshay, chair of the firm's Corporate Department. "Our Hybrid Capital & Special Situations practice has been very active and is expected to grow even more due to the current market environment. Sung is a commercial, client-focused lawyer, and we could not be happier to have him on our team." Mr. Pak has extensive experience representing private equity sponsors, borrowers, direct lenders and credit-focused funds in connection with capital-raising transactions, including syndicated loan facilities, secured and unsecured direct lending transactions, rescue financings and high-yield financing strategies, as well as cross-border financing transactions. Mr. Pak has significant expertise in connection with debt restructurings and distress-to-own debt investments, with wide-ranging experience handling exchange offers and other out-of-court restructurings, liability management transactions, debtor-in-possession financings and exit financings, as well as bespoke debt trades and debt portfolio transactions. Mr. Pak's recent special situations and restructuring experience includes investment and restructuring transactions involving 24 Hour Fitness, Belk, Bruin E&P Partners, Remington Arms Company, Fieldwood Energy, Francesca's Collections, Community Health Systems and GNC, among others. Mr. Pak's experience also includes advising Oaktree Capital Management in connection with direct lending transactions for a number of private equity sponsors; a consortium of private equity sponsors in connection with the bank financing for the leveraged buyout of a leading car rental company, which was the third largest U.S. leveraged buyout at the time; DL Chemical on the financing for its acquisition of Kraton Corp.; Lucid Motors in an investment from the Saudi Arabian Public Investment Fund (PIF); software company DealerTrack Technologies Inc. in its sale to Cox Automotive Inc.; and a major private equity sponsor in connection with the acquisition of a debt portfolio from a leading commercial bank. Mr. Pak also regularly represents various major distressed debt funds in connection with investments in high yield bonds and Term B loans of distressed issuers. Mr. Pak earned his A.B. from Stanford University and his J.D. from Harvard University. The Paul, Weiss Finance Group advises clients on the full range of debt financing matters, including lender and borrower-side leveraged finance transactions, securitizations, significant project financings and complex derivatives structures in a variety of industries. The firm's market-leading Hybrid Capital & Special Situations practice counsels sponsors, investors, issuers and creditors in connection with sophisticated and bespoke debt, equity and hybrid solutions across the capital structure. About Paul, Weiss Paul, Weiss, Rifkind, Wharton & Garrison LLP is a firm of about 1,000 lawyers with diverse backgrounds, personalities, ideas and interests who provide innovative and effective solutions to its clients' most complex legal and business challenges. The firm represents many of the world's largest and most important public and private corporations, asset managers and financial institutions, and clients in need of pro bono assistance. [*] Silverman, Aberman Join Locke Lord as Restructuring Partners ---------------------------------------------------------------- Mark Silverman and Jonathan Aberman have joined Locke Lord's Bankruptcy, Restructuring and Insolvency Practice Group as Partners in the Firm's Chicago office. Mr. Silverman, who will serve as Commercial Mortgage-Backed Securities (CMBS) Special Servicer Team Leader, and Mr. Aberman bring to Locke Lord a strong roster of lender and special servicer clients, along with substantial and ongoing experience in advising lenders and servicers on a host of cutting-edge finance and bankruptcy issues. "We are pleased and excited to welcome Mark and Jon to Locke Lord. They are outstanding lenders' lawyers -- creative tacticians with a deep understanding of the markets in which their clients operate," said Jonathan Young, Co-Chair of the Firm's Bankruptcy, Restructuring and Insolvency Practice Group. "With their substantial and varied experience advising on loan enforcement and workouts across multiple sectors and industries, they will add depth and strength to our existing lender-facing relationships and offerings. They will be a great fit with our existing Restructuring team, which prides itself on working seamlessly with the Firm's and Debt Finance groups." Mr. Silverman, who previously served as co-team leader of Dykema's CMBS special servicer group and assistant leader of the financial services litigation practice, frames and resolves issues involving creditors' rights, loan workouts, bankruptcy and loan enforcement. He advises large, midsized and small banks, financial institutions and financial technology companies across the country, as well as the nation's largest CMBS special servicers. His loan enforcement and workout experience spans several sectors, including retail centers, hospitality, commercial and multi-family real estate, health care and medical facilities, industrial, manufacturing and transportation. He also represents creditors in bankruptcy proceedings and defends them from preference claims. Silverman maintains an active commercial litigation practice, advocating for clients in contract disputes, complex post-judgment collection matters, fraudulent transfer claims and breach of fiduciary duty actions, among others. "Locke Lord has a broad geographic footprint with unmatched scope, depth of knowledge and experience across industries," said Mr. Silverman. "The Firm's attractive platform across a number of practice areas, as well as its commitment to a collaborative and collegial team approach, will be integral in expanding our practices and continuing to provide an unwavering commitment to client service." Mr. Aberman, who also joins from Dykema and was previously an Associate with Locke Lord predecessor firm Lord, Bissell & Brook, has more than 20 years of experience representing clients on intractable and complex challenges arising from distressed situations. He has assisted CMBS special servicers, banks, non-bank lenders, finance companies and other businesses in enforcing their rights, protecting their assets and maximizing their recoveries in complex bankruptcy cases, loan workouts, corporate restructurings, mortgage foreclosures, receiverships and assignments for the benefit of creditors. Mr. Aberman has also represented buyers and sellers of assets in the distressed marketplace, including Bankruptcy Code Section 363 sales and sales under Article 9 of the Uniform Commercial Code. He has handled all aspects of complex Chapter 11 cases in bankruptcy courts across the country, including debtor-in-possession financing, cash collateral disputes, auctions, asset sales and other loan and lease dispositions. He also negotiates and structures the bankruptcy-related aspects of commercial loan transactions. "The opportunity to join Locke Lord's strategic growth path and bolster clients' diverse needs for counsel on highly sophisticated bankruptcy and restructuring matters represents not only an exciting next chapter in my legal career but also an opportunity to help fortify the Firm's strong commitment to continuously elevate services on behalf of clients," said Mr. Aberman. "Locke Lord has a solid, well-earned reputation, and my colleague Mark and I are both honored to be trusted with building upon that reputation together." "Adding these two esteemed lawyers with national practices and reputations to Locke Lord's Chicago office will further bolster the Firm's Bankruptcy, Restructuring and Insolvency practice," said Michael Renetzky, Managing Partner of the Firm's Chicago office. "Mark and Jon are well-respected attorneys with a wealth of industry knowledge surrounding the challenges and opportunities within the troubled credit landscape, and will undoubtedly enhance and expand our restructuring capabilities in Chicago and across the Firm." Locke Lord's Bankruptcy, Restructuring and Insolvency Practice Group has broad experience in complex bankruptcy cases, out-of-court restructurings, cross-border proceedings and other distressed and special situations. The team has been recognized by numerous publications as leaders in the field -- including for three consecutive years on Global Restructuring Review's GRR 100 list, which includes the top firms handling cross-border restructurings and insolvencies and related matters. The team regularly advises premier financial institutions, institutional investors, equity sponsors, portfolio companies, asset purchasers, debt investors, finance companies, insurers and sureties to achieve strategic goals in the context of structured transactions, commercial litigation, loan workouts, debt restructurings and bankruptcy. About Locke Lord LLP Locke Lord -- https://www.lockelord.com/ -- is a full-service law firm with global reach and 20 offices designed to meet clients' needs in the United States and around the world. The Firm has a history that spans more than 130 years and is a leader in the middle market arena. Locke Lord focuses on providing the highest levels of commitment, quality and service to clients across its five Key Sectors: Energy and Infrastructure; Finance and Financial Services; Insurance and Reinsurance; Pharmaceutical; and Private Equity. In addition, the Firm advises clients across a broad spectrum of other industries, including fund formation, venture capital, health care, public finance, real estate, technology, cybersecurity and white collar, while providing a wealth of experience through its complex litigation, intellectual property, tax, regulatory and transactional teams. [*] William Mayer Joins Tiger as Executive Managing Director ------------------------------------------------------------ William (Bill) J. Mayer, a senior finance industry executive responsible for generating billions of dollars in growth during his 33 years at Wells Fargo and GE Capital, has joined Tiger Group as Executive Managing Director. He will focus on business development for the asset-valuation, disposition and finance firm. "Bill brings tremendous business acumen and experience to our executive team," said Tiger Group COO Michael McGrail. "He has built, led, revamped and/or sold an extraordinary array of corporate and consumer finance entities over the course of his career, refining his expertise in strategic planning, M&A, asset-based finance, loan workouts, regulatory compliance, turnaround management, and more. We're thrilled to welcome him to Tiger Group." "I've had a close relationship with Michael McGrail and Tiger's senior leadership team for over twenty years and have seen firsthand Tiger's ability to craft creative solutions to complex business problems for companies in all stages of their lifecycle," Mr. Mayer said. "I am very excited to join a business which has the proven track record and capabilities to assist companies' management, owners, lenders, and their professionals in these tumultuous economic times." Mr. Mayer joins Tiger after almost two decades at Wells Fargo entities in Boston, where his roles included President & COO of Wells Fargo Retail Finance (2002-2009); President of the Commercial & Retail Finance Group at Wells Fargo Capital Finance (2009-2011); and Senior Credit Officer and Executive Vice President of Wells Fargo Wholesale Bank (2011-2015). Most recently, Mr. Mayer was Group Head and Executive Vice President of Wells Fargo Equipment Finance. In that seven-year role, he spearheaded growth both organically and through acquisition of the specialized equipment lending and leasing businesses. Last year his accomplishments included taking the helm of the unit's Wells Fargo Commercial Auto business, a leading lender for dealerships nationwide. He had previously led Wells Fargo's acquisition and integration of three GE North American businesses: Capital Direct Leasing, GE Rail and GE Capital Vendor Financial Services. In May 2021, he directed the sale of GE's legacy leasing business in Canada to TD Bank, generating a significant gain for Wells Fargo. His additional accomplishments at Wells Fargo Equipment Finance included overseeing due diligence, risk-management and regulatory compliance for a variety of entities -- including a Transportation Center of Excellence that he created for due diligence and compliance monitoring of Wells Fargo assets such as trucks, trains, ships, trailers and aircraft. Prior to joining Wells Fargo in 2002, Mr. Mayer spent 13 years at GE Capital Corporation. His initial responsibilities included heading a team of investment analysts in the field and then, as a London-based Senior Vice President, overseeing risk-management and business-development in Europe for GE Capital Commercial Finance. Mr. Mayer went on to serve as Chief Credit Officer, Southern Region, for GE Capital Retailer Financial Services, working with the likes of The Home Depot and Lowe's, and as SVP of GE Capital Commercial Finance's national healthcare practice. In this latter role, Mr. Mayer took charge of business development efforts which quickly showed significant and material improvement in new business volume. He ultimately rose to Managing Director of the firm's Chicago-based Commercial Finance Group, leading a region comprised of 13 Midwest states and all of Canada. Under Mr. Mayer's leadership, the region's commitments more than doubled in less than two years. Mr. Mayer started his career in 1985 as an auditor for Peat Marwick International, which merged with Klynveld Main Goerdeler two years later to form the KPMG network. He had interned for Peat Marwick while earning his accounting degree at The Pennsylvania State University. A native of Philadelphia, Mayer is an active member of the Commercial Finance Association, the Turnaround Management Association, the Equipment Leasing and Finance Association, and the American Bankruptcy Institute. He is an active community volunteer and has twice completed the Boston Marathon. [^] BOOK REVIEW: The Heroic Enterprise -------------------------------------- The Heroic Enterprise: Business and the Common Good Author: John Hood Publisher: Beard Books (reprint of book published by The Free Press/Division of Simon and Schuster in 1996). Paperback: 266 pages List Price: $34.95 Order your copy at https://bit.ly/3awLUV3 Hood writes as a counterbalance to ideas that business should be expected to contribute to the common good along the lines of charities, say, or public health. He writes too against the highly partisan, pernicious perspective that business activity is antisocial and disruptive which at times gains some degree of credibility. Critiques of business have been around as long as commerce and business have been around. These come usually from religious or political zealots seeking dictatorial hold over all significant kinds of human activity and enterprise. In this work, Hood aims to counterbalance latter-day versions of such critiques arising in American society. The counterculture, antiestablishment 1960s was a time when such critiques were particularly strong. They have moderated since, yet remain a persistent chorus which influences politics and imagery and public affairs of business. Hood does not aim to stifle or eliminate debate about the effects of business on society or how business should engage in business. What he aims for is dismissing once and for all myopic and almost utopian conceptions about business and related erroneous purposes and values of it. Such conceptions are worrisome to businesspersons not because they believe they have any foundation, but because they waste resources and energy in having to continually correct them so business can function properly. And to the extent such myopic conceptions are believed or entertained by the public, they hamper the public and politicians in working out policies by which the greatest benefits of business can be reaped by society. The author clarifies the place and role of business by contrasting business with other parts of society. A standard, self-evident tenet of sociologists going back to the time of Plato is that society is made up of different parts fulfilling different roles for the varied needs of society and so that a society will function smoothly and survive. Business is distinguished from government and philanthropy. "Businesses exist to make and sell things, whereas by contrast "governments exist to take and protect things [and] charities exist to give things away." The social responsibility for each category of institution is inherent in its purposes and activities. For example, businesses alone cannot solve environmental problems. Whatever problems which can be attached to business are related to government policies and business's operations to satisfy consumer interests. Hence, business alone cannot solve environmental problems, and should not be expected to. Critics requiring that business solve environmental problems without similarly requiring changes in government policies and consumer interests are shortsightedly and unreasonably tarnishing business while not making any relevant or productive arguments for dealing with environmental problems. In elucidating business's proper place in and contributions to society, Hood is not unmindful that some businesses fail to fulfill their role in good faith and beneficially. But instead of criticizing business fundamentally, he proffers questions critics can ask before targeting particular businesses. Two of these are "Are corporations obtaining their profits through force or fraud?" and "Are corporations putting investments at their disposal to the most economically productive use?" Hood's perspective in support of business against unfair and irrelevant criticisms is based on the acknowledgment that business is operating productively, for the common good, and is open to cooperative activities with other parts of society in trying to resolve common problems. "The Heroic Enterprise" is not an argument for business -- for as a fundamental aspect of any society, business does not need an argument to justify it. The book mostly takes the approach of reviewing why business is necessary and therefore must be naturally, easily accepted -- namely, because of the manifold benefits business provides for society and because it along with good government and respectable morals has been a primary engine for the betterment of human life. John Hood has much experience in the media and communication as a syndicated columnist, TV commentator, and radio host. Author of seven nonfiction books on subjects as business, advertising, public policy, and political history, and many articles for national publications such as the Wall Street Journal, Hood is President of the John William Pope Foundation, a Raleigh, N.C.-based grantmaker that supports public policy organizations, educational institutions, arts and cultural programs, and humanitarian relief in North Carolina and beyond. Hood also serves on the board of the John Locke Foundation, the state policy think tank he helped found in 1989 and led as its president for more than two decades. He teaches at Duke University's Sanford School of Public Policy. [^] 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 ***