/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/221107.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, November 7, 2022, Vol. 26, No. 310 Headlines 1 BIG RED: Debtor Will Liquidate Assets to Pay Claims 1280 MIDDLESEX: Property Sale Proceeds to Fund Plan Payments 22 ELM RYE: Court OKs Final Cash Collateral Access 3I AVI: Hauk Buying 2020 Chevy Silverado for $1 Plus Lien Payment 710 LONG RIDGE: NLRB Enjoined From Prosecuting Certain Claims 8TH AVENUE FOOD: Bank Debt Trades at 19% Discount A1 PIPE CLEANING: Seeks Cash Collateral Access AAC HOLDINGS: Bank Debt Trades at 55% Discount AAD CAPITAL: Affiliate Files Emergency Bid to Use Cash Collateral ACPRODUCTS HOLDINGS: $1.4B Bank Debt Trades at 32% Discount AIR METHODS CORP: $1.25B Bank Debt Trades at 34% Discount ALCAMI CAROLINAS: $105M Bank Debt Trades at 17% Discount ALERISLIFE INC: Incurs $8.5 Million Net Loss in Third Quarter ALL DAY ACQUISITIONCO: $200M Bank Debt Trades at 79% Discount ALLIANCE MECHANICAL: Unsecureds to Get Share of Income for 36 Month ALTERA INFRASTRUCTURE: Updates Several Claims Details; Amends Plan ALTERA INFRASTRUCTURE: WLRK, Vinson Updates on TopCo Noteholders AMC ENTERTAINMENT: $2B Bank Debt Trades at 32% Discount AMCP CLEAN ACQUISITION: $250M Bank Debt Trades at 19% Discount ANASTASIA PARENT: $650M Bank Debt Trades at 24% Discount ANCHOR GLASS: $150M Bank Debt Trades at 63% Discount ANCHOR GLASS: $647M Bank Debt Trades at 25% Discount APEX SIERRA: Files Emergency Bid to Use Cash Collateral APEX TOOL: $350M Bank Debt Trades at 21% Discount APR OPERATING: $250M Bank Debt Trades at 97% Discount ARRAY MIDCO: $147M Bank Debt Trades at 17% Discount ARROW MANAGEMENT: $112M Bank Debt Trades at 15% Discount ARROW MANAGEMENT: $50M Bank Debt Trades at 15% Discount ARROWHEAD HOLDCO: $146M Bank Debt Trades at 15% Discount ARROWHEAD HOLDCO: $35M Bank Debt Trades at 15% Discount ARROWHEAD HOLDCO: $50M Bank Debt Trades at 15% Discount ARTERA SERVICES: $135M Bank Debt Trades at 42% Discount ARTERA SERVICES: $595M Bank Trades at 18% Discount ARTERA SERVICES: $775M Bank Debt Trades at 18% Discount ASP BLADE: $850M Bank Debt Trades at 17% Discount ASP LS ACQUISITION: $1.4B Bank Debt Trades at 17% Discount ASP LS ACQUISITION: $455M Bank Debt Trades at 23% Discount AUBSP OWNERCO 8: Case Summary & Seven Unsecured Creditors AUBSP OWNERCO 9: Case Summary & Seven Unsecured Creditors AVAYA INC: $743M Bank Debt Trades at 48% Discount AVENTIV TECHNOLOGIES: $283M Bank Debt Trades at 25% Discount BAUSCH HEALTH: $2.5B Bank Debt Trades at 27% Discount BIOPLAN USA: $247M Bank Debt Trades at 31% Discount BK AUTUMN: Enters into Stipulation with Water Board; Amends Plan BLANCA MOHD: Davudyan Buying Mission Hills Property for $790K BLUCORA INC: Moody's Puts 'B1' CFR on Review for Downgrade BOARDRIDERS INC: $450M Bank Debt Trades at 45% Discount BOXVANA LLC: Unsecureds to Get Share of Income for 3 Years BSPV-PLANO: Seeks Continued Cash Collateral Access Thru Nov 30 BURLEY FOODS: Seeks Cash Collateral Access BURTS CONSTRUCTION: Court OKs Cash Collateral Access Thru Jan 2023 BVM THE BRIDGES: Exclusivity Period Extended to Nov. 30 C & M ELECTRICAL: Sets Bid Procedures for Substantially All Assets CARNEGIE DEVELOPMENT: Employs Taylor to Auction Properties Online CC HILLCREST: Sidley, Legal Aid Represent Hillcrest Union CEDAR FAIR: S&P Upgrades ICR to 'BB-', Outlook Stable CEDIPROF INC: Case Summary & 20 Largest Unsecured Creditors CELESTICA INC: Moody's Affirms 'Ba2' CFR, Outlook Remains Stable CIP 1106: Seeks to Hire Sid M. Rosenberg as Special Counsel CM RESORT: MAR Living Updates Joint Reorganization Plan COASTAL DRILLING: Court OKs Interim Cash Collateral Access CODE L STUDIOS: Seeks to Hire Tran Singh as Bankruptcy Counsel COVE RUN: Case Summary & 20 Largest Unsecured Creditors CREATIVE CLOUDS: Wins Cash Collateral Access Thru Jan 2023 CREDITO REAL: Wagstaff Sets Bid Procedures for CRUSAFin Interests CRYPTO CO: Terminates, Modifies Agreements With Bitmine, IDI CUSTOM ALLOY: Court OKs Cash Collateral Access Thru Nov 12 CYPRESS HILLS: Unsecured Creditors Will Get 2% of Claims in Plan DIAMOND SPORTS: S&P Downgrades ICR to 'CCC-', Outlook Negative DIFFENDAL-WELLIVER INC: Gets OK to Hire Re/Max as Realtor DIOCESE OF BUFFALO: Kevin Brun Out as Committee Member DISH NETWORK: Moody's Gives 'Ba3' Rating on New $2BB Secured Notes E QUALCOM CORP: Unsecureds Will Get 5% of Claims in 60 Months EAST COAST DIESEL: Wins Cash Collateral Access Thru Nov 17 EMERA INC: Moody's Affirms Ba2 Rating on Subordinated Regular Bond EMMANUEL HEALTH: May Use $77,000 of Cash Collateral ENDO INTERNATIONAL: Committee Taps Berkeley as Financial Advisor ENDO INTERNATIONAL: Committee Taps Lazard as Investment Banker ENDO INTERNATIONAL: Pillsbury Update on Endo Executive Committee ERIN INDUSTRIES: Court OKs Cash Collateral Access ESCALON MEDICAL: Hires Marcum LLP as New Auditor EXACTECH INC: Moody's Lowers CFR to 'Caa2', Outlook Stable EYE INNOVATIONS: Unsecureds' Recovery Lowered to 4% to 4.5% in Plan EYEPOINT PHARMACEUTICALS: Incurs $18.4M Net Loss in Third Quarter FXI HOLDINGS: Moody's Lowers CFR to Caa2, Outlook Negative GAGE'S GRANITE: Wins Cash Collateral Access Thru Nov 17 GENEVER HOLDINGS: Seeks to Hire Neubert Pepe & Monteith as Counsel GETSWIFT INC: Creditors to Get Proceeds From Liquidation GRAVITY HOLDINGS: Seeks Cash Collateral Access HACIENDA COMPANY: Seeks to Tap Eisner Advisory Group as Accountant HAMON HOLDINGS: U.S. Trustee Appoints 2 New Committee Members HAYES BUSINESS: Court OKs Interim Cash Collateral Access INFINERA CORP: Incurs $11.9 Million Net Loss in Third Quarter IRB HOLDING: Moody's Affirms 'B2' CFR & Alters Outlook to Negative ISLAND DOG TOO: Case Summary & 10 Unsecured Creditors J CREW GROUP: $1.3B Bank Debt Trades at 48% Discount J CREW GROUP: $182M Bank Debt Trades at 48% Discount JAF 27 LLC: Selling Lowell Property to Mason for $1.25 Million JORDAN RESTAURANT: Unsecureds Will Get 100% of Claims in 60 Months KEYWAY APARTMENT: Wins Cash Collateral Access Thru Dec 5 KINGS RIVER: Wins Final Cash Collateral Access LEARFIELD COMMUNICATIONS: Moody's Lowers CFR to Caa2 LIGHTSTONE HOLDCO: S&P Alters Outlook to Stable, Affirms 'B-' ICR LOVE RENOVATIONS: Recovery for Unsecureds Still to Be Determined LUMEN TECHNOLOGIES: Stock Elimination No Impact on Moody's Ba3 CFR MACON DOOR: Court OKs Final Cash Collateral Access MARINER HEALTH: U.S. Trustee Appoints Blanca Castro as PCO MARTINEZ QUALITY: Wins Cash Collateral Access Thru Nov 11 MBIA INC: Incurs $34 Million Net Loss in Third Quarter METRO SERVICE: U.S. Trustee Appoints Creditors' Committee MLN US HOLDCO: Moody's Cuts CFR to 'Caa3', Outlook Stable MOBILESMITH INC: Seeks to Hire J.M. Cook as Bankruptcy Counsel MOLECULAR IMAGING: Remington Buys Bolingbrook Condo Suite for $200K MOLECULAR IMAGING: Wins Cash Collateral Access Thru Nov 30 NEPTUNE BIDCO: S&P Assigns 'B-' ICR, Outlook Stable NICAS GROUP: Gets OK to Hire Rountree as Legal Counsel NICK'S CREATIVE: Taps Larry V. Bishins as Special Counsel NIKKYO LLC: Court OK's Final Cash Collateral Access NORTH JAX CONCRETE: Mehmeti Buying Jacksonville Property for $749K NORWICH ROMAN CATHOLIC: Jones Walker Also Represents St. Luke's NUMERICAL CONTROL: Files Emergency Bid to Use Cash Collateral OC 10753 SUBWAY: Wins Continued Cash Collateral Access OMNICROBE NATURAL: Gets OK to Hire Mullin Hoard & Brown as Counsel ONE AND ONE: Proposes Auction of Bronx Property Through Maltz PARRISH26 LLC: Unsecureds Will Get $25 Cents on Dollar for 3 Years PARS BRONX: Taps Gus Michael Farinella as Bankruptcy Counsel PHASEBIO PHARMA: U.S. Trustee Appoints Creditors' Committee PHOENIX SERVICES: Cash Collateral Access, $200MM of DIP Loans OK'd POWER STOP: Moody's Downgrades CFR & Senior Secured Debt to Caa1 PREHIRED LLC: Seeks to Hire Warren Law Group as Bankruptcy Counsel QUANTUM CORP: Incurs $11.9 Million Net Loss in Second Quarter RATTLER MIDSTREAM: Moody's Withdraws 'Ba2' CFR on Notes Repayment REGAL REXNORD: S&P Assigns 'BB+' ICR on Acquisition of Altra REHME CUSTOM: Cash Collateral Access, $500,000 DIP Loan OK'd RETRO HOME HEALTH: Ms. Veale's Personal Guaranty Is Dischargeable ROCKING M MEDIA: Exclusivity Period Extended to Dec. 9 ROSAMOND 5: Seeks to Hire Totaro & Shanahan as Legal Counsel SABRINAS ATLANTIC: Files Emergency Bid to Use Cash Collateral SANDY ROAD: Wins Cash Collateral Access on Final Basis SEALED AIR: Moody's Affirms Ba1 CFR Following Liquibox Transaction SENIOR CARE: Seeks Approval of Sale of Substantially All Assets SINCLAIR BROADCAST: S&P Upgrades ICR to 'B+', Outlook Stable SOUTHERN PRODUCE: Ying Offers to Buy Faison Property for $400K SOUTHGATE TOWN: Bid to Use Cash Collateral Denied SPI ENERGY: Maturities of $12.6 Million Notes Extended Until 2023 STARWOOD PROPERTY: Moody's Rates New Sustainability Loan 'Ba2' STORED SOLAR: Seeks Cash Collateral Access on Interim Basis SUZANNE V FERRY: Armstrong Buying Mammoth Lakes Property for $2.95M TEINE ENERGY: Moody's Affirms B2 CFR & Alters Outlook to Positive TENNECO INC: Moody's Assigns First Time 'B2' Corp. Family Rating TERRA MANAGEMENT: Plan Solicitation Period Extended to Dec. 30 TEXAS MADE: iSports Buying Assets in Cedar Park, Free of Claims THOMPSON ROSE: Court Okays Appointment of Chapter 11 Trustee TRANSPORTATION DEMAND: U.S. Trustee Unable to Appoint Committee TRILOK FUSION: Seeks Cash Collateral Access TRINITI DME: Unsecureds Will Get 100% of Claims over 5 Years TWG KONNECT: Case Summary & Eight Unsecured Creditors VESTA HOLDINGS: Wins Cash Collateral Access, $6.9MM DIP Loan VICE BAR: Files Emergency Bid to Use Cash Collateral VINTAGE FOOD: Court OKs Interim Cash Collateral Access VITAL PHARMACEUTICALS: U.S. Trustee Appoints Creditors' Committee VYANT BIO: Effects 1-for-5 Reverse Common Stock Split WEIRD VENDING: Unsecureds to Get Share of Income for 3 Years WENDELL LAWRENCE, JR: Schmidt Buys 5-Acre Meridian Parcel for $450K WILDFLOWER GROUP: Case Summary & 20 Largest Unsecured Creditors WISECARE LLC: Wins Cash Collateral Access Thru Dec 1 XEROX HOLDINGS: S&P Affirms 'BB' ICR, Alters Outlook to Negative YELLOW CORP: Posts $4.8 Million Net Income in Third Quarter ZEROHOLDING LLC: Wins Cash Collateral Access [^] BOND PRICING: For the Week from Oct. 31 to Nov. 4, 2022 ********* 1 BIG RED: Debtor Will Liquidate Assets to Pay Claims ----------------------------------------------------- 1 Big Red, LLC, submitted a Third Amended Disclosure Statement with respect to Chapter 11 Plan Liquidation. The Debtor has sold the following properties: * 1205 West 75" Terrace, Kansas City, Missouri. * 4512 W. 69" Terrace, Prairie Village, Kansas. * 3901-27 Linwood Blvd. Kansas City, Missouri. * 411 West 46 Terrace Unit 1004. Kansas City, Missouri. * 2944 West 118 Terrace, Leawood, Kansas. * 7410 Sni-A-Bar, Kansas City, MO 64129. The Debtor currently possesses $49,548 in its Debtor-in-Possession Bank Account. The Debtor also has claims against the funds currently held by title companies. Under the Plan, Class 3 General Unsecured Claims total $3,319,362 based upon the Schedules and Statements and the proofs of claim filed. Many of the claims were filed as secured claims were paid at sale closings. Some of the secured claims will be amended to unsecured claims which may increase the unsecured claims. The Debtor intends to file objections to any remaining secured claims. All secured claims not already paid will be a Class 4 or Class 5 Claims. Class 4 Disputed Unsecured Claims will receive no distribution until and unless the Court allows such claims. The holders of Class 4 claims include those creditors in which there is active claims objections and/or pending litigation specifically PS Funding and Anchor Assets II, LLC. The holders of Disputed Unsecured Claims (PS Funding and Anchor Assets II, LLC) will not receive any payment until and unless their claim is allowed by the Bankruptcy Court. Any allowed Class 4 Claim will receive their Pro Rata share of the Trust Assets after payment of the Allowed Administrative Claims, Priority Tax Claims, Fee Claims, and Class 1 Other Priority Claims. The holders of Claims in this Class are not entitled to vote as they do not have an allowed claim. The primary objectives of the Plan are to (i) transfer the Trust Assets to the Liquidating Trust, which will be charged with liquidating them, reconciling Claims, prosecuting Avoidance Actions and other Remaining Actions for the benefit of Creditors and making distributions to Creditors and (ii) maximize value to all Creditor groups on a fair and equitable basis under the priorities established by the Bankruptcy Code and applicable law. Attorneys for the Debtor: Colin N. Gotham, Esq. EVANS & MULLINIX, P.A. 7225 Renner Road, Suite 200 Shawnee, KS 66217 Tel: (913) 962-8700 Fax: (913) 962-8701 E-mail: cgotham@emlawkc.com A copy of the Disclosure Statement dated Oct. 26, 2022, is available at https://bit.ly/3TOtvVo from PacerMonitor.com. About 1 Big Red, LLC 1 Big Red, LLC, buys and sells real estate. It has a principal location at 440 E. 63rd Street, Kansas City, MO 64110. 1 Big Red, LLC, filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. Case 21-20044) on Jan. 15, 2021. In the petition signed by CEO Sean Tarpenning, the Debtor listed total assets at $2.5 million and $3,094,099 in estimated liabilities. Judge Robert D. Berger oversees the case. The Debtor tapped Colin Gotham, Esq., at Evans & Mullinix, P.A. as counsel. 1280 MIDDLESEX: Property Sale Proceeds to Fund Plan Payments ------------------------------------------------------------ 1280 Middlesex Street, LLC, filed with the U.S. Bankruptcy Court for the District of Massachusetts a Disclosure Statement describing Chapter 11 Plan dated October 31, 2022. The Debtor is a Massachusetts Limited Liability Company organized on July 24, 2021, and whose principal place of business is 6 Livingston Avenue, Lowell, Massachusetts 01851. At the time of filing this case, the Debtor had 100% interest in the real estate located at 1280 Middlesex Street and 6 Livingston Ave, Lowell, MA 01851 (the "Property") by deed dated July 6, 2021. The Debtor intends on selling the Property in a private sale to fund its Chapter 11 Plan. The Debtor has entered into an agreement to sell said real estate in the form of a Purchase and Sale Agreement dated October 21, 2022 ("Agreement"). Pursuant to said Agreement, the Debtor has agreed, subject to the approval of the Bankruptcy Court, to sell the Property (the "Sale") via a private sale for a total purchase price of $530,000.00 (the "Purchase Price"). As set forth in the Agreement, the buyer will pay a deposit of $27,500.00 to be held in escrow by Debtor's counsel. The balance of the Purchase Price will be paid upon the closing of the sale. As specified in the Agreement, it is the intent of the buyer to reconvey 6 Livingston Avenue, Lowell to one of the members of the Debtor, Marc Karibian, who has been and is currently residing there as his residence. Proceeds shall be distributed as follows, and will pay secured and unsecured creditors in full at closing: * Mortgage payoff to Capital Trust, in the approximate amount of $486,646.85 through September 2022, or an amount as reflected in an updated payoff statement through the closing date; * Real Estate Taxes due the City of Lowell estimated to be approximately $10,000.00. The $10,000.00 is an estimated amount inclusive of interest accruing until paid. * Normal closing costs payable by the Debtor (Seller); and * The remaining balance of the proceeds to be placed in the DIP account for distribution in accordance with the Debtor's Chapter 11 Plan. The Debtor intends to utilize this Chapter 11 case to provide it with the time to reorganize and to repay the Debtor's obligations, including tax arrears. The Debtor only has two creditors, one secured (the mortgage) and the other priority unsecured (real estate taxes). The Debtor intends on selling the Property at a private sale to fund its Plan. The proceeds of said sale are more than sufficient to cover all creditor liability and will be used to fund the Plan. It is Debtor's intention that the Plan to be proposed, cure all arrearages and pay the secured and priority unsecured creditors a 100% of their claims. The Debtor has no general unsecured creditors. A full-text copy of the Disclosure Statement dated October 31, 2022, is available at https://bit.ly/3U9mgav from PacerMonitor.com at no charge. Attorney for the Debtor: Richard A. Mestone, Esq. MESTONE & ASSOCIATES LLC 435 Newbury Street, Suite 217 Danvers, MA 01923 Tel: (617) 381-6700 Email: Richard.mestone@mestoneassociatesllc.com About 1280 Middlesex Street 1280 Middlesex Street is a Massachusetts Limited Liability Company organized on July 24, 2021, and whose principal place of business is 6 Livingston Avenue, Lowell, Massachusetts 01851. The Debtor filed Chapter 11 Petition (Bankr. D. Mass. Case No. 22 40303) on April 25, 2022. The Debtor is represented by Richard A. Mestone, Esq. of MESTONE & ASSOCIATES LLC. 22 ELM RYE: Court OKs Final Cash Collateral Access -------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York authorized 22 Elm Rye, Inc. to use cash collateral on a final basis in accordance with the budget, with a 10% variance. The Debtor asserts that continued access to cash collateral is necessary to prevent immediate and irreparable harm to its estate. The Debtor entered into a Loan Agreement, dated as of September 21, 2021, as amended by a First Amendment to Loan Agreement, dated as of October 13, 2021, with FVP Servicing LLP. The loan has now been paid in full and FVP is no longer entitled to assert a security interest. The Debtor further acknowledges the New York State Department of Taxation and Finance has a secured claim established by the filing of two tax warrants in the total amount of $203,379, as set forth in proof of claim 1-1 filed by DTF. The Debtor explains the use of its assets, including bank accounts which potentially constitutes collateral of FVP and DTF, is essential to the continued preservation and maximization of the Debtor's estate. In addition to the existing rights and interests of the Secured Lender and DTF in the Collateral and tor the purpose of adequately protecting the Secured Lender and DTF from Collateral Diminution, FVP and DTF are granted replacement liens to the same extent, validity and priority that existed on the Petition Date, on all post-petition property of the Debtor's estate and all proceeds, rents, and pro tits thereof, including but not limited to accounts receivables, to the extent Collateral Diminution occurs during the Chapter 11 case, subject to (i) United States Trustee fees pursuant to 28 U.S.C. Section 1930. together with interest, if any, pursuant to 31 U.S.C. Section 3717 and any Clerk's filing fees, and (ii) the fees and commissions of a hypothetical Chapter 7 trustee in an amount not to exceed $10,000. The Debtor will also pay, timely and in full, all insurance premium payments as they come due, and within five business days of payment, provide proof of payment to FVP and DTF. A copy of the order and the Debtor's budget is available at https://bit.ly/3SW0p56 from PacerMonitor.com. The budget provides for total expenses, on a weekly basis, as follows: $32,508 for the week ending November 6; $57,84 for the week ending November 13; $45,318 for the week ending November 27; and $34,718 for the week ending December 4. About 22 Elm Rye Inc. 22 Elm Rye Inc. is a restaurant operator specializing in Mediterranean cuisine. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-22544) on August 16, 2022. In the petition signed by Alan Schoening, president, the Debtor disclosed $1,318,000 in total assets and $2,938,497 in total liabilities. Judge Sean H. Lane oversees the case. H. Bruce Bronson, Esq., at Bronson Law Office, P.C. is the Debtor's counsel. 3I AVI: Hauk Buying 2020 Chevy Silverado for $1 Plus Lien Payment ----------------------------------------------------------------- 3i AVI, LLC, doing business as Black Widow Imaging, seeks approval from the U.S. Bankruptcy Court for the Eastern District of Missouri its private sale of interest in 2020 Chevy Silverado, VIN 3GCUYEEL6LG306114, to Jason Hauk $1 and the Buyer's agreement to (a) make all future payments due to the Secured Creditor, and (b) to indemnify and hold harmless the Debtor and its bankruptcy estate from any claims that may thereafter be asserted by the Secured Creditor. The Objection Deadline is Nov. 15, 2022. Closing is expected to occur as soon as is reasonably possible after the entry of the Order approving the Motion. Americredit Financial Services, Inc., dba GM Financial, holds a valid, perfected security interest and lien on the Vehicle to secure the original principal amount of $65,621.36. The Debtor proposes to sell the estate's interest in the Vehicle on an "as is, where is" basis, subject to the lien of the Secured Creditor. The Buyer personally guaranteed the Secured Indebtedness. He is an insider of the Debtor. The Debtor has determined that there is no equity in the Vehicle. Consequently, the Debtor and the Buyer have reached an agreement where the Buyer will purchase the Vehicle subject to the Secured Creditor's lien. The purchase price is (a) $1 payable to the Debtor, (b) the Buyer's agreement to assume the payments to the Secured Creditor, and (c) the Buyer's agreement to indemnify the Debtor and its estate from any and all claims that the Secured Creditor may thereafter assert against the Debtor or the estate with respect to the Secured Indebtedness. No commission is payable to any third party as a result of the sale. The Debtor requests that the Court waives the 14-day stay of the order under Federal Rules of Bankruptcy Procedure 6004(g). Additionally, due to the time constraints of the purchaser, the Debtor requests the matter be approved without a hearing on 21 days negative notice, such that the order approving the Motion will be entered without a hearing, barring any objections thereto. About 3i AVI LLC 3i AVC LLC -- https://blackwidowimaging.com/ -- doing business as Black Widow Imaging, is an Internet software and services provider in Wentzville, Mo. 3i AVI, LLC filed for Chapter 11 protection (Bankr. E.D. Mo. Case No. 22-41053) on April 12, 2022. In the petition signed by Jason Hauk, managing member, the Debtor disclosed $61,420,000 in total assets and $159,339 in total liabilities. Judge Kathy A. Surratt-States oversees the case. David M. Dare, Esq., at Herren, Dare & Streett and Stinson, LLP serve as the Debtor's bankruptcy counsel and special patent counsel, respectively. 710 LONG RIDGE: NLRB Enjoined From Prosecuting Certain Claims ------------------------------------------------------------- In the appealed case In re: 710 LONG RIDGE ROAD OPERATING COMPANY II, LLC, et al., Chapter 11 Reorganized Debtors, THE NATIONAL LABOR RELATIONS BOARD AND THE NEW ENGLAND HEALTH CARE EMPLOYEES UNION, DISTRICT 1199, SEIU, Appellants, v. 710 LONG RIDGE ROAD OPERATING COMPANY II, LLC, et al., Appellees, Case No. 13-13653 (DHS), Civil Action No. 14-CV-01725 (JXN)(LDW)., 14-CV-01726 (JXN), 14-CV-02057 (JXN), 14-CV-02058 (JXN), 14-CV-02353 (JXN), 14-CV-02354 (JXN), (D.N.J.), the District Judge Julien Xavier Neals grants the motion for preliminary injunction filed by the Appellees 710 Long Ridge Road Operating Company LLC and its debtor-affiliates, seeking for an order restraining and enjoining the Appellant National Labor Relations Board from investigating, pursuing, or otherwise prosecuting certain claims pending final disposition in this case. At the outset, each Appellee formerly operated an inpatient skilled nursing facility located in the state of Connecticut. Due to unsustainable labor costs under collective bargaining agreements ("CBAs") covering their unionized workforce, the Appellees sought Chapter 11 relief in the New Jersey Bankruptcy Court. Following the Petition Date, the Appellees moved in the bankruptcy court to implement interim modifications to their CBAs with the Appellant New England Health Care Employees Union, District 1199, SEIU ("Union") and with NLRB because the Appellees' facilities were unable to sustain themselves given the existence of uneconomic provisions in the CBAs. The bankruptcy court entered four successive Orders under Section 1113(e) authorizing the Appellees to implement interim modifications to their CBAs with the Union. After unproductive Union negotiations, the Appellees sought and was granted authority by the Court (a) to reject the economic terms of the CBAs with the Union and (b) to implement the terms of Appellees' proposal under Section 1113(b) of the Bankruptcy Code to emerge from Chapter 11. On Feb. 6, 2014, the bankruptcy court entered an Order approving the Appellees' objection to various claims, which (a) reclassified as general unsecured claims, if and when awarded in a NLRB proceeding and to the extent that they were filed or asserted as priority claims under 11 U.S.C. section 507(a)(4) and/or 11 U.S.C. section 507(a)(5), the claims of the Appellants that relate to the period preceding the Petition Date, and (b) expunged the claims attributable to the time period of March 3, 2013 to Feb. 3, 2014. The 1113 Orders and Claims Objection Order enabled the Appellees to proceed with the Plan confirmation hearings and emerge from Chapter 11. On March 5, 2014, the bankruptcy court issued an opinion confirming the Plan provided that the Appellees made certain modifications thereto. The Appellees agreed to the modifications and on March 6, 2014, and the court confirmed the Plan, which became effective on March 7, 2014. Shortly thereafter, the Plan was substantially consummated. The Union and the NLRB have appealed the 1113 Orders, Claims Objection Order and Confirmation Order to this Court. Now, the Appellees seek emergent injunctive relief to enjoin certain proceedings before Administrative Law Judge Kenneth Chu for two reasons. First, the proceedings directly violate Orders of the Bankruptcy Court that confirmed the Appellees' Chapter 11 plan of reorganization and non-material modifications thereto, including the Plan's injunction. Second, collateral attack on the jurisdiction of this Court given the pending appeals before this Court concerning the Plan and related Orders. The Court agrees with Appellees that the injury from the NLRB's proposed conduct is concrete, particularized, and actual. As the Appellees stated, the "NLRB is proposing to unilaterally eviscerate the relief afforded to the Appellees in the bankruptcy court; relief that came at a significant expense to the Appellees and its affiliates; and relief that is the subject of numerous, pending appeals initiated by the Appellants." The Court determines that the Appellees are not simply seeking a successive injunction, but the Appellees are seeking to enjoin the NLRB for its intended conduct, which potentially violates the Plan and Confirmation Order. The Appellees contend that pursuant to Section 9.2 of the Plan, the "Releasees," which include, among others, Care One LLC, Care Realty, HealthBridge Management LLC, and the affiliated landlords, were released from all claims, obligations, suits, judgments, damages, demands, debts, rights, causes of action, and liabilities whatsoever, by holders of claims, such as Appellants. This unequivocally includes Appellants' claims based upon a joint employer, single employer, or single integrated enterprise theory of action. The Appellees further contend that pursuant to Section 9.4 of the Plan, on and after the confirmation date, any holder of a claim is enjoined from proceeding against any of the Releasees, for the collection of all or any portion of their claim or pursuing any claim that is released pursuant to the Plan, said injunction to remain in effect only for so long as such applicable Debtor complies with the terms of the Plan. The Appellants state that the public interest overwhelmingly supports continuation of the NLRB's case against Care Realty — the hundreds of employees who could potentially recover millions of dollars in additional backpay over and above what the Plan provides by showing that Care Realty is liable for unfair labor practices, have a palpable interest in having the unfair labor practice case heard in a timely manner. The Appellees contend that their application for injunctive relief should be granted to protect and preserve the Plan and Confirmation Order and to uphold the integrity of the bankruptcy court. They assert that a unilateral violation of a bankruptcy court order constitutes the harm necessary for an injunction. Th Appellees further contend that there is no harm in prohibiting the Appellants from pursuing the Released Claims against Care Realty before Judge Chu. Indeed, whether Care Realty is or is not a single or joint employer does not impact Appellants' recovery under the Plan whatsoever. The Appellees assert that at the conclusion of the ALJ Proceedings, the NLRB will still be entitled to receive its pro rata share of the Plan Distribution Contribution Amount on account of the Backpay Claims, irrespective of Care Realty's joint liability, if any. The Court finds that (i) the Releasees, including Care Realty, have been released from the Released Claims, including claims based on joint employer, single employer, and single integrated enterprise theories, pursuant to the Plan; and (ii) the NLRB lacks the ability to unilaterally act to determine that Care Realty is in violation of the Plan given the ongoing and well-documented dispute concerning Care Realty's obligations under the Plan. The Court agrees with Appellees and finds that the balance of relative harms weighs in favor of the Appellees. The Court finds support for this finding in the bankruptcy court's determination in connection with the entry of the Confirmation Order that, "in order to preserve the viability of the Debtors, third parties are contributing significant dollars to fund the potential for a Back Pay Claim award. . . These funds will be available to satisfy such a claim against the Debtors without the NLRB ever having to prove its case that any of the third parties is liable as a single and/or joint employer." The Court determines that further litigation of the ALJ proceedings certainly presents a likely risk of mooting provisions of the Confirmation Order, which provides support for a finding of irreparable harm. The Court further finds support in the bankruptcy judge's comment that Appellants had not objected to the Confirmation Order terms prior to entry, making it likely that continuation of the ALJ proceeding may be violative thereof. The Court rules that this necessitates entry of an "appropriate order during the pendency of an appeal on such terms as will protect the rights of all parties in interest" to address the likelihood of irreparable harm. Accordingly, the Court concludes that a public interest exists to enjoin the administrative proceedings. However, the Court denies the Appellees' motion for sanctions, attorneys' fees and costs without prejudice. A full-text copy of the Opinion dated Oct. 25, 2022, is available at https://tinyurl.com/2p9x3xey from Leagle.com. About 710 Long Ridge Road Operating Company II 710 Long Ridge Road Operating Company II, LLC and four affiliates own sub-acute and long-term nursing care facilities for the elderly in Connecticut. The facilities, which are managed by HealthBridge Management LLC, are Long Ridge of Stamford, Newington Health Care Center, Westport Health Care Center, West River Health Care Center, and Danbury Health Care Center. 710 Long Ridge Road Operating Company II and its affiliates sought Chapter 11 protection (Bankr. D.N.J. Case Nos. 13-13653 to 13-13657) on Feb. 24, 2013, to modify their collective bargaining agreements with the New England Health Care Employees Union, District 1199, SEIU. The Debtors owe $18.9 million to M&T Bank and $7.99 million on loans from the U.S. Department of Housing and Urban Development Federal Housing Administration. Michael D. Sirota, Esq., Gerald Gline, Esq., David Bass, Esq., and Ryan T. Jareck, Esq., serve as counsel to the Debtors. Logan & Company, Inc. is the claims and notice agent. Alvarez & Marsal Healthcare Industry Group, LLC, is the financial advisor. Porzio, Bromberg & Newman, P.C.'s Robert M. Schechter, Esq., and Rachel Segall, Esq., represents the Official Committee of Unsecured Creditors. The Committee retained EisnerAmper LLP as accountant. Levy Ratner's Suzanne Hepner, Esq., and Ryan J. Barbur, Esq., represent the New England Health Care Workers, District 1199 SEIU. Abby Propis Simms, Esq., Julie L. Kaufman, Esq., Nancy E. Kessler Platt, Esq., Dawn L. Goldstein, Esq., Paul Thomas, Esq., and John McGrath, Esq., at the National Labor Relations Board Special Litigation Branch in Washington, D.C., argue for the National Labor Relations Board. On March 6, 2014, Judge Steckroth entered a finding of fact, conclusions of law and order confirming 710 Long Ridge Road Operating Company II, LLC, et al.'s First Amended Joint Chapter 11 Plan of Reorganization. In accordance with the Plan, the Debtors have declared March 7, 2014, as the Effective Date of the Plan. A full-text copy of Judge Steckroth's March 6 Order is available for free at http://bankrupt.com/misc/710LONGRIDGEplanmemo0306.pdf The Plan provides for the combination of concessions and a cash infusion of approximately $67 million from affiliated entities and was accepted by the overwhelming majority of the Centers' creditors. Under the Plan, the Centers' creditors are entitled to a recovery of up to 75 percent on their claims and there will be no disruption in operations or services. The bankruptcy plan pertains only to the five unionized Connecticut Centers and does not apply to the other health care centers managed by HealthBridge Management, LLC. Each of the five centers is a sub-acute and long-term nursing care facility for the elderly in Connecticut. The facilities are: Long Ridge of Stamford, Newington Health Care Center, Westport Health Care Center, West River Health Care Center, and Danbury Health Care Center. 8TH AVENUE FOOD: Bank Debt Trades at 19% Discount ------------------------------------------------- Participations in a syndicated loan under which 8th Avenue Food & Provisions Inc is a borrower were trading in the secondary market around 81 cents-on-the-dollar during the week ended Friday, November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$100 million facility is a term loan. The loan is scheduled to mature on October 1, 2026. The amount is fully drawn and outstanding. 8th Avenue Food & Provisions, Inc. provides food catering services. The Company supplies organic and conventional peanut and other nut butters, baking nuts, raisins, other dried fruit, and trail mixes to leading grocery retailers, top food service distributors, and industrial bakeries. A1 PIPE CLEANING: Seeks Cash Collateral Access ---------------------------------------------- A1 Pipe Cleaning Company, Inc. asks the U.S. Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, for authority to use cash collateral in accordance with the budget, with a 10% variance. The Debtor requires the use of cash collateral for the continued operation of the Debtor's operations and the success of the Chapter 11 case. The Debtor relies on several key pieces of equipment to operate its business, including a 2009 Sterling Vactor truck used to clean stormwater drains. The truck encountered mechanical issues which required extensive repair, which sidelined the Debtor’s income while it encountered significant expenses in repairing the truck. The Debtor was at risk of losing the truck and elected to file the case in an effort to reorganize its business. On October 21, 2020, the Debtor obtained a loan from Commercial Credit Group, Inc. in the amount of $178,128. The loan was evidenced by a Note and Secured by a Security Agreement. The parties subsequently amended the Note on February 14, 2020, and February 24, 2022. The Security Agreement attaches to all assets of the Debtor, including the equipment, all inventory, accounts receivable, and proceeds related thereto. CCG perfected its security interest in the Collateral by filing UCC Financing Statements with the Florida Secured Transaction Registry on October 23, 2020 and by having its lien noted on the certificates of title to the titled Collateral. As adequate protection, the Debtor proposes to provide CCG with a perfected post-petition lien and security interest in cash collateral and other property of the Debtor having the same validity and priority as its pre-petition liens and security interests in cash collateral and such property, without the need to file or execute any documents as may otherwise be required under applicable nonbankruptcy law. A copy of the motion is available at https://bit.ly/3NwmB4x from PacerMonitor.com. About A1 Pipe Cleaning Company, Inc. A1 Pipe Cleaning Company, Inc. manages stormwater infrastructure by inspecting and draining pipeline and storm drains. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-16706-EPK) on August 30, 2022. In the petition signed by James D Murray, president, the Debtor disclosed up to $500,000 in both assets and liabilities. Rachamin "Rocky" Cohen, Esq., at Cohen Legal Services, PA, represents the Debtor as legal counsel. AAC HOLDINGS: Bank Debt Trades at 55% Discount ---------------------------------------------- Participations in a syndicated loan under which AAC Holdings Inc is a borrower were trading in the secondary market around 45 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$272 million facility is a term loan. The loan is scheduled to mature on June 30, 2023. About US$257 million of the loan is drawn and outstanding. AAC Holdings, Inc. operates as a holding company. The Company, through its subsidiaries, provides inpatient substance abuse treatment services. The Company treats drug and alcohol addiction, co-occurring mental, behavioral health issues. AAD CAPITAL: Affiliate Files Emergency Bid to Use Cash Collateral ----------------------------------------------------------------- Market Street Shreveport LLC, a subsidiary of AAD Capital Partners, LLC, asks the U.S. Bankruptcy Court for the Northern District of Georgia, Atlanta Division, for authority to use cash collateral on an interim basis. The Debtor requires the use of cash collateral to preserve its business and assets for the benefit of all creditors. The Debtor and Arena Limited SPV LLC entered into a Loan Agreement dated March 24, 2022, pursuant to which Arena loaned $10.5 million to the Debtor, and evidenced by the Promissory Note, dated March 24, 2022, executed by the Debtor in favor of Arena. On March 30, 2022, Arena filed a secured financing statement asserting a lien in all of the Debtor's assets. The Debtor also received a $100,000 loan from the Downtown Shreveport Development Corporation, evidenced by a Promissory Note, dated January 17, 2017, executed by the Debtor in favor of DSDC. As of the Petition Date, the Debtor is indebted to DSDC under the Prepetition DSDC Loan Documents in the approximate amount of $46,770. The Debtor, AAD, and other closely held affiliates are separate corporate entities and follow corporate formalities, but, as many corporate affiliates, they engage in inter-company transactions and share resources to manage risk and to exploit mutually beneficial opportunities that maximize value for all stakeholders. On January 31, 2022, CBRE, Inc., at the request of Arena, prepared an appraisal of the market value of the Debtor's Standard Lofts mixed-use retail and multi-family residential property, estimating its value at $14.3 million. Additionally, as set forth in the Appraisal Report, the present worth of tax savings relating to ownership of Standard Lofts is computed to be $710,745. The Debtor asserts there is sufficient equity in the Standard Lofts to support a finding of adequate protection of Arena's interests in the Prepetition Arena Collateral. The value of the Standard Lofts is estimated at $14.3 million, while the Arena Secured Obligations total approximately $10.5 million. Arena is adequately protected by its 26% equity cushion. A copy of the motion and the Debtor's budget is available at https://bit.ly/3TWLSr9 from PacerMonitor.com. The budget provides for total expenses, on a weekly basis, as follows: $19,756 for the week beginning November 7, 2022; $6,522 for the week beginning November 14, 2022; $925 for the week beginning November 21, 2022; $7,725 for the week beginning November 28, 2022; $14,917 for the week beginning December 5, 2022; $34,870 for the week beginning December 12, 2022; $1,560 for the week beginning December 19, 2022; $1,425 for the week beginning December 26, 2022; $27,846 for the week beginning January 2, 2023; $18,992 for the week beginning January 9, 2023; $6,060 for the week beginning January 16, 2023; $22,806 for the week beginning January 23, 2023; $7,125 for the week beginning January 30, 2023; $13,267 for the week beginning February 6, 2023; $21,505 for the week beginning February 13, 2023; $1,425 for the week beginning February 20, 2023; and $2,625 for the week beginning February 27, 2023. About AAD Capital Partners AAD Capital Partners LLC, doing business as Peachtree Battle Business Services, is a domestic limited liability company. AAD Capital Partners LLC filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-58223) on Oct. 12, 2022. In the petition filed by Edward Chen, as managing member and owner, the Debtor reported assets and liabilities between $10 million and $50 million. The Debtor is represented by Ashley Reynolds Ray of Scroggins & Williamson, P.C. Arena Limited SPV, LLC, as secured creditor is represented by: Eric W. Anderson, Esq. Parker Hudson Rainer & Dobbs, LLP 303 Peachtree St NE, Suite 3600 Atlanta, GA 30308 Tel: 404-420-4331 Email: eanderson@phrd.com - and - R. Joseph Naus, Esq. Wiener, Weiss & Madison, a Professional Corporation 330 Marshall St., Suite 1000 Shreveport, LA 71101 Tel: 318-213-9244 Email: rjnaus@wwmlaw.com ACPRODUCTS HOLDINGS: $1.4B Bank Debt Trades at 32% Discount ----------------------------------------------------------- Participations in a syndicated loan under which ACProducts Holdings Inc is a borrower were trading in the secondary market around 68.4 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$1.4 billion facility is a term loan. The loan is scheduled to mature on May 17, 2028. The amount is fully drawn and outstanding. ACProducts Holdings, Inc. manufactures cabinets. The Company offers single and multi-family home builders, distributors, home centers, cabinetry, and other related products. AIR METHODS CORP: $1.25B Bank Debt Trades at 34% Discount --------------------------------------------------------- Participations in a syndicated loan under which Air Methods Corp is a borrower were trading in the secondary market around 66 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$1.25 billion facility is a term loan. The loan is scheduled to mature on April 24, 2024. The amount is fully drawn and outstanding. Air Methods Corporation provides ambulance services. The Company offers emergency medical services by air transport. ALCAMI CAROLINAS: $105M Bank Debt Trades at 17% Discount -------------------------------------------------------- Participations in a syndicated loan under which Alcami Carolinas Corp is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$105 million facility is a term loan. The loan is scheduled to mature on July 12, 2026. The amount is fully drawn and outstanding. Alcami Carolinas Corp provides pharmaceutical product development and manufacturing services. The Company offers clinical packaging and distribution, analytical testing, formulation development, and oral drug delivery services. ALERISLIFE INC: Incurs $8.5 Million Net Loss in Third Quarter ------------------------------------------------------------- AlerisLife Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $8.51 million on $182.66 million of total revenues for the three months ended Sept. 30, 2022, compared to a net loss of $10.20 million on $225.83 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 $27.04 million on $526.92 million of total revenues compared to a net loss of $19.19 million on $753.55 million of total revenues for the nine months ended Sept. 30, 2021. As of Sept. 30, 2022, the Company had $382.54 million in total assets, $126.13 million in total current liabilities, $102.08 million in total long-term liabilities, and $154.33 million in total shareholders' equity. "We continued to make steady progress implementing our plan to improve our operating results and drive efficiencies in our organization throughout the third quarter," said Jeff Leer, president and chief executive officer. "Owned and managed community occupancy increased 290 basis points and 160 basis points, respectively, or 180 basis points across all residential senior living communities, as we continue to enhance our sales and marketing strategies. We also rounded out our executive team with the addition of Heather Pereira as our new Chief Financial Officer and Philip Benjamson as our new Chief Operating Officer. We ended the quarter with sufficient liquidity to execute on our restructuring plan and, following approximately $3.8 million of capital improvements invested in our owned senior living communities in the third quarter, we had $79.1 million of cash at quarter-end and no debt maturities until 2025." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1159281/000115928122000092/alr-20220930.htm About AlerisLife AlerisLife Inc., formerly known as Five Star Senior Living Inc., collectively with its consolidated subsidiaries, is a holding company incorporated in Maryland and substantially all of its business is conducted by its two segments: (i) residential (formerly known as senior living) through its brand Five Star Senior Living, or Five Star, and (ii) lifestyle services (formerly known as rehabilitation and wellness services) primarily through its brands Ageility Physical Therapy Solutions and Ageility Fitness, or collectively Ageility, as well as Windsong Home Health. AlerisLife reported a net loss of $29.93 million for the year ended Dec. 31, 2021, and a net loss of $7.59 million for the year ended Dec. 31, 2020, and a net loss of $20 million for the year ended Dec. 31, 2019. As of March 31, 2022, the Company had $396.47 million in total assets, $114.85 million in total current liabilities, $110.08 million in total long-term liabilities, and $171.54 million in total shareholders' equity. ALL DAY ACQUISITIONCO: $200M Bank Debt Trades at 79% Discount ------------------------------------------------------------- Participations in a syndicated loan under which All Day AcquisitionCo LLC is a borrower were trading in the secondary market around 22 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$200 million facility is a term loan. The loan is scheduled to mature on December 29, 2025. The amount is fully drawn and outstanding. All Day AcquisitionCo LLC does business as 24 Hour Fitness Worldwide Inc. ALLIANCE MECHANICAL: Unsecureds to Get Share of Income for 36 Month ------------------------------------------------------------------- Alliance Mechanical, LLC, submitted an Amended Plan of Reorganization dated October 31, 2022. This Plan of Reorganization proposes to pay Debtor's creditors from the revenue generated by Debtor. Each holder of an allowed priority tax claim will be paid in monthly installments beginning 30 days after the Effective Date of the plan. To the extent that Debtor has remaining disposable income in months 1-36 after making the minimum monthly priority tax claim payments and remaining secured debt payments, Debtor will split the remaining disposable income between the Internal Revenue Service and Oklahoma Tax Commission. Debtor will pay all of its projected disposable income over 36 months to the general unsecured pool of creditors. As Debtor pays off secured and priority creditors, the projected disposable income will increase for the remainder of the 36 months. Once all secured and priority debts are paid off, funds allocated to those creditors will be re-allocated to the general unsecured pool of creditors. Once all secured and priority debts are paid off, Debtor will make monthly disbursements equal to its disposable income to the general unsecured pool of creditors. Keith A. Trout, a/k/a Keiffer Trout is the sole member and Equity Security Holder of Debtor. Debtor will continue to pay Keiffer Trout $834.50 per week. Mr. Trout will retain 100% of his equity interest in the newly reorganized Debtor. Debtor will fund the Plan from its operations. A full-text copy of the Amended Plan of Reorganization dated October 31, 2022, is available at https://bit.ly/3FKm6lG from PacerMonitor.com at no charge. Attorney for Debtor: Gary D. Hammond, Esq. HAMMOND LAW FIRM 512 N.W. 12th Street Oklahoma City, OK 73103 Telephone: 405.216.0007 Facsimile: 405.232.6358 Email: gary@okatty.com Amanda R. Blackwood, Esq. Blackwood Law Firm, PLLC P.O. Box 6921 Moore, OK 73153 Telephone: 405-232-6357 Facsimile: 405-378-4466 Email: amanda@blackwoodlawfirm.com About Alliance Mechanical Alliance Mechanical, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Okla. Case No. 22-11002) on May 16, 2022, disclosing up to $100,000 in assets and up to $500,000 in liabilities. Stephen J. Moriarty of Fellers, Snider, Blankenship, Bailey & Tippens serves as Subchapter V trustee. Judge Sarah A. Hall oversees the case. Gary D. Hammond, Esq., at Mitchell & Hammond is the Debtor's counsel. ALTERA INFRASTRUCTURE: Updates Several Claims Details; Amends Plan ------------------------------------------------------------------ Altera Infrastructure L.P., et al., submitted a Second Amended (Technical Modifications) Joint Chapter 11 Plan of Reorganization dated October 31, 2022. Each holder of an Allowed Claim or Allowed Interest, as applicable, shall receive under the Plan the treatment in full and final satisfaction, settlement, release, and discharge of and in exchange for such holder's Allowed Claim or Allowed Interest, except to the extent different treatment is agreed to by the Reorganized Debtors and the holder of such Allowed Claim or Allowed Interest, as applicable. Classes 6(a)–(g) consist of Credit Agreement Claims against Altera Parent. On the Effective Date, in exchange for the full and final satisfaction, settlement, release, and discharge of the Credit Agreement Claims against Altera Parent, each holder of an Allowed Credit Agreement Claim against Altera Parent shall receive its Pro Rata share (calculated by reference to the aggregate amount of Allowed Credit Agreement Claims against Altera Parent and Allowed IntermediateCo Guarantee Claims) of the New Warrants, subject to dilution on account of the Management Incentive Plan; provided that to the extent the holders of Allowed Credit Agreement Claims against Altera Parent in Classes 6(a)-(g) vote as a Class to accept the Plan, the Pro Rata share of New Warrants to be received by such Class shall be calculated by reference to the aggregate amount of Allowed Credit Agreement Claims against Altera Parent only. Class 7 consists of all IntermediateCo Guarantee Claims. On the Effective Date, in exchange for the full and final satisfaction, settlement, release, and discharge of the IntermediateCo Guarantee Claims, each holder of an Allowed IntermediateCo Guarantee Claim shall receive its Pro Rata share (calculated by reference to the aggregate amount of Allowed Credit Agreement Claims against Altera Parent and Allowed IntermediateCo Guarantee Claims) of the New Warrants, subject to dilution on account of the Management Incentive Plan; provided that such holder shall waive its entitlement to its Pro Rata share (calculated as the aggregate amount of Allowed Credit Agreement Claims against Altera Parent in accepting Classes divided by Allowed Credit Agreement Claims against Altera Parent in all Classes) of any such New Warrants to the extent any or all of Classes 6(a)–(g) vote to accept the Plan (without altering the amount of New Warrants otherwise allocable to such Classes). Class 8 consists of all Altera Unsecured Notes Claims and other General Unsecured Claims at Altera Parent and Altera Finance Corp. On the Effective Date, in exchange for the full and final satisfaction, settlement, release, and discharge of the Altera Unsecured Notes Claims and other General Unsecured Claims at Altera Parent or Altera Finance Corp., each holder of an Allowed Altera Unsecured Notes Claim or other General Unsecured Claim at Altera Parent or Altera Finance Corp. not otherwise included in Classes 6(a)–(g) or Class 7 shall receive its Pro Rata share of (i) 13% of the New Common Stock, subject to dilution on account of the Management Incentive Plan, the New Warrants, and the Rights Offering and (ii) subscription rights to participate in up to $12.55 million of the New Common Stock offered in the Rights Offering in accordance with the Rights Offering Procedures. Class 9 consists of all General Unsecured Claims at Debtors other than Altera Parent and Altera Finance Corp. On the Effective Date, in exchange for the full and final satisfaction, settlement, release, and discharge of the General Unsecured Claims at Debtors other than Altera Parent and Altera Finance Corp., each holder of a General Unsecured Claim at Debtors other than Altera Parent and Altera Finance Corp. shall receive, at the Debtors' option and with the consent of the Consenting Sponsor: (a) payment in full in Cash; (b) reinstatement pursuant to section 1124 of the Bankruptcy Code; or (c) such other treatment rendering such Claim unimpaired in accordance with section 1124 of the Bankruptcy Code. On the Effective Date, the board of directors of Reorganized Altera GP shall be established, and the Reorganized Debtors shall adopt their New Organizational Documents. The Reorganized Debtors shall be authorized to adopt any other agreements, documents, and instruments and to take any other actions contemplated under the Plan as necessary to consummate the Plan. Cash payments to be made pursuant to the Plan will be made by the Debtors or Reorganized Debtors. The Debtors and Reorganized Debtors will be entitled to transfer funds between and among themselves as they determine to be necessary or appropriate to enable the Debtors or Reorganized Debtors, as applicable, to satisfy their obligations under the Plan. The Debtors and the Reorganized Debtors, as applicable, shall fund distributions under the Plan with: (1) Cash on hand, including Cash from operations, the DIP Facility, and the proceeds of the Rights Offering; (2) the New Common Stock; (3) the New GP Common Stock and (4) the New Warrants, as applicable. New GP Common Stock Allocation Without the need for any further corporate action or without any further action by holders of Claims or Interests, the Consenting Sponsor shall be authorized to designate (i) one or several of the Consenting Sponsors or an affiliate thereof to receive 100% of the New GP Common Stock pursuant to the Plan and (ii) an amount of the IntermediateCo New Common Stock Distribution and/or equity purchased in the Rights Offering by the Consenting Sponsor to be issued to Reorganized Altera GP. On the Effective Date, Reorganized Altera will issue the New Common Stock and Reorganized Altera GP will issue the New GP Common Stock. A full-text copy of the Second Amended Joint Chapter 11 Plan dated October 31, 2022, is available at https://bit.ly/3t2ixQe from PacerMonitor.com at no charge. Proposed Co-Counsel to the Debtors: Matthew D. Cavenaugh, Esq. Kristhy M. Peguero, Esq. Rebecca Blake Chaikin, Esq. Victoria N. Argeroplos, Esq. JACKSON WALKER LLP 1401 McKinney Street, Suite 1900 Houston, TX 77010 Telephone: (713) 752-4200 Facsimile: (713) 752-4221 E-mail: mcavenaugh@jw.com kpeguero@jw.com rchaikin@jw.com vargeroplos@jw.com - and - Joshua A. Sussberg, Esq. Brian Schartz, Esq. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 601 Lexington Avenue New York, NY 10022 Telephone: (212) 446-4800 Facsimile: (212) 446-4900 E-mail: joshua.sussberg@kirkland.com brian.schartz@kirkland.com - and - John R. Luze, Esq. 300 North LaSalle Chicago, IL 60654 Telephone: (312) 862-2000 Facsimile: (312) 862-2200 E-mail: john.luze@kirkland.com About Altera Infrastructure L.P. Westhill, United Kingdom-based Altera Infrastructure L.P. (NYSE: ALIN-A) is a global energy infrastructure services partnership primarily focused on the ownership and operation of critical infrastructure assets in the offshore oil regions of the North Sea, Brazil and the East Coast of Canada. Altera has consolidated assets of approximately $3.8 billion comprised of 44 vessels, including floating production, storage and offloading (FPSO) units, shuttle tankers, floating storage and offtake (FSO) units, long-distance towing and offshore installation vessels and a unit for maintenance and safety (UMS). The majority of Altera's fleet is employed on medium-term, stable contracts. After agreeing to a debt-for-equity plan with bank lenders and owner Brookfield, Altera Infrastructure LP and 37 affiliates sought Chapter 11 protection (Bankr. S.D. Texas Lead Case No. 22-90130) on Aug. 12, 2022. Judge Marvin Isgur oversees the cases. As of the petition date, the Debtors were liable for approximately $1.6 billion in aggregate principal amount of funded debt. Kirkland & Ellis LLP, Jackson Walker LLP, and Quinn Emanuel Urquhart & Sullivan LLP serve as the Debtors' lead counsel, local counsel, and special counsel, respectively. The Debtors also tapped Evercore Group LLC as investment banker and PricewaterhouseCoopers LLP as tax compliance, tax consulting, and accounting advisory services provider. David Rush, senior managing director at FTI Consulting, Inc., serves as restructuring advisor to the Debtors. Stretto is the claims agent. The DIP Lenders are represented by Paul, Weiss, Rifkind, Wharton & Garrison LLP, as counsel to the DIP Lenders, Ducera Partners LLC, as financial advisor, and Porter & Hedges LLP, as their Texas counsel. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors on Aug. 22, 2022. The unsecured creditors committee tapped Friedman Kaplan Seiler & Adelman, LLP and Pachulski Stang Ziehl & Jones, LLP as legal counsel; and AlixPartners, LLP as financial advisor. A committee of coordinators was appointed under and as defined in the appointment letter originally dated May 6, 2022, among Altera Infrastructure LP and each member of the CoCom. The CoCom is represented by Norton Rose Fulbright US, LLP and Norton Rose Fulbright, LLP as legal counsel and PJT Partners (UK) Ltd. As financial advisor. The Noteholder Ad Hoc Group tapped Vinson & Elkins LLP and Wachtell, Lipton, Rosen & Katz as its attorneys. ALTERA INFRASTRUCTURE: WLRK, Vinson Updates on TopCo Noteholders ---------------------------------------------------------------- Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure, the law firms of Wachtell, Lipton, Rosen & Katz and Vinson & Elkins LLP submitted a first amended verified statement to disclose an updated list of the Ad Hoc Group of TopCo Noteholders that it is representing in the Chapter 11 cases of Altera Infrastructure L.P. et al. On August 12, 2021, certain members of the Ad Hoc Group of TopCo Noteholders retained Wachtell, Lipton, Rosen & Katz to represent them in connection with a potential financial restructuring of the above-captioned debtors and debtors-in-possession. From time to time thereafter, certain additional holders of 8.50% Senior Notes joined or exited the Ad Hoc Group of TopCo Noteholders. In connection with a potential filing in this jurisdiction, certain members of the Ad Hoc Group of TopCo Noteholders retained Vinson & Elkins LLP. As of Oct. 31, 2022, members of the Ad Hoc Group of TopCo Noteholders and their disclosable economic interests are: Capital Research and Management Company 333 South Hope Street, 55th floor Los Angeles, CA 90071 * 8.500% Senior Notes due 2023: $55,575,000.00 CastleKnight Management LP 810 Seventh Avenue, Suite 803 New York, NY 10019 * 8.500% Senior Notes due 2023: $41,131,000.00 CI Investments Inc. 15 York Street 2nd Floor Toronto, Ontario M5J 0A3 Canada * 8.500% Senior Notes due 2023: $37,500,000.00 Manulife Investment Management 197 Clarendon Street, 4th Floor Boston, MA 02116 * 8.500% Senior Notes due 2023: $26,322,000.00 Mesirow Financial Investment Management, Inc. 820 Manhattan Ave, Suite 200 Manhattan Beach, CA 90266 * 8.500% Senior Notes due 2023: $16,729,000.00 No member of the Ad Hoc Group of TopCo Noteholders represents or purports to represent any other member of the Ad Hoc Group of TopCo Noteholders or entity in connection with the Debtors' Chapter 11 cases. In addition, each member of the Ad Hoc Group of TopCo Noteholders (a) does not assume any fiduciary or other duties to any other creditor or person and (b) does not purport to act, represent or speak on behalf of any other entities in connection with the Debtors' Chapter 11 cases. Nothing contained in this Statement is intended to or should be construed to constitute a waiver or release of any claims filed or to be filed against the Debtors held by any member of the Ad Hoc Group of TopCo Noteholders, its affiliates or any other entity. Nothing herein should be construed as a limitation upon, or waiver of, any rights of any member of the Ad Hoc Group of TopCo Noteholders to assert, file and/or amend any proof of claim in accordance with applicable law. Counsel reserves the right to amend or supplement this Statement as necessary in accordance with Bankruptcy Rule 2019. Counsel for the Ad Hoc Group of TopCo Noteholders can be reached at: Paul E. Heath, Esq. Matthew W. Moran, Esq. Trevor G. Spears, Esq. VINSON & ELKINS LLP 845 Texas Tower, Suite 4700 Houston, TX 77002 Telephone: (713) 758-2222 E-mail: pheath@velaw.com mmoran@velaw.com tspears@velaw.com - and - Emil A. Kleinhaus, Esq. Michael S. Benn, Esq. Benjamin S. Arfa, Esq. Michael H. Cassel, Esq. Stephanie A. Marshak, Esq. WACHTELL, LIPTON, ROSEN & KATZ 51 West 52nd Street New York, NY 10019 Telephone: (212) 403-1000 Facsimile: (212) 403-2000 E-mail: eakleinhaus@wlrk.com msbenn@wlrk.com bsarfa@wlrk.com mhcassel@wlrk.com samarshak@wlrk.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://bit.ly/3T9LZhU About Altera Infrastructure L.P. Westhill, United Kingdom-based Altera Infrastructure L.P. (NYSE: ALIN-A) is a global energy infrastructure services partnership primarily focused on the ownership and operation of critical infrastructure assets in the offshore oil regions of the North Sea, Brazil and the East Coast of Canada. Altera has consolidated assets of approximately $3.8 billion comprised of 44 vessels, including floating production, storage and offloading (FPSO) units, shuttle tankers, floating storage and offtake (FSO) units, long-distance towing and offshore installation vessels and a unit for maintenance and safety (UMS). The majority of Altera's fleet is employed on medium-term, stable contracts. After agreeing to a debt-for-equity plan with bank lenders and owner Brookfield, Altera Infrastructure LP and 37 affiliates sought Chapter 11 protection (Bankr. S.D. Texas Lead Case No. 22-90130) on Aug. 12, 2022. Judge Marvin Isgur oversees the cases. As of the petition date, the Debtors were liable for approximately $1.6 billion in aggregate principal amount of funded debt. Kirkland & Ellis LLP, Jackson Walker LLP, and Quinn Emanuel Urquhart & Sullivan LLP serve as the Debtors' lead counsel, local counsel, and special counsel, respectively. The Debtors also tapped Evercore Group LLC as investment banker and PricewaterhouseCoopers LLP as tax compliance, tax consulting, and accounting advisory services provider. David Rush, senior managing director at FTI Consulting, Inc., serves as restructuring advisor to the Debtors. Stretto is the claims agent. The DIP Lenders are represented by Paul, Weiss, Rifkind, Wharton & Garrison LLP, as counsel to the DIP Lenders, Ducera Partners LLC, as financial advisor, and Porter & Hedges LLP, as their Texas counsel. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors on Aug. 22, 2022. The unsecured creditors committee tapped Friedman Kaplan Seiler & Adelman, LLP and Pachulski Stang Ziehl & Jones, LLP as legal counsel; and AlixPartners, LLP as financial advisor. A committee of coordinators was appointed under and as defined in the appointment letter originally dated May 6, 2022, among Altera Infrastructure LP and each member of the CoCom. The CoCom is represented by Norton Rose Fulbright US, LLP and Norton Rose Fulbright, LLP as legal counsel and PJT Partners (UK) Ltd. as financial advisor. The Noteholder Ad Hoc Group tapped Vinson & Elkins LLP and Wachtell, Lipton, Rosen & Katz as its attorneys. AMC ENTERTAINMENT: $2B Bank Debt Trades at 32% Discount ------------------------------------------------------- Participations in a syndicated loan under which AMC Entertainment Holdings Inc is a borrower were trading in the secondary market around 68.1 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$2 billion facility is a term loan. The loan is scheduled to mature on April 22,2026. About US$1.93 billion of the loan is drawn and outstanding. AMC Entertainment Holdings, Inc. operates as a holding company. The Company, through its subsidiaries, provides theatrical exhibition, movie screening, food distribution, online ticket booking, and other related services. AMCP CLEAN ACQUISITION: $250M Bank Debt Trades at 19% Discount -------------------------------------------------------------- Participations in a syndicated loan under which AMCP Clean Acquisition Co LLC is a borrower were trading in the secondary market around 80.98 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$250 million facility is a term loan. The loan is scheduled to mature on July 10, 2025. The amount is fully drawn and outstanding. Amcp Retail Acquisition Corporation was founded in 2012. The Company's line of business includes the retail sale of men's and boy's ready-to-wear clothing and accessories. ANASTASIA PARENT: $650M Bank Debt Trades at 24% Discount -------------------------------------------------------- Participations in a syndicated loan under which Anastasia Parent LLC is a borrower were trading in the secondary market around 76.1 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$650 million facility is a term loan. The loan is scheduled to mature on August 10, 2025. The amount is fully drawn and outstanding. Anastasia Parent, LLC is the parent company of Anastasia Beverly Hills, Inc., a prestige cosmetics brand that focuses on eyebrow shaping products. ANCHOR GLASS: $150M Bank Debt Trades at 63% Discount ---------------------------------------------------- Participations in a syndicated loan under which Anchor Glass Container Corp is a borrower were trading in the secondary market around 37.4 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$150 million facility is a term loan. The loan is scheduled to mature on December 7, 2024. The amount is fully drawn and outstanding. Anchor Glass Container Corporation manufactures containers. The Company produces glass containers for the food, beverage, beer, liquor, and consumer product industries. ANCHOR GLASS: $647M Bank Debt Trades at 25% Discount ---------------------------------------------------- Participations in a syndicated loan under which Anchor Glass Container Corp is a borrower were trading in the secondary market around 75.13 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$647 million facility is a term loan. The loan is scheduled to mature on December 7, 2023. About US$613 million of the loan is drawn and outstanding. Anchor Glass Container Corporation manufactures containers. The Company produces glass containers for the food, beverage, beer, liquor, and consumer product industries. APEX SIERRA: Files Emergency Bid to Use Cash Collateral ------------------------------------------------------- Apex Sierra Hermosa TX, LP asks the U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division, for authority to use cash collateral. The Debtor requires the use of cash collateral to make payroll and other immediate expenses to keep its doors open. PBC Bank asserts a lien on the Debtor's property and the rents generated by the Debtor. The Debtor is willing to provide PNC with replacement liens pursuant to 11U.S.C. section 552. A copy of the motion is available at https://bit.ly/3T76Oue from PacerMonitor.com. A copy of the Debtor's budget is available at https://bit.ly/3DZsiVM from PacerMonitor.com. The Debtor projects $114,237 for November 2022. About Apex Sierra Hermosa TX, LP Apex Sierra Hermosa TX, LP is a Single Asset Real Estate. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 22-42638) on November 1, 2022. In the petition filed by Aron Puretz, representative of general partner, the Debtor disclosed up to $50 million in assets and up to $10 million in liabilities. Eric A. Liepins, Esq., is the Debtor's legal counsel. APEX TOOL: $350M Bank Debt Trades at 21% Discount ------------------------------------------------- Participations in a syndicated loan under which Apex Tool Group LLC is a borrower were trading in the secondary market around 78.8 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$350 million facility is a term loan. The loan is scheduled to mature on February 8, 2030. The amount is fully drawn and outstanding. Apex Tool Group, LLC (ATG) manufactures tools. The Company offers mechanics, trade, specialty tools, chains, truck boxes, jobsite storage products, and drill chucks, as well as soldering, cutting, motion control and air ventilation bits, torque measurement, metal cutting, and drilling solutions. ATG serves industrial, automobiles, aerospace, construction, and electronic markets. APR OPERATING: $250M Bank Debt Trades at 97% Discount ----------------------------------------------------- Participations in a syndicated loan under which APR Operating LLC is a borrower were trading in the secondary market around 2.8 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$250 million facility is a term loan. The loan is scheduled to mature on May 25, 2024. The amount is fully drawn and outstanding. APR Operating LLC provides oil and gas exploration and production services. ARRAY MIDCO: $147M Bank Debt Trades at 17% Discount --------------------------------------------------- Participations in a syndicated loan under which Array Midco Corp is a borrower were trading in the secondary market around 84 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$147 million facility is a term loan. The loan is scheduled to mature on September 17, 2026. The amount is fully drawn and outstanding. The Company's country of domicile is Canada. ARROW MANAGEMENT: $112M Bank Debt Trades at 15% Discount -------------------------------------------------------- Participations in a syndicated loan under which Arrow Management Acquisition LLC is a borrower were trading in the secondary market around 85.4 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$112 million facility is a term loan. The loan is scheduled to mature on October 14, 2027. ARROW MANAGEMENT: $50M Bank Debt Trades at 15% Discount ------------------------------------------------------- Participations in a syndicated loan under which Arrow Management Acquisition LLC is a borrower were trading in the secondary market around 85.4 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$50 million facility is a delay-draw term loan. The loan is scheduled to mature on October 14, 2027. ARROWHEAD HOLDCO: $146M Bank Debt Trades at 15% Discount -------------------------------------------------------- Participations in a syndicated loan under which Arrowhead Holdco Co is a borrower were trading in the secondary market around 84.63 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$146 million facility is a term loan. The loan is scheduled to mature on August 31, 2029. The amount is fully drawn and outstanding. Arrowhead Holdco Company operates as an investment holding company. ARROWHEAD HOLDCO: $35M Bank Debt Trades at 15% Discount ------------------------------------------------------- Participations in a syndicated loan under which Arrowhead Holdco Co is a borrower were trading in the secondary market around 84.63 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$35 million facility is a delay-draw term loan. The loan is scheduled to mature on August 31, 2029. Arrowhead Holdco Company operates as an investment holding company. ARROWHEAD HOLDCO: $50M Bank Debt Trades at 15% Discount ------------------------------------------------------- Participations in a syndicated loan under which Arrowhead Holdco Co is a borrower were trading in the secondary market around 84.63 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$50 million facility is a delay-draw term loan. The loan is scheduled to mature on August 31, 2029. Arrowhead Holdco Company operates as an investment holding company. ARTERA SERVICES: $135M Bank Debt Trades at 42% Discount ------------------------------------------------------- Participations in a syndicated loan under which Artera Services LLC is a borrower were trading in the secondary market around 57.88 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$135 million facility is a term loan. The loan is scheduled to mature on March 6, 2026. The amount is fully drawn and outstanding. Artera Services, LLC provides utility line construction services. The Company offers installation, repair, and maintenance of gas and electric distribution lines, as well as civil excavation, feasibility studies, horizontal directional drilling, and pollution prevention planning services. ARTERA SERVICES: $595M Bank Trades at 18% Discount -------------------------------------------------- Participants in an syndicated loan under which Artera Services LLC is a borrower were trading in the secondary market around 81.982 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$595 million facility is a term loan. The loan is scheduled to mature on March 6, 2025. The amount is fully drawn and outstanding. Artera Services, LLC provides utility line construction services. The Company offers installation, repair, and maintenance of gas and electric distribution lines, as well as civil excavation, feasibility studies, horizontal directional drilling, and pollution prevention planning services. ARTERA SERVICES: $775M Bank Debt Trades at 18% Discount ------------------------------------------------------- Participants in an syndicated loan under which Artera Services LLC is a borrower were trading in the secondary market around 82.063 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$775 million facility is a term loan. The loan is scheduled to mature on March 6, 2025. The amount is fully drawn and outstanding. Artera Services, LLC provides utility line construction services. The Company offers installation, repair, and maintenance of gas and electric distribution lines, as well as civil excavation, feasibility studies, horizontal directional drilling, and pollution prevention planning services. ASP BLADE: $850M Bank Debt Trades at 17% Discount ------------------------------------------------- Participations in a syndicated loan under which ASP Blade Holdings Inc is a borrower were trading in the secondary market around 82.89 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$850 million facility is a term loan. The loan is scheduled to mature on October 15, 2028. The amount is fully drawn and outstanding. ASP Blade Holdings, Inc. operates as Oregon Tool, Inc. and formerly known as Blount International, Inc. Oregon Tool, Inc., headquartered in Portland, Oregon, is a global manufacturer and distributor of professional-grade, consumable parts and attachments for use in forestry, agriculture, lawn and garden and other cutting applications. Platinum Equity, through its affiliates, is the owner of Oregon Tool. ASP LS ACQUISITION: $1.4B Bank Debt Trades at 17% Discount ---------------------------------------------------------- Participations in a syndicated loan under which ASP LS Acquisition Corp is a borrower were trading in the secondary market around 82.88 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$1.375 billion facility is a term loan. The loan is scheduled to mature on May 7, 2028. The amount is fully drawn and outstanding. ASP LS Acquisition Corp. was formed to effectuate the acquisition of Laser Ship, Inc. by the private equity firm American Securities LLC. ASP LS ACQUISITION: $455M Bank Debt Trades at 23% Discount ---------------------------------------------------------- Participations in a syndicated loan under which ASP LS Acquisition Corp is a borrower were trading in the secondary market around 76 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$455 million facility is a term loan. The loan is scheduled to mature on May 7, 2029. The amount is fully drawn and outstanding. ASP LS Acquisition Corp. was formed to effectuate the acquisition of Laser Ship, Inc. by the private equity firm American Securities LLC. AUBSP OWNERCO 8: Case Summary & Seven Unsecured Creditors --------------------------------------------------------- Debtor: AUBSP Ownerco 8, LLC f/k/a RA2 Boise-Fairview L.L.C. 675 Indiantown Road Suite 103 Jupiter, FL 33458 Chapter 11 Petition Date: November 4, 2022 Court: United States Bankruptcy Court Southern District of Florida Case No.: 22-18613 Debtor's Counsel: Thomas Messana, Esq. UNDERWOOD MURRAY, P.A. 401 E Las Olas Blvd. Ste. 1400 Ft. Lauderdale, FL 33301 Tel: 954-712-7400 Email: tmessana@underwoodmurray.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Richard Sabella, authorized agent. A full-text copy of the petition containing, among other items, a list of the Debtor's seven unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/DXEJZDY/AUBSP_Ownerco_8_LLC__flsbke-22-18613__0001.0.pdf?mcid=tGE4TAMA AUBSP OWNERCO 9: Case Summary & Seven Unsecured Creditors --------------------------------------------------------- Debtor: AUBSP Ownerco 9, LLC f/k/a RA2 Boise-Overland L.L.C. 675 Indiantown Road Suite 103 Jupiter, FL 33458 Chapter 11 Petition Date: November 4, 2022 Court: United States Bankruptcy Court Southern District of Florida Case No.: 22-18614 Debtor's Counsel: Thomas Messana, Esq. UNDERWOOD MURRAY, P.A. 401 E Las Olas Blvd. Ste 1400 Ft. Lauderdale, FL 33301 Tel: 954-712-7400 Email: Tmessana@underwoodmurray.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Richard Sabella as authorized agent. A full-text copy of the petition containing, among other items, a list of the Debtor's seven unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/D46AVHI/AUBSP_Ownerco_9_LLC__flsbke-22-18614__0001.0.pdf?mcid=tGE4TAMA AVAYA INC: $743M Bank Debt Trades at 48% Discount ------------------------------------------------- Participations in a syndicated loan under which Avaya Inc is a borrower were trading in the secondary market around 51.6 cents-on-the-dollar during the week ended Fri., Nov. 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$743 million facility is a term loan. The loan is scheduled to mature on December 15, 2027. About US$737 million of the loan is drawn and outstanding. Avaya Inc. provides communication software and services. The Company offers unified communications, as well as contact centers, cloud, and collaboration services. AVENTIV TECHNOLOGIES: $283M Bank Debt Trades at 25% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Aventiv Technologies LLC is a borrower were trading in the secondary market around 74.813 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$283 million facility is a term loan. The loan is scheduled to mature on November 1, 2025. The amount is fully drawn and outstanding. Aventiv Technologies is a diversified technology company that provides innovative solutions to customers in the corrections and government services sectors. Aventiv is the parent company to Securus Technologies and AllPaid, leading providers of innovative products and services. BAUSCH HEALTH: $2.5B Bank Debt Trades at 27% Discount ----------------------------------------------------- Participations in a syndicated loan under which Bausch Health Cos Inc is a borrower were trading in the secondary market around 72.94 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$2.5 billion facility is a term loan. The loan is scheduled to mature on February 1, 2027. About US$2.469 billion of the loan is drawn and outstanding. Bausch Health Companies Inc. develops drugs for unmet medical needs in central nervous system disorders, eye health, and gastrointestinal diseases, as well as contact lenses, intraocular lenses, ophthalmic surgical equipment, and aesthetic devices. BIOPLAN USA: $247M Bank Debt Trades at 31% Discount --------------------------------------------------- Participations in a syndicated loan under which Bioplan USA Inc is a borrower were trading in the secondary market around 69.19 cents-on-the-dollar during the week ended Fri., Nov. 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$246.9 million facility is a payment-in-kind term loan. The loan is scheduled to mature on December 22, 2023. The amount is fully drawn and outstanding. Bioplan USA, Inc. provides sampling and packaging machinery products. The Company offers products for fragrance, beauty, and personal care industries. BK AUTUMN: Enters into Stipulation with Water Board; Amends Plan ---------------------------------------------------------------- BK Autumn 701 LLC submitted a Third Amended Disclosure Statement in connection with Third Amended Plan dated October 31, 2022. The Debtor filed its Proposed Plan of Reorganization seeking to provide a basis for resolving outstanding claims against the Debtor through a refinancing of the property located at 1482 Bryant Ave., Bronx, NY 10460 ("Subject Property"). The Plan will accomplish its objectives through the repayment of certain of the Debtor's obligations mainly through the Debtor's future earnings and proceeds from certain litigation which the Debtor has or will be commencing. On June 28, 2022, the Debtor filed a motion pursuant to 11 U.S.C. §§ 506, 502; and E.D.N.Y. L.B.R. 3007-1 to reclassify the secured claim of the New York City Water Board, ("Water Board"). On July 27, 2022, the Debtor entered into a stipulation ("Stipulation") with the Water Board consenting to treatment of the Water Board's claim as secured and senior to that of Mr. Cooper. The Stipulation was so ordered by the Court on August 1, 2022. On July 14, 2022, the Debtor filed amended schedules D/E/F removing the NYC DOB and the NYC ECB from schedule D and placing them on Schedule F. The Debtor will be obtaining exit financing from Manhattan Bridge Capital, Inc., ("Manhattan Bridge") in order to refinance the Subject Property and fund its Plan of Reorganization. The key terms are as follows: The loan is for $425,000 for twelve months at 8%. Two thousand Seven Hundred dollars ($2,700) of the loan proceeds will be for a construction draw (8 draws, $300 per draw). The loan will be personally guaranteed by Etai Vardi and Elliot Ambalo. Manhattan Bridge will take a first position lien on the Subject Property; the loan is also subject to Manhattan Bridge obtaining clear title; the owner's insurance must name the lender as a lender loss payee; final review of each purchase by Manhattan Bridge's underwriting and clearance department; and adequate notice of the closing date, time and place. Class 2 consists of the unsecured portion of Mr. Cooper's claim in the amount of $412,346.08. This amount shall be paid pro-rata at 2%. The funds to pay this shall come from the funds contributed by the Debtor's interest holders. The estimated payout to Mr. Cooper on account of its unsecured claim shall be $8,246.92. Class 2 is impaired and Mr. Cooper is thus entitled to vote to accept or reject the Plan on account of its Class 2 Secured Claim. Class 3 consists of the Secured Claim of the New York City Water Board by virtue of its lien on the Subject Property for unpaid water bills in the amount of $8,970.60. On June 28, 2022, the Debtor filed a motion pursuant to 11 U.S.C. §§ 506, 502; and E.D.N.Y. L.B.R. 3007-1, to reclassify this claim from secured to unsecured. On August 1, 2022, the Court entered a so-ordered Stipulation between the Debtor and the Water Board wherein the Debtor consented to paying the Water Board in full as a secured claim senior to that of Mr. Cooper. The Water Board's class 3 claim is unimpaired and thus the Water Board is not entitled to vote to accept or reject the Plan. The funds necessary for the implementation of the Plan shall be utilized from the exit financing of Manhattan Bridge Capital and the funds contributed by the Debtor's Interest Holders. A full-text copy of the Third Amended Disclosure Statement dated October 31, 2022, is available at https://bit.ly/3t5FYIc from PacerMonitor.com at no charge. Counsel to the Debtor: Btzalel Hirschhorn, Esq. SHIRYAK, BOWMAN, ANDERSON, GILL & KADOCHNIKOV, LLP 8002 Kew Gardens, Suite 600 Kew Gardens, NY 11415 Tel: (718) 263-6800 Fax: (718) 520-9401 Email: Bhirschhorn@sbagk.com About BK Autumn 701 LLC BK Autumn 701, LLC, sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 21-42682) on Oct. 21, 2021, listing under $1 million in both assets and liabilities. Judge Elizabeth S. Stong oversees the case. Btzalel Hirschhorn, Esq., at Shiryak, Bowman, Anderson, Gill & Kadochnikov, LLP, and Singer & Falk CPA's serve as the Debtor's legal counsel and accountant, respectively. BLANCA MOHD: Davudyan Buying Mission Hills Property for $790K ------------------------------------------------------------- Blanca Mohd asks the U.S. Bankruptcy Court for the Central District of California to authorize the sale of the real property, described as 14915 Sandra Street, in Mission Hills, California 91345, to Zhirayr Davudyan for $790,000. The Debtor wishes to sell the Property in order to reorganize and pay off the secured creditors with encumbrances against the Property. An Order to employ realtor to sell the Property was approved by the Court on Aug. 23, 2022. The sale price of the Property is $790,000. The following are all the encumbrances of record against the Property, which will be paid off at close of escrow: Rushmore Loan Management Services, California FIRST Program, LA Hero Program, and PACE Loan. After payment of the foregoing encumbrances and all costs of sale: there will remain the approximate sum of $125,013.97. The escrow is being processed by Wonderland Escrow located at 13412 Ventura Blvd., Ste 200, Sherman Oaks, CA 91423; Telephone: 818-650-8952; Facsimile: 818-650-8951; Escrow number: 022693-JS. A copy of the Purchase Contract is available at https://tinyurl.com/bdehufeb from PacerMonitor.com free of charge. Blanca Mohd sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 21-12075) on Dec. 30, 2021. The Debtor tapped Nancy Korompis, Esq., as counsel. BLUCORA INC: Moody's Puts 'B1' CFR on Review for Downgrade ---------------------------------------------------------- Moody's Investors Service has placed on review for downgrade Blucora, Inc.'s B1 corporate family rating and B1 senior secured bank credit facility rating. The rating action follows Blucora's announcement[1] that it has agreed to sell its tax software business TaxAct to an affiliate of private equity firm Cinven for $720 million cash, subject to adjustment. The surviving entity, consisting solely of Blucora's wealth management business, will be rebranded as Avantax. Moody's has taken the following rating actions: Issuer: Blucora, Inc. Corporate Family Rating, Placed on Review for Downgrade, currently at B1 Backed Senior Secured Bank Credit Facility, Placed on Review for Downgrade, currently at B1 Outlook Actions: Issuer: Blucora, Inc. Outlook, changed to Rating Under Review from Stable RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's said the rating action reflects the planned sale's negative effect on Blucora's business diversification, which has historically supported its credit profile. TaxAct has been a profitable and growing business with substantial cash flow generation, and is insulated from some of the macroeconomic variables (such as changes in market valuations and interest rates) that can affect revenue in Blucora's wealth management business. Because of the sale and related provisions in Blucora's existing credit agreement, the company plans to repay the balance of this facility ($525 million as of September 30, 2022) in its entirety at the time of the TaxAct sale. Blucora also plans to raise funds from a new credit facility coterminous with the transaction closing in an amount that will maintain its target debt leverage at its existing debt leverage level and target. Blucora intends to use the bulk of the approximately $620 million after-tax proceeds it expects to receive from the disposition to return about $400-$450 million capital to its shareholders. Moody's said Blucora's planned transition to being a less diversified company that has similar debt leverage as its existing more diversified business is credit negative. During its review for downgrade, Moody's will assess the resilience of Blucora's wealth management business and its ability to operate at a similar level of debt leverage as Blucora's current business activities. Moody's will assess the level and durability of Blucora's cash flows and profitability and its susceptibility to stress during adverse market environments. Moody's will also review the extent to which the company will be able to realize efficiencies in corporate and overhead costs and how these potential savings will affect its profit and margins. Additionally, Moody's will examine Blucora's strategic priorities following the disposition, and consider the likelihood of any further substantial developments that may occur that could affect its creditworthiness. Because Blucora's ratings are on review for downgrade it is unlikely they will be upgraded in the near-term. Longer-term, the ratings could be upgraded if the company develops other business activities that provide meaningful revenue diversification. The ratings could also be upgraded if the firm were to meaningfully change its financial policy to operate at a lower level of debt leverage on a sustained basis. Blucora's ratings could be confirmed if Moody's concludes its review for downgrade by assessing that as a monoline business the company will still produce strong cash flows and profits that are consistent with its existing rating level, and that its revenue streams are sufficiently durable to withstand plausible stress scenarios. Blucora's ratings could be downgraded should Moody's conclude its review by assessing that the company as a monoline business will exhibit a weaker credit profile from the loss of diversification benefits, resulting in a decrease in the quality and durability of its revenue, profitability and cash flows, that is not consistent with its existing rating level. The principal methodology used in these ratings was Securities Industry Service Providers Methodology published in November 2019. BOARDRIDERS INC: $450M Bank Debt Trades at 45% Discount ------------------------------------------------------- Participations in a syndicated loan under which Boardriders Inc is a borrower were trading in the secondary market around 55.3445 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$450 million facility is a term loan. The loan is scheduled to mature on April 6, 2024. The amount is fully drawn and outstanding. Boardriders, Inc. operates as an action sports and lifestyle company. The Company designs, produces, and distributes apparel, footwear, and accessories for outdoor action sports. BOXVANA LLC: Unsecureds to Get Share of Income for 3 Years ---------------------------------------------------------- Boxvana, LLC filed with the U.S. Bankruptcy Court for the Eastern District of Kentucky a Subchapter V Small Business Plan of Reorganization dated October 31, 2022. The Debtor was initially formed as a Florida limited liability company in 2018 and was domesticated as a Kentucky limited liability in 2021. The Debtor's principal office is located at 354 Honey Branch Industrial Park in Debord, Martin County, Kentucky. The Debtors' sales have simply not kept up with its operating expenses. The Debtor is taking steps to increase sales of existing units and expects that the sales of specialized units will generate substantial revenue in 2023 and beyond. In addition, the Debtor is shifting focus to the production of building panels for use in a variety of situations in order to expand its sales. In order to resolve the outstanding tax and lease obligations, and to maintain the going value of the business as it grows its revenues, the Debtor has elected to reorganize its finances under Chapter 11 of the United States Bankruptcy Code. Class 1 consists of the Allowed Secured Claim of Traditional Bank, Inc. The Class 1 Claim shall be an Allowed Secured Claim in the amount of $425,000.00, plus accrued interest and reasonable attorney fees. Traditional Bank creditor shall retain its valid, first-priority lien(s) against the Debtors' equipment, inventory, accounts and general intangibles until paid pursuant to the terms hereof. The maturity date of the Promissory Note with Traditional Bank shall be extended until January 16, 2024/5. The Class 1 Claim is impaired. Class 2 consists of the Allowed Secured Claim of Toyota Motor Credit Corporation ("TMMC"): The Class 2 Claim shall be allowed in the amount of $11,622.17 [Claim No. 14], subject to credit for post-petition payments. TMMC shall retain its valid, perfected, first-priority lien against the 2021 Toyota 4Runner, VIN xxx67923 (the "Vehicle"). The Debtor shall continue its regular monthly payments pursuant to the terms of the loan documents with TMMC. The Class 2 creditor shall retain its lien(s) securing the Class 2 Claim until paid pursuant to the terms hereof. The Class 2 Claim is Impaired. Class 3 consists of Allowed Claim of Financial Pacific Leasing, Inc. ("FPL"). The Class 3 Claim of FPL shall be allowed as a secured or unsecured claim depending upon the negotiations with FPL or the disposition of an adversary proceeding seeking to avoid FPL's lien if negotiations are unsuccessful. Accordingly, the Debtor asserts that FPL's lien is avoidable pursuant to 11 U.S.C. § 544 and that FPL's claim should be treated as a Class 6 unsecured claim. The Class 3 Claim is Impaired. Class 4 consists of the Allowed Secured Claim of Robert Langley. The Class 4 Claim of Robert Langley shall be an Allowed Secured Claim in the amount of $150,000.00 plus accrued interest and reasonable attorney fees, as provided by the Interim Order (I) Authorizing Debtor to Obtain Emergency Secured Post-Petition Financing; (II) Granting Junior Lien; and (III) Granting Adequate Protection, which became a final order on or about August 30, 2022. The Debtor shall repay the Class 4 Claim according to the underlying Loan Agreement and Promissory Note, provided that the Maturity Date of the Note shall be extended from July 31, 2023 to December 31, 2023. The Class 4 Claim is Impaired. Class 5 consists of Allowed Priority Wage Claims. The Class 5 Claims shall consist of all unpaid claims for wages, salaries, commissions, expenses or employee benefits owed (a "Wage Claim") by the Debtor as of the Petition Date. An Allowed Priority Wage Claim shall be paid deferred payments over a period of 6 months equal to the allowed amount of the claim if confirmation of the Plan is consensual and paid in full as of the Effective Date if confirmation of the Plan is non-consensual. Any Wage Claim in excess of the statutory limit set forth in 11 U.S.C. § 507(a)(4) and (5) shall be a Class 6 unsecured claim. The Class 5 Claim is Impaired. Class 6 consists of Allowed Unsecured Claims. Each holder of an Allowed Claim in Class 6 shall receive as distribution equal to its pro rata share of 100% of the Reorganized Debtor's Disposable Income for a period of 3 years post-Confirmation after satisfaction of any Allowed Administrative, Secured and Priority Tax and Wage Claims. Creditors will receive distributions based on actual Disposable Income and not projections so distributions may be higher or lower than projected. The Class 6 Claim is Impaired. The Plan will be funded by the Debtors' continued operations, including creating modular buildings and insulated structural panels and other building components using the Lite-Pan(R) materials. The Reorganized Debtor will fund Plan payments to creditors in the ordinary course of business from post confirmation Disposable Income, provided that the Reorganized Debtor may sell all or any part of the property of the Estate, free and clear of any liens, claims or encumbrances, provided that such liens, claims or encumbrances shall attach to the sale proceeds of any such property. The Reorganized Debtor may also issue additional securities in the form of membership units to fund payments under the Plan, provided that any such additional securities shall be entitled to vote on the same terms as existing membership units under the Operating Agreement. Confirmation of the Plan shall amend the Operating Agreement to prohibit the issuance of non-voting membership interests in the Reorganized Debtor. A full-text copy of the Subchapter V Plan dated October 31, 2022, is available at https://bit.ly/3E2N3j6 from PacerMonitor.com at no charge. Counsel for Debtor: DELCOTTO LAW GROUP PLLC Dean A. Langdon, Esq. KY Bar No. 40104 200 North Upper Street Lexington, KY 40507 Telephone: (859) 231-5800 Facsimile: (859) 281-1179 Email: dlangdon@dlgfirm.com About Boxvana, LLC Boxvana, LLC is an exclusive North America provider of Lite Pan, a proprietary, high-performance composite which is light weight, re-usable and durable. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Ky. Case No. 22-70232-grs) on August 2, 2022. In the petition signed by Harrison Langley, member/manager, the Debtor disclosed up to $10 million in both assets and liabilities. Dean A. Langdon, Esq., at DelCotto Law Group PLLC, is the Debtor's counsel. BSPV-PLANO: Seeks Continued Cash Collateral Access Thru Nov 30 -------------------------------------------------------------- BSVP-Plano, LLC asks the U.S. Bankruptcy Court for the Eastern District of Texas, Sherman Division, for authority to continue using cash collateral beyond the October 31, 2022 expiration of the Final Order and to submit a revised budget through November 30. On April 21, 2022, following the approval of the Cash Collateral Motion on an interim basis, the Bankruptcy Court entered the Final Order (1) Authorizing the Debtor to Use the Cash Collateral of The Huntington National Bank, as Bond Trustee; (2) Providing The Huntington National Bank, as Bond Trustee, Adequate Protection; and (3) Modifying the Automatic Stay, approving the Cash Collateral Motion on a final basis. The Final Order has since been amended pursuant to the Order and Amendment to Final Order (I) Authorizing the Debtor to Use the Cash Collateral of The Huntington National Bank, as Bond Trustee; (2) Providing The Huntington National Bank, as Bond Trustee, Adequate Protection; and (3) Modifying the Automatic Stay and the Order and Second Amendment to Final Order (I) Authorizing the Debtor to Use the Cash Collateral of The Huntington National Bank, as Bond Trustee; (2) Providing The Huntington National Bank, as Bond Trustee, Adequate Protection; and (3) Modifying the Automatic Stay, each amending the Final Order as provided in the First and Second Orders to Amend. The terms and conditions of the Final Order will remain in full force and effect without alteration or amendment, except as may have been amended by order of the Court. Since the Court's entry of the Final Order and the First and Second Amendments, BSVP-Plano and the Bank have continued to engage in ongoing discussions. BSVP-Plano and the Bank jointly believe the Third Amendment will benefit the Debtor and all other parties-in-interest in the Chapter 11 Case. Moreover, they believe the Third Amendment will preserve valuable resources of the Debtor's estate, promote judicial economy, and resolve potential litigation of certain issues. A copy of the motion is available at https://bit.ly/3T32xrA from PacerMonitor.com. A copy of the Debtor's budget is available at https://bit.ly/3sV1Rdp from PacerMonitor.com. The budget provides for total construction-related disbursements, on a weekly basis, as follows: $339 for the week ending November 4, 2022; $283 for the week ending November 11, 2022; $359 for the week ending November 18, 2022; $417 for the week ending November 25, 2022; and $1,194 for the week ending December 2, 2022. About BSPV-Plano, LLC BSPV-Plano, LLC is developing a 31.5-acre, "55+" Independent Senior Luxury Apartment Community with 318 units of apartment inventory, that is known and branded as "The Bridgemoor at Plano," and located at 1109 Park Vista Road in Plano, Texas. BSPV-Plano, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 22-40276) on March 1, 2022. In the petition signed by Richard Shaw, manager, the Debtor disclosed up to $100 million in both assets and liabilities. Thomas D. Berghman, Esq., at Munsch Hardt Kopf and Harr, PC, is the Debtor's counsel. BURLEY FOODS: Seeks Cash Collateral Access ------------------------------------------ Burley Foods, LLC asks the U.S. Bankruptcy Court for the Western District of North Carolina, Charlotte Division, for authority to use cash collateral in the ordinary course of business in accordance with the proposed budget, with a 10% variance. According to the North Carolina Secretary of State's website, two entities have filed UCC financing statements against the Debtor to perfect alleged debts: a. No. 20200081667C, filed by CapStar Bank claims a blanket lien on all the Debtors assets. The Debtor believes this financing statement relates to startup capital provided by CapStar Bank to the Debtor pursuant to a Small Business Administration loan. b. No. 20210129440G, filed by the SBA claims a blanket lien on all the Debtor's assets. The Debtor believes this financing statement relates to an Economic Injury Disaster Loan provided by the SBA during the Covid-19 Pandemic. One or more of the entities that filed the UCC financing statements likely have liens against a portion of the Debtor's cash collateral. However, the majority of the funds in the Debtor's bank account are traceable to a loan provided to the Debtor by Good Funding, LLC on October 19, 2022. The facts related to the Good Funding Loan are as follows: a. During the COVID-19 Pandemic, the Debtor fell behind on rent payments to its landlord, North Community House Road Partners, LLC. The Landlord agreed to defer the late rent. b. The Debtor and the Landlord entered into lease amendments related to the deferred rent, which permitted the Debtor to repay the deferred rent in installments. c. As of August 24, 2022, the Landlord asserted the deferred rent amounted to $7,841. d. On October 13, 2022, the Landlord demanded that the Debtor pay all amounts due on or before October 31, 2022. Upon information and belief, the Landlord asserted the balance owed was then approximately $20,000. e. On October 19, 2022, the Debtor obtained the Good Funding Loan in order to cure the alleged default to the Landlord. f. On October 20, 2022, the Debtor paid $3,800 to the Landlord as a show of good faith. g. On October 28, 2022, prior to the deadline in the Landlord's previous correspondence, the Landlord informed the Debtor that the Debtor had no right to cure monetary defaults. The Landlord returned the Debtor's prior payment and demanded possession of the Debtor's premises. The funds traceable to the Good Funding Loan are in an account on which neither CapStar Bank nor the SBA have a control agreement. The funds traceable to the Good Funding Loan are thus unencumbered by the liens of CapStar Bank and the SBA. To protect against diminution in the value of the pre-petition collateral, the Debtor proposes to provide the Creditors with replacement liens in post-petition assets to the same extent and priority as existed pre-petition, for all cash collateral actually expended during the duration of the interim cash collateral Order. A copy of the motion and the Debtor's budget is available at https://bit.ly/3Dy7GlT from PacerMonitor.com. The budget provides for restaurant supplies, on a weekly basis, as follows: $2,250 for the week ending November 5, 2022; $2,250 for the week ending November 12, 2022; $2,250 for the week ending November 19, 2022; $1,912 for the week ending November 26, 2022; $2,250 for the week ending December 3, 2022; $2,250 for the week ending December 10, 2022; and $2,250 for the week ending December 17, 2022. About Burley Foods, LLC Burley Foods, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D.N.C. Case No. 22-30532) on November 1, 2022. In the petition filed by Marcus R. Burley, chief executive officer, the Debtor disclosed up to $50,000 in assets and up to $1 million in liabilities. Cole Hayes, Esq., at Cole Hayes Law, is the Debtor's legal counsel. BURTS CONSTRUCTION: Court OKs Cash Collateral Access Thru Jan 2023 ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, authorized Burts Construction, Inc. to use cash collateral on an interim basis in accordance with the budget. The Debtor is permitted to use cash collateral to meet its postpetition obligations in the ordinary course of business. As adequate protection, Allegiance Bank is granted valid, perfected, and enforceable replacement security interests in and liens and mortgages upon all categories of property of the Debtor and its estate upon which the Lender held valid, perfected, prepetition liens, security interests, and mortgages, and all proceeds, rents, products, or profits thereof. To the extent the replacement liens and adequate protection payments provided in the Interim Order are insufficient to adequately protect the Lender's interests in its Collateral, the Lender will be entitled to a superpriority administrative claim in an amount equivalent to any diminution in the overall value of its Collateral (both Prepetition and Postpetition Collateral) during the term of the Interim Order, pursuant to section 507(b) of the Bankruptcy Code. As additional adequate protection to Allegiance Bank, on or before their due date(s) pursuant to the Allegiance Bank loan documents, the Debtor will make the payments to Allegiance Bank in the amounts shown on the Interim Budget; the sums received by the Lender will be applied to the balance due to Allegiance Bank. The Order will terminate at the conclusion of the Final Hearing except to the extent the provisions thereof are continued in effect after the Final Hearing. The continued hearing on the matter is set for January 5, 2023 at 10:30 a.m. A copy of the order is available at https://bit.ly/3WrmNWX from PacerMonitor.com. About Burts Construction, Inc. Burts Construction, Inc. is a family-owned general contractor that offers, among other services, land clearing, demolition, site preparation, soil stabilization, underground utilities, and paving services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-31700) on June 20, 2022. In the petition signed by Katherine Burts, president, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Christopher M. Lopez oversees the case. Julie M. Koenig, Esq., at Cooper and Scully, PC is the Debtor's counsel. BVM THE BRIDGES: Exclusivity Period Extended to Nov. 30 ------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida extended to Nov. 30 the period during which BVM The Bridges, LLC and BVM Coral Landing, LLC have the exclusive right to file a Chapter 11 plan. The extension gives BVM The Bridges more time to resolve its dispute with Pallardy, LLC and negotiate an agreement that will result in a sale of its business in Riverview, Fla. Pallardy owns a portion of the property where BVM The Bridges operates an assisted living facility. In September, the court issued an order in the Pallardy suit granting the company's motion for summary judgment. "Given the court's recent ruling and the facts of the case, an extension of the filing of the plan and disclosure statement will provide [BVM The Bridges] with more time to determine if a prompt resolution is possible," Alberto Gomez, Jr., Esq., attorney for BVM The Bridges, said. Meanwhile, BVM Coral Landing will use the extension of its exclusivity period to complete the sale of its assets to the winning bidder, SeaCoast Health Systems, Inc. The company anticipates that the sale will close on or about Nov. 15. About BVM The Bridges BVM The Bridges, LLC operates 69-unit assisted living facility known as The Bridges Assisted Living & Memory Care and The Claridge House at the Bridges located at 11202 Dewhurst Drive in Riverview, Fla. Its average census is 70 residents. BVM The Bridges and its affiliate, BVM Coral Landing, LLC, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Lead Case No. 22-00345) on Jan. 28, 2022. Both listed up to $10 million in assets and up to $50 million in liabilities. Judge Caryl Delano oversees the cases. Alberto F. Gomez, Jr., Esq., at Johnson, Pope, Bokor, Ruppel & Burns, LLP is the Debtors' counsel. C & M ELECTRICAL: Sets Bid Procedures for Substantially All Assets ------------------------------------------------------------------ C & M Electrical Contractors, Inc., and Esco Rental, LLC, ask the U.S. Bankruptcy Court for the Northern District of Georgia to authorize the bidding procedures in connection with the sale of substantially all of their assets to Escoe Industrial Mechanical, Inc., and SCR Investments LLC, in accordance with the terms of the Asset Purchase Agreement dated Oct. 25, 2022, for $718,500, subject to overbid. After filing these jointly-administered cases, the Debtors determined that their best course of action to maximize the value of their estates would be to pursue a sale of substantially all of their assets, ideally in a "package deal" to a single purchaser. To that end, they engaged a broker to explore a potential sale of their assets. The broker has marketed and continues to market their assets online and has been in direct contact with several interested parties. Because time is of the essence and because talks with the Stalking Horse Purchasers were in advanced stage when the potential new bidder appeared, the Debtors determined that the best course of action would be to move forward with seeking approval of the agreement with the Stalking Horse Purchasers while engaging in a process to enable other parties to bid on their assets and maximize value for their estates. The Stalking Horse Purchasers have agreed to provide $550,000 in cash for the real property owned by Esco Rental and $168,500 for the tangible assets owned by C&M Electrical, for a total of $718,500 for the tangible assets of both Debtors. The Sale Assets include substantially all of the Debtors’ tangible assets, including without limitation all real property owned by Esco Rental, and except as set forth in the Stalking Horse Purchase Agreement, all vehicles and trailers (except for those for which the Debtors previously obtained authority from the Court to sell), inventory, supplies, machinery, equipment, tools, computer equipment, hardware, information technology infrastructure, telephone systems, furniture, fixtures, furnishings, office supplies, production supplies, other miscellaneous supplies, and other tangible personal property of any kind owned by C&M Electrical. The Debtors are not selling any assets other than the Sale Assets listed in the Stalking Horse Purchase Agreement or which may be identified in the Purchase Agreements of one or more Successful Bidder(s) or Back-Up Bidder(s), and the remaining assets will stay with the Debtors' estate. The Stalking Horse Purchasers have not agreed to assume and take assignment of any executory contract or lease. All liabilities and obligations with respect to the Sale Assets will be retained by the Debtors and will remain liabilities and obligations of their estates. The Debtors are seeking approval of the Bidding Procedures and a sale schedule to establish a clear and open process for the solicitation, receipt, and evaluation of third-party bids on a timeline that will allow them to consummate the Sale. The salient terms of the Bidding Procedures are: a. Bid Deadline: Nov. 29, 2022, at 5:00 p.m. (ET) b. Initial Bid: The aggregate consideration proposed by the Qualifying Bidder must equal or exceed the sum of the amount of the Stalking Horse Purchase Price and $25,000. c. Deposit: $20,000 d. Auction: The Auction, if necessary, will be held on Dec. 1, 2022 at 10:00 a.m. (ET) at the property owned by Esco Rental located at 4900 Highway 98 East, Comer Georgia 30629. e. Bid Increments: $10,000 f. Sale Hearing: Dec. 7, 2022, at 10:00 a.m. (ET) g. Sale Objection Deadline: Dec. 5, 2022, at 5:00 p.m. (ET) h. Closig: No later than Dec. 14, 2022 The sale will be free and clear of all liens, claims, encumbrances, and other interests. As soon as reasonably practicable, but no later than five business days after entry of the Bidding Procedures Order, the Debtors (or their agents) will cause the Sale Notice, to be served on all creditors and parties who have requested receipt of notices in these chapter 11 cases. The Debtor requests that the Court's order approving the Motion be effective immediately by providing that the 14-day stays applicable under Rule 6004(h) of the Bankruptcy Rules be waived so that the closing may occur promptly. A copy of the Agreement and the Bidding Procedures is available at https://tinyurl.com/yc7m9f8c from PacerMonitor.com free of charge. The Purchasers: ESCOE INDUSTRIAL MECHANICAL, INC. 1175 Peachtree Street, NE, Suite 2400 Atlanta, GA, 30361 Attn: Robby Escoe E-mail: rescoe@escoeindustrial.com - and - S. C. R. INVESTMENTS, INC 650 Olympic Drive Athens, GA 30601 Attn: Robby Escoe E-mail: rescoe@escoeindustrial.com About C & M Electrical Contractors, Inc. C & M Electrical Contractors, Inc. provides a complete range of electrical and mechanical solutions for the governmental, industrial, commercial, & agricultural sectors. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-20649) on July 14, 2022. In the petition signed by Richard Cody Esco, sole shareholder, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge James R. Sacca oversees the case. Benjamn Keck, Esq., at Keck Legal, LLC is the Debtor's counsel. CARNEGIE DEVELOPMENT: Employs Taylor to Auction Properties Online ----------------------------------------------------------------- Carnegie Development, LLC, seeks approval from the U.S. Bankruptcy Court for the Southern District of Mississippi to employ Taylor Auction & Realty, Inc., and the real estate agents in such company, under all of the terms and conditions contained in the online auction marketing proposal, to liquidate the properties described therein. Carnegie is in the business of owning, developing, leasing, renting and selling real properties. It requires the assistance of a real estate company to market and liquidate various properties for payment, inter alia, of secured claims. Carnegie has selected Taylor, 15488 Hwy. 51 North, P. O. Box 357, Grenada, Mississippi, and the real estate agents in such company, who are fully competent to perform the services of marketing the properties, advertising such properties for sale and auctioning such properties through an online auction. It requests the Court enters an order approving the employment of Taylor and the real estate agents, brokers, salespersons and auctioneers in such company under all of the terms and conditions contained in the online auction marketing proposal to liquidate the properties described therein including approval of the fees and expenses of Taylor. It also requests the Court authorizes (i) it to enter into the attached online auction marketing proposal, sell the assets as described therein, free and clear of any proven liens, claims, encumbrances or other interests of any type with any such interest attaching to the sales proceeds; (ii) a representative of the debtor to execute such documents as may be reasonably necessary to consummate the transactions; and (iii) the closing attorney to disburse the proceeds to the lienholders in order of priority, disburse the contractual fees and expenses to Taylor, pay all other required closing costs including fees to the closing attorney. In the event that any property is sold for an amount that is less than the amount owed to any creditor holding a claim secured by such property, all commissions, fees and expenses, etc., of such sale will have priority over any such secured claim. About Carnegie Development Carnegie Development, LLC filed a Chapter 11 bankruptcy petition (Bankr. S.D. Miss. Case No. 22-01983) on Sept. 28, 2022, with up to $1 million in both assets and liabilities. Judge Jamie A. Wilson oversees the case. The Debtor is represented by R. Michael Bolen, Esq., at Hood & Bolen, PLLC. CC HILLCREST: Sidley, Legal Aid Represent Hillcrest Union --------------------------------------------------------- In the Chapter 11 cases of CC Hillcrest, LLC, the law firms of Sidley Austin LLP and Legal Aid of NorthWest Texas submitted a verified statement under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose that they are representing the Hillcrest Union. On October 7, 2022, Hillcrest Union retained Sidley to represent the group with respect to CC Hillcrest, LLC's chapter 11 restructuring. As of Nov. 2, 2022, each Consenting Tenant and their disclosable economic interests are: Claim ----- Teddi Beard Claim is unliquidated 120 E. Grubb Drive Box 852792 Mesquite, Texas 75185 Juan Carey Claim is unliquidated 2001 Hillcrest Street, #2024 Mesquite, Texas 75149 Karen Chatmon Claim is unliquidated 2005 Hillcrest Street, #2016 Mesquite, Texas 75149 Brittany Jones Claim is unliquidated 2000 Skyline Drive, #424 McKinney, Texas 75071 Andre McGilvery Claim is unliquidated 2105 Hillcrest Street, #112 Mesquite, Texas 75149 Kenneth Mihm Claim is unliquidated 2005 Hillcrest Street, #1012 Mesquite, Texas 75149 Michelle Lee Claim is unliquidated 2027 Hillcrest Street, #1099 Mesquite, Texas 75149 Janice Lusk Claim is unliquidated 3533 Hilton Drive Mesquite, Texas 75150 Vanessa Okray Claim is unliquidated 12365 Plano Road Dallas, Texas 75243 Julia Pipkin Claim is unliquidated 2001 Hillcrest Street, #2023 Mesquite, Texas 75149 Richelle Williams Claim is unliquidated 1810 Commerce Street, #911 Dallas, Texas 75201 Roderick Williams Claim is unliquidated 2007 Hillcrest Street, #2030 Mesquite, Texas 75149 Sidley only represents Hillcrest Union in connection with the Debtor's chapter 11 reorganization and does not purport to represent any other entities in connection with the reorganization. Nothing contained in this Verified Statement or its accompanying exhibit should be construed as a limitation upon or waiver of any right of any member of Hillcrest Union to assert, file, and/or amend any claim or proof of claim filed in accordance with applicable law and any orders entered in this case. Sidley reserves the right to amend this Verified Statement as necessary in accordance with the requirements listed in Bankruptcy Rule 2019. Co-Counsel for The Hillcrest Union can be reached at: Charles M. Persons, Esq. Jeri Leigh Miller, Esq. Chelsea McManus, Esq. Sidley Austin LLP 2021 McKinney Ave., Suite 2000 Dallas, TX 75201 Tel: (214) 981-3300 Fax: (214) 981-3400 Alyssa Russell, Esq. SIDLEY AUSTIN LLP One South Dearborn Street Chicago, IL 60603 Tel: (312) 853-70000 Fax: (312) 853-7036 Supawon Lervisit, Esq. Legal Aid of NorthWest Texas 400 South Zang Blvd., Suite 1420 Dallas, TX 75208 Tel: (214) 243-2281 Fax: (214) 748-1159 E-mail: lervisits@lanwt.org Julius Jenkins, Esq. Legal Aid of NorthWest Texas 1515 Main Street Dallas, TX 75201 Tel: (214) 243-2255 Fax: (214) 748-1159 E-mail: jenkinsj@lanwt.org A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://bit.ly/3fEO5IY and https://bit.ly/3FNKR0i About CC Hillcrest LLC CC Hillcrest, LLC, operates an apartment complex in Mesquite, Texas. It sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 22-31362) on July 29, 2022. In the petition signed by Jared Remington, manager, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Scott W. Everett oversees the case. Joyce W. Lindauer Attorney, PLLC, is the Debtor's counsel. CEDAR FAIR: S&P Upgrades ICR to 'BB-', Outlook Stable ----------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Cedar Fair L.P. to 'BB-' from 'B+'. S&P said, "We also raised our issue-level ratings and revised our recovery ratings on the company's secured debt to 'BB+' and '1' from 'BB-' and '2', respectively. The company fully repaid $195 million outstanding on its term loan due 2024 in the third quarter and we now expect more value would be available to remaining secured lenders in a default scenario. "We raised our issue-level rating on the company's unsecured debt to 'B' from 'B-' The recovery rating remains '6'. "The stable outlook indicates our expectation for Cedar Fair to maintain net leverage below 5x over the next 12 months incorporating our expectation of a shallow recession in 2023 that results in a modest pullback in attendance and per capita spending at Cedar Fair's parks. Our leverage forecast also incorporates some unit repurchases in 2023 and continued distributions to unitholders. "The upgrade to 'BB-' reflects our forecast that Cedar Fair will report net adjusted leverage of about 4x in 2022 and our expectation that it will maintain leverage under our 5x downgrade threshold at the 'BB-' rating level incorporating a modest pullback in demand at its parks next year. "Cedar Fair has outperformed our expectations through the first half of 2022 driven by still elevated levels of per capita spending. Higher per capitas have been only modestly offset by a softening of the company's attendance recovery. Attendance through the third quarter was about 4% below 2019 levels. However, we expect a significant portion of the weakness stemmed from negative calendar changes and the timing of certain holidays throughout the 2022 summer and ongoing weakness in group visitation. We estimate S&P Global Ratings-adjusted net leverage for the 12 months ended Sept. 25, was approximately 4.1x, significantly below our 5x upside threshold for the 'B+' rating. We expect operating performance to remain relatively stable for the remainder of 2022 and for net leverage to modestly decrease based on our expectation that the company will report stronger revenue and EBITDA in the fourth quarter of 2022 that is offset by modest unit repurchases and distributions through the end of the year. Nonetheless, we expect net leverage to remain below 5x through 2023, supportive of our 'BB-' issuer credit rating. "We expect a shallow U.S. recession will be a drag on Cedar Fair's operating metrics in 2023. "In September, S&P Global economists revised our base case forecast for U.S. GDP and consumer discretionary spending downward for 2022 and 2023 and forecast that the U.S. economy will fall into a recession beginning in the first half of 2023. Recent indicators now show cracks in the foundation as the U.S. economy heads into 2023, as rising prices and interest rates eat away at household purchasing power. We believe the outlook for regional theme parks has weakened and, as such, we currently forecast a modest pullback in park visitation and in-park per capita spending next year. While we believe that Cedar Fair, like many other park operators, has shifted toward premium food and beverage items and implemented cashless transactions, which drive up average price and order size, we base our assumption for a decline in park per capita spending on our expectation that consumers will opt for fewer purchases throughout their visit to the park. We believe that Cedar Fair will be able to maintain elevated pricing for admission; however, we expect fewer purchases will be a drag on park spending by about 2%-5%. Additionally, we expect margins will compress by approximately 150-200 basis points (bps) in 2023. As a result, we expect adjusted net leverage will increase to the mid- to high-4x area next year from its current level of about 4x. "The stable outlook reflects our expectation that Cedar Fair will maintain leverage below 5x through 2023 incorporating our expectation for a pullback in discretionary spending that slows the company's attendance recovery and results in a decline in per capita and out of park revenues. Our outlook also reflects our expectation that Cedar Fair will remain committed to its publicly stated financial policy of sustaining adjusted leverage within 3x-4x and reducing debt to below $2 billion. "We could lower our rating if we expect Cedar Fair's operating performance will deteriorate more than our current case assumptions resulting in leverage that is sustained above 5x. This would likely be the result of a more severe economic recession and steeper decline in per capita spending at the company's parks. It could also be the result of more aggressive share repurchases that drain Cedar Fair's cash balances. "We could raise our rating if we expect the company would reduce leverage below 4x on a sustained basis. This scenario would likely require a continued recovery in attendance and per capita spending that remains significantly above pre-pandemic levels." ESG credit indicators: E-2, S-3, G-2 Social factors are a moderately negative consideration in S&P's credit rating analysis of Cedar Fair. COVID-19 was an extreme disruption, and even though it is unlikely to recur at the same magnitude, safety and health scares are an ongoing risk factor. Although the company's attendance recovered to pre-pandemic levels during the fourth quarter of 2021 following the removal of restrictions and the abatement of COVID-19-related safety concerns, the threat of a new variant and any resulting pullback in attendance remains. Cedar Fair is also subject to more general risks regarding the safety of its parks including low probability events such as ride malfunctions and the risk of injury. CEDIPROF INC: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Cediprof, Inc. 99 Jardines St. Caguas, PR 00725 Business Description: Cediprof, Inc. is engaged in the business of developing, manufacturing, supplying and distributing finished dosage forms of pharmaceutical products. Chapter 11 Petition Date: November 4, 2022 Court: United States Bankruptcy Court District of Puerto Rico Case No.: 22-03198 Debtor's Counsel: Carmen D. Conde Torres, Esq. C. CONDE & ASSOC. 254 San Jose Street 5th Floor San Juan, PR 00901-1523 Tel: 787-729-2900 Fax: 787-729-2203 Email: condecarmen@condelaw.com Debtor's Accountant: RSM PUERTO RICO Total Assets: $28,192,516 Total Liabilities: $33,747,201 The petition was signed by Marco A. Monrouzeau Bonilla, vice president, chief financial officer, and assistant secretary. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/P4WSAUI/CEDIPROF_INC__prbke-22-03198__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. International Finance Capital Climate $15,000,000 Corporation Investment 2121 Pennsylvania Avenue N.W. Washington, DC 20433 2. Sandoz Inc. Profit Loss $10,945,819 100 College Rd. Damages Claim West Princeton, NJ 08540 3. Sandoz Inc. Failure to $3,299,706 100 College Rd. Supply Damages West Princeton, NJ 08540 Claim 4. Lannet Company, Inc. Royalty Losses $720,786 9000 State Road Debt Philadelphia, PA 19136 5. Lannet Company, Inc. Pharmacovigilance $178,286 9000 State Road Service Philadelphia, PA 19136 6. Avant Sante Research Debt $171,064 Center S.A. DE C.V. Ave. Lazaro Cardnas No. 500 Residencial San Agustin Monterrey, Mexico 7. Kirkland & Ellis Accounts $101,902 c/o Devora Allon, Esq. Payable 601 Lexington Avenue New York, NY 10022 8. Algorithme Pharma Debt $37,811 575 Armand-Frappeir Blvd. Laval Quebec, Canada 9. Departamento De Hacienda Payroll $32,214 PO Box 9024140 Withholding San Juan, PR 00902-4140 10. Pharmaceutical e Consulting Vendor $14,121 (PeC) 225 Cedar Hill Street Suite 200 Marlborough, MA 01752 11. Lannet Company, Inc. $13,379 9000 State Road Philadelphia, PA 19136 12. Fisher Scientific Vendor $7,050 PO Box 3648 Boston, MA 02241-3648 13. Systronics Inc. Printing $5,575 PO Box 194030 Equipment San Juan, PR 00919 Service Agreement 14. Luis A. Lopez Torres, Vendor $3,834 PE, MME Cond. Las Vistas De Gurabo 260 Carr 932, Apt 111 Gurabo, PR 00778-7615 15. UHY Del Valle & Accounting & $2,808 Nieves PSC Bookeeping PO Box 361863 Services San Juan, PR 00936-1863 16. Alcamy Vendor $2,730 PO Box 603059 Charlotte, NC 28260 17. Accurate Manf. Inc. Vendor $2,030 PO Box 37 Carolina, PR 00986 18. Curia Indiana, LLC Vendor $1,187 (f/k/a AMRI, SSCI LLC) 3065 Kent Avenue West Lafayette, IN 47906 19. Primera Analytical Vendor $1,040 Solutions Corp. 259 Wall Street Princeton, NJ 08540 20. Sandoz Inc. Violation to $1,000 100 College Rd. Confidentiality West Agreement Claim Princeton, NJ 08540 CELESTICA INC: Moody's Affirms 'Ba2' CFR, Outlook Remains Stable ---------------------------------------------------------------- Moody's Investors Service affirmed Celestica Inc.'s Ba2 corporate family rating, Ba2-PD probability of default rating, and Ba1 rating on the company's senior secured credit facilities (term loan A, term loan B and revolving credit facility). Celestica's speculative grade liquidity rating was maintained at SGL-1. The outlook remains stable. "The ratings affirmation reflects Moody's expectation that the company will continue to demonstrate good operating performance while it manages through supply chain disruptions and challenging global macroeconomic conditions", said Peter Adu, Moody's Vice President and Senior Credit Officer. Affirmations: Issuer: Celestica Inc. Corporate Family Rating, Affirmed Ba2 Probability of Default Rating, Affirmed Ba2-PD Senior Secured Bank Credit Facility, Affirmed Ba1 (LGD3) Outlook Actions: Issuer: Celestica Inc. Outlook, Remains Stable RATINGS RATIONALE Celestica's Ba2 CFR benefits from: (1) an improved business profile as it continues to optimize its mix towards higher margin services and away from commoditized offerings, supplemented with acquisitions; (2) good growth prospects in its Advanced Technology Solutions (ATS) segment and Hardware Platform Solutions (HPS) business (together Lifecycle Solutions and accounting for 67% of YTD through September 30, 2022 revenue); (3) Moody's expectation that Debt/EBITDA will be sustained below 3x through the end of 2023 (3x for LTM Q3/2022); and (4) very good liquidity. The rating is constrained by: (1) challenging macroeconomic conditions and global supply chain disruptions, which will limit growth potential through 2023; (2) smaller scale and lower operating margin relative to key peers in the electronics manufacturing services sector (EMS), which limit its ability to absorb earnings volatility; (3) high customer concentration; (4) its acquisition growth strategy, which will increase financial leverage periodically; and (5) controlled ownership risk, which could lead to corporate actions that may not align with the interest of debt holders. Celestica's secured credit facilities - $600 million revolving credit facility and $365 million (face value) term loan A, both due in March 2025, depending on certain conditions and $350 million (face value) term loan B due in June 2025 - are rated Ba1, one notch above the CFR because of the security package as well as cushion provided by the relatively large amount of payables that Moody's treats as unsecured liability in the instrument waterfall. If the level of payables were to decline over time relative to the amount of secured debt or if Moody's were to discount the support provided by the payables, it would reduce the loss absorption cushion and put downward pressure on the Ba1 instrument rating. Celestica is expected to maintain very good liquidity (SGL-1) through to the end of 2023. Sources approximate $1 billion while the company has uses of about $385 million in this time frame. Sources include cash and equivalents of $363 million at September 30, 2022, Moody's expects free cash flow of about $60 million through to the end of 2023 and $582 million of availability (net of $18 million of letters of credit) under the company's $600 million revolving credit facility that expires in March 2025, depending on certain conditions. Uses consist of $367 million under its $405 million accounts receivable securitization facility and $18 million of term loan amortization. Since the receivables facility is not committed, Moody's has assumed the balance outstanding is due within its twelve months forward horizon. Celestica's revolving credit facility has financial leverage and coverage covenants and cushion is expected to exceed 40% through the next twelve months. The outlook is stable because Moody's expects the company to manage supply chain challenges, weakening macroeconomic conditions and its capital allocation strategy such that it will continue to improve its operating results and reduce financial leverage while maintaining at least good liquidity. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Celestica's ratings could be upgraded if it reduces its customer concentration with new customer wins, if it increases its scale while sustaining operating margin above 4% (3.7% at LTM Q3/2022), and if it sustains Debt/EBITDA below 2x (3x at LTM Q3/2022). Celestica's ratings could be downgraded if it incurs material customer/program losses without offsetting with new customer wins/programs, if it sustains operating margin below 3% (3.7% at LTM Q3/2022), or if it sustains Debt/EBITDA above 3x (3x at LTM Q2/2022). A downgrade could also occur if liquidity becomes weak liquidity. The principal methodology used in these ratings was Distribution & Supply Chain Services Industry published in June 2018. Celestica Inc., headquartered in Toronto, Ontario, Canada is an electronics manufacturing services company with facilities in Europe, North America and Asia. The company is publicly traded but is controlled by Onex Corporation, an investment management firm. CIP 1106: Seeks to Hire Sid M. Rosenberg as Special Counsel ----------------------------------------------------------- CIP 1106 11th St, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire the Law Offices of Sid M. Rosenberg, Inc. as its special counsel. The Debtor requires legal assistance in litigation matters and other special legal matters that may arise during the pendency of its Chapter 11 case. The firm will charge the Debtor an hourly fee of $300. It has requested a $7,500 post-petition retainer fee. As disclosed in court filings, the Law Offices of Sid M. Rosenberg is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Sid M. Rosenberg, Esq. Law Offices of Sid M. Rosenberg, Inc. 725 30th St Ste 107 Sacramento, CA 95816 Phone: (916) 447-8101 Email: sid@sidrosenberglaw.com About CIP 1106 11th St CIP 1106 11th St, LLC is a single asset real estate (as defined in 11 U.S.C. Section 101(51B)). CIP 1106 11th St filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-14521) on Aug. 19, 2022, with $10 million to $50 million in assets and $1 million to $10 million in liabilities. Judge Vincent P. Zurzolo presides over the case. Mathew D. Resnick, Esq., at RHM Law, LLP and the Law Offices of Sid M. Rosenberg, Inc. serve as the Debtor's bankruptcy counsel and special counsel, respectively. CM RESORT: MAR Living Updates Joint Reorganization Plan ------------------------------------------------------- Plan proponent MAR Living Trust submitted a Fourth Amended Joint Disclosure Statement for Fourth Amended Joint Plan of Reorganization for CM Resort, LLC, and its Debtor Affiliates dated October 31, 2022. The proponent of the Fourth Amended Joint Plan of Reorganization is the MAR Living Trust (the "Plan Proponent"). The MAR Living Trust is a creditor and 100% equity owner of all the Debtors. The Plan is a joint plan of reorganization. The Debtors shall continue their businesses after the Confirmation Date. CM Resort LLC is the owner of approximately 1,854 undeveloped acres of land in Palo Pinto County, Texas; Specfac Group LLC is the owner of approximately 470 improved acres of land in Palo Pinto County, Texas; and Sundance Lodge LLC is the owner of approximately 105 improved acres of land in Palo Pinto County, Texas, (collectively the "2,429 Acres"). The 2,429 Acres, together with all improvements, furniture, fixtures, equipment, intangible property and other personal property located thereon or used in connection therewith is referred to herein as the "Real Property." The other Debtors in this jointly administered case own Assets consisting solely of unliquidated inter-company and third party Claims of unknown value. The Plan is a joint plan of reorganization filed by the Plan Proponent to provide for the reorganization of all the Debtors. On the Effective Date of the Plan, CM Capital Group, LLC ("CM Capital") will purchase the Real Property for the cash sum of $3,600,000.00 (the "Purchase Price"), which will be used by the Reorganized Debtors to make payments under the Plan. The current Equity Interests in the Debtors will be cancelled and the Debtors will issue new 100% membership interests in each of the Reorganized Debtors to the winning bidder at the Equity Auction. The Purchase Price will be funded in whole by Texas Land Venture 12, LLC ("TLV"). TLV is a single-purpose entity recently formed for the purpose of contributing the Purchase Price to CM Capital. No later than 14 days prior to the Confirmation Hearing, the Plan Proponent shall file as a supplement to the Plan a copy of the Purchase and Sale Agreement executed by the Debtors and CM Capital indicating the terms of CM Capital's purchase of the Real Property, subject to Confirmation of the Plan. The Plan Proponent will offer the Purchase and Sale Agreement into evidence at the Confirmation Hearing. Within 7 days after the Effective Date, or promptly upon post-Effective Date allowance of any requested Administrative Expenses and resolution of any Disputed Claims, the Reorganized Debtors will make all Plan payments in full (the "Payment Date"). The payments to be made under the Plan will not be dependent on the future revenues of the Reorganized Debtors. On the Payment Date the Reorganized Debtors will pay 100% of Allowed Administrative Expenses and Allowed Secured Claims. Also on the Payment Date, NonInsider Unsecured Claimants will receive a Pro-Rata share of all funds remaining from the Purchase Price (plus the proceeds of the Equity Auction) after payment of the Break Up Fee, the Allowed Administrative Expenses and Allowed Secured Claims (estimated to be approximately 86% of scheduled Non-Insider Unsecured Claims, provided Suzann Ruff's Claims are disallowed as anticipated). Insider Claims will receive any funds remaining after payment of all superior Claims. The funds necessary to make the payments under the Plan will come from the Purchase Price. The feasibility of the Plan is not dependent on the future income or expenses of the Debtors, but only on the ability of Texas Land Venture 12, LLC to fund the Purchase Price to CM Capital. The Plan Proponent will present evidence at the Confirmation hearing of Texas Land Venture 12, LLC's ability and willingness to fund the Purchase Price to CM Capital. The Plan is superior to the Chapter 11 Trustee's Sale Motion because it provides more cash to creditors and because the estates will not have to pay the significant closing costs and brokerage commission connected with a sale of the Real Property. A full-text copy of the Fourth Amended Joint Disclosure Statement dated Oct. 31, 2022, is available at https://bit.ly/3T0c6b3 from PacerMonitor.com at no charge. Attorneys for the Plan Proponent: Joyce W. Lindauer State Bar No. 21555700 1412 Main St. Suite 500 Dallas, Texas 75202 Telephone: (972) 503-4033 Facsimile: (972) 503-4034 About CM Resort Based in Gordon, Texas, CM Resort LLC, a single asset real estate, filed a voluntary petition for bankruptcy under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 18-43168) on Aug. 15, 2018. The case is jointly administered with the Chapter 11 cases filed by CM Resort Management LLC and nine other companies. Case No. 18-43168 is the lead case. In the petition signed by Mark Ruff, member and authorized agent, CM Resort estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. Judge Russell F. Nelms presides over the case. Gerrit M. Pronske, Esq., at Pronske Goolsby & Kathman, P.C., is CM Resort's legal counsel. John Dee Spicer was appointed as Chapter 11 trustee. The trustee is represented by Cavazos Hendricks Poirot, P.C. COASTAL DRILLING: Court OKs Interim Cash Collateral Access ---------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas, Corpus Christi Division, authorized Coastal Drilling Land Company, L.L.C. to continue using cash collateral on an interim basis in accordance with the budget. The Debtor has an immediate and critical need to use cash collateral to continue the Debtor's ordinary course business operations and maintain the value of the bankruptcy estate until a final hearing. The Debtor was a party to a Loan Agreement and a Security Agreement both dated August 19, 2015, by and between the Debtor and First Horizon, pursuant to which First Horizon made certain loans, advances, and other financial accommodations to the Debtor to fund, among other things, the Debtor's operations. The advances from First Horizon were represented by a Term Note in the original principal amount of $5.75 million and a Revolving Credit Note in the original principal amount of $2 million. First Horizon alleges that (i) pursuant to the Loan Documents, the aggregate amount of not less than approximately $2.28 million was due and owing by the Debtor to First Horizon on the First Horizon Term Note as of the Petition Date. John Powers alleges he is the subrogee of First Horizon with respect to the First Horizon Revolving Credit Note. Powers alleges that: (i) pursuant to the First Horizon Loan Documents, the aggregate amount of not less than $2 million is due and owing by the Debtor to him as subrogee of First Horizon on the First Horizon Revolving Credit Note as of the Petition Date; (ii) the First Horizon Revolving Credit Note constitutes the Debtor's legal, valid and binding obligation, enforceable in accordance with the terms of the First Horizon Loan Documents; and (iii) the First Horizon Revolving Credit Note is secured by valid, binding, perfected and enforceable liens and security interests granted by the Debtor to and for the benefit of First Horizon and now to him as subrogee pursuant to the First Horizon Loan Documents and further set forth in the recorded UCC Financing Statement of First Horizon, upon and in the property of the Debtor as described in the recorded First Horizon Loan Documents whether then owned or thereafter acquired or arising. As adequate protection, each Secured Lender was granted Replacement Liens, Superpriority Claims, and any applicable adequate protection payments. To the extent of any Diminution in Value, each Secured Lender is granted valid, automatically perfected and enforceable additional adequate protection replacement liens, in accordance with the priority of the applicable Secured Lender and subject to the Carve-Out and only in collateral of the same type as such Secured Lender has a valid prepetition lien. The Debtor's authority to use cash collateral will terminate upon earliest to occur of any of the following: a. December 23, 2022, unless replaced by a Final Order authorizing use of cash collateral; b. The Debtor's Chapter 11 Case is dismissed or converted to a case under chapter 7 of the Bankruptcy Code; c. Either (i) the Court enters an order appointing a trustee or an examiner with enlarged powers (beyond those set forth in Sections 1104(c) and 1106(a)(3) and (4) of the Bankruptcy Code) for the Debtor; or, (ii) the Debtor files a motion, application or other pleading consenting to or acquiescing in any such appointment; d. The Court suspends the Chapter 11 Case under Section 305 of the Bankruptcy Code; e. The Court's entry of a final order approving the consummation of any transaction resulting in the sale or disposition of all or substantially all of the assets of the Debtor and its estate; f. The Third Interim Order becomes stayed, reversed, vacated, amended or modified without the consent of the Secured Lenders; g. The Debtor fails to satisfy any of the obligations set forth in the Third Interim Order or any other order entered by the Court and fails to cure such failure upon three business days' notice from any Secured Lender or the U.S. Trustee. The final hearing on the matter is set for December 19, 2022 at 10 a.m. A copy of the order and the Debtor's budget is available at https://bit.ly/3T0i7nZ from PacerMonitor.com. The budget provides for total expenses, on a weekly basis, as follows: $89,000 for the week ending November 4, 2022; $190,000 for the week ending November 11, 2022; $155,612 for the week ending November 18, 2022; $292,992 for the week ending November 25, 2022; $88,700 for the week ending December 2, 2022; $57,000 for the week ending December 9, 2022; $74,912 for the week ending December 16, 2022; $351,242 for the week ending December 23, 2022; $109,198 for the week ending December 30, 2022; $55,102 for the week ending January 6, 2022; $51,610 for the week ending January 13, 2022; and $121,242 for the week ending January 20, 2022. About Coastal Drilling Land Company, L.L.C. Coastal Drilling Land Company, L.L.C. offers drilling rigs and services to the South Texas and Gulf Coast regions. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-20204) on August 28, 2022. In the petition signed by CEO Chris McClanahan, the Debtor disclosed up to $50 million in both assets and liabilities. Judge David R. Jones oversees the case. Matthew Okin, Esq., at Okin Adams Bartlett Curry LLP is the Debtor's counsel. CODE L STUDIOS: Seeks to Hire Tran Singh as Bankruptcy Counsel -------------------------------------------------------------- Code L Studios, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Tran Singh, LLP as its legal counsel. The firm's services include: a. analyzing the Debtor's financial situation; b. advising the Debtor regarding its rights, duties and powers; c. representing the Debtor at all hearings and other proceedings; d. preparing and filing schedules of assets and liabilities, statements of affairs, motions and other legal papers; e. representing the Debtor at any meeting of creditors; f. representing the Debtor in all proceedings before the bankruptcy court and in any other judicial or administrative proceeding where the rights of the Debtor may be litigated or otherwise affected; g. preparing and filing a disclosure statement and Chapter 11 plan of reorganization; h. assisting the Debtor in analyzing the claims of creditors and in negotiating with such creditors; and i. assisting the Debtor in any matters relating to its bankruptcy case. Susan Tran Adams, Esq., Brendon Singh, Esq., and Mayur Patel, Esq., the attorneys primarily responsible for this engagement, charge $475 per hour, $500 per hour, and $425 per hour, respectively. Tran Singh was paid a retainer in the amount of $20,000 and will receive reimbursement for work-related expenses. As disclosed in court filings, Tran Singh is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached at: Susan Tran, Esq. Brendon Singh, Esq. Tran Singh, LLP 2502 La Branch Street Houston, TX 77004 Telephone: (832) 975-7300 Facsimile: (832) 975-7301 Email: Stran@ts-llp.com Bsingh@ts-llp.com About Code L Studios Code L Studios, LLC, a company in Austin, Texas, filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Case No. 22-32635) on Sept. 6, 2022. In the petition filed by its managing member, Lesley Reyes, the Debtor reported between $1 million and $10 million in assets and up to $50,000 in liabilities. Judge Jeffrey P. Norman oversees the case. The Debtor is represented by Tran Singh, LLP. COVE RUN: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------- Debtor: Cove Run Contracting, LLC 3045 Philippi Pike Anmoore, WV 26323 Business Description: Cove Run, LLC is an excavating contracting in Anmoore, WV. Chapter 11 Petition Date: November 3, 2022 Court: United States Bankruptcy Court Northern District of West Virginia Case No.: 22-00478 Debtor's Counsel: Joseph W. Caldwell, Esq. CALDWELL & RIFFEE 3818 MacCorkle Ave. S.E. Suite 101 Post Office Box 4427 Charleston, WV 25364-4427 Tel: (304) 925-2100 Email: jcaldwell@caldwellandriffee.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Christopher M. Wolfe as member. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/VUFHYSQ/Cove_Run_LLC__wvnbke-22-00478__0002.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/VJUPOVQ/Cove_Run_LLC__wvnbke-22-00478__0001.0.pdf?mcid=tGE4TAMA CREATIVE CLOUDS: Wins Cash Collateral Access Thru Jan 2023 ---------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey authorized Creative Clouds Inc. to use cash collateral on an interim basis up to the aggregate amount of $275,000 for the period from October 24, 2022, to January 23, 2023. The Debtor requires immediate authority to use cash collateral to continue its business operations without interruption toward the objective of formulating an effective plan of reorganization. The U.S. Small Business Administration has asserted a secured claim against the Debtor in the approximate amount of $500,000. The Debtor is permitted to use cash collateral to (a) maintain and preserve its assets, and (b) continue operation of its business, including payroll and payroll taxes, and insurance expenses as reflected in the cash collateral budget and cash flow projections. As adequate protection for the use of cash collateral, the SBA is granted replacement perfected security interest under Section 361(2) of the Bankruptcy Code to the extent SBA cash collateral is used by the Debtor. To the extent the adequate protection provided for proves insufficient to protect the SBA's interest in and to the cash collateral, SBA will have a superpriority administrative expense claims, pursuant to Section 507(b) of the Bankruptcy Code, senior to any and all claims against the Debtor under section 507(a) of the Bankruptcy Code, whether in the proceeding or in any superseding proceeding; subject to fees pursuant to 28 U.S.C. Section 1930(a)(6). The replacement lien and security interest granted is automatically deemed perfected upon the entry of the Order without the necessity of SBA taking possession, filing financing statements, mortgages or other documents. The Debtor will make monthly payments to SBA in the amount of $2,519 per month. The payments will begin on December 1, 2022, and continue on the first of each month thereafter. The final hearing on the matter is set for December 8 at 11 a.m. A copy of the order and the Debtor's budget is available at https://bit.ly/3ftX4MS from PacerMonitor.com. The budget provides for total expenses, on a monthly basis, as follows: $89,681 for November 2022; $92,644 for December 2022; and $92,644 for January 2023. About Creative Clouds Inc. Creative Clouds Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 22-18424) on October 24, 2022. In the petition filed by Jun Jiang, chief executive officer, the Debtor disclosed up to $100,000 in assets and up to $1 million in liabilities. Justin M. Gillman, Esq., at Gillman, Bruton & Capone, LLC, represents the Debtor as legal counsel. CREDITO REAL: Wagstaff Sets Bid Procedures for CRUSAFin Interests ----------------------------------------------------------------- Robert Wagstaff, the duly appointed foreign representative by Fernando Alonso-de-Florida Rivero, the liquidator of Credito Real, S.A.B. de C.V., SOFOM, E.N.R., asks the U.S. Bankruptcy Court for the Southern District of New York to authorize the bidding procedures in connection with the auction sale of substantially all of the Chapter 15 Debtor's direct and/or indirect equity interests in a majority-owned, U.S. subsidiary, Credito Real USA Finance, LLC. The Objection Deadline is Nov. 10, 2022, at 4:00 p.m. Based in Florida, CRUSAFin is an auto financing company that provides loans to sub-prime customers in the United States for the purchase of used cars. For over a year, the Chapter 15 Debtor has been marketing the CRUSAFin business for sale to a third party. Though the marketing process has yielded several competitive bids, uncertainty over the Debtor's financial distress has been a significant obstacle to finalizing a sale agreement with any buyer outside of a court process. In late July, upon the final acceptance of the Mexican Liquidation Proceeding, the Mexican Liquidator and Foreign Representative determined that a sale of the CRUSAFin Interests pursuant to section 363 of the Bankruptcy Code overseen by the Court would provide greater certainty and transparency to interested buyers and maximize the value received by the Chapter 15 Debtor for the benefit of its stakeholders. To that end, in early August, the Mexican Liquidator re-launched a marketing process specifically aimed at obtaining a binding stalking horse bid that contemplates a section 363 sale of the CRUSAFin Interests as part of the Chapter 15 Case. As of the filing of the Motion, the Mexican Liquidator and Foreign Representative continue to actively negotiate with various potential stalking horse bidders and may be in a position to seek authority from the Court to enter into a binding stalking horse agreement in short order. The Bidding Procedures proposed will provide a path for a final marketing process and will ensure that the Chapter 15 Debtor receives the highest and best price for the CRUSAFin Interests. The Chapter 15 Debtor owed approximately US$2.5 billion in third-party financial debt obligations. Consummation of a Sale Transaction, will therefore unlock value for the Chapter 15 Debtor’s creditors that can be distributed in accordance with Mexican law and to the benefit all creditors in the Mexican Liquidation Proceeding. Additionally, CRUSAFin owes approximately $50 million under the Wells Fargo LOC, which is guaranteed by the Chapter 15 Debtor and, as a result of a number of extensions, is set to mature in January 2023. The proposed Sale requires buyers to either assume, refinance or cash out the Wells Fargo LOC, which ultimately benefits the Chapter 15 Debtor and its other creditors by releasing the guaranty. The Foreign Representative proposes the following dates and deadlines for the Sale process: a. TBD - Hearing to consider entry of the Bidding Procedures Order b. Within 2 business days of Entry of the Bidding Procedures Order - Deadline for the Foreign Representative to file and serve the Sale Notice c. Dec. 5, 2022 at 4:00 p.m. (ET) - Deadline to file objections to the Sale Transaction d. Dec. 14, 2022 at 4:00 p.m. (ET) - Final Bid Deadline e. Dec. 16, 2022 at 10:30 a.m. (ET) - The Auction, if any, will take place in a virtual room hosted by the Foreign Representative's counsel, or such other place and time as the Foreign Representative will notify all Qualified Bidders and the Consultation Party f. Within 2 business days of conclusion of the Auction - Deadline to file the Post Auction Notice g. Dec. 20, 2022 at 4:00 p.m. (ET) - Deadline to file objections to the conduct of the Auction h. Dec. 22, 2022 at TBD (ET) - Sale Hearing The Foreign Representative requests authorization to run an auction process with respect to the CRUSAFin Interests pursuant to the Bidding Procedures. If a Stalking Horse Bid is approved by the Court, a Bid must propose a cash purchase price that has a value greater than the sum of (i) the Purchase Price (as defined in the Stalking Horse SPA), plus (ii) $500,000, plus (iii) any bid protections that may be payable under any Stalking Horse Bid that has been approved by the Court as of the Bid Deadline. Any Overbid after and above the respective Auction Baseline Bid will be made in increments valued at not less than $250,000. ach Bid must be accompanied by a deposit in the amount of 5% of the purchase price contained in the Modified SPA, before any adjustments to the purchase price, to an interest-bearing escrow account established by Richards, Layton & Finger PA. Within two business days after the entry of the Bidding Procedures Order, or as soon thereafter as practicable, the Foreign Representative (or his agents) will serve the Sale Notice to the Notice Parties. No later than two business days after the conclusion of the Auction (if one is onducted), he will file the Post Auction Notice. The sale will be free and clear of all liens, claims, interests, and encumbrances. To implement the foregoing successfully, and given the nature of the relief requested, the Foreign Representative respectfully requests that the Court finds that notice of the Motion is adequate under Bankruptcy Rule 6004(a) and waives the 14-day stay of an order authorizing the use, sale or lease of property and the assumption and assignment of executory contracts and unexpired leases under Bankruptcy Rules 6004(h) and 6006(d) is waived. A copy of the Bidding Procedures is available at https://tinyurl.com/2p8txpaa from PacerMonitor.com free of charge. 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. CRYPTO CO: Terminates, Modifies Agreements With Bitmine, IDI ------------------------------------------------------------ Effective Oct. 27, 2202, The Crypto Company entered into an agreement with each of Bitmine Immersion Technologies, Inc. and Innovative Digital Investors, LLC that served to terminate or modify certain prior agreements entered into by the parties in February 2022. Pursuant to an agreement with BIT, BIT repurchased from the Company all of the Bitcoin miners purchased by the Company from BIT in February 2022, and also purchased certain of the Bitcoin miners purchased by the Company from IDI in February 2022. As part of these transactions, the parties agreed that any remaining amounts due under the promissory note delivered by the Company to BIT in February 2022 in the original principal amount of $168,750 was cancelled and extinguished. BIT delivered cash consideration of $212,750 to the Company to pay the remainder of the consideration owed to the Company to repurchase the miners it delivered to the Company in February 2022 and to purchase certain miners IDI sold to the Company in February 2022. In addition, pursuant to an agreement with IDI, IDI repurchased from the Company certain Bitcoin miners purchased by the Company from IDI in February 2022. The Company and IDI agreed that any remaining amounts due under the promissory note delivered by the Company to IDI in February 2022 in the original principal amount of $348,000 was cancelled and extinguished. IDI also agreed to sell and deliver 20 new Bitcoin miners to the Company. As part of the agreements and accommodations by the Company, IDI and BIT the parties terminated the hosting agreement between the Company, BIT and IDI entered into in February 2022. As a result of these transactions, the Company no longer owns any of the Bitcoin miners it acquired in February 2022 and each of the promissory notes delivered by the Company in February 2022 to BIT and IDI are satisfied and extinguished in full. However, as a result of the October 2022 transactions and accommodations, the Company now owns 20 new Bitcoin miners. About Crypto Company Malibu, CA-based The Crypto Company -- www.thecryptocompany.com -- is in engaged in the business of providing consulting services and education for distributed ledger technologies, for the building of technological infrastructure, and enterprise blockchain technology solutions. Crypto Company reported a net loss of $785,630 for the 12 months ended Dec. 31, 2021, compared to a net loss of $2.82 million for the 12 months ended Dec. 31, 2020. As of June 30, 2022, the Company had $2.36 million in total assets, $4.48 million in total liabilities, and a total stockholders' deficit of $2.11 million. CUSTOM ALLOY: Court OKs Cash Collateral Access Thru Nov 12 ---------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey authorized Custom Alloy Corporation and CAC Michigan, LLC to use the cash collateral of CIBC Bank USA on an interim basis in accordance with the budget. The Debtors require the use of cash collateral to continue their business operations without interruption. Custom and CIBC have entered into secured financing arrangements pursuant to a Loan and Security Agreement dated as of March 4, 2010. CAC Michigan guaranteed the amounts owed by Custom under the Prepetition Loan Agreement. As of the Petition Date, the outstanding aggregate principal amount of the obligations owing by the Debtors to CIBC under the Prepetition Documents, exclusive of all accrued interest, fees, costs, expenses, charges, and other Obligations (including legal fees and expenses) is not less than $25,079,844. The Debtors' authorization -- and the consent of CIBC -- to the use of cash collateral will terminate, at CIBC's election and without further notice or Court order, upon the earlier of: (i) 11:59 pm on November 12, 2022; or (ii) the occurrence of an Event of Default; or (iii) three business days after CIBC has provided written notice to Debtors of the occurrence of an Event of Default under Paragraph 11(a) of the Order. As adequate protection, CIBC is granted a replacement lien under 11 U.S.C. section 361(2) on all assets of the Debtors arising after the Petition Date in an amount equal to the aggregate diminution in value (if any) of the Prepetition Collateral resulting from the sale, lease, or use by Debtors of its Prepetition Collateral, or the imposition of the automatic stay pursuant to Section 362 of the Bankruptcy Code. The Replacement Lien granted (i) will be deemed automatically valid and perfected without any further notice or act by any party and (ii) will remain in full force and effect notwithstanding any subsequent conversion or dismissal of either Case. To the extent the adequate protection provided proves insufficient to protect CIBC's interest in and to cash collateral, CIBC will have a super priority administrative expense claim, pursuant to 11 U.S.C. section 507(b), senior to any and all claims against Debtors under 11 U.S.C. section 507(a), whether in this proceeding or in any superseding proceeding, subject to payments due under 28 U.S.C. section 1930(a)(6). Each of these events constitutes an "Event of Default": a. Either Debtor fails to perform any of its obligations with respect to use of cash collateral in accordance with the terms of the Order; b. Either Case is converted to a case under chapter 7 of the Code; or c. A trustee is appointed or elected in either of the Cases, or an examiner with expanded power to operate either of the Debtor's business is appointed in any of the Debtor's respective Case. A copy of the order and the Debtor's budget is available at https://bit.ly/3fAgO1i from PacerMonitor.com. The Debtor projects $2,833,000 in total collections and $2,484,000 in total operating disbursements for the two-week period ending November 12. About Custom Alloy Corporation Custom Alloy Corporation is a manufacturer of specialty metals for seamless and welded pipe fittings & forgings, predominantly for customers requiring time-critical maintenance or repair. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. N. J. Case No. 22-18143) on October 13, 2022. In the petition signed by Adam M. Ambielli, CEO and president, the Debtor disclosed up to $50 million in assets and up to $100 million in liabilities. Judge Michael B. Kaplan oversees the case. Jonathan I. Rabinowitz, Esq., at Rabinowitz, Lubetkin & Tully, LLC, is the Debtor's counsel. CYPRESS HILLS: Unsecured Creditors Will Get 2% of Claims in Plan ---------------------------------------------------------------- Cypress Hills NYC, LLC filed with the U.S. Bankruptcy Court for the Eastern District of New York a Disclosure Statement in connection with its Chapter 11 Plan dated October 31, 2022. The Debtor is a New York corporation formed on or about April 16, 2021. On October 31, 2022, the Debtor filed its Proposed Plan of Reorganization seeking to provide a basis for resolving outstanding claims against the Debtor through a refinancing of the property located at 436 Etna Street, Brooklyn NY 11208 ("Subject Property"). The Debtor acquired the Subject Property in order to file the instant bankruptcy petition in attempt to reach an equitable settlement with Wilmington Savings Fund Society, FSB, d/b/a Christiana Trust, not individually but as Trustee for Pretium Mortgage Acquisition Trust ("Wilmington"), which holds a first priority mortgage on the Subject Property. Aside from Wilmington, the Debtor has only a few minor creditors in the form of unpaid bills owed to city agencies stemming from the Subject Property. The Debtor intends to reach a consensual resolution with Wilmington but in the event it is unable to do so, the Debtor believes it will reach an agreement with at least one impaired class of creditors to accept the Plan. With an impaired accepting class, the Debtor intends to confirm the Plan pursuant to 11 U.S.C. §1129(b)(2)(iii), by paying Wilmington the indubitable equivalent of its collateral. At the Petition Date, the Debtor's sole asset consisted of the Subject Property. As of the Petition Date, the Subject Property was fully encumbered by a first position mortgage lien in favor of Wilmington in the amount of $512,737.60. The Debtor will be obtaining exit financing from Manhattan Bridge Capital, Inc., ("Manhattan Bridge") in order to refinance the Subject Property and fund its Plan of Reorganization. The key terms are as follows: The loan is for $226,000 for 12 at 8%. Two thousand seven hundred dollars ($2,700) of the loan proceeds will be for a construction draw (eight draws, $300 per draw). The loan will be personally guaranteed by Etai Vardi and Elliot Ambalo. Manhattan Bridge will take a first position lien on the Subject Property; the loan is also subject to Manhattan Bridge obtaining clear title; the owner's insurance must name the lender as a lender loss payee; final review of each purchase by Manhattan Bridge's underwriting and clearance department; and adequate notice of the closing date, time and place. Class 3 consists of the unsecured deficiency portion of Wilmington's claim in the amount of $292,737.60. This amount shall be paid pro-rata at 2%. The funds to pay this shall come from the funds contributed by the Debtor’s interest holders. The estimated payout to Wilmington on account of its unsecured claim shall be $5,854.74. Class 4 consists of the claim of the New York City Housing and Preservation Department ("HPD") in the approximate amount of $6,045.44 by virtue of HPD violations issued against the Subject Property. The Debtor has scheduled NYC ECB as holding an unsecured claim in the amount of $6,045.44. The Debtor will pay HPD 2% on account of its unsecured claim. The estimated payout to HPD shall be approximately $120.90. This amount shall be paid at the time of the closing of the loan with Exit Financier which shall take place on the Effective Date in full satisfaction of all claims held by HPD against the Subject Property. Class 4 is impaired. Class 5 consists of the claim of the New York City Sanitation Department ("Sanitation Department") in the approximate amount of $883.05 by virtue of OATH violations issued against the Subject Property. The Debtor has scheduled the Sanitation Department as holding an unsecured claim of $883.05. The Debtor will pay the Sanitation Department 2% on account of its unsecured claim. The estimated payout to the Sanitation Department shall be approximately $17.66. This amount shall be paid at the time of the closing of the loan with Exit Financier which shall take place on the Effective Date in full satisfaction of all claims held by the Sanitation Department against the Subject Property. Class 5 is impaired. Class 6 consists of all Interest Holders of the Debtor. The Debtor's interest holders are Blackstone Real Estate Group, LLC (40%), and The Business Account, LLC (60%). Upon confirmation of the Plan, the Interest Holders shall retain their Interests in the Reorganized Debtor. In exchange for retaining their interests, Interest Holder will contribute $10,000 towards the funding of the Plan. The Interest Holders shall not receive any monetary distributions on account of such Interests. The funds necessary for the implementation of the Plan shall be utilized from the exit financing of Manhattan Bridge Capital and the funds contributed by the Debtor's Interest Holders. The Debtor will be obtaining exit financing from Manhattan Bridge in order to fund the Plan. Upon the closing of the refinancing, the lien of Wilmington will be deemed fully satisfied and discharged. Within thirty days of the Effective Date, Wilmington shall file and record with the New York City Automated Registry Information System ("ACRIS") a satisfaction of the mortgage dated May 24, 2007 and originally recorded in ACRIS on June 12, 2007 under CRFN: 2007000304346. Upon the closing, Manhattan Bridge, will take a new first priority lien on the Subject Property. A full-text copy of the Disclosure Statement dated October 31, 2022, is available at https://bit.ly/3T8ZWMO from PacerMonitor.com at no charge. Counsel to the Debtor: Btzalel Hirschhorn, Esq. Shiryak, Bowman, Anderson, Gill & Kadochnikov, LLP 8002 Kew Gardens, Suite 600 Kew Gardens, NY 11415 Telephone: (718) 263-6800 Facsimile: (718) 520-9401 Email: Bhirschhorn@sbagk.com About Cypress Hills NYC Cypress Hills NYC, LLC, filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 22-42218) on Sept. 14, 2022, with up to $1 million in both assets and liabilities. Judge Elizabeth S. Stong oversees the case. Shiryak, Bowman, Anderson, Gill & Kadochnikov, LLP and Singer & Falk CPA's serve as the Debtor's legal counsel and accountant, respectively. DIAMOND SPORTS: S&P Downgrades ICR to 'CCC-', Outlook Negative -------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Diamond Sports Holdings to 'CCC-' from 'CCC+'. At the same time, S&P lowered the issue-level rating on DSG's senior secured second-lien debt (consisting of a revolving credit facility, term loan, and notes) to 'CCC-' from 'CCC+'. The recovery rating remains '4'. S&P lowered the issue-level rating on DSG's senior unsecured debt to 'C' from 'CCC-'. The recovery rating remains '6'. The negative outlook reflects S&P's view that a recession in 2023 could accelerate a potential liquidity shortfall or debt restructuring in the next six months. A recession in the first half of 2023 increases the likelihood of a liquidity event or bankruptcy filing. S&P said, "We expect Diamond to generate negative cash flow (after payments to minority shareholders of certain regional sports networks [RSNs]) through at least 2025 due to declining linear distribution revenue, rising sports programming costs, and costs to expand its planned streaming service. We also now are expecting a recession to occur in the first half of 2023, which will lead to declines in the company's cyclical advertising revenue, while costs are increasing and interest rates have soared. Although DSG launched its DTC streaming service, Bally Sports+, in September 2022, we believe there will be significant cost pressures to scale its service coupled with increasing programming rights. These factors will lead to a higher cash burn than previously expected in 2023 and potentially beyond depending on how prolonged the recession is and the pace of recovery. The company had $576 million of cash on its balance sheet as of June 30, 2022, $227.5 million available under its revolving credit facility, and roughly $23 million available under its AR facility. We expect it will burn another $300 million of liquidity in the second half of 2022 and will burn close to $700 million in 2023. Diamond has $1.8 billion of rights fees in 2023 due to the Major League Baseball (MLB), National Basketball Assn. (NBA), and National Hockey League (NHL) seasons. It will also have over $600 million in interest expense in 2023. We no longer believe the company has sufficient liquidity to meet its obligations in 2023 and believe it is likely the company will attempt to negotiate some form of restructuring or file for bankruptcy protection in advance of its 2023 commitments." DSG's second-lien notes are trading at distressed levels, increasing the likelihood of a near-term subpar debt exchange. The company's senior secured second-lien debt including its term loan and notes due 2026 are all currently trading below 25 cents on the dollar and its unsecured debt is trading below 10 cents on the dollar. The significant discount associated with the value of the company's debt increases the likelihood for the company to negotiate some form of a subpar debt exchange or out of court restructuring. S&P would view any type of distressed exchange in which the lenders receive less than originally promised as a default. A recession increases the uncertainty surrounding the launch of the direct-to-consumer strategy. S&P remains uncertain as to how quickly the company can increase the streaming service's subscriber base, to what extent it will cannibalize its existing RSN business, and how long it will take for the streaming service to be profitable. As consumer discretionary spending is increasingly pressured, S&P believes consumers may be more selective in terms of how many streaming services they are willing to pay for. This will likely limit subscriber growth in 2023. Additionally, many other media companies that have launched streaming services have found it to be more expensive than they initially planned. Economic headwinds to growth and unexpected costs could lead to a longer road to profitability. The negative outlook reflects S&P's expectation that a recession in 2023 could accelerate a potential liquidity shortfall or debt restructuring within the next six months. S&P could lower the rating if it expects a default to be imminent. This could occur if the company announces a subpar debt exchange, bankruptcy, or any other type of restructuring that S&P would view as a default. S&P could raise the rating if it expects there is no longer a risk of a default scenario over the next six months. ESG credit indicators: E-2, S-2, G-2 DIFFENDAL-WELLIVER INC: Gets OK to Hire Re/Max as Realtor --------------------------------------------------------- Diffendal-Welliver, Inc. received approval from the U.S. Bankruptcy Court for the Middle District of Pennsylvania to hire Re/Max Quality Service as its realtor. The realtor will market and sell the Debtor's property located at 305 Basehoar School Road, Littlestown, Adams County, Pa. The realtor will receive commission of 5 percent of the gross sales price of the property, plus reimbursement of costs in the amount of $395. As disclosed in court filings, Re/Max is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Re/Max can be reached through: Dan Rodgers Re/Max Quality Service 1147 Eichelberger Street Hanover, PA 17331 Phone: (717) 632-5111 Phone: (800) 634-0081 About Diffendal-Welliver Inc. Littlestown, Pa.-based Diffendal-Welliver, Inc. filed a Chapter 11 petition (Bankr. M.D. Pa. Case No. 21-01574) on July 15, 2021, with total assets of up to $10 million and total liabilities of up to $1 million. Suzanne Radcliffe, president, signed the petition. Judge Henry W. Van Eck presides the case. CGA Law Firm serves as the Debtor's legal counsel. DIOCESE OF BUFFALO: Kevin Brun Out as Committee Member ------------------------------------------------------ The U.S. Trustee for Region 2 disclosed in a notice filed with the U.S. Bankruptcy Court for the Western District of New York that these creditors are the remaining members of the official committee of unsecured creditors in The Diocese of Buffalo, N.Y.'s Chapter 11 case: (1) Richard Brownell (2) Ann Marie Dempsey (3) Ruth A. MacAlister (4) Peter Starks (5) Scott Yerger (6) Howard Zwelling Kevin Brun was previously identified as member of the creditors committee. Its name no longer appears in the new notice. About The Diocese of Buffalo, N.Y. The Diocese of Buffalo, N.Y., is home to nearly 600,000 Catholics in eight counties in Western New York. The territory of the diocese is co-extensive with the counties of Erie, Niagara, Genesee, Orleans, Chautauqua, Wyoming, Cattaraugus, and Allegany in New York State, comprising 161 parishes. There are 144 diocesan priests and 84 religious priests who reside in the Diocese. The diocese through its central administrative offices (a) provides operational support to the Catholic parishes, schools, and certain other Catholic entities that operate within the territory of the Diocese "OCE"; (b) conducts school operations through which it provides parish schools with financial and educational support; (c) provides comprehensive risk management services to the OCEs; (d) administers a lay pension trust and a priest pension trust for the benefit of certain employees and priests of the OCEs; and (e) provides administrative support for St. Joseph Investment Fund, Inc. Dealing with sexual abuse claims, the Diocese of Buffalo sought Chapter 11 protection (Bankr. W.D.N.Y. Case No. 20-10322) on Feb. 28, 2020. The diocese was estimated to have $10 million to $50 million in assets and $50 million to $100 million in liabilities as of the bankruptcy filing. The Honorable Carl L. Bucki is the case judge. Bond, Schoeneck & King, PLLC, led by Stephen A. Donato, Esq., is the diocese's counsel; Connors LLP and Lippes Mathias Wexler Friedman LLP are its special litigation counsel; and Phoenix Management Services, LLC is its financial advisor. Stretto is the claims agent. The U.S. Trustee for Region 2 appointed a committee of unsecured creditors on March 12, 2020. The committee is represented by Pachulski Stang Ziehl & Jones, LLP and Gleichenhaus, Marchese & Weishaar, PC. DISH NETWORK: Moody's Gives 'Ba3' Rating on New $2BB Secured Notes ------------------------------------------------------------------ Moody's Investors Service assigned Dish Network Corporation's ("DISH") new $2 billion secured notes issuance Ba3 ratings, downgraded the company's senior unsecured convertible notes to B3 from B2 and its probability of default rating to B2-PD from B1-PD. DISH's B2 corporate family rating has been affirmed. Moody's also affirmed Dish DBS Corporation's (a wholly-owned subsidiary of DISH Network - "DBS") B2 CFR, Ba3 senior secured notes, B3 senior unsecured debt ratings, and B2-PD PDR rating. DISH's SGL-2 speculative grade liquidity (SGL) rating is unchanged. The use of proceeds for DISH's new secured issuance will be used for general corporate purposes, including the buildout of wireless infrastructure. Governance is a rating driver for this rating action. The outlook is stable. The downgrade of DISH's unsecured convertible notes is caused by the issuance of the new secured notes, which will result in effective subordination of the unsecured notes and potential disproportionate loss absorption relative to the new secured notes in a default scenario. The new secured notes will benefit from a first priority lien on the equity interests in ParkerB.com Wireless L.L.C., owner of the Company's 600 MHz spectrum licenses. The transaction contemplates a maximum loan to value of 40% against the collateral. The book value of the collateral at September 30, 2022 is $6.2 billion and the appraisal value is expected to be materially higher based on a recent comparable transaction in the band. The new secured notes require a third-party appraisal to be delivered within 4 months of closing. While the FCC prohibits security interests in FCC licenses, and some potential uncertainty exists as to the ability to perfect a security interest in the proceeds of a sale of FCC licenses, in Moody's view the negative pledge against any other encumbrances of the collateral mitigates that potential deficiency. DISH's 600 Mhz spectrum is not subject to the June 2023 automatic forfeiture provisions of its agreement with the FCC which requires 75% buildout by 2025, materially reducing risks around collateral forfeiture. The secured notes also benefit from a first priority lien of the equity of DBS, as well as an unsecured guarantee from DISH Wireless Holding, L.L.C., the intermediate parent of the various other spectrum entities, and unsecured guarantees from other select, though not all, material subsidiaries of DISH. The new secured notes will not have guarantees from the direct DBS operating subs, any subsidiaries directly holding spectrum, or subsidiaries holding the retail wireless business. The unsecured notes of DISH do not benefit from any of these equity pledges or guarantees. The affirmation of the DISH and DBS B2 CFRs is based upon a significant pre-funding of remaining buildout needs of DISH through 2024 with the proceeds of the proposed notes which reduces the risk of DISH failing to meet build-out deadlines in June 2023 and June 2025. The additional debt and leverage at DISH in connection with the proposed notes is offset by the $2 billion debt repayment at DBS of its notes that matured in July 2022 and expected debt reduction from repayment (verses refinancing) of most or all of DBS's March 2023 $1.5 billion maturity, which Moody's believes can be satisfied with cash flow generation and cash on hand. The offering also significantly reduces risk associated with liquidity and capital needs until the company's 2024 maturities ($2 billion at DBS and $1 billion at DISH). While the capital will take the company much closer towards completing its targeted buildout, it will not prove adequate to fund the material losses of a startup enterprise nor will it be sufficient to meet the capital needs to fund handsets and success-based growth. Proforma consolidated debt at DISH for the new issuance is about $23.9 billion (LTM 6/30 proforma for pending transactions). Moody's believes that it is less likely that DBS will be used to support DISH's financial needs going forward except to the extent that it has excess cash over its maturity repayment needs over time. The DISH PDR was downgraded due to the existence of secured debt in the capital structure, which Moody's believes will result in a higher probability of default and also higher average recovery in default due to reduced flexibility to add more debt. Moody's believes that the issuance of the DISH secured notes represents a change in financial policy regarding the use of secured debt at DISH, and therefore governance is a key factor in these rating actions. Ratings Assigned: Issuer: Dish Network Corporation Senior Secured Regular Bond/Debenture, Assigned Ba3 (LGD2) Ratings Downgraded: Issuer: Dish Network Corporation Probability of Default Rating, Downgraded to B2-PD from B1-PD Senior Unsecured Conv./Exch. Bond/Debenture, Downgraded to B3 (LGD5) from B2 (LGD5) Ratings Affirmed: Issuer: Dish Network Corporation Corporate Family Rating, Affirmed B2 Issuer: Dish DBS Corporation Corporate Family Rating, Affirmed B2 Probability of Default Rating, Affirmed B2-PD Senior Secured Regular Bond/Debenture, Affirmed Ba3 to (LGD2) from (LGD3) Senior Unsecured Regular Bond/Debenture, Affirmed B3 (LGD5) Outlook Actions: Issuer: Dish DBS Corporation Outlook, Remains Stable Issuer: Dish Network Corporation Outlook, Remains Stable RATINGS RATIONALE DISH's B2 CFR and DBS's B2 CFR reflect high consolidated leverage (around 6.5x gross debt to EBITDA at consolidated DISH and around 5.6x net debt-to-EBITDA as of LTM 6/30 proforma for pending transactions, and 7.9x gross and 7.1x net, including intercompany loans) all incorporating Moody's standard adjustments. The company is also facing strong secular headwinds (DBS) and significant startup and buildout costs (DISH). Moody's anticipate that leverage will climb further without balance in capital raising. DISH's B2 CFR is supported by the substantial asset value derived from its vast wireless spectrum license holdings, although they are in process of being converted into operating assets which will need to generate revenues and eventually profits since it is unlikely at this point that these assets will or could be sold/monetized as financial assets. DISH's only subscribers are those acquired from Sprint and T-Mobile in mid-2020 and the revenue stream it gets from leasing certain satellite assets to DBS. DBS's B2 CFR reflects Moody's concern that secular pressure from changing television consumption habits to SVOD services like Netflix, Inc. (Ba1 positive) and other direct-to-consumer streaming platforms, will continue to result in increasing cord-cutting of traditional linear bundled pay TV services in the US, and Moody's does not expect SLING TV, the company's over-the-top pay TV business to grow to sufficiently mitigate the DBS subscriber losses. However, declining pay TV penetration levels, particularly for smaller cable companies, will likely result in elimination of pay TV service offerings by these companies when they become unprofitable, and direct broadcast satellite-distributed traditional linear pay TV providers could be the beneficiaries in future years as they increasingly become the providers of last resort, which may effectively elongate the revenue tail for DBS. This would also likely give companies like DBS more leverage against rising affiliate fees by networks. DBS bondholders have no legal recourse to DISH or its wireless spectrum licenses other than any wireless spectrum licenses pledged as collateral for the intercompany loan, and have limited protection against the upstreaming of cash to DISH, although the intercompany loan restricts DBS from using any proceeds from prepayment of the loan to directly make cash dividends or distributions to DISH prior to repayment in full of the intercompany loan. Moody's believes that there would be considerable synergy benefits from consolidation in the US Direct-Broadcast-Satellite sector that would accrue to both DBS and DISH. The rating also considers the company's controlling shareholder structure. The controlling shareholder and Chairman, Charles Ergen, has demonstrated willingness to be highly acquisitive, and to use significant amount of debt and leverage as opposed to equity most of the time to fund much of the financing costs. In addition, limited transparency on fiscal policies, extremely limited financial guidance from the company's management, and flexible indenture covenants also moderately constrain the CFR. As of June 30, 2022, and proforma for pending, DISH and DBS had about $34 billion of cash and cash and marketable securities, combined. The company has no revolving bank facility, but Moody's believe that the company has significant potential for alternate liquidity with very significant spectrum asset value (with fair market value that is likely in excess of book) that could be leveraged or monetized. An additional risk includes the potential for DISH to acquire additional spectrum licenses (though there are no material new auctions planned by the FCC at this point), but it may pursue other wireless spectrum license transactions and has a standing option to acquire $3 billion of wireless spectrum licenses from T-Mobile. The company also has exposure to the eventual re-auction of AWS spectrum which was returned to the FCC by DISH for the difference between the new auction result and the $3 billion that was originally bid for the licenses. DISH's need for additional capital to fund the build-out of its wireless network was largely expected. However, further increases in debt and leverage without additional equity capital raising would increase financial risks at a time when DISH is still in its developmental IOT network buildout stage and while DBS is unlikely to see secular pressures recede in its pay TV business. The stable outlook reflects Moody's expectation that the company has adequate liquidity for DISH and DBS for the next 12 to 18 months to fund 5G build-out costs over that period and fund DBS's $1.5 billion unsecured notes maturity in March 2023. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Given the capital needs and the start-up nature of the 5G build-out at DISH and the debt maturities and secular pressures at DBS, a rating upgrade for either company is unlikely. However, an upgrade could occur if: 1) material equity capital is raised from a strategic investor, such that little or no additional debt is likely to be needed by DISH to complete the company's IOT vision; and 2) DBS can manage its maturities beyond 2023 and demonstrates that it can pace the secular pressure with continuing ability to reduce debt and leverage, such as with sector consolidation to produce stronger free cash flows. Moody's recognize that DISH is transitioning from an asset holding company (excluding DBS) to a wireless broadband company. That means it faces significant costs to build out its network, and cost and time to market and finance growth before it will achieve enough customers to generate profits. Thus, the ratings will tolerate some temporary escalation in leverage during this period. Ratings may be downgraded further if DISH engages in more pure debt-financed acquisitions and spectrum license purchases or debt-only financed build-out of the network which increases leverage and start-up costs such that consolidated leverage is sustained over 6.0x (including Moody's adjustments) after the company reaches the requisite FCC-mandated build-out coverage requirements. For DBS, ratings could face a downgrade if leverage is sustained above 4.0x after considering a debt offset for the intercompany loan from DISH; if subscriber losses decline at a faster pace than historical trends; or if liquidity becomes constrained. DISH operates a wireless business segment, making the company the fourth U.S. national carrier. DISH's wireless segment operates in two business units, Retail Wireless and 5G Network Deployment. DISH's consolidated revenue for LTM June 30, 2022 was roughly $17.5 billion. DBS is a wholly owned subsidiary of DISH and is a direct broadcast satellite pay-TV provider, as well as an internet pay-TV provider through its SLING TV business, with a total of approximately 9.5 million subscribers as of June 30, 2022. The principal methodology used in these ratings was Pay TV published in October 2021. E QUALCOM CORP: Unsecureds Will Get 5% of Claims in 60 Months ------------------------------------------------------------- E Qualcom, Corp., filed with the U.S. Bankruptcy Court for the Southern District of Florida a Plan of Reorganization dated October 31, 2022. The Debtor provides telecommunication equipment, IP-PBX and VoIP. It also provides engineering services oriented to solar power, renewable sources of energy, design and re-engineering for solar farms, including industrial and low scale projects. The location of debtor's operations and business premises is 1960 North Commerce Parkway, Suite 3, Weston, FL 33326 (the Property). E Qualcom owns and operates the warehouse Property in which the business and the company servers are housed. It also rents out two warehouse bays. When the Covid-19 Pandemic began E Qualcom lost one tenant. As a result it began making reduced payments on its mortgage. While E Qualcom was under the impression that this was by agreement, the lenders, without notice to E Qualcom, initiated a mortgage foreclosure action. E Qualcom was never served with the foreclosure lawsuit, but the lenders were able to obtain a Final Judgment of Foreclosure, prompting this Chapter 11 bankruptcy action. This Plan of Reorganization proposes to pay creditors of the Debtor from cash flow from operations and from rental income. The President of the Debtor, Luis Navia, has agreed to forego salary during the term of the Plan, with the Debtor paying his car expenses and insurance. Further, Mr. Navia shall personally guaranty $60,000.00 in funds needed by the Debtor for cash flow or to make any Plan payments that the Debtor is unable to timely pay. This personal guaranty will assure the creditors of the feasibility of the Plan through a significant initial period of the Plan. This is not a guaranty of any creditor claim or any obligations for fees or costs of any creditor. It is limited to a guaranty of the Debtor's obligation to make payments under this Plan of Reorganization. This Plan provides for two classes of secured claims; one class of unsecured claims; and one class of equity security holders. Unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 5 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. All such claims will be paid on the effective date of this Plan with respect to any such claim unless the claimant agrees otherwise. Class 1 consists of the Secured Claim of Eric and Barbara Castro. The Secured portion of the Castros' claim, estimated to be $750,000.00, will be paid in 60 equal monthly payments based on a 25 year amortization at the note rate, with a balloon payment in month 61. The remaining portion of the Castros' claim will be included in Class 3 General Unsecured Creditors. Class 2 consists of the Secured Claim of Global Commerce Center. The Debtor is current on its post-petition obligations to Global Commerce Center and will continue to make those payments in a timely manner. The pre-petition claim shall be included as part of Class 3 General Unsecured Creditors. Class 3 consists of General Unsecured Creditors. All unsecured claims allowed under §502 of the Code will be paid 5% of the allowed claim in 60 equal monthly payments with no interest beginning 30 days after the effective date of the Plan, or the date on which such claim is allowed by a final non appealable order. The allowed unsecured claims total $1,165,878. Class 4 consists of Equity Security Holders of the Debtor. The shareholders of the Debtor shall retain their interests in the Debtor property of the estate. The payments required under the Plan will be made from the Debtor's business operations and rental income, supported by a personal guaranty from the Principal, Luis Navia. A full-text copy of the Plan of Reorganization dated October 31, 2022, is available at https://bit.ly/3t2zCtl from PacerMonitor.com at no charge. Attorney for Debtor: David W. Langley, Esq. 8551 W. Sunrise Boulevard, Suite 303 Plantation, FL 33322 Tel: (954) 356-0450 Fax: (954) 356-0451 Email: dave@flalawyer.com About E Qualcom, Corp. E Qualcom, Corp. filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-15957) on August 1, 2022. In the petition filed by Luis Navia, as officer, the Debtor reported assets between $1 million and $10 million and liabilities between $1 million and $10 million. Aleida Martinez-Molina has been appointed as Subchapter V trustee. David W. Langley, Attorney At Law is the Debtor's counsel. EAST COAST DIESEL: Wins Cash Collateral Access Thru Nov 17 ---------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of North Carolina, Durham Division, authorized East Coast Diesel, LLC to use cash collateral on an interim basis in accordance with the budget, with a 10% variance, through November 17, 2022. The Debtor requires the use of cash collateral pay on-going costs of operating the business and insuring, preserving, repairing, and protecting all its tangible assets. In December 2018, the Debtor obtained a loan with North State Bank in excess of $1,000,000. As security for the Loan, the Debtor executed a promissory note in favor of North State Bank covering all of the Debtor's tangible and intangible personal property and real property at 2209 Dominion Street, Durham, NC. As of the Petition Date, the aggregate amount outstanding to North State Bank on the North State Bank Loan is approximately $1,128,528. In July 2019, the Debtor obtained a $150,000 loan with First Bank. As security for the Loan, the Debtor executed a promissory note in favor of First Bank covering all of the Debtor's tangible and intangible personal property. As of the Petition Date, the aggregate amount outstanding to First Bank on the Loan is approximately $150,000. In December 2020, the Debtor obtained a $150,000 EIDL loan with the U.S. Small Business Administration. As security for the SBA Loan, the Debtor executed a promissory note in favor of the SBA covering all of the Debtor's tangible and intangible personal property. As of the Petition Date, the aggregate amount owed to the SBA on the Loan is approximately $150,000. In June 2021, the Debtor obtained a $150,000 loan with Thread Capital, LLC. As security for the Loan, the Debtor executed a promissory note in favor of Thread Capital covering all of the Debtor's tangible and intangible personal property. As of the Petition Date, the aggregate amount owed to Thread Capital on the Loan is approximately $150,000. In October 2021, the Debtor obtained a $480,000 loan with NFS Leasing, LLC. As security for the Loan, the Debtor executed a promissory note in favor of NFS Leasing covering all of the Debtor's tangible and intangible personal property. As of the Petition Date, the aggregate amount owed to NFS Leasing on the loan is approximately $480,000. On December 7, 2021, the North Carolina Department of Revenue filed a tax lien in Durham County, NC, in the amount of $107,965. As of the Petition Date, the aggregate amount owed to the NC Department of Revenue is approximately $107,965. In February 2022, the Debtor obtained a $220,000 loan with IOU Financial, LLC. As security for the Loan, the Debtor executed a promissory note in favor of IOU Financial covering all of the Debtor's tangible and intangible personal property. As of the Petition Date, the aggregate amount owed to IOU Financial on the loan is approximately $220,000. On September 7, 2022, the North Carolina Department of Revenue filed a tax lien in Durham County, NC, in the amount of $175,576.31. The Debtor has agreed to provide the Secured Creditors with adequate protection for the use of its cash collateral by: a. limiting the use of cash collateral as generally projected in the proposed budget and as set forth in the proposed Interim Order, or as may otherwise be approved by the Court after further notice and hearing; b. providing North State Bank with a continuing post-petition lien and security interest in all property and categories of property of the Debtor in which and of the same priority as North State Bank held a similar, unavoidable lien as of the Petition Date, and the proceeds thereof, whether acquired pre-petition or post-petition, equivalent to a lien granted under sections 364(c)(2) and (3) of the Bankruptcy Code, but only to the extent of any diminution in the value of the North State Bank Collateral from and after the Petition Date. c. to the extent that the proposed protections fail to adequately protect North State Bank's interest in the cash collateral, providing North State Bank an allowed priority claim under Section 507(b) of the Bankruptcy Code to the extent of any diminution in value of the cash collateral from and after the Petition Date; and d. providing the Secured Creditors, the Bankruptcy Administrator, and any subsequently appointed Committee (i) evidence of adequate insurance in effect with respect to all insurable property of the estate, and (ii) budget to actual reports on a monthly basis by the 20th day of the following month, with the first report due by November 20, 2022, and (iii) other financial reports as may be reasonably requested from the Debtor by such parties. A further hearing on the matter is set for November 17 at 9:30 a.m. A copy of the Debtor's motion and budget for the period from November 1 to 17, 2022, is available at https://bit.ly/3FI0Fla from PacerMonitor.com. The Debtor projects $107,828 in total available cash and $88,906 in total expenses. About East Coast Diesel, LLC East Coast Diesel, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D.N.C. Case No. 22-80197) on October 12, 2022. In the petition signed by Robert Michael, member-manager, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Lena Mansori James oversees the case. Travis Sasser, Esq., at Sasser Law Firm, is the Debtor's counsel. EMERA INC: Moody's Affirms Ba2 Rating on Subordinated Regular Bond ------------------------------------------------------------------ Moody's Investors Service affirmed the ratings of Emera Inc. (Emera), including its Baa3 senior unsecured and Issuer Rating and Ba2 subordinated debt rating, and Emera US Finance LP's guaranteed Baa3 senior unsecured rating. Moody's also affirmed the ratings of Tampa Electric Company (Tampa Electric), including its A3 senior unsecured and Issuer Rating and P-2 short-term rating for commercial paper, and the Baa1 senior unsecured bank credit facility rating of TECO Finance, Inc. (TECO Finance). The rating outlooks for each company have been changed to negative from stable. RATINGS RATIONALE "Emera's negative outlook is driven by its weak financial profile and the high execution risk associated with improving its financial metrics considering increasingly challenging market conditions for the company" said Yulia Rakityanskaya, Moody's analyst. As a result, Moody's expect financial ratios to remain among the lowest in the North American regulated utility universe, including its ratio of cash flow from operations before changes in working capital (CFO pre-W/C) to debt below 12% in 2023. The combination of elevated under-recovered fuel balances from higher natural gas prices, rising debt to fund sizable infrastructure investments in a higher interest rate environment, political interference in the regulatory process in Nova Scotia, and incremental restoration costs from hurricanes that hit Emera's service territories in September 2022 are pressuring the entire organization's credit profile. The change in Tampa Electric's outlook to negative from stable reflects the weak credit profile of Emera, the prospect that the parent company could fall out of investment grade, and the potential that Emera will need to incrementally rely on Tampa Electric more to support parent debt and dividend obligations. The high debt load in particular puts financial pressure on all of Emera's subsidiaries, most notably Tampa Electric, and is likely to lead to a lower rating at the utility if Emera is downgraded. While Tampa Electric continues to benefit from a recent, credit supportive rate case outcome in Florida, which includes multi-year rate increases, and exhibits strong financial metrics, its rating is constrained by its ownership by Emera. The negative outlook on Emera reflects the escalating political contentiousness in Nova Scotia following proposed legislation that, if approved, would limit non-fuel rate increase for Emera subsidiary Nova Scotia Power Inc. (NSPI, unrated) to 1.8% over the next two years and result in lower incremental cash flow from its pending rate case. While the proposed legislation doesn't introduce a cap on fuel costs, Moody's expect that a delay in the recovery of NSPI's fuel costs will put more stress on Emera's financial metrics. While NSPI represents only about 15% of Emera's earnings, which will limit the negative impact from the proposed legislation, Emera has consistently operated with little to no financial flexibility to withstand such adverse events. Emera's financial metrics have been consistently weak for its Baa3 rating, often falling below Moody's expectations. Most recently, for the 12-months ended June 30, 2022, for example, Emera's ratio of CFO pre-W/C to debt was 8.4%, well below the 12% financial metric threshold that Moody's have indicated could lead to a downgrade, and among the lowest in the North American regulated utility universe. Metrics have been negatively affected by the recent increase in natural gas prices and the resulting higher under-recovered fuel costs at Tampa Electric as well. Pro forma for fuel costs that Moody's expect to be recovered in the near term, Moody's estimate that Emera's ratio of CFO pre-W/C to debt for the 12-months ended June 30, 2022 would be about 10.5%, still insufficient to support the current rating. Although Emera maintains a relatively low risk business profile and modest geographic and regulatory diversity, with regulated subsidiaries accounting for 95% of consolidated cash flow, these factors may no longer be sufficient to offset the high debt load and persistent financial metric underperformance in an increasingly challenging market environment for utilities. Emera has a significant level of holding company debt as a percentage of total consolidated debt of about 41% as of June 30, 2022 which continues to adversely impact its financial profile, as well as that of its subsidiaries. TECO Energy Inc.'s (TECO Energy, unrated) credit profile is primarily driven by the strong credit quality of Tampa Electric. TECO Finance, Inc.'s (TECO Finance) senior unsecured bank credit facility rating is driven by the credit profile of parent TECO Energy, an intermediate holding company of Emera. TECO Energy explicitly guarantees TECO Finance's $400 million revolving credit facility expiring in December 2026. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Factors that could lead to an upgrade A rating upgrade of Emera's ratings is unlikely given the negative outlook. However, the outlook could be revised to stable if Emera reduces parent company debt levels, recovers elevated fuel costs on a timely basis, and improves cash flow such that its ratio of CFO pre-W/C to debt is sustained above 12%. A rating upgrade of Tampa Electric and TECO Finance's ratings is unlikely in the foreseeable future given the negative outlook on the parent company's ratings. Their ratings could be upgraded if Emera is upgraded, the Florida regulatory framework continues to be highly credit supportive and if Tampa Electric and TECO Energy's key financial metrics improve such that Tampa Electric's CFO pre-W/C to debt is sustained above 22% and TECO Energy's ratio of CFO pre-W/C to debt above 20%. Factors that could lead to a downgrade Emera could be downgraded if parent debt levels remain elevated, material additional parent debt is issued at higher interest rates, natural gas prices remain high and are not recovered on a timely basis, the political and regulatory environment for NSPI deteriorates further, its business risk profile increases through investments in non-regulated activities or if its credit metrics and associated financial flexibility do not improve such that its CFO pre-W/C to debt ratio remains below 12%. Tampa Electric and TECO Finance could be downgraded if Emera is downgraded, due to association with a weaker and speculative grade rated parent. A downgrade could also be considered if Florida's regulatory or political framework becomes less credit supportive such that there are delays in the recovery of prudently incurred costs and investments and if there is a sustained deterioration in their financial profiles such that TECO Energy's ratio of CFO pre-W/C to debt declines below 17% or Tampa Electric's ratio of CFO pre-W/C to debt declines below 19%. Headquartered in Halifax, Nova Scotia, Emera Inc. is a diversified utility and energy services holding company. As of June 30, 2022, Emera reported CAD36.2 billion in assets and CAD6.4 billion in revenues with over 95% of cash flow from rate-regulated businesses. Emera's largest subsidiary, TECO Energy is the intermediate parent holding company of Tampa Electric and NMGC, a natural gas local distribution company serving residential customers in New Mexico. Tampa Electric provides retail electric service in West Central Florida and natural gas distribution services in Florida's major metropolitan areas through its affiliate, Peoples Gas System (PGS, unrated). Emera also owns NSPI, a regulated vertically integrated electric utility in Nova Scotia; utilities in the Caribbean Islands as well as gas distribution pipelines, transmission lines and various assets in Canada. Affirmations: Issuer: Emera Inc. Issuer Rating, Affirmed Baa3 Subordinate Regular Bond/Debenture, Affirmed Ba2 Senior Unsecured Regular Bond/Debenture, Affirmed Baa3 Issuer: Emera US Finance LP GTD Senior Unsecured Regular Bond/Debenture, Affirmed Baa3 Issuer: Tampa Electric Company Issuer Rating, Affirmed A3 Senior Unsecured Bank Credit Facility, Affirmed A3 Senior Unsecured Commercial Paper, Affirmed P-2 Senior Unsecured Regular Bond/Debenture, Affirmed A3 Issuer: TECO Finance, Inc. GTD Senior Unsecured Bank Credit Facility, Affirmed Baa1 Outlook Actions: Issuer: Emera Inc. Outlook, Changed To Negative From Stable Issuer: Emera US Finance LP Outlook, Changed To Negative From Stable Issuer: Tampa Electric Company Outlook, Changed To Negative From Stable Issuer: TECO Finance, Inc. Outlook, Changed To Negative From Stable The principal methodology used in these ratings was Regulated Electric and Gas Utilities published in June 2017. EMMANUEL HEALTH: May Use $77,000 of Cash Collateral --------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, authorized Emmanuel Health Homecare, Inc. to use $77,000 of cash collateral on an interim basis pending the final hearing, to pay payroll, office and administrative expenses, and insurance. The Court said any liens of the United States or Ace Funding Source, LLC will attach to property acquired after the petition date in the same extent, validity, and priority, as existed on the petition date. The final hearing on the matter is set for November 15, 2022 at 2:30 p.m. A copy of the order and the Debtor's is available at https://bit.ly/3h3SwgG from PacerMonitor.com. The Debtor projects $206,531 in gross income and $152,389 in total expenses for 30 days. About Emmanuel Health Home Care Emmanuel Health Homecare, Inc., is a home health care services provider in Houston, Texas. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-33207) on October 28, 2022. In the petition filed by Joyce Jones, chief executive officer, the Debtor disclosed up to $100,000 in assets and up to $500,000 in liabilities. Margaret M. McClure, Esq., at Law Office of Margaret M. McClure, is the Debtor's counsel. ENDO INTERNATIONAL: Committee Taps Berkeley as Financial Advisor ---------------------------------------------------------------- The official committee of unsecured creditors of Endo International plc and its subsidiaries seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Berkeley Research Group, LLC as its financial advisor. The committee requires a financial advisor to: a) advise and assist in its analysis and monitoring of the historical, current and projected financial affairs of the Debtors, including, schedules of assets and liabilities and statement of financial affairs; b) develop and issue periodic monitoring reports to enable the committee to evaluate effectively the Debtors' performance relative to projections and any relevant operational issues, including liquidity, the sale process, and subsequent winddown activities on an ongoing basis; c) advise and assist the committee with respect to any debtor-in-possession financing arrangements or use of cash collateral including evaluation of asserted liens thereon; d) scrutinize cash disbursements on an on-going basis for the period subsequent to the commencement of the Debtors' Chapter 11 cases; e) evaluate relief requested in cash management motion, including proper controls related to and financial transparency into intercompany and related party transactions; f) evaluate the Debtors' business plan and pharmaceutical product forecasts, including the impact of industry trends, customer programs, and their impact to actual and forecasted financial results; g) identify and asses the value of unencumbered assets; h) analyze both historical and ongoing intercompany or related party transactions or material unusual transactions of the Debtors and international non-debtor affiliates; i) advise and assist the committee in reviewing and evaluating any court motions (including any assumption or rejection motions or objections thereto), applications, or other forms of relief filed or to be filed by the Debtors, or any other parties-in-interest; j) analyze the Debtors' and non-debtor affiliates' assets (tangible and intangible) and possible recoveries to creditor constituencies under various scenarios; k) develop strategies to maximize recoveries from the Debtors' assets and advise and assist the committee with such strategies; l) develop recovery models for use by the unsecured creditors in concert with the committee's other professionals; m) as appropriate and in concert with the committee's other professionals, analyze and monitor any sale processes and transactions and assess the reasonableness of the process and the consideration received; n) assist with the development and review of a cost/benefit analysis with respect to the assumption or rejection of various executory contracts and leases; o) analyze guarantees and claims by entity, including preparing related summaries; p) review and provide analysis of any bankruptcy plan and disclosure statement relating to the Debtors including, if applicable, the development and analysis of any bankruptcy plans proposed by the committee to assess if they can be achieved; q) advise and assist the committee in its assessment of the Debtors' employee needs and related costs, to ensure they are appropriate in the context of these cases; r) attend committee meetings, court hearings, and auctions as may be required; s) work with the Debtors' tax advisors to ensure that any restructuring or sale transaction is structured to minimize tax liabilities to the estate as well as assist with the review of any tax issues associated with, for example, claims/stock trading, preservation of net operating losses, and refunds from any plan of reorganization or asset sales; t) provide other financial advisory services. The standard hourly rates for Berkeley personnel are as follows: Managing Directors $860 - $1,195 per hour Associate Directors & Directors $565 - $950 per hour Professional Staff $275 - $745 per hour Support Staff $195 - $300 per hour Christopher Kearns $1,195 per hour David Galfus $1,150 per hour Edward Buthusiem $975 per hour Ron Zaidman $925 per hour David Galfus, a managing director at Berkeley, 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: David E. Galfus Berkeley Research Group, LLC 250 Pehle Avenue, Suite 301 Saddle Brook, NJ 07663 Phone: 201-587-7100 FAX: 201-587-7102 Email: dgalfus@thinkbrg.com About Endo International Endo International plc is a generics and branded pharmaceutical company. It develops, manufactures, and sells branded and generic products to customers in a wide range of medical fields, including endocrinology, orthopedics, urology, oncology, neurology, and other specialty areas. On the Web: http://www.endo.com/ On August 16, 2022, Endo International and certain of its subsidiaries initiated voluntary prearranged Chapter 11 proceedings (Bankr. S.D.N.Y. Lead Case No. 22-22549). The Company's cases are pending before the Honorable James L. Garrity, Jr. The Company has put up a Web site dedicated to its restructuring: http://www.endotomorrow.com/ The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP as legal counsel; PJT Partners LP as investment banker; and Alvarez & Marsal as financial advisor. Kroll is the claims agent. Roger Frankel, the legal representative for future claimants in these Chapter 11 cases, tapped Frankel Wyron LLP and Young Conaway Stargatt & Taylor, LLP as legal counsels, and Ducera Partners, LLC as investment banker. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors on Sept. 2, 2022. The committee tapped Kramer Levin Naftalis & Frankel as legal counsel; Lazard Freres & Co. LLC as investment banker; and Dundon Advisers, LLC and Berkeley Research Group, LLC as financial advisors. ENDO INTERNATIONAL: Committee Taps Lazard as Investment Banker -------------------------------------------------------------- The official committee of unsecured creditors of Endo International plc and its subsidiaries seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Lazard Freres & Co., LLC as its investment banker. The committee requires an investment banker to: a. review and analyze the business, operations, liquidity, assets and liabilities, financial condition and prospects of the Debtors; b. review, analyze, monitor and advise the committee with respect to a sale process of all or a portion of the Debtors' assets or securities; c. review and analyze the Debtors' business plan, financial projections and forecasts; d. evaluate the Debtors' debt capacity in light of their projected cash flows; e. review and provide an analysis of any proposed capital structure for the Debtors; f. review and provide an analysis of any valuation of the Debtors or their assets; g. advise and attend meetings of the committee as well as meetings with the Debtors or other third parties as appropriate; h. advise and assist the committee in evaluating the financial aspects of any potential financing by the Debtors; i. review, analyze and advise the committee with respect to the existing debt structures of the Debtors, and potential refinancing alternatives for existing debt; j. advise and assist the Committee in evaluating the financial aspects of any potential debtor-in-possession loans or other financing by the Debtors; k. advise and assist the committee in analyzing strategic alternatives potentially available to the Debtors; l. review and provide an analysis of any restructuring plan proposed by any party; m. review and provide an analysis of any new securities, other consideration or other inducements to be offered or issued under a Chapter 11 plan or otherwise; n. advise the committee on tactics and strategies or participate in negotiations with the Debtors and other stakeholders; o. provide testimony and expert reports, as necessary, with respect to matters on which Lazard has been engaged to advise the committee in any proceeding before the bankruptcy court; p. review and evaluate any bids or offers for the purchase of all or a portion of the Debtors' assets or securities; and q. provide the committee with other financial restructuring services. The firm will be paid as follows: a. Monthly Fee: The Debtors shall pay Lazard a monthly fee of $200,000 for each month of the firm's engagement, payable in accordance with any applicable orders of the bankruptcy court. The monthly fee for September 2022 shall be payable prorated such that Lazard will not be paid for the first 13 days of the month. Fifty percent of all monthly fees paid to Lazard in respect of any month following the 12th month of the engagement of Lazard by the committee shall be credited (without duplication) against the restructuring fee; provided however that such credits shall not exceed $1 million in the aggregate. b. Restructuring Fee: The Debtors shall pay Lazard a fee, payable upon consummation of any restructuring, of $7.5 million, in accordance with the bankruptcy court's orders. c. Contingent Fee: In addition to the monthly fee and the restructuring fee, the Debtors shall pay a fee, payable upon consummation of any restructuring that is ultimately supported or not objected to by the committee, of $2 million. David Kurtz, vice chairman of Lazard, 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: David Kurtz Lazard Freres & Co., LLC 30 Rockefeller Plaza New York, NY 10112 Telephone: (212) 632-6000 Email: david.kurtz@lazard.com About Endo International Endo International plc is a generics and branded pharmaceutical company. It develops, manufactures, and sells branded and generic products to customers in a wide range of medical fields, including endocrinology, orthopedics, urology, oncology, neurology, and other specialty areas. On the Web: http://www.endo.com/ On August 16, 2022, Endo International and certain of its subsidiaries initiated voluntary prearranged Chapter 11 proceedings (Bankr. S.D.N.Y. Lead Case No. 22-22549). The Company's cases are pending before the Honorable James L. Garrity, Jr. The Company has put up a Web site dedicated to its restructuring: http://www.endotomorrow.com/ The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP as legal counsel; PJT Partners LP as investment banker; and Alvarez & Marsal as financial advisor. Kroll is the claims agent. Roger Frankel, the legal representative for future claimants in these Chapter 11 cases, tapped Frankel Wyron LLP and Young Conaway Stargatt & Taylor, LLP as legal counsels, and Ducera Partners, LLC as investment banker. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors on Sept. 2, 2022. The committee tapped Kramer Levin Naftalis & Frankel as legal counsel; Lazard Freres & Co. LLC as investment banker; and Dundon Advisers, LLC and Berkeley Research Group, LLC as financial advisors. ENDO INTERNATIONAL: Pillsbury Update on Endo Executive Committee ---------------------------------------------------------------- Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure, the law firm of Pillsbury Winthrop Shaw Pittman LLP submitted an amended verified statement to disclose an updated list of Multi-State Endo Executive Committee that it is representing in the Chapter 11 cases of Endo International PLC, et al. The following state that has indicated its support for the settlement between the Endo EC, the Debtors' first lien secured lenders, and the Debtors: Ohio Office of Ohio AG Dave Yost 30 E. Broad St., 17th Floor Columbus, Ohio 43215 Attn: Jonathan D. Blanton * Unsecured; Unliquidated Claim; Police Power Actions Pillsbury reserves the right to amend and/or supplement the Statement in accordance with Bankruptcy Rule 2019. Counsel to the Multi-State Endo Executive Committee can be reached at: PILLSBURY WINTHROP SHAW PITTMAN LLP Andrew M. Troop, Esq. Hugh M. McDonald, Esq. Andrew V. Alfano, Esq. 31 West 52nd Street New York, NY 10019 Telephone: (212) 858-1000 E-mail: andrew.troop@pillsburylaw.com hugh.mcdonald@pillsburylaw.com andrew.alfano@pillsburylaw.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://bit.ly/3U65pph About Endo International Endo International plc is a generics and branded pharmaceutical company. It develops, manufactures, and sells branded and generic products to customers in a wide range of medical fields, including endocrinology, orthopedics, urology, oncology, neurology, and other specialty areas. On the Web: http://www.endo.com/ On August 16, 2022, Endo International and certain of its subsidiaries initiated voluntary prearranged Chapter 11 proceedings (Bankr. S.D.N.Y. Lead Case No. 22-22549). The Company's cases are pending before the Honorable James L. Garrity, Jr. The Company has put up a Web site dedicated to its restructuring: http://www.endotomorrow.com/ The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP as legal counsel; PJT Partners LP as investment banker; and Alvarez & Marsal as financial advisor. Kroll is the claims agent. Roger Frankel, the legal representative for future claimants in the Chapter 11 cases, tapped Frankel Wyron LLP and Young Conaway Stargatt & Taylor, LLP as counsel and Ducera Partners LLC as investment banker. ERIN INDUSTRIES: Court OKs Cash Collateral Access ------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Michigan, Southern Division, authorized Erin Industries, Inc. to use cash collateral in accordance with the budget, on a final basis. The Debtor requires the use of cash collateral to finance its operations, maintain business relationships, pay its employees, protect the value of its assets, and finance its operations. As of the Petition Date, the Debtor had outstanding secured debt to the lenders pursuant to a Revolving Credit Note dated December 21, 2018, as well as all collateral documents between Flagstar Bank FSB and the Debtor related to the Note, by and among the Debtor and Flagstar. As of September 19, 2022, the aggregate outstanding amount owed by the Debtor under the Prepetition Credit Documents consisted of revolving credit loans in the outstanding principal amount of $593,588. The Debtor granted first-priority security interests in and liens on substantially all personal and real property of the Debtor. The Debtor asserts the Prepetition Secured Creditor is oversecured and that the value of the Prepetition Secured Creditor's interest in cash collateral includes accounts receivable of approximately $1.7 million, and inventory of approximately $2.5 million, not including other assets that secure the Prepetition Secured Creditor's claim. The Prepetition Secured Creditor will continue to receive adequate protection in the form of weekly payments of $10,000 commencing September 30, 2022, plus any fees, expenses, costs and indemnities allowed under the Prepetition Credit Documents, including all fees set forth in any fee letter, and reasonable attorneys' fees and expenses, including those of Warner Norcross + Judd LLP, as counsel to the Prepetition Lender, and payments required under the Final Order towards the Prepetition Obligations from the proceeds of Prepetition Collateral. The Prepetition Lender is granted valid and perfected replacement liens to the same extent and validity as those liens existed prepetition, including proceeds, products, offspring, or profits of such property in the event of a diminution of the Prepetition Collateral and the foregoing. The Adequate Protection Liens are valid, binding enforceable and fully perfected as of the date hereof with the same priority as the Prepetition Lender's existing liens. A copy of the final order is available at https://bit.ly/3zH0dzG from PacerMonitor.com. About Erin Industries, Inc. Erin Industries, Inc. is a family-owned business engaged in the prototyping, production and assembly of tube bending, bracket fabrication and tube assemblies. Erin serves customers in the automotive industry, aerospace, defense, amusement industry and building trades. In the automotive industry, while Erin Industries has, at times, supplied directly to original equipment manufacturers, it has more commonly acted as a Tier 2 supplier. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 22-47354) on September 20, 2022. In the petition signed by Steven Atwell, president, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Thomas J. Tucker oversees the case. Max J. Newman, Esq., at Butzel Long, a professional corporation, is the Debtor's counsel. ESCALON MEDICAL: Hires Marcum LLP as New Auditor ------------------------------------------------ Based on information provided by Friedman LLP, the independent registered public accounting firm of Escalon Medical Corp., effective Sept. 1, 2022, Friedman combined with Marcum LLP but continued to operate as an independent registered public accounting firm. On Oct. 28, 2022, the Company's Board of Directors (i) dismissed Friedman and (ii) engaged Marcum to serve as the independent registered public accounting firm of the Company and to provide to the Company the services previously provided to the Company by Friedman. Neither of Friedman's reports on the financial statements of the Registrant for either of the past two fiscal years ended June 30, 2021 and June 30, 2022 contained an adverse opinion or a disclaimer of opinion, or was qualified or modified as to audit scope or accounting principles. However, Friedman indicated in its reports on the financial statements of the Company for the fiscal years ended June 30, 2021 and June 30, 2022 that the Company's significant accumulated deficit and recurring losses from operations and negative cash flows from operating activities in such fiscal years and prior years raised substantial doubt about the Company's ability to continue as a going concern. The Company stated that during its two most recent fiscal years ended June 30, 2021 and June 30, 2022, and the subsequent interim period through Oct. 28, 2022, there were (i) no disagreements with Friedman on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Friedman, would have caused it to make reference to the subject matter of the disagreements in connection with its report, and (ii) no reportable events (as defined in Item 304(a)(1)(v) of Regulation S-K). The Company added that during its two most recent fiscal years ended, respectively, June 30, 2021 and June 30, 2022, and the subsequent interim period through Oct. 28, 2022, neither the Company nor anyone on its behalf has consulted with Marcum with respect to either (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company's consolidated financial statements, and neither a written report nor oral advice was provided to the Company that Marcum concluded was an important factor considered by the Registrant in reaching a decision as to any accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K) or a reportable event (as defined in Item 304(a)(1)(v) of Regulation S-K). About Escalon Headquartered in Wayne, Pennsylvania, Escalon Medical Corp. operates in the healthcare market, specializing in the development, manufacture, marketing and distribution of medical devices for ophthalmic applications. Marlton, New Jersey-based Friedman LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated Sept. 28, 2022, citing that the Company's significant accumulated deficit and recurring losses from operations and negative cash flows from operating activities in the current year and prior years raise substantial doubt about the Company's ability to continue as a going concern. EXACTECH INC: Moody's Lowers CFR to 'Caa2', Outlook Stable ---------------------------------------------------------- Moody's Investors Service downgraded Exactech, Inc.'s Corporate Family Rating to Caa2 from B3 and its Probability of Default Rating to Caa2-PD from B3-PD. Moody's also downgraded the company's first lien credit facility ratings to Caa2 from B3. The outlook remains stable. The downgrade of Exactech's ratings reflects Moody's expectation of continued cash burn in the next few quarters, weak liquidity and the company's very high financial leverage. Moody's notes that the company consistently spends more on capital expenditures than internally generated cash, resulting in negative free cash flow. With sustained negative free cash flow, the company has been forced to rely on external alternate funding sources (revolver and sale-leaseback transaction) to support its operations. The company's debt/EBITDA spiked to approximately 14.5 times (excluding the impact of foreign currency depreciation and select other non-recurring expenses) at the end of June 2022 from low-6.0 times a year ago. While a large part of the leverage spike was due to the expenses related to the company's polybag recall, Moody's expects the company's financial leverage will nevertheless remain very high in the 6.5-7.5 times range even after the polybag recall expenses decline substantially. Given all of these factors, the downgrade reflects the risk that the company will pursue a transaction that Moody's considers to be a distressed exchange and hence a default under Moody's definition. Governance risk considerations are material to the rating action. The company has employed an aggressive financial policy and the management's track record of generating return on its substantial capital investments is weak. Rating Actions: Downgrades: Issuer: Exactech, Inc. Corporate Family Rating, Downgraded to Caa2 from B3 Probability of Default Rating, Downgraded to Caa2-PD from B3-PD Senior Secured 1st Lien Bank Credit Facilities, Downgraded to Caa2 (LGD3) from B3 (LGD3) Outlook Actions: Issuer: Exactech, Inc. Outlook, Remains Stable RATINGS RATIONALE Exactech's Caa2 Corporate Family Rating reflects its moderate scale, very high financial leverage and an expectation of negative free cash flow over the next few quarters. Moody's expects the company's financial leverage to remain in the 6.5-7.5 times range in the next 12-18 months. The rating is also constrained by high capital expenditures (compared to the company's scale) and high product concentration, as a few key products account for the majority of revenues. Exactech competes with other large investment-grade orthopedic companies that are materially larger in scale. The company's overall credit profile benefits from solid growth trends in its extremities business, a fast-growing segment of the overall orthopedic market. The stable outlook reflects Moody's expectation that the company's growth-oriented capital expenditures will remain high in the next 1-2 years, constraining free cash flow and deleveraging. Moody's expects Exactech's liquidity to remain weak. The company had $37 million in cash at the end of June 30, 2022 after utilizing $16.7 million from its $50 million revolver. Moody's estimates that the company will burn -$10-$12 million cash in the second half of 2022 ($50-$55 million total in 2022). The company's term loan has approximately $2.7 million in mandatory annual amortization. The company does not have a material cushion in terms of alternate sources of liquidity after it monetized land and building at its Gainesville location for $75 million under a sale-leaseback transaction. Exactech's $50 million revolving credit facility and $270 million are secured by a first lien on substantially all of the company's domestic assets. The revolving credit facility and term loan rating are rated Caa2 (LGD3), the same as the Caa2 Corporate Family Rating, as they represent the preponderance of debt in the capital structure. Social and governance considerations are material to the company's rating. Exactech's ESG credit impact score is very highly negative (CIS-5), previously (CIS-4), reflecting very aggressive financial strategy and weak management track record in executing the growth strategy. The company also has highly negative exposure to responsible production with the recent history of a product recall. Exactech has very highly negative credit exposure to governance considerations (G-5), previously (G-4). The company's governance risks reflect its aggressive financial strategy and risk management and weak execution. The company has historically spent high amounts on capital expenditure in relation to the company's scale. This strategy has constrained the company's free cash flow. Exactech's highly negative credit risk exposure to social considerations (S-4), mainly reflects risks associated with responsible production. The company is facing a product recall which has cost the company materially. The majority of the company's products are subject to regulation. Many of the company's orthopedic products are implanted inside the human body and are exposed to severe regulatory actions or product liability litigations. Moreover, the company's orthopedic business relies heavily on the elderly population, insured by government payors, which exposes the company to demographic and social trends. The near-term risks to the pricing of the company's products are manageable, but rising pressures may evolve over a longer period as healthcare costs continue to rise as a portion of global GDP. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be downgraded if the company's liquidity profile erodes or if Moody's expects that the probability of default has increased. Ratings could be upgraded if Exactech generates consistent positive free cash flow, improves liquidity and if Moody's expects that the probability of default has decreased. Headquartered in Gainesville, Florida, Exactech, Inc. develops and markets a range of orthopedic implant devices, related surgical instruments and biologic materials and services. It operates in the United States and more than 35 markets in the rest of the world. Revenues are approximately $305 million. The company is privately held and is owned by management and affiliates of TPG Capital, LLC. The principal methodology used in these ratings was Medical Products and Devices published in October 2021. EYE INNOVATIONS: Unsecureds' Recovery Lowered to 4% to 4.5% in Plan ------------------------------------------------------------------- Eye Innovations, LLC, submitted a Third Amended Plan of Reorganization for Small Business under Subchapter V dated October 31, 2022. This Plan of Reorganization proposes to pay creditors of the Debtor from future income and the collection of outstanding pre-petition accounts receivable. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of $7,500 (increasing) quarterly at the commencement of the repayment period, with projections of business (and inflationary) growth into the future that will be substantial enough to pay the graduated repayment plan payments. The final Plan payment is expected to be paid approximately 5 years and two months after the Plan is confirmed. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 5 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. The Plan provides for payment of administrative costs projected at approximately $45,000. The Plan provides for payment to priority unsecured claims projected at approximately $77,843.34, a 100% distribution. The Plan provides for payment to general unsecured claims projected as $18,500, which is approximately a 4.0% to 4.5% distribution. The Debtor shall fund this plan from post-petition business operations. The Debtor projects that total plan funding of $176,000 will be required in order to fully fund the Plan. A full-text copy of the Third Amended Plan dated October 31, 2022, is available at https://bit.ly/3G4kHGX from PacerMonitor.com at no charge. Debtor's Counsel: Daniel L. Reinganum, Esq. McDowell Law, PC 46 West Main Street Maple Shade, NJ 08052 Phone: 856-482-5544 Fax: 856-482-5511 Email: DanielR@McDowellLegal.com About Eye Innovations Eye Innovations, LLC -- http://www.eyeinnovations.net/-- is an eye care center in Drexel Hill, Pa., that provides comprehensive optometric eye care and optical services. Eye Innovations filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Penn. Case No. 22-10600) on March 10, 2022, listing up to $500,000 in assets and up to $1 million in liabilities. Leona Mogavero, Esq., serves as the Subchapter V trustee. The case is handled by Judge Eric L. Frank. McDowell Law, PC, led by Daniel L. Reinganum, Esq., is the Debtor's legal counsel. EYEPOINT PHARMACEUTICALS: Incurs $18.4M Net Loss in Third Quarter ----------------------------------------------------------------- Eyepoint Pharmaceuticals, Inc. reported a net loss of $18.42 million on $10.01 million of total revenues for the three months ended Sept. 30, 2022, compared to a net loss of $16.69 million on $9.06 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 $58.80 million on $30.87 million of total revenues compared to a net loss of $38.98 million on $25.39 million of total revenues for the nine months ended Sept. 30, 2021. As of Sept. 30, 2022, the Company had $220.49 million in total assets, $84.14 million in total liabilities, and $136.35 million in total stockholders' equity. Cash and investments at Sept. 30, 2022 totaled $157.3 million compared to $171.2 million at June 30, 2022. "In the third quarter, we continued to execute on key catalysts across our clinical-stage pipeline with the initiation of two Phase 2 clinical trials studying EYP-1901 in wet AMD and NPDR, following our encouraging positive safety and efficacy Phase 1 data," said Nancy Lurker, chief executive officer of EyePoint Pharmaceuticals. "There is a great unmet need in wet AMD and NPDR for convenient, safe and efficacious long-acting treatment options that maintain the patient's existing vision proactively. Bolstered by our strong balance sheet, we are well-positioned to advance EYP-1901 through these trials and explore its potential to significantly improve the lives of patients living with these serious eye disorders." Ms. Lurker continued, "Our commercial team delivered a strong quarter with $9.7 million in net product revenue, driven by strong customer demand for YUTIQ by retinal specialists." A full-text copy of the press release is available for free at: https://www.sec.gov/Archives/edgar/data/1314102/000095017022020968/eypt-ex99_1.htm About EyePoint Pharmaceuticals EyePoint Pharmaceuticals, Inc., formerly pSivida Corp. -- http://www.eyepointpharma.com-- headquartered in Watertown, MA, is a specialty biopharmaceutical company committed to developing and commercializing innovative ophthalmic products in indications with high unmet medical need to help improve the lives of patients with serious eye disorders. The Company currently has two commercial products: DEXYCU, the first approved intraocular product for the treatment of postoperative inflammation, and YUTIQ, a three-year treatment of chronic non-infectious uveitis affecting the posterior segment of the eye. EyePoint reported a net loss of $58.42 million for the year ended Dec. 31, 2021, a net loss of $45.39 million for the year ended Dec. 31, 2020, a net loss of $56.79 million for the year ended Dec. 31, 2019, and a net loss of $53.17 million for the year ended June 30, 2018. As of June 30, 2022, the Company had $233.43 million in total assets, $82.07 million in total liabilities, and $151.37 million in total stockholders' equity. FXI HOLDINGS: Moody's Lowers CFR to Caa2, Outlook Negative ---------------------------------------------------------- Moody's Investors Service downgraded FXI Holdings, Inc.'s Corporate Family Rating to Caa2 from B3 and the Probability of Default Rating to Caa2-PD from B3-PD. Moody's also downgraded the company's $525 million 7.875% senior secured notes due 2024 and $775 million 12.25% senior secured notes due 2026 to Caa2 from B3. The outlook is negative. The downgrade reflects Moody's view that default risk and likelihood of a distressed exchange or other debt restructuring is high ahead of $504 million of outstanding senior secured notes that mature in November of 2024 and in conjunction with the company's negative free cash flow, a cyclical weakening of demand, and declining profitability. FXI sells into cyclical auto, mattress, and furniture end markets, some of which are already experiencing slowing demand. Moody's expects earnings to remain under pressure over the next 12-18 months given the weakening economic environment and deteriorating consumer sentiment. Leverage is high. Moody's adjusted debt-to-EBITDA was 6.5x for the last 12 months ending July 3, 2022 and is likely to increase over the next year. Further, in the event the company is able to successfully refinance the 2024 notes, the likely increase in cash interest expense would weaken free cash flow and may not alleviate refinancing risk unless the 2026 notes are also addressed. Similar to the broader mattress industry, FXI has seen significant earnings pressure across its original equipment manufacturer (OEM) Bedding & Furniture business in the second quarter of 2022 with double digit sales and volume declines. Retail bedding was more resilient with sales down slightly albeit volumes were down mid-single digits while Engineered Solutions was able to more than offset volume pressures through pricing and continues to perform well. Moody's expects medical related sales to remain relatively stable given their less discretionary nature but Moody's negative outlook on the automotive sector reflects industry headwinds from a weakening macroeconomic outlook and diminished affordability. Overall, Moody's sees FXI's EBITDA declining over the next 12-18 months and leverage increasing to 7.2x Moody's Adjusted debt-to-EBITDA. Liquidity is adequate although internal cash sources are limited with minimal balance sheet cash ($1.2 million as of July 3, 2022) and weak free cash flow generation (Moody's models approximately $5 to $10 million over the next 12-18 months). The high interest burden on FXI's large debt load will remain a material impediment especially if earnings decelerate more acutely. However, FXI has ample capacity on its $235 million asset-backed loan facility to address cash needs over the next year. Moody's nevertheless views the likelihood of a distressed exchange as elevated unless earnings materially improve. Cushion under the revolver's 1.0x minimum fixed charge coverage ratio is modest particularly when considering the trajectory of earnings, but Moody's does not think the covenant will be tested in the next year. The credit facility matures the earlier of 90 days before the most current senior secured note or February, 2025 and would become current in August, 2023 if the 2024 note maturity is not addressed by that time, potentially putting additional stress on liquidity. Moody's lowered the credit impact score to CIS-5 from CIS-4 and the governance issuer profile score to G-5 from G-4 reflecting the heightened risk of a pre-emptive distressed exchange or other debt restructuring because of the high leverage and as the private equity sponsors looks to preserve its equity position while addressing the maturities. Moody's took the following rating actions: Downgrades: Issuer: FXI Holdings, Inc. Corporate Family Rating, Downgraded to Caa2 from B3 Probability of Default Rating, Downgraded to Caa2-PD from B3-PD Senior Secured Regular Bond/Debenture, Downgraded to Caa2 (LGD4) from B3 (LGD4) Outlook Actions: Issuer: FXI Holdings, Inc. Outlook, Changed To Negative From Stable RATINGS RATIONALE FXI's Caa2 CFR reflects the company's unsustainably high leverage, weak free cash flow, and declining profitability which increases the likelihood of distressed exchange or other default as the company's large debt maturities draw closer. Moody's sees liquidity as adequate to address cash needs over the next year mainly due to ample external capacity on the revolver but internal cash and cash generation is minimal. FXI operates in cyclical automotive, mattress, and furniture markets, and profitability is sensitive to downturns in the economic cycle as consumers reduce spending on discretionary goods. Leverage is very high (6.5x Moody's adjusted debt-to-EBITDA for the last twelve months ending July 3, 2022) as a result of the large debt funded acquisition of "Innocor" in 2020 and recent earnings pressure. Moody's projects debt-to-EBITDA leverage will increase further to above 7.0x over the next year. Aggressive financial policy and strategies employed by FXI's private equity ownership creates substantial negative governance risk. Positives factors include the company's large scale, strong market position in the U.S. foam manufacturing industry and good end market diversity through its retail bedding, OEM bedding and furniture, transportation and medical & technical segments. FXI partially mitigates earnings volatility associated with chemical prices with its 'pass-through' contracts. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The negative outlook reflects the potential that weakening demand and profitability could further increase leverage and weaken operating cash flow and liquidity. Ongoing challenges in the bedding and furniture market, and moderating but high input costs may put incremental pressure on demand and earnings. A upgrade would require improvement to operating performance including consistent positive free cash flow generation, organic revenue and margin accretion and a reduction of very high financial leverage. The company also needs to proactively address upcoming maturities and at a manageable interest costs to be considered for an upgrade. The ratings could be downgraded if end market demand weakens, earnings decline, or liquidity weakens, which could further increase the likelihood of a default. A decline in recovery expectations could also lead to a downgrade. ENVIRONMENTAL, SOCIAL, AND GOVERNANCE FACTORS FXI's exposure to environmental risks is moderately negative (E-3). The company has moderately negative exposure to carbon transition, natural capital, water management and waste and pollution. Physical climate risks stem from concentrated manufacturing locations for certain products, though not necessarily located in high risk coastal or fire prone areas. The company's carbon transition risk is moderately negative and reflects the energy used in the manufacturing process. Natural capital reliance reflects the use of materials such as wood, resins, cotton, and steel in its products. Water management risk reflects the use of water necessary in its manufacturing process. Waste and pollution risks are moderately negative given use of packaging and limitations on the end-of-life disposal of some of its products such as mattresses. Additionally, the company uses, transports, and stores chemicals in its manufacturing process. A failure to adhere to environmental regulations and safe practices could result in financial penalties and remediation costs. FXI's exposure to social risks is moderately negative (S-3). The company has moderately negative exposure to health and safety and responsible production risks. Health and safety carries moderately negative risks given the use of chemicals and the large and cumbersome nature of mattress manufacturing. FXI needs to invest and adhere to good workplace practices to protect employees from hazardous working conditions that include chemical and material handling during the manufacturing process. Responsible production reflects moderately negative risks from the global effort for responsible sourcing of component products in its supply chain. FXI has very highly negative governance risks (G-5) which positions it weakly and the exposure carries overall highly negative credit risks. Governance factors primarily take into account its private equity ownership and aggressive financial policies including the company's willingness to operate with high financial leverage and pursue large debt financed acquisitions. Management credibility and track record also poses moderately negative risks reflecting an acquisitive strategy and the ability to meeting operating and financial targets following acquisitions. The company's risk to board structure and policies is also very highly negative given that it is owned by private equity firms, One Rock Capital Partners, LLC ("One Rock") and Bain Capital Private Equity, LP ("Bain Capital"). Concentrated decision making creates potential for event risk and decisions that favor shareholders over creditors. The score also reflects the elevated risk of a distressed exchange to address FXI's unsustainable capital structure. The principal methodology used in these ratings was Consumer Durables published in September 2021. Headquartered in Radnor, Pennsylvania, FXI is a North American comfort technologies provider serving multiple end-markets at scale. End-markets and applications include bedding, furniture, comfort and acoustic applications in transportation, surgical applicators, and filtration and industrial acoustic management. One Rock acquired FXI for approximately $700 million in 2017 and the company acquired Innocor for roughly $950 million in February 2020. Following the merger, One Rock owns approximately 74% and Bain Capital owns approximately 26% of the company. Revenue was approximately $1.65 billion for the twelve months ending July 3, 2022. GAGE'S GRANITE: Wins Cash Collateral Access Thru Nov 17 ------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, authorized Gage Granite, LLC to use cash collateral on an interim basis in accordance with the budget through November 17, 2022. The Debtor asserts a need for the use of the cash collateral in order to continue the operations of its business. American National Bank of Texas asserts that the Debtor is indebted to it under various contracts, notes, security agreements and other loan instruments entered into prior to the Petition Date and that the Indebtedness is secured by properly perfected liens on all or substantially all of the Debtor's assets. American National asserts Indebtedness totals approximately $499,662 as of the Petition Date. American National asserts the Indebtedness is secured by a lien or liens on all or on substantially all of the Debtor's assets and that all proceeds from the use or sale of American National's Collateral constitutes American National's cash collateral. As adequate protection for the Debtor's use of cash collateral, American National is granted post-petition security interests in, and replacement lien upon, subject only to prior non-avoidable liens, claims, or interests in the Debtor’s assets and property of every kind. American National will not receive a security interest in, or a replacement lien on, the Debtor's avoidance actions under chapter 5 of the Bankruptcy Code. The Replacement Liens will serve as adequate protection for the use of the cash collateral to the extent of any diminution of the value of the collateral securing the claim of American National. All liens and security interests granted are deemed effective, valid, and perfected as of the Petition Date -- to the extent the original security interests of American National were valid and perfected as of the Petition Date -- without the necessity of filing or recording by or with any entity of any documents or instruments otherwise required to be filed or recorded under applicable non-bankruptcy law. These events constitute an Event of Default: a. The Debtor's Chapter 11 Case is converted to a case under Chapter 7 of the Bankruptcy Code; b. The Court removes the Debtor as debtor-in-possession under 11 U.S.C. section 1181(a), provided, however, that it will not be an event of default for the Court to remove the Debtor from possession on the request of either American National; c. Any default under, breach of or failure to comply with, any provisions of the Interim Order, which breach is not cured within five business days after the Debtor's receipt of written notice thereof. A final hearing on the matter is set for November 22 at 9:30 a.m. A copy of the order is available at https://bit.ly/3h43gf0 from PacerMonitor.com. About Gage's Granite LLC Gage's Granite LLC is a family owned and operated granite manufacturing company specializing in commercial finish out. It has been providing quality custom granite and marble countertops to commercial businesses and home owners in the Dallas/Ft. Worth metroplex since 2000. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 22-32010) on October 27, 2022. In the petition signed by Christopher Raines, sole member, the Debtor disclosed $1,726,673 in total assets and $1,538,095 in total liabilities. GENEVER HOLDINGS: Seeks to Hire Neubert Pepe & Monteith as Counsel ------------------------------------------------------------------ Genever Holdings Corporation seeks approval from the U.S. Bankruptcy Court for the District of Connecticut to hire Neubert, Pepe & Monteith, P.C. as its legal counsel. The firm's services include: (a) advising the Debtor as to its rights, powers, and duties in the Chapter 11 case; (b) advising the Debtor as to its investigation into the property of its estate, including the pursuit of any actions to collect and recover property for the benefit of the estate; (c) commencing, conducting or continuing litigation necessary and appropriate to assert rights held by the Debtor's estate, protect assets of the estate, or otherwise further the goal of completing the case; (d) preparing legal documents and reviewing financial reports filed and to be filed in the case; (e) advising the Debtor concerning, and preparing responses to legal papers that may be filed by other parties; (f) advising the Debtor with respect to, and assisting in the negotiation and documentation of, financing agreements and related transactions; (g) reviewing the nature and validity of any liens asserted against the Debtor's property and advising the Debtor concerning the enforceability of such liens; (h) advising and assisting the Debtor in connection with any potential asset sales and property dispositions; (i) advising the Debtor concerning executory contract and unexpired lease assumptions, assignments, and rejections; (j) advising the Debtor in connection with the formulation, negotiation, and promulgation of a plan of reorganization and related transactional documents; (k) assisting the Debtor in reviewing, estimating and resolving claims asserted against the Debtor's estate; and (l) negotiating with parties-in-interest. The hourly rates charged by the firm's attorneys and paralegals are as follows: Principals $450 Associates & Counsels $175 - $360 Paralegal $140 - $175 Douglas S. Skalka, Esq. $450 Lucas B. Rocklin, Esq. $400 Patrick R. Linsey, Esq $350 Douglas Skalka, Esq., principal at Neubert, 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: Douglas S. Skalka, Esq. Neubert Pepe & Monteith, PC 95 Church St New Haven, CT 06510 Phone: +1 203-821-2000 Email: dskalka@npmlaw.com About Genever Holdings Corporation Genever Holdings Corporation is engaged in activities related to real estate. The company is based in Road Town, Tortola. Genever Holdings sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Conn. Case No. 22-50542) on Oct. 11, 2022. In the petition filed by Claire Abrehart, as director, the Debtor reported assets between $10 million and $50 million and liabilities between $100 million and $500 million. The Debtor is represented by Patrick R. Linsey, Esq., at Neubert Pepe & Monteith, P.C. GETSWIFT INC: Creditors to Get Proceeds From Liquidation -------------------------------------------------------- GetSwift, Inc., and GetSwift Technologies Limited ("GTL") filed with the U.S. Bankruptcy Court for the Southern District of New York a Joint Chapter 11 Plan of Liquidation dated October 31, 2022. GTL is the ultimate parent of GSI, a delivery and workforce management software-as-service (SaaS) platform that has been utilized by clients in over 70 countries and across more than 70 different verticals to automate and manage their local delivery operations and delivery drivers. On Aug. 26, 2022, the Debtors filed their schedules and statements of financial affairs, with both Debtors having no secured creditors. GTL identified assets and unsecured claims in the amounts of $100.00 and $1,380,995.28. GSI identified assets and unsecured claims in the amounts of $5,107,677.86 and $1,618,274.39. This Plan is designed to maximize the value of the Debtors' assets for the benefit of creditors and interest holders. Prior to entering Subchapter V of Chapter 11, the Debtors conducted an extensive marketing process for the potential sale of GSI's SaaS business, which resulted in an order of the Bankruptcy Court authorizing the sale of substantially all of GSI's SaaS business assets (the "Sale") to Retail Ecommerce Ventures LLC ("Retail Ecommerce"). Although Retail Ecommerce ultimately refused to close on the Sale, the Debtors are working with the successful Back-Up Bidder at the auction – SF2 GSW LLC ("SF2") to close on the Sale, and the Debtors have reserved all rights and remedies related to Retail Ecommerce's actions and inactions in the context of the proposed Sale, which claims are valuable assets of these bankruptcy estates that the Debtors will vigorously pursue. The Plan contemplates the liquidation and monetization of the Debtors' remaining assets, the transition of the Debtors' Sale assets to SF2, the collection of accounts receivable, and the pursuit of recoveries against Retail Ecommerce and others who were involved with Retail Ecommerce's refusal to close on the Sale, and on any other causes of action to fund an orderly claim reconciliation process and distributions to creditors, and ultimately a post-Effective Date wind-down of the Debtors' Estates. The Plan should allow general unsecured creditors of both Debtors to receive a meaningful distribution, whereas a hypothetical Chapter 7 liquidation would likely result in no recovery to general unsecured creditors. This Plan provides creditors and interest holders of the Debtors with information concerning the method by which the Debtors plan to liquidate their assets and provide for distributions to creditors. Class 2A consists of GSI General Unsecured Claims. Except to the extent that a Holder of an Allowed General Unsecured Claim against GSI agrees to less favorable treatment, each such Holder shall, in exchange for full and final satisfaction of such Claim, receive its Pro Rata portion of the Class 2A Distribution Amount. Class 2A is Impaired. Class 2B consists of GTL General Unsecured Claims. Except to the extent that a Holder of an Allowed General Unsecured Claim against GTL agrees to less favorable treatment, each such Holder shall, in exchange for full and final satisfaction of such Claim, receive its Pro Rata portion of the Class 2B Distribution Amount. Class 2B is Impaired. Class 3A consists of GSI Subordinated Unsecured Claims. Upon satisfaction of all Class 2A Claims, except to the extent that a Holder of a Subordinated Unsecured Claim against GSI agrees to less favorable treatment, each such Holder shall, in exchange for full and final satisfaction of such Claim, receive its Pro Rata portion of the Class 3A Distribution Amount. Class 3A is Impaired. Class 3B consists of GTL Subordinated Unsecured Claims. Upon satisfaction of all Class 2B Claims, except to the extent that a Holder of a Subordinated Unsecured Claim against GTL agrees to less favorable treatment, each such Holder shall, in exchange for full and final satisfaction of such Claim, receive its Pro Rata portion of the Class 3B Distribution Amount. Class 3B is Impaired. Class 4A consists of Interests in GSI. Upon satisfaction of all Class 3A Claims, except to the extent that a Holder of an Interest in GSI agrees to less favorable treatment, each such Holder shall, in exchange for full and final satisfaction, discharge, release and extinguishment of such Interest, receive its Pro Rata portion of the Class 4A Distribution Amount and thereafter be extinguished and cancelled. 4A is Impaired and all Holders of Allowed Class 4A Interests are entitled to vote on the Plan. Class 4A is Impaired. Class 4B consists of Interests in GTL. Upon satisfaction of all Class 3B Claims, except to the extent that a Holder of an Interest in GTL agrees to less favorable treatment, each such Holder shall, in exchange for full and final satisfaction, discharge, release and extinguishment of such Interest, receive its Pro Rata portion of the Class 4B Distribution Amount and thereafter be extinguished and cancelled. Class 4B is Impaired. Distributions under this Plan will be funded from the Debtors' cash on hand on the Effective Date, as well as any other assets (including but not limited to Causes of Action) recovered or liquidated by the Reorganized Debtors or Plan Administrator, as applicable. A full-text copy of the Joint Liquidating Plan dated October 31, 2022, is available at https://bit.ly/3U7gk1K from PacerMonitor.com at no charge. Counsel to Debtors: BARCLAY DAMON LLP Janice B. Grubin Ilan Markus Scott L. Fleischer 1270 Avenue of the Americas, Suite 501 New York, New York 10020 Telephone: (212)784-5800 Email: jgrubin@barclaydamon.com imarkus@barclaydamon.com sfleischer@barclaydamon.com About Getswift Inc. GetSwift is a provider of last mile software as a service (SaaS) logistics technology. GetSwift, Inc., and GetSwift Technologies Limited filed their voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 22-11057) on Aug. 2, 2022. The petitions were signed by Joel MacDonald as presdent and secretary. At the time of filing, the Debtors estimated $1 million to $10 million in both assets and liabilities. Judge Michael E. Wiles presides over the case. Janice B. Grubin, Esq., at BARCLAY DAMON LLP, is the Debtor's counsel. GRAVITY HOLDINGS: Seeks Cash Collateral Access ---------------------------------------------- Gravity Holdings, Inc. asks the U.S. Bankruptcy Court for the Western District of Louisiana, Alexandria Division, for authority to use cash collateral and provide adequate protection payments. The Debtor needs to use the cash collateral in the ordinary course of the Debtor's business to pay the expenses of its operation during the course of the case. The Debtor previously filed a case under Subchapter V in this court in November 2020, and, at that time, BOM Bank and First Guaranty Bank were its primary creditors. Its Plan was confirmed by order of the Court and a final decree was entered. Accordingly, both BOM Bank and First Guaranty Bank have information concerning the assets and management of the debtor. The Debtor's assets subject to the lien of BOM Bank are 17 duplex housing units located on Mansour Drive in Alexandria, Louisiana, as well as one located on Pelican Drive in Pineville, Louisiana. The Debtor's assets subject to the lien of First Guaranty Bank are 17 duplex housing units located on Mansour Drive in Alexandria, Louisiana. The Debtor does not believe there is any significant amount of depreciation of these properties, as they are regularly inspected and maintained. The Debtor believes there is a substantial equity cushion in the collateral above the amount owed to the two secured creditors. The Debtor also requests that the Court approve adequate protection payments of $2,000, per month to First Guaranty Bank, and $3,000 per month to BOM Bank, at an interim hearing on the Motion. A copy of the motion is available at https://bit.ly/3DRHG6k from PacerMonitor.com. About Gravity Holdings, Inc. Gravity Holdings, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. La. Case No. 22-80538) on October 26, 2022. In the petition signed by David Blumenstock, president-secretary, the Debtor disclosed $2,113,100 in assets and $2,077,503 in liabilities. Judge Stephen D. Wheelis oversees the case. Thomas R. Willson, Esq., at Rocky Willson Law, is the Debtor's legal counsel. HACIENDA COMPANY: Seeks to Tap Eisner Advisory Group as Accountant ------------------------------------------------------------------ The Hacienda Company, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Eisner Advisory Group, LLC as its accountant. The Debtor requires an accountant to prepare its 2021 federal and corporate tax returns; conduct research regarding disclosures relating to exchange of assets for stock in LOWL; and prepare 1099 forms for January 2023. The firm has agreed to a flat fee of $15,000 in exchange for its services. Mitchell Sorkin, a tax partner at Eisner, disclosed in a court filing that his firm neither holds nor represents any interest materially adverse to the Debtor and its estate. The firm can be reached through: Mitchell Sorkin Eisner Advisory Group, LLC 733 Third Avenue New York, NY 10017 Phone: 212-949-8700 Email: mitchellsorkin@eisneramper.com About The Hacienda Company The Hacienda Company, LLC filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-15163) on Sept. 21, 2022, with between $1 million and $10 million in both assets and liabilities. Susan Seflin has been appointed as Subchapter V trustee. Judge Neil W. Bason oversees the case. David L. Neale, Esq., at Levene, Neale, Bender, Yoo & Golubchik, LLP and Eisner Advisory Group, LLC serve as the Debtor's legal counsel and accountant, respectively. HAMON HOLDINGS: U.S. Trustee Appoints 2 New Committee Members ------------------------------------------------------------- The U.S. Trustee for Region 3 appointed Certified Constructors' Services, Inc. and West Central Steel, Inc. as new members of the official committee of unsecured creditors in the Chapter 11 cases of Hamon Holdings Corporation and its affiliates. Meanwhile, PSP Industries and NWL, Inc. resigned as committee members. As of Nov. 4, the members of the committee are: 1. Economasters, LLC Attn: Paul Hildebrand 3209 W. 21st Street Tulsa, OK 74107 Phone (918) 388-3828 Email: paul@economastersllc.com 2. Certified Constructors' Services, Inc. Attn: Deborah Henderson 5330 Fairfield Dr. Crestview, FL 32536 Phone (850) 682-8953 Email: dhenderson@ccsipower.com 3. West Central Steel, Inc. Attn: Carly Kloster 110 19th Street NW P.O. Box 1178 Willmar, MN 56201 Phone (320) 214-5217 Email: ckloster@wcsteel.com About Hamon Holdings Corporation Hamon Holdings Corp., a Delaware-based engineering and contracting company, and its affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 22-10375) on April 24, 2022. In the petition filed by Joseph DeMartino, vice-president, Hamon Holdings listed up to $50,000 in assets and up to $50,000 in liabilities. Judge John T. Dorsey oversees the cases. The Debtors tapped Jarret P. Hitchings, Esq., at Duane Morris, LLP as bankruptcy counsel; Gellert Scali Busenkell & Brown, LLC as conflicts counsel; PHJ Consulting Services Ltd. as consultant; and B. Riley Securities, Inc. as investment banker. BMC Group, Inc. is the claims and noticing agent and administrative advisor. The U.S. Trustee for Region 3 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases on May 10, 2022. The committee is represented by Troutman Pepper Hamilton Sanders, LLP. HAYES BUSINESS: Court OKs Interim Cash Collateral Access -------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, authorized Hayes Business Solutions, LLC to use cash collateral on an interim basis in accordance with the budget, with a 10% variance, through November 17, 2022. The Debtor requires the use of cash collateral for expenses that may arise and pose a threat to the Debtor's continued operations. As adequate protection for the use of cash collateral, all creditors are granted replacement liens on all post-petition cash collateral and post-petition acquired property to the same extent and priority they possessed as of the Petition Date. These creditors are Silverline Services; TCF (Unknown UCC filing No. 19-0041357797 on October 31, 2019); Silverline Services, RBR Global LLC and Orange Funding LLC. A final hearing on the matter is set for November 16 at 10 a.m. A copy of the motion is available at https://bit.ly/3DYPjYX from PacerMonitor.com. A copy of the order and the Debtor's budget is available at https://bit.ly/3UklXt5 from PacerMonitor.com. The Debtor projects $34,000 in cash receipts and $32,540 in cash disbursements. About Hayes Business Solutions, LLC Hayes Business Solutions, LLC sought protection under Chapter 11 of the U.S. Bankruptcuy Code (Bankr. S.D. Tex. Case No. 22-33190) on October 27, 2022. In the petition filed by Timothy Hayes, president, the Debtor disclosed up to $100,000 in assets and up to $500,000 in liabilities. Judge Christopher Lopez oversees the case. Robert C Lane, Esq., at the Lane Law Firm, represents the Debtor as legal counsel. INFINERA CORP: Incurs $11.9 Million Net Loss in Third Quarter ------------------------------------------------------------- Infinera Corporation filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $11.93 million on $390.45 million of total revenue for the three months ended Sept. 24, 2022, compared to a net loss of $53.79 million on $355.81 million of total revenue for the three months ended Sept. 25, 2021. For the nine months ended Sept. 24, 2022, the Company reported a net loss of $109.50 million on $1.08 billion of total revenue compared to a net loss of $137.71 million on $1.02 billion of total revenue for the nine months ended Sept. 25, 2021. As of Sept. 24, 2022, the Company had $1.50 billion in total assets, $578.18 million in total current liabilities, $667.07 million in long-term debt, $18.21 million in long-term accrued warranty, $22.59 million in long-term deferred revenue, $1.94 million in long-term deferred tax liability, $47.29 million in long-term operating lease liabilities, $50.20 million in other long-term liabilities, and $114.20 million in total stockholders' equity. Infinera CEO David Heard said, "The third quarter was a strong quarter for us. We once again exceeded consensus expectations for both revenue and non-GAAP operating margin. On a year-over-year basis, we grew product revenue by 17% and total company revenue by 9%, and more than doubled operating profit, while generating free cash flow and strengthening our balance sheet. Further, we set another record in the quarter for ICE6 revenue and achieved additional key milestones with the field performance of our new pluggable products. Our results and progress were made against the backdrop of ongoing supply chain challenges, including the impact of elevated costs on our financial results." "Our investment thesis is sound, and we remain focused on the things we can control to grow market share and drive results to our target business model. We look forward to closing out 2022 on a strong note and building on our momentum in 2023 as we continue to deliver on our long-term growth and profitability objectives." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1138639/000113863922000159/infn-20220924.htm About Infinera Corp. Headquartered in Sunnyvale, Calif., Infinera Corp. -- www.infinera.com -- is a global supplier of innovative networking solutions that enable carriers, cloud operators, governments, and enterprises to scale network bandwidth, accelerate service innovation, and automate network operations. The Infinera end-to-end packet-optical portfolio delivers industry-leading economics and performance in long-haul, submarine, data center interconnect, and metro transport applications. Infinera reported a net loss of $170.78 million for the year ended Dec. 25, 2021, a net loss of $206.72 million for the year ended Dec. 26, 2020, and a net loss of $386.62 million for the year ended Dec. 28, 2019. IRB HOLDING: Moody's Affirms 'B2' CFR & Alters Outlook to Negative ------------------------------------------------------------------ Moody's Investors Service changed IRB Holding Corporation's outlook to negative from stable. At the same time Moody's affirmed all of IRB's ratings including its B2 corporate family rating, B2-PD probability of default rating, B2 rating on its senior secured credit facilities, and B2 rating on its senior secured notes. The outlook change to negative reflects IRB's weaker than expected performance over the past several quarters, with slowing same store sales and persistently high commodity and labor inflation driving lower profitability and increasing its already very high financial leverage. As of July 3, 2022 Moody's adjusted debt/EBITDA deteriorated to over 9.5 times and free cash flow-to-debt was around 1.7%; both well below needed levels indicated to maintain the B2 rating. The increasingly difficult operating environment could challenge IRB's ability to substantially improve credit metrics to levels needed to maintain the B2 rating over the next 12-18 months. The affirmation reflects Moody's expectation that IRB's performance and credit metrics will begin to show substantial improvement in 2023, through both increased earnings and material debt reduction. It also reflects Moody's expectation that IRB will maintain very good liquidity, supported by balance sheet cash, ample excess revolver availability, and solid positive free cash flow. LIST OF AFFECTED RATINGS Outlook Actions: Issuer: IRB Holding Corporation Outlook, Changed To Negative From Stable Affirmations: Issuer: IRB Holding Corporation Probability of Default Rating, Affirmed B2-PD Corporate Family Rating, Affirmed B2 Senior Secured Bank Credit Facility (Local Currency), Affirmed B2 (LGD3) Senior Secured Regular Bond/Debenture (Local Currency), Affirmed B2 (LGD3) RATINGS RATIONALE IRB's B2 CFR reflects governance risks, including private equity ownership and an aggressive financial policy characterized by very high financial leverage as a result of a series of debt-financed acquisitions and a shareholder return. Also considered are ongoing integration risks related to the 2020 acquisition of Dunkin' brands and the continued challenges related to labor, supply chain and product inflation that are pressuring profitability. IRB benefits from its market position as one of the largest restaurant operators in the US based on number of restaurants with material scale, a diverse portfolio of well-recognized national brands and an off-premise franchised focused business model that will enable it to operate through drive-thrus, delivery and curbside pickup. IRB's credit profile is also supported by its very good liquidity. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS IRB's ratings could be downgraded in the event the company fails to make substantial progress in improving its credit metrics through both earnings growth and debt reduction over the next 12-18 months. Specific metrics include Moody's debt/EBITDA not improving toward 7 times, EBITA/interest falling below 1.5 times, or free cash flow to debt remaining below 4%. A deterioration in liquidity could also result in a downgrade. Given the company's very high leverage, a higher rating over the intermediate term is unlikely. However, the ratings could be upgraded with a successful integration of Dunkin' and sustained organic improvement in operating performance along with a more moderate financial policy that resulted in a sustained strengthening of credit metrics, with debt/EBITDA approaching 5.25 times and EBITA/interest of over 2.0 times. A higher rating would also require very good liquidity. IRB is the parent holding company of Arby's Restaurant Group, Inc., Buffalo Wild Wings, Sonic, Jimmy John's, Dunkin' and Baskin-Robbins. Revenue (excluding advertising revenues) was approximately $5.86 billion for the twelve month period ended July 3, 2022. IRB's systemwide sales are $31 billion, and over 32,000 restaurant locations operate under its brand names. IRB is a subsidiary of Mavericks, Inc, a wholly owned subsidiary of Inspire Brands, Inc. ("Inspire"), which is owned by Roark Capital. The principal methodology used in these ratings was Restaurants published in August 2021. ISLAND DOG TOO: Case Summary & 10 Unsecured Creditors ----------------------------------------------------- Debtor: Island Dog Too LLC 917 Gulf Beach Drive Eastpoint, FL 32328 Chapter 11 Petition Date: November 4, 2022 Court: United States Bankruptcy Cort Northern District of Florida Case No.: 22-40353 Debtor's Counsel: Robert C. Bruner, Esq. BRUNER WRIGHT, P.A. 2810 Remington Green Circle Tallahassee, FL 32308 Tel: (850) 385-0342 Fax: (850) 270-2441 Email: rbruner@brunerwright.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Sheryl H. Simmons as manager. A full-text copy of the petition containing, among other items, a list of the Debtor's 10 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/SFTVG2I/Island_Dog_Too_LLC__flnbke-22-40353__0001.0.pdf?mcid=tGE4TAMA J CREW GROUP: $1.3B Bank Debt Trades at 48% Discount ---------------------------------------------------- Participations in a syndicated loan under which J Crew Group LLC is a borrower were trading in the secondary market around 51.7 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$1.3 billion facility is a term loan. The loan was scheduled to mature on May 3, 2021. About US$1.1 billion of the loan is drawn and outstanding. J. Crew Group, LLC provides apparel products. The Company offers shirts, tops, sweaters, shoes, pants, skirts, shoes, accessories, sandals, boots, sneakers, home, and jewelry products. J CREW GROUP: $182M Bank Debt Trades at 48% Discount ---------------------------------------------------- Participations in a syndicated loan under which J Crew Group LLC is a borrower were trading in the secondary market around 51.7 cents-on-the-dollar during the week ended Fri., November 4, 2022, according to Bloomberg's Evaluated Pricing service data. The US$182 million facility is a term loan. The loan was scheduled to mature on May 3, 2021. About US$176.9 million of the loan was drawn and outstanding. J. Crew Group, LLC provides apparel products. The Company offers shirts, tops, sweaters, shoes, pants, skirts, shoes, accessories, sandals, boots, sneakers, home, and jewelry products. JAF 27 LLC: Selling Lowell Property to Mason for $1.25 Million -------------------------------------------------------------- JAF 27, LLC, seeks approval from the U.S. Bankruptcy Court for the District of Massachusetts of private sale of all of its right, title and interest in certain real property with the improvements thereon located at 621-627 Central Street, in Lowell, Massachusetts, to John Mason for $1.25 million, subject to higher and better offers. On a post—petition basis, by agreement dated Sept. 30, 2022, the Debtor entered into a conditional Purchase and Sale Agreement for the sale of the Property to Mason, of 23 Meeting Place Circle, Boxford, Massachusetts for the sum of $1.25 million. The Property is made up of six units containing tenants who are contracted to make the following monthly rental payments to the Debtor: Unit 1a - $1,800/month; Unit lb - $l,200/month; Unit 2a - $1,800/month; Unit 2b - $1,200/month; Unit 3a « $1,500/month; and Unit 3b - $1,800/month. The sale of the Property proposed is to be free and clear of all liens, claims, interests, and encumbrances to attach to the proceeds in the order of their priority: City of Lowell - Real Estate Taxes ($5,399); Belvidere Capital, LLC - First Mortgage ($770,000); Carlos Borges - Second Mortgage ($142,848.12); Marc P. Gendreau - Mortgage ($50,000); Hooshmand S. Afshar and Zarrin S. Afshar - Mortgage ($50,000); Christian Doherty - Mortgage ($10,000); JMF Realty, LLC - Mortgage ($52,000); and Kevin J. Ahern, Jr. and Brad M. Pacheco - Mortgage ($37,000). The total of encumbrances is $1,117,247.12. The Property has been marketed using conventional methods via listing of the property with Brad Carlson of NorthEast Private Client Group. Pursuant to the terms of the Agreement, compensation is to be paid to the broker on a percentage basis in the total amount of 4% of the sale price for the Property. The Agent is to receive a commission as a part of the transaction. The Debtor seeks approval for the distribution of a portion of the proceeds at the time of sale. Specifically, it seeks that the real estate taxes and the claims of seven mortgages listed be paid at the time of closing, as well as all ordinary and usual closing adjustments and costs, such as recording fees and transfer taxes. The Debtor has submitted and filed with the Motion a Notice of Intended Private Sale for purposes of solicitation of higher offers and, counteroffers, and objections. A copy of the Purchase Agreement is available at https://tinyurl.com/3kbewkd8 from PacerMonitor.com free of charge. 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 serves as Subchapter V trustee. Christopher Murray, Esq., at Murray Law Firm, P.C. is the Debtor's legal counsel. JORDAN RESTAURANT: Unsecureds Will Get 100% of Claims in 60 Months ------------------------------------------------------------------ Jordan Restaurant Group, Inc., filed with the U.S. Bankruptcy Court for the Middle District of Florida a Plan of Reorganization for Small Business. The Debtor is a corporation. Since August 3, 2015, the Debtor has been in the business of restaurant and food services. The covid-19 pandemic reduced customer sales which led to the filing of Chapter 11. Operations have increased as pandemic lessened and profitability increased. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 100 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. The final Plan payment is expected to be paid on May 18, 2027. Class 1 consists of Priority claims. Class 1 shall be paid 100% of claim in cash over a 60 month period beginning October 1, 2022. This Class is unimpaired Class 3 consists of Non-priority unsecured creditors. Class 3 shall be paid 100% of claim in cash over a 60 month period beginning October 1, 2022. This Class is unimpaired. Class 4 consists of Equity security holders Robert Jordan, Robert E. Jordan and Joshua Jordan. Equity interest holders shall keep equity interest. Payments and distributions under the Plan will be funded by business operations. A full-text copy of the Plan of Reorganization dated October 31, 2022, is available at https://bit.ly/3WzzfnG from PacerMonitor.com at no charge. Attorney for the Plan Proponent: Ronald Cutler, Esq. RONALD CUTLER P.A. E-mail: thelawoffice@ronaldcutlerpa.com About Jordan Restaurant Jordan Restaurant Group, Inc., has been in the business of restaurant and food services since August 3, 2015. Jordan Restaurant filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 22-01995) on May 18, 2022. The Debtor is represented by Ronald Cutler, Esq. of RONALD CUTLER P.A. KEYWAY APARTMENT: Wins Cash Collateral Access Thru Dec 5 -------------------------------------------------------- The U.S. Bankruptcy Court for the District of Maryland, Baltimore Division, authorized Keyway Apartment Rentals, LLC to use cash collateral on an interim basis through December 5, 2022. The Debtor is permitted to use cash collateral to fund the expenses provided on the budget that are necessary to operate and maintain the Debtor's real property located at 122, 113 Kinship Road, and 123-133 Willow Spring Road, Dundalk, Maryland 21222. The Debtor will make monthly payments to the Lender in amount equal to the nondefault contract rate of interest under the Promissory Note dated as of April 30, 2018, in the original principal amount of $4.1 million, executed by the Debtor and now held by the Lender pursuant to a series of allonges, such monthly payments calculated by the Lender to be in the amount of $17,957 and to be paid by the 11th of each month. The Debtor and Wilmington Trust, N.A. -- as trustee for the benefit of the registered holders of Wells Fargo Commercial Mortgage Trust 20I8-C45, Commercial Mortgage Pass-Through Certificates, Series 20I8-C45 -- stipulated as follows: a. The Note is secured by a Purchase Money Deed of Trust and Security Agreement dated as of April 30, 2018 recorded in the Land Records for Baltimore County at Book 40215, Page 391; b. The Deed of Trust constitutes a valid, perfected and continuing first priority lien on and security interest in the Debtor's Property; c. The rents generated by the Property constitute the Lender's "Cash Collateral" as defined in 11 U.S.C. section 363; d. The Debtor is in default under the terms of the Note and Deed of Trust; and e. The Debtor maintains a dispute as to the amount of the Lender's claim and reserves all of its rights to such dispute. A final hearing on the matter is scheduled for December 1 at 1 p.m. A copy of the order is available at https://bit.ly/3WpZfSh from PacerMonitor.com. About Keyway Apartment Rentals, LLC Keyway Apartment Rentals, LLC is a Maryland limited liability company that owns a 63-unit residential apartment complex situated upon three parcels of real property known as 113 Kinship Road, 122 Kinship Road, and 123 Willow Spring Road in Dundalk, Baltimore County, Maryland. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Md. Case No. 22-13389) on June 21, 2022. In the petition signed by George Divel, III, as managing member, the Debtor disclosed $6,653,350 in assets and $4,252,151 in liabilities. Judge Michelle M. Harner oversees the case. Joseph M. Selba, Esq., at Tydings and Rosenberg LLP oversees the case. KINGS RIVER: Wins Final Cash Collateral Access ---------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Texas, Sherman Division, authorized Kings River Holdings, Inc. to use cash collateral on an interim basis in accordance with the budget, with a 10% variance, pending a final hearing. An immediate and critical need exists for the Debtor to use funds, including cash collateral, to continue the operation of its business. As of the Petition Date, the Debtor owed Regions Bank $1,822,101 evidenced by the following Small Business Administration loans, which are secured by validly perfected liens on substantially all assets of the Debtor further evidenced in the documents and instruments. As adequate protection, Regions is granted valid, perfected liens and enforceable post-petition replacement security interests in all property of the Debtor and the Estate. The Replacement Lien will be in addition to all other rights of Regions, including existing prepetition liens on and security interests in property of the Debtor. The Replacement Lien will not be subject or subordinated to (a) any liens arising after the Petition Date, except a tax of a kind specified in 11 U.S.C. section 507(a)(8), that would be senior in priority to the Prepetition Liens or (b) any other lien or security interest under sections 363 or 364 or otherwise absent further order of the Court; provided, however, that the Replacement Lien will in all respects be subordinate to the Carve-Out. As further adequate protection, Regions is granted a superpriority claim in such amount if and to the extent the Replacement Lien is insufficient to provide adequate protection against the diminution. The Court said unless an objection is filed within 21 days from service of the Cash Collateral Notice, in which event a hearing on adequate protection payments will be held, as further adequate protection against diminution, the Debtor will pay Regions $2,500 as an adequate protection payment on or before the 30th day of every month. The Carve-Out means (a) any allowed fees due and owing a Subchapter V Trustee; (b) court-approved professional fees of the Debtor's counsel in an amount not exceeding $35,000; and (c) any fees payable to the Clerk of the Bankruptcy Court. These events constitute an "Event of Default:" a. The Debtor fails to timely and punctually perform any of their obligations in accordance with the terms hereof or otherwise defaults hereunder or breaches any provision hereof, including (i) the use of cash collateral other than as permitted herein and in the Budget; and (ii) the failure to provide any report, document, or information to Regions as required therein; b. Any representation or warranty made in any certificate, report, expense statement, other financial statement, or other document delivered to Regions after the Petition Date proves to have been false or misleading in any material respect as of the time when made or given; or c. The Replacement Liens granted Regions ceases to convey, subject to the Carve-Out, a valid and perfected first priority lien on and security interest in the property of the Debtor. The Debtor's authority to use of cash collateral will terminate upon earliest to occur of any of the following: a. The Debtor's chapter 11 case is dismissed or converted to a case under chapter 7 of the Bankruptcy Code; b. The Court suspends the chapter 11 case under section 305; c. The consummation of any transaction resulting in the sale or disposition of all or substantially all of the assets of the Debtor and its estate; d. The Final Order becomes stayed, reversed, vacated, amended or otherwise modified in any respect without the prior written consent of Regions; e. An order is entered in the chapter 11 case over the objection of Regions that approves financing section 364 that would grant a lien or security interest on any collateral securing the Regions Liens or the Replacement Lien or grants a superpriority administrative claim equal or superior to the Superpriority Claim; and f. The occurrence of any Event of Default under the terms of this Order which remains uncured for five business days after the Debtor's receipt of written notice from Regions. A copy of the order is available at https://bit.ly/3WrFuty from PacerMonitor.com. About Kings River Holdings, Inc. Kings River Holdings, Inc. is a glass/hardware manufacturing and installation company doing business as Liberty Glass and Mirror. Kings River provides manufactured glass goods for both residential and commercial installation. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 22-41241) on September 23, 2022. In the petition signed by Rhett Yeary, president, the Debtor disclosed up to $100,000 in assets and up to $10 million in liabilities. Judge Brenda T. Rhodes oversees the case. Thomas D. Berghman, Esq., at Munsch Hardt Kopf and Harr, PC is the Debtor's counsel. LEARFIELD COMMUNICATIONS: Moody's Lowers CFR to Caa2 ---------------------------------------------------- Moody's Investors Service downgraded Learfield Communications, LLC's Corporate Family Rating to Caa2 from Caa1, the first lien credit facility rating to Caa1 from B3, and second lien term loan rating to Ca from Caa3. The outlook was changed to negative from stable. The ratings downgrade and negative outlook reflect the increased potential for a default due to extremely high leverage levels and approaching debt maturities in 2023. While multimedia, ticketing and licensing revenues have started to recover relatively quickly from the pandemic, contracted multimedia rights fees also rose rapidly and negatively impacted profitability in FY 2022. Learfield has a $125 million revolving credit facility and $58 million receivables-based SPV facility that both mature in September 2023. The first and second lien term loans mature in December 2023 and December 2024, respectively. Moody's expects leverage levels will remain exceedingly high in the 15x range in FYE 2023 with near term debt maturities and difficult refinancing conditions as a result of high interest rates and slow economic growth. These factors increase the risk of a financial restructuring. Moody's also changed Learfield's ESG Credit Impact Score (CIS) to CIS-5 and the Governance score to G-5 to reflect the very highly negative impact from extremely high leverage and limited disclosure of a plan to address approaching debt maturities. Downgrades: Issuer: Learfield Communications, LLC Corporate Family Rating, Downgraded to Caa2 from Caa1 Probability of Default Rating, Downgraded to Caa3-PD from Caa1-PD Senior Secured 1st Lien Bank Credit Facility, Downgraded to Caa1 (LGD2) from B3 (LGD3) Senior Secured 2nd Lien Bank Credit Facility, Downgraded to Ca (LGD5) from Caa3 (LGD5) Outlook Actions: Issuer: Learfield Communications, LLC Outlook, Changed To Negative From Stable RATINGS RATIONALE Learfield's Caa2 CFR reflects the extremely high leverage (approximately 30x as of June 30, 2022 excluding Moody's standard lease adjustments) and Moody's expectation that debt to EBITDA will remain elevated through 2023. Challenging refinancing conditions and near term debt maturities increase the risk of a default over the next year. While revenue will continue to improve from the pandemic as a result of higher sponsorship and attendance levels during the college football and basketball seasons, slower economic growth will impact the pace of recovery. Substantial guaranteed payments over a multiyear period with its college media rights partners will continue to weigh on profitability, but Moody's expects executed cost savings actions will contribute to EBITDA growth. Despite Learfield's strong position in the industry, competition for collegiate sports rights will remain high and colleges will continue to seek increased fees for their media rights. Learfield benefits from its significant size in the college multimedia rights industry following the merger with IMG College. The strong fan base for college sports and the underpenetrated nature of college media rights compared to professional sports are positive and will support higher sponsorship revenue over time. Learfield also operates with long contract periods with its collegiate multimedia rights partners in addition to a substantial amount of pre-sold ad inventory. While Learfield's multimedia rights business accounts for a significant portion of operations, the company will also be focused on expanding revenue in digital media content, data attribution analysis and other growth initiatives. ESG CONSIDERATIONS Learfield's ESG Credit Impact Score is very highly-negative (CIS-5) driven by the company's exposure to governance risks (G-5). Learfield has maintained an aggressive financial policy historically and operated with very high leverage levels while pursuing several acquisitions including the IMG college merger. In the near term, the company will continue to be focused on managing liquidity, improving operations, and developing a strategy for addressing near term debt maturities. Learfield is a private company owned by Endeavor Group Holdings, Silver Lake Partners, and Atairos Group. Moody's expects Learfield will have weak liquidity as the $125 million revolver and $58 million asset based SPV facility mature in September 2023. In addition, negative free cash flow will continue in FY 2023. Cash on the balance sheet is $88 million as of FYE 2022, but will continue to be pressured as a result of multimedia rights obligations. Learfield received a $236 million equity contribution from Learfield's sponsors in June 2021, but the funds are not sufficient to address approaching debt maturities. Operating cash flow is seasonal with the strongest results posted during the quarters ending in December and March of each year. Learfield's first lien term loan matures in December 2023 and the second lien term loan matures in December 2024. In 2021, Learfield completed an amendment that provided a covenant waiver period until the maturity of the revolving credit facility in September 2023, but subjects the company to a $10 million minimum liquidity requirement. The first and second lien term loans are covenant lite. The negative outlook reflects the heightened risk for a financial restructuring as Learfield's debt approaches maturity in 2023. Operating performance is expected to improve in 2023 from the continued recovery in multimedia revenue and cost saving initiatives, but leverage levels will remain very high and likely limit the ability to refinance maturing debt. Learfield's liquidity position will also likely continue to erode in the near term from negative free cash flow. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS A ratings upgrade is unlikely in the near term, but could occur if Learfield's debt maturities were addressed. Moody's would also need to expect leverage levels to decline below 8x (as calculated by Moody's) with an adequate liquidity profile A ratings downgrade could occur if Learfield was likely to default on outstanding debt or enter into a distressed exchange as part of an effort to address near term debt maturities. A further deterioration of liquidity could also lead to negative ratings pressure. STRUCTURAL CONSIDERATIONS Learfield's Probability of Default (PDR) of Caa3-PD reflects the elevated potential for a financial restructuring, while the Caa2 CFR, Caa1 first lien term loan and Ca second lien term loan rating includes the potential recovery of outstanding debt in the event of default. Learfield Communications, LLC (Learfield) (dba Learfield IMG College) is an operator in the collegiate sports multimedia rights and marketing industry. Atairos Group, Inc. acquired the company in December 2016 from Providence Equity Partners, Nant Capital, and certain members of management. In December 2018, Learfield completed a merger with IMG College and the combined company is now owned by Endeavor Group Holdings, Silver Lake Partners, and Atairos Group. The company is headquartered in Plano, TX with satellite sales offices located on or near college campuses across the country. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. LIGHTSTONE HOLDCO: S&P Alters Outlook to Stable, Affirms 'B-' ICR ----------------------------------------------------------------- S&P Global Ratings revised its outlook to stable from negative and affirmed its 'B-' issue credit rating on Lightstone HoldCo LLC. The '3' recovery rating is unchanged. The stable outlook reflects S&P's expectation that Lightstone can service its mandatory debt payments through the asset life with adequate liquidity. Lightstone is a merchant power portfolio consisting of four assets in the Pennsylvania-Jersey-Maryland (PJM) Interconnection American Electric Power region with a combined capacity of about 5.24 gigawatts. There are three gas assets (Lawrenceburg, Waterford, and Darby) and one supercritical coal asset (Gavin). Lawrenceburg and Waterford are baseload combined cycle gas turbines (CCGTs), and Darby is a combustion turbine peaker (which generally runs only when there is high demand for electricity). The breakdown of capacity by asset: -- Darby: 484 megawatts (MW; 9%) -- Gavin: 2,692 MW (51%) -- Lawrenceburg: 1,174 MW (23%) -- Waterford: 894 MW (17%) The outlook revision reflects the project's debt maturities. To address the initial term loan maturity of 2024, Lightstone executed an amend-and-extend transaction in May 2022, receiving consent from 90% of lenders. In July and September, it refinanced the remaining 10% of the term loans to extend the maturity for the entire term loan to 2027 from 2024. With no immediate maturities, S&P does not see any substantial liquidity concerns and expect Lightstone to maintain sufficient liquidity to meet its mandatory debt service obligations and fund operations over the next 12 months. S&P views the extension favorably, although some terms are not beneficial to Lightstone's credit quality. There are some credit positive features embedded with this amendment. The extension of the maturity to 2027 is the most notable provision, helping to alleviate near-term refinancing pressure. S&P also consider the limits on tax distributions favorably and view this concession as akin to an equity contribution insofar as more cash will stay within the project at the expense of equity holders, with limits on the compensation they receive to cover tax liabilities incurred from their ownership of the project. S&P said, "Partially offsetting those terms, we find some other provisions to be neutral for Lightstone's credit quality. Because we forecast elevated leverage for the next several years, we don't expect the introduction of a flat $850 million target debt balance and modification of the project's sweep thresholds, while both positive in the abstract, to have any significant impact under our base case. Similarly, the $100 million cash paydown to extending lenders at close does not affect our forecast because we previously assumed all excess cash would be used to repay debt under the project's cash flow sweep mechanism." The margin step-up for the extending tranche, however, is negative for Lightstone's credit quality. Especially in the current interest rate environment, the increase in coupon from LIBOR plus 375 to Secured Overnight Financing Rate (SOFR) plus 575, along with the increase in base rates, translates to roughly $50 million-$60 million of increased annual cash interest expense for 2024 and beyond. While the project has partly swapped its floating interest exposure for 2022 and 2023 at 1.35%, the increase in coupon is a material increase to Lightstone's debt service, hampering debt service coverage ratios (DSCR) through maturity of the extended tranche in 2027. The rating continues to reflect Lightstone's low service coverage and high long-term refinancing risk. Despite better than anticipated cash flow generation, especially from higher energy margin at Gavin and the CCGTs, S&P expects the term loan B outstanding at maturity in 2027 of $1.1 billion-$1.2 billion and coverage ratios remaining just above 1x in the long term. As such, the project's current leverage of $305 per kilowatt (KW) has remained unchanged from the initial term loan B financing in 2017 even as the assets continue to age. Given the lack of net debt paydown history, S&P continues to view refinance risk as elevated in the long term despite the maturity extension to 2027. S&P forecasts reasonably strong near-term DSCRs. S&P said, "While we believe Lightstone continues to carry high debt, the impact is seen most clearly in the post-refinance period. We assume Lightstone will fully repay all debt by 2035 and forecast a minimum DSCR of 1.02x between 2027 and 2035. Despite this weakness in the outer years, we expect Lightstone to generate average DSCRs of 1.6x through the maturity of the term loans in January 2027. The strength of these near-term DSCRs supports the 'B-' rating." Recent improvement in operating performance and cash flow generation supports adequate liquidity in the next 12 months, even assuming the revolving credit facility becomes due in July 2023. S&P said, "Lightstone's $69 million revolver matures in July 2023 and was undrawn as of September 2022. Under our base case, we expect some amount to be extended before it comes due in July 2023. Supported by higher energy margins in the next several quarters and the term loan C supporting operational collateral needs and the debt service reserve account, we expect liquidity to remain adequate for the next 12 months, even assuming the revolver becomes due in July 2023. "The stable outlook reflects our expectation of a minimum DSCR of 1x during our assumed refinancing case, indicating Lightstone can service its mandatory debt payments through the asset life with adequate liquidity. We expect Lightstone to pay down at least $250 million in the next 12 months and a total term loan B outstanding of about $1.1 billion-$1.2 billion at maturity in January 2027." S&P could lower its rating if: -- S&P views Lightstone's capital structure as unsustainable. This would likely occur if the project fails to establish a track record to sweep cash toward term loan B paydown, such that its expected DSCRs fall below 1x on a sustained basis; -- S&P expects debt outstanding at maturity will exceed $1.1 billion. This would likely be due to lower-than-expected energy margins, unplanned operational outages, or weaker-than-forecast capacity prices; -- There is an early (forced) retirement of the Gavin coal-fired station; or -- S&P sees near-term liquidity concerns. S&P could consider a positive rating action if: -- S&P's expectation of minimum DSCR improves to over 1.15x on a sustained basis in its base case, including the refinancing period; and -- The project deleverages faster than S&P envisions. LOVE RENOVATIONS: Recovery for Unsecureds Still to Be Determined ---------------------------------------------------------------- Love Renovations & Design, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of Pennsylvania a Plan of Reorganization dated October 31, 2022. The Debtor, formed in 2019, is a Limited Liability Company with its principal place of business located at 481 Bethel Mill Road, Sewell, NJ 18080. The Debtor is the owner of a residential building located at 1533 4th Street, Philadelphia, PA 19147 ("Real Property"). The Real Property is the sole significant asset of the Debtor and was purchased in 2019 and thereafter fully rehabilitated by the Debtor with the intention of selling the Real Property for a profit. The Debtor also owns minor items of furniture located within the Real Property and has $25.00 in cash in its DIP account. This Plan is designed to permit Debtor to resolve all Claims and Interests, whether manifested or unmanifested, of all Holders of Claims or Interests, whether known or unknown. This Plan provides for the full payment of administrative and priority claims over the lifetime of this Plan. Specifically, this Plan is a chapter 11 plan of reorganization that accomplishes a number of beneficial outcomes for the Debtor and its creditors, including, among other things: * Emergence from Chapter 11: Except as otherwise provided in this Plan, the Reorganized Debtor shall continue to exist on and after the Effective Date as a limited liability company, with all of the powers of such an entity under the laws of the state where incorporated and as provided under the Debtor's governing documents in effect immediately prior to the Effective Date. Moreover, all Assets comprising the Estate shall vest in the Reorganized Debtor free and clear of all Liens, Claims, charges, and other encumbrances. Specifically, upon the Effective Date, the following assets, among others, shall revest in the Reorganized Debtor: (i) the Debtor's Cash and Cash equivalents; (ii) the Debtor's leased or owned real property and the equipment, furniture and fixtures contained therein; and (iii) all Causes of Action including, among others, all Avoidance Actions. Further, the Reorganized Debtor shall not assume any Claims or liabilities of the Debtor, which Claims or liabilities shall be discharged as against the Reorganized Debtor. * Sale of Real Property: On the Effective Date, the Reorganized Debtor shall continue its efforts to sell the Real Estate and the proceeds of the sale, upon closing, shall be made available to the Reorganized Debtor to fund Distributions to Holders of Allowed Claims as provided in this Plan. The Real Property, is the primary asset owned by the Debtor and the Real Property is currently listed for sale for $500,000.00. The basis for this valuation is the opinion of the engaged broker in light of an ever changing real estate market. The following creditors maintain Claims secured by a mortgage or judgment lien against the Real Property: * City of Philadelphia, $19,000 for unpaid real estate taxes. The Debtor believes the City of Philadelphia to be the first priority secured creditor to the extent of its claim for unpaid taxes. * Lending Home Funding Corporation (or its assignee), $371,676.79 for unpaid balance of loan reduced to a judgment in the Court of Common Pleas of Philadelphia County. The Debtor believes that Lending Home Funding Corporation maintains a second priority secured claim against the Real Property and that it is oversecured by the value of the Real Property. * Eric Hebert, $54,770.69 for unpaid balance of a loan to the Debtor, which has been reduced to judgment entered in the Court of Common Pleas of Philadelphia County. The Debtor believes that Eric Hebert maintains a third priority secured claim against the Real Property and that it is oversecured by the value of the Real Property. Class 3 consists of Unsecured Claims. The allowed unsecured claims total $77,694. The estimated recovery for General Unsecured Claims is "unknown at this time", according to the Plan of Reorganization. The Plan will be funded by the proceeds realized from the sale of the Real Property, which will continue to be marketed for sale by eXp Realty, LLC. On Confirmation of the Plan, all property of the Debtor, tangible and intangible, including, without limitation, the Real Property, furniture, fixtures and equipment, will revert, free and clear of all Claims and Equitable Interests except as provided in the Plan, to the Debtor. To be clear, the Real Property shall remain subject to the secured claims described in this Plan and upon sale of the Real Property, such liens shall attach to the proceeds of the sale in the order of priority immediately preceding the Petition Date. A full-text copy of the Plan of Reorganization dated October 31, 2022, is available at https://bit.ly/3zIbzn1 from PacerMonitor.com at no charge. Counsel to Debtor: Jeffrey S. Cianciulli, Esq. Weir Greenblatt Pierce LLP The Widener Building 1339 Chestnut St., Suite 500 Philadelphia, PA 19107 Telephone: (215) 665-8181 Facsimile: (215) 665-8464 Email: jcianciulli@wgpllp.com About Love Renovations & Design Love Renovations & Design, LLC, sought relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 22-12011) on Aug. 1, 2022, listing as much as $1 million in both assets and liabilities. Leona Mogavero, Esq., serves as Subchapter V trustee. Judge Magdeline D. Coleman oversees the case. Jeffrey S. Cianciulli, Esq., at Weir Greenblatt Pierce, LLP, serves as the Debtor's counsel. LUMEN TECHNOLOGIES: Stock Elimination No Impact on Moody's Ba3 CFR ------------------------------------------------------------------ Moody's Investors Service said Lumen Technologies, Inc.'s complete elimination of its common stock dividend and definitive agreement to sell its Europe, Middle East and Africa (EMEA) business to a strategic buyer does not immediately impact its Ba3 corporate family rating or stable outlook. The complete elimination of the company's common stock dividend effectively frees up around $1 billion annually for critical network investment that supports future earnings quality. Moody's expects any ongoing share buybacks will be opportunistic and methodical, but prudent in size and scope. Moody's further expects Lumen to prioritize network investment and remain disciplined in its capital allocation objectives. The company will continue to face a protracted deleveraging path given difficulties achieving a sustained slowing of revenue contraction across its primary enterprise-focused business segments. Lumen is operating with moderately higher leverage than its own internal net debt leverage target range. The company recently shifted its growth strategy and remains in the middle of an aggressive capital investing cycle focused on capturing accelerating broadband demand in its residential markets through fiber upgrades of existing copper-based network infrastructure. Moody's views this comprehensive, stepped-up capital investing in Lumen's consumer end markets as supportive of near term top line growth that can help arrest some of the company's broader top line pressures in its enterprise segments. The $1.8 billion EMEA sale price represents a company-adjusted EBITDA implied valuation multiple of over 11x for the sold operations. While the exact use of proceeds is currently uncertain, Moody's believes that this asset sale further benefits the company's ability to better focus its execution efforts on a more slimmed down set of operations, aiding revenue growth and deleveraging over the longer term. Moody's notes that aggregate net proceeds from the company's completed 2022 asset sales of Latin American operations and incumbent local exchange carrier (ILEC) assets within a 20 state footprint were used to reduce outstanding debt. The closing of the EMEA sale is expected in early 2024 and is subject to regulatory approvals and other closing conditions. Lumen Technologies, Inc., headquartered in Monroe, Louisiana, is an integrated communications company that provides an array of communications services to residential, business, governmental and wholesale customers. In October of 2017, Lumen acquired Level 3, an international communications company with one of the world's largest long haul communications and optical internet backbones. MACON DOOR: Court OKs Final Cash Collateral Access -------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Georgia, Macon Division, authorized Macon Door & Hardware, Inc. to use cash collateral on a final basis in accordance with the budget. As adequate protection, the Debtor is directed to provide all prepetition liens of Daniel R. Pike, First Savings Bank, the U.S. Small Business Administration, HYG Financial Services, Inc., and Samson Horus, LLC. The Debtor will pay when due, postpetition property taxes with respect to the properties held by the Respondents as collateral, in accordance with the Budget. A copy of the final order and the Debtor's budget is available at https://bit.ly/3h2QcGE from PacerMonitor.com. The budget provides for total expenses, on a monthly basis, as follows: $155,749 for the month of September 2022; $167,649 for the month of October 2022; $167,749 for the month of November 2022; $197,849 for the month of December 2022; $197,849 for the month of January 2023; and $212,849 for the month of February 2023. About Macon Door & Hardware Macon Door & Hardware Inc. -- https://www.macondoor.com/ -- is a distributor of division 8 & 10 materials in the Middle Georgia area. Macon Door & Hardware filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. M.D. Ga. Case No. 22-51044) on Sept. 9, 2022. In the petition filed by Daniel L. Pike, as president, the Debtor reported assets and liabilities between $1 million and $10 million. Judge Austin E. Carter oversees the case. Robert M. Matson has been appointed as Subchapter V trustee. The Debtor is represented by Ward Stone, Jr., Esq., at Stone & Baxter, LLP. MARINER HEALTH: U.S. Trustee Appoints Blanca Castro as PCO ---------------------------------------------------------- Andrew Vara, the U.S. Trustee for Region 3, appointed Blanca E. Castro as patient care ombudsman for Mariner Health Central, Inc. and its affiliates. In a court filing, Ms. Castro disclosed that she has no connections with Mariner Health Central, creditors or any other parties in interest. A copy of the notice is available for free at https://bit.ly/3UcBATu Kurtzman Carson Consultants LLC, the claims agent. 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 cases were transferred to the U.S. Bankruptcy Court for the Northern District of California (Bankr. D. Del. Lead Case No. 22-41079) on Oct. 25, 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 William J. Lafferty 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. MARTINEZ QUALITY: Wins Cash Collateral Access Thru Nov 11 --------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of North Carolina, Charlotte Division, authorized Martinez Quality Painting & Drywall, Inc. to use cash collateral on an interim basis in accordance with the budget, with a 10% variance, through November 11, 2022. The Court held that the pre-judgment attachment freezing the funds in the Bank of America account is dissolved and Bank of America will hold uninterrupted $124,000 in the account ending in 9046 and remit the remaining excess funds to the Debtor so the Debtor may use the cash consistent with the terms of the court order. Pursuant to a previous interim order, Carocon Corporation was directed to pay $187,076 of the $220,785 it was holding in retainage from the Madison HWY39 project to the Debtor pursuant to the payment procedures contained under its contract with the Debtor. The Interim Order also directed that Carocon may pay the remaining $33,709 of the retainage it holds from the Madison HWY39 project to certain second tier subcontractors of the Debtor. Those payments are: (i) $28,360 to Sherwin Williams, (ii) $4,723 to H&E Equipment, and (iii) $626 to Foundation Building Materials. After entry of the prior Interim Order, Carocon was informed the Debtor had already paid the $626 it was holding for Foundation Building Materials and paid the remaining $626 that it was holding for Foundation Building Materials on the Madison HWY39 project to the Debtor. The Debtor was slated to make an adequate protection payment in the amount of $4,000 on or before October 15 to the Debtor's counsel to be held in trust for the benefit of EBF Holdings LLC, and any other creditor asserting a lien on the Debtor's accounts receivable. The Debtor's counsel will confirm to EBF’s counsel when said payment has been made. Said funds will be distributed pursuant to the terms of future orders of the court. As adequate protection, the Creditors, including, but not limited to, EBF, are granted a replacement lien or other property interest under 11 U.S.C. section 361 to the extent said parties' collateral or property is used by the Debtor and to the extent and with the same priority in post-petition property, and the proceeds thereof, that the creditors hold in the pre-petition property. The Debtor will obtain business interruption insurance in an amount satisfactory to EBF, will name EBF as loss payee, and will provide proof of said insurance to EBF upon its reasonable request. A hearing on the matter is scheduled for November 9 at 9:30 a.m. A copy of the order and the Debtor's budget is available at https://bit.ly/3DGtM5B from PacerMonitor.com. The budget provides for total expenses, on a weekly basis, as follows: $91,341 for Week 9; $91,341 for Week 10; $91,341 for Week 11; $91,341 for Week 12; and $91,341 for Week 13. About Martinez Quality Painting & Drywall, Inc. Martinez Quality Painting & Drywall, Inc. is a drywall and painting contractor serving the residential commercial customers. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D.N.C. Case No. 22-30357) on August 1, 2022. In the petition signed by Ricardo Martinez, president, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Craig J. Whitley oversees the case. John C. Woodman, Esq., at Essex Richards, PA, is the Debtor's counsel. MBIA INC: Incurs $34 Million Net Loss in Third Quarter ------------------------------------------------------ MBIA Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $34 million on $17 million of total revenues for the three months ended Sept. 30, 2022, compared to a net loss of $123 million on $72 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 $143 million on $97 million of total revenues compared to a net loss of $290 million on $162 million of total revenues for the same period in 2021. As of Sept. 30, 2022, the Company had $4.01 billion in total assets, $4.86 billion in total liabilities, and a total deficit of $849 million. Bill Fallon, MBIA's chief executive officer noted, "Given the substantial restructuring of our Puerto Rico credits, we have retained Barclays as an advisor and have been working with them to explore strategic alternatives, including a possible sale of the company." As of Sept. 30, 2022, MBIA Inc.'s liquidity position totaled $172 million, consisting primarily of cash and cash equivalents and liquid invested assets. As of Oct. 26, 2022, there were 54.9 million of MBIA Inc. common shares outstanding. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/814585/000119312522275889/d408781d10q.htm About MBIA MBIA Inc., together with its consolidated subsidiaries, operates within the financial guarantee insurance industry. MBIA manages its business within three operating segments: 1) United States public finance insurance; 2) corporate; and 3) international and structured finance insurance. The Company's U.S. public finance insurance portfolio is managed through National Public Finance Guarantee Corporation, its corporate segment is managed through MBIA Inc. and several of its subsidiaries, including our service company, MBIA Services Corporation, and its international and structured finance insurance business is primarily managed through MBIA Insurance Corporation and its subsidiary. MBIA reported a net loss of $445 million in 2021, a net loss of $578 million in 2020, and a net loss of $359 million in 2019. METRO SERVICE: U.S. Trustee Appoints Creditors' Committee --------------------------------------------------------- David Asbach, Acting U.S. Trustee for Region 5, appointed an official committee to represent unsecured creditors in the Chapter 11 case of Metro Service Group, Inc. The committee members are: 1. Big Truck Rental Attn: Kevin Cowley 4221 W. Boy Scout Boulevard, Suite 400 Tampa, FL 33607 Telephone: (813) 261-0820 Email: kcowley@bigtruckrental.co Counsel: Jonathan Gold Dickinson Wright PLLC International Square 1825 Eye St. N.W., Suite 900 Washington, D.C. 20006 Telephone: (202) 659-6960 Email: JGold@dickinsonwright.com 2. Spahr Enterprises, Inc. Attn: David T. Spahr P.O. Box 2751 Harvey, LA 70059-2751 Telephone: (504) 368-7500 Email: spahr1@cox.net Counsel: Joshua P. Mathews Mathews Law Group, LLC 1510 Woodland Hwy, Suite A Belle Chasse, LA 70037 Telephone: (504) 233-3396 Email: josh@mlgnola.com 3. River Birch LLC Attn: Dominick J. Fazzio 2000 South Kenner Road Avondale, LA 70094 Telephone: (504) 436-1288 Email: dominick@riverbirchllc.com Counsel: William Steffes The Steffes Firm, LLC 13702 Coursey Boulevard, Building 3 Baton Rouge, LA 70817 Telephone: (225) 751-1751 Email: bsteffes@steffeslaw.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Metro Service Group Metro Service Group, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No. 22-11197) on Oct. 6, 2022, with $10 million to $50 million in both assets and liabilities. Judge Meredith S. Grabill oversees the case. Heller, Draper & Horn, LLC is the Debtor's legal counsel. MLN US HOLDCO: Moody's Cuts CFR to 'Caa3', Outlook Stable --------------------------------------------------------- Moody's Investors Service downgraded MLN US Holdco LLC's ("Mitel") corporate family rating to Caa3 from Caa1, probability of default rating to Caa2-PD/LD from Caa1-PD, existing senior secured first lien bank credit facility rating to Caa3 from B3, and existing senior secured second lien bank credit facility rating to Ca from Caa3. Moody's appended an "/LD" designation to Mitel's PDR to reflect a limited default resulting from its recently completed debt exchange. The /LD will be removed after three business days. The outlook remains stable. This rating action follows Mitel's "uptiering" transaction on October 18, 2022, whereby a majority of the company's existing lenders agreed to changes in credit agreements that allowed the company to issue debt that is senior in priority to the existing debt. The downgrade of the existing first and second lien bank debt reflects its junior position to the new $156 million superpriority term loan, $575 million second out term loan and $124 million third out term loan. The superpriority debt provides Mitel with additional liquidity to fund the working capital usage for the ongoing cloud-to-cloud (c2c) migrations to RingCentral (unrated). The company used the proceeds from the second out and third out debt to purchase a portion of its outstanding first lien term loan and second lien term loan respectively on a non-pro-rata basis at a price below par. Post debt exchange, amounts outstanding under the first and second lien term loans are $281 million and $108 million respectively. Moody's considers this transaction to be a distressed exchange. "The downgrade reflects a higher potential future default risk due to Mitel's high leverage, increased execution risks to the ongoing c2c RingCentral migrations, unclear migration payments from RingCentral and uncertainty regarding steady-state cost structure post c2c migrations", said Mikhil Mahore, a Moody's analyst. "However, the transaction provides additional liquidity to enable the c2c migrations to RingCentral." Governance risk considerations are material to this rating action. In addition to leverage remaining elevated, the debt exchange could also potentially create litigation risks for the company. A minority of existing lenders were not allowed to participate in the exchange, which put them at a disadvantage to other lenders that participated in the transaction, despite all of them being pari-passu. Downgrades: Issuer: MLN US Holdco LLC Corporate Family Rating, Downgraded to Caa3 from Caa1 Probability of Default Rating, Downgraded to Caa2-PD /LD from Caa1-PD Gtd Senior Secured First Lien Term Loan, Downgraded to Caa3 (LGD5) from B3 (LGD3) Gtd Senior Secured First Lien Revolving Credit Facility, Downgraded to Caa3 (LGD5) from B3 (LGD3) Gtd Senior Secured Second Lien Term Loan, Downgraded to Ca (LGD6) from Caa3 (LGD5) Outlook Actions: Issuer: MLN US Holdco LLC Outlook, Remains Stable RATINGS RATIONALE Mitel's Caa3 CFR is constrained by: (1) uncertain business fundamentals due to execution risks and unclear migration payments from the ongoing cloud-to-cloud (c2c) migrations to RingCentral; (2) weak credit metrics, highlighted by high financial leverage with debt-to-EBITDA of 10.1x at LTM June-2022 declining toward 6x over the next 12-18 months due to one-time migration revenue from RingCentral; (3) declining UC (Unified Communications) business; (3) competitive industry environment with several large, more established peers; and (4) aggressive financial policies as a result of private equity ownership. The company benefits from: (1) potential to benefit from migrating its customer base to RingCentral's Unified Communications as a Service (UCaaS); (2) good market position with a large installed Unified Communications (UC) base; (3) ongoing reductions in operating and capital expenditures; and (4) adequate liquidity. Mitel has adequate liquidity. Pro-forma for the debt exchange, sources of liquidity are around $244 million until year-end 2023, including about $184 million of cash (June 30, 2022) and $60 million Moody's expected free cash flow generation. The $42 million available (as of June 30,2022) under Mitel's $90 million revolving credit facility is not considered a source of liquidity given its near term maturity in November 2023. Uses of liquidity of $48 million includes repaying the drawings under the revolving credit facility. The company has a springing net leverage covenant on its existing debt, whereas the new priority debt has a net priority secured leverage covenant. Moody's expects that the company will be in compliance with both of these covenants over the next four quarters. The company has limited ability to generate liquidity from asset sales as its assets are encumbered and not readily divisible. The stable outlook reflects Moody's expectation that Mitel will maintain adequate liquidity over the next 12-18 months as it works toward migrating its UCaaS customers to RingCentral. Mitel has five classes of debt: (1) unrated $156 million superpriority facility due October 2027; (2) unrated $575 million second out term loan due October 2027; (3) unrated $124 million third out term loan due October 2027; (4) Caa3 rated existing first lien secured credit facilities - a $90 million revolving credit facility due November 2023 and a $1,120 million (face amount, $281 million outstanding) term loan due November 2025; and (5) Ca rated $260 million (face amount, $108 million outstanding) existing second lien term loan due November 2026. The CFR is one notch below the PDR based on Moody's estimated 35% recovery rate. The Caa3 rating on the existing first lien secured facilities is the same as the CFR, whereas the Ca rating on existing second lien term loan is one notch below the CFR to reflect their junior ranking relative to all of the other debt in the capital structure. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Mitel's ratings could be downgraded if liquidity further erodes or if Moody's determines that it is unlikely that Mitel can repay or refinance its debt in a timely manner. The company's ratings could be upgraded if Mitel materially reduces debt using the migration payments such that company's capital structure can be sustained with the remaining UC business. The principal methodology used in these ratings was Diversified Technology published in February 2022. Mitel, headquartered in Ottawa, Canada, provides phone systems, collaboration applications (voice, video calling, audio and web conferencing, instant messaging etc.) and contact center solutions through on-site and cloud offerings. The company's customer focus is on small and medium sized businesses. Mitel is majority-owned by Searchlight Capital Partners, a private equity firm. Revenue was about $900 million for LTM June-2022. MOBILESMITH INC: Seeks to Hire J.M. Cook as Bankruptcy Counsel -------------------------------------------------------------- MobileSmith Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to hire J.M. Cook, P.A. as its legal counsel. The firm's services include: (a) preparing legal papers, including the Debtor's plan of reorganization and disclosure statement, which are necessary in the Debtor's reorganization case; (b) assisting the Debtor in evaluating the legal basis for, and effect of, the various pleadings that will be filed in its case; (c) assisting the Debtor in preparing monthly operating reports, and evaluating and negotiating the Debtor's or any other party's plan of reorganization; (d) commencing and prosecuting necessary actions or proceedings on behalf of the Debtor; and (e) performing all other necessary legal services, including court appearances, research, opinions and consultations on reorganization options, direction and strategy. J.M. Cook, P.A. will be compensated at the rate of $300 an hour for the services of its attorneys and $75 an hour for paralegal services. The firm received a retainer in the amount of $10,000. J.M. Cook, Esq., the firm's attorney who will be providing the services, disclosed in a court filing that he does not represent interest adverse to the Debtor and its estate. The firm can be reached through: J.M. Cook, Esq. J.M. Cook, P.A. 5886 Faringdon Place, Suite 100 Raleigh, NC 27609 Phone: (919) 675-2411 Facsimile: (919) 882-1719 Email: J.M.Cook@jmcookesq.com About MobileSmith Inc. MobileSmith Inc. is a developer of software applications for the healthcare industry. The company is based in Raleigh, N.C. MobileSmith Inc. filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 22-02319) on Oct. 12, 2022. In the petition filed by its chief financial officer and chief executive officer, Gleb Mikhailov, the Debtor reported assets between $100 million and $500 million and liabilities between $1 million and $10 million. Judge Joseph N. Callaway oversees the case. The Debtor is Represented by J.M. Cook of J.M. Cook, P.A. MOLECULAR IMAGING: Remington Buys Bolingbrook Condo Suite for $200K ------------------------------------------------------------------- Molecular Imaging Chicago, LLC, seeks the approval from the U.S. Bankruptcy Court for the Northern District of Illinois to sell ownership interest in the commercial condominium located at 215 Remington Blvd., Suite J, in Bolingbrook, Illinois, to Remington Bolingbrook, LLC, for $200,000. The Debtor's Chapter 11 Schedules (Schedule A) reflect it has an ownership interest the Real Property. The Real Property is subject to the following liens, claims and encumbrances: (a) a first mortgage in favor of Byline Bank in the estimated amount of $2,054,794; (b) the Will County Treasurer for past due ad valorem real estate taxes in the estimated amount of $5,259.32; and (c) Remington Corporate Center Condominium Association for past due assessments in the estimated amount of $9,133.98. The Byline debt arises out of a U.S. Small Business Administration Note and Security Agreement dated June 6, 2014 in the original principal amount of $3,235,000, as amended by a Certain Forbearance and Deed in Lien Agreement dated May 1, 2020, and Security Agreement which is secured by the following: (a) A Mortgage, Assignment of Rents, Security Agreement, and Fixture Filing dated June 6, 2015, related to the commercial property located at 215 Remington Blvd., Suite J, Bolingbrook, Illinois; and, (b) A lien on the assets of the Debtor, including equipment, fixtures, inventory, accounts, instruments, chattel paper, general intangibles, together with all replacements, accessions, proceeds and products. In addition to the collateral referenced, additional real estate owned by the principals of the Debtor or other entities owned by the principals of the Debtor are pledged as collateral to secure the SBA Loan. The Debtor retained and entered into a Commercial Property Exclusive Right to Sell/Lease Agreement with Gabriella Chawla and d'aprile Properties, which the Court approved, to offer the Real Property for sale and wherein the Debtor agreed to pay the Real Estate Broker and cooperating brokers a commission of 6% of the purchase price upon the sale of the Real Property. The Real Estate Broker has been marketing the Real Property for sale for the one year prior to the filing of the instant case. The Debtor has received an offer to purchase the Real Property from the Buyer for $200,000 pursuant to the Commercial Sales Contract. The Sales Contract has a closing date of Dec. 1, 2022. The Debtor seeks authority to sell the Real Property to the Buyer free and clear of any and all liens, claims and encumbrances. It also seeks authority to pay all reasonable and necessary costs and expenses of sale, including but not limited to all ad valorem property taxes with respect to the Real Property to the Will County Treasurer, any past due Condo Assessments, title charges, normal and customary closing costs and prorations, and real estate commissions. After the payment of the foregoing, all proceeds of sale will be held by the Debtor, with all liens, claims and encumbrances to attach to proceeds of sale subject to further order of Court. The Debtor further requests the notice be pursuant to Fed. R. Bankr. P. 2002 be shortened to 14n days for cause shown. The Sales Contract requires a closing on Dec. 1, 2022, and, as the Court is not available on either Nov. 15, 2022, or Nov. 22, 2022, Nov. 15, 2022, is the only available date for the Debtor to present the Motion and be able to close on the transaction by Dec. 1, 2022. A copy of the Sales Contract is available at https://tinyurl.com/23thxjnb from PacerMonitor.com free of charge. About Molecular Imaging Chicago Molecular Imaging Chicago LLC is dedicated to providing diagnostic testing services, including PET/CT, MRI (Open and High Field), Diagnostic CT, EMG/NCV, Ultrasound, Arthrogram, and Digital X-Ray services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Court (Bankr. N.D. Ill. Case No. 22-10864) on Sep. 22, 2022. In the petition signed by Rajeev Batra, managing member, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Jacqueline P. Cox oversees the case. Gregory K. Stern, Esq., at Gregory K. Stern, P.C., is the Debtor's counsel. Neema T. Varghese is appointed as Sub Chapter V Trustee. MOLECULAR IMAGING: Wins Cash Collateral Access Thru Nov 30 ---------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division, authorized Molecular Imaging Chicago LLC to use cash collateral on an interim basis in accordance with the budget, with a 10% variance, through November 30, 2022. As adequate protection for the Debtor's use of cash collateral, Byline Bank and any other lien claimants are granted post-petition replacement liens, to the extent and with the same priority as held pre-petition, in and to the cash collateral and all post-petition property of the Debtor of the same type or kind substantially equivalent to the pre-petition Collateral. A further hearing on the matter is set for November 29 at 1:30 p.m. A copy of the order is available at https://bit.ly/3U0DHKz from PacerMonitor.com. About Molecular Imaging Chicago LLC Molecular Imaging Chicago LLC is dedicated to providing diagnostic testing services, including PET/CT, MRI (Open and High Field), Diagnostic CT, EMG/NCV, Ultrasound, Arthrogram, and Digital X-Ray services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Court (Bankr. N.D. Ill. Case No. 22-10864) on September 22, 2022. In the petition signed by Rajeev Batra, managing member, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Jacqueline P. Cox oversees the case. Gregory K. Stern, Esq., at Gregory K. Stern, P.C., is the Debtor's counsel. NEPTUNE BIDCO: S&P Assigns 'B-' ICR, Outlook Stable --------------------------------------------------- S&P Global Ratings assigned a 'B-' issuer credit rating to Neptune Bidco US Inc. (which does business as Nielsen) because it expects the company's leverage will be very high at about 11x ($2.68 billion of preferred equity is treated as debt), pro forma for the transaction. S&P said, "We assigned a 'B' rating with a '2' recovery rating (meaningful recovery, with a rounded estimate of 80%) to the company's first-lien senior secured notes. "The stable outlook reflects our expectation that Nielsen will maintain its leadership position in audience measurement while generating stable revenue growth of 3%-5%, with an adjusted EBITDA margin in the mid to high 30% area." On October 11, 2022, financial sponsors Evergreen Coast Capital Corp. and Brookfield Business Partners L.P. closed on the purchase of Nielsen Holdings plc for about $16 billion in a public-to-private LBO transaction. S&P's rating on Nielsen reflects its strong market position and its substantially higher debt burden due to the LBO. The rating reflects the company's leading position as a provider of information, measurement, and analytics across media platforms. In addition, it has stable client relationships with high renewal rates, barriers to entry are significant, its total addressable market has increased, and switching costs for clients are high. Nielsen also has adequate pricing power, and its profitability is consistently above average for the sector. These factors are offset by the substantially higher debt and interest burden because of the LBO and the company's exposure to an evolving television industry that is shifting toward digital viewership. The take-private transaction increases Nielsen's leverage significantly and pressures its cash flow generation due to the high interest burden. In October 2022, financial sponsors Evergreen Coast Capital Corp. and Brookfield Business Partners L.P. closed their acquisitions of Nielsen Holdings plc in a public-to-private LBO transaction. S&P said, "To finance the transaction, the sponsors have put in place approximately $10.5 billion of debt, $2.68 billion of convertible preferred equity (included as debt in our adjusted debt calculation), and $2.82 billion of common equity. The transaction will almost double the debt burden at the company, and its interest expense will increase significantly, reducing FOCF generation. Pro forma for the transaction, we expect Nielsen's S&P Global Ratings-adjusted leverage will be very high at about 11.0x, with a pro forma interest expense of over $1 billion per year." While pro forma leverage and interest expenses are high, S&P expects Nielsen's strong market position and relatively stable business to support its ability to generate revenue growth and margin improvement over its forecast period, which will lead to improved credit metrics. Key to this improvement is the company's plan to aggressively reduce costs post the transaction to improve margins and cash flow generation. In addition, the company continues to invest in its Nielsen One cross-measurement platform, which it plans to introduce later in 2022 and more fully in 2023. Successful execution on both of these fronts are key to Nielsen's ability to generate EBITDA and cash flow growth that will allow it to sustainably service its increased debt and interest burden and reduce leverage over time. Nielsen benefits from its strong market position. The company is the leading global provider of media audience measurement and analytics and is the industry standard in the U.S. Its position as the accepted third-party independent arbitrator of audience measurement is unlikely to be displaced over the next two to three years, even though the fragmentation of viewership and the shift to streaming/on-demand viewing has eroded some of its competitive strength. In addition, its pro forma operating metrics are good, as the company continues to generate steady growth that S&P expects to be only modestly impacted in a weakening economic environment. It has high recurring revenue (about 80%), low customer churn, and an S&P Global Ratings-adjusted EBITDA margin in the high-30% to low-40% area. Nielsen's business is affected by the viewership shift toward digital platforms. Nielsen's television audience measurement is considered the industry standard in the U.S. and is unlikely to be displaced over the next few years. However, television audiences are fragmenting as viewership shifts toward digital platforms and time-shifted viewing. These changes require enhanced audience-measurement capabilities that unify the measurements of linear and digital viewership toward a common platform, allowing for greater standardization in ad buying across distribution mediums. S&P said, "In our opinion, the environment in which Nielsen operates has evolved faster than the company's response to the changes so far. However, the company is progressing toward developing digital media measurement systems through its Nielsen ONE platform, and there is currently no other competitor that is displacing it in digital media measurement. In December 2020, the company announced Nielsen ONE, which aims to unify its media measurement across linear and digital platforms into a single cross-media measurement platform. Since then, it has made significant progress developing this platform and remains on track to deliver on its roadmap. In January 2022, the company launched Nielsen ONE Alpha Ads for a cross-media measurement solution with select clients, including Disney and IPG. Nielsen will continue to roll out Nielsen One to more clients in 2023. In our view, its successful execution in migrating clients to Nielsen ONE will be key to its ability to maintain its leadership position and to accelerate its growth profile. If the company fails to adapt and compete effectively in the evolving media landscape, we expect that Nielsen would likely lose share to emerging competitors and face earnings headwinds as cord-cutting continues to pressure the share of linear TV and advertising spending." S&P said, "The stable outlook reflects our expectation that Nielsen will maintain its leadership position in audience measurement while generating stable revenue growth of 3%-5%, with an adjusted EBITDA margin in the mid-to-high 30% area. We also expect Nielsen to generate positive FOCF even though its debt and interest burden has increased significantly." S&P could lower its rating on Nielsen if: -- Its competition intensifies, leading to a deterioration in its market position and weaker-than-expected growth and stagnant margins; or -- Its FOCF is negative on a sustained basis, and it has insufficient cash flow to sufficiently reduce leverage, which could cause us to view its capital structure as unsustainable. S&P could raise its rating on Nielsen if it improves its FOCF to debt above 3% on a sustained basis. This could occur if the company maintains is stable revenue growth while improving margins through its cost-efficiency program over the next 12-24 months. ESG credit indicators: E-2, S-2, G-3 Governance factors are a moderately negative consideration, as they are for most rated entities owned by private-equity sponsors. S&P believes the company's highly leveraged financial risk profile points to corporate decision-making that prioritizes the interests of controlling owners. This also reflects private-equity sponsors' generally finite holding periods and focus on maximizing shareholder returns. NICAS GROUP: Gets OK to Hire Rountree as Legal Counsel ------------------------------------------------------ Nicas Group Capital, LLC received approval from the U.S. Bankruptcy Court for the Middle District of Georgia to hire Rountree, Leitman, Klein & Geer, LLC as its legal counsel. The firm's services include: a. providing the Debtor with legal advice regarding its powers and duties in the management of its property; b. preparing legal papers; c. assisting in the examination of claims of creditors; d. assisting in the preparation of disclosure statement and plan of reorganization, and in the confirmation and consummation thereof; and e. performing all other necessary legal services for the Debtor. Rountree will charge these hourly fees: William A. Rountree, Attorney $495 per hour Will B. Geer, Attorney $495 per hour Michael Bargar, Attorney $495 per hour Hal Leitman, Attorney $425 per hour David S. Klein, Attorney $425 per hour Alexandra Dishun, Attorney $425 per hour Benjamin R. Keck, Attorney $425 per hour Barret Broussard, Attorney $395 per hour Ceci Christy, Attorney $350 per hour Elizabeth A. Childers, Attorney $350 per hour Caitlyn Powers, Attorney $275 per hour Zach Beck, Law clerk $195 per hour Sharon M. Wenger, Paralegal $195 per hour Kayte Moore, Paralegal $175 per hour Megan Winokur, Paralegal $150 per hour Catherine Smith, Paralegal $150 per hour Yasmin Alamin, Paralegal $150 per hour The firm received a pre-bankruptcy retainer of $25,000 from the Debtor. William Rountree, Esq., a partner at Rountree, 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: William A. Rountree, Esq. Rountree Leitman Klein & Geer, LLC Century Plaza I 2987 Clairmont Road, Suite 350 Atlanta, GA 30329 Telephone: (404) 584-1238 Facsimile: (404) 704-0246 Email: wrountree@rlkglaw.com About Nicas Group Capital Nicas Group Capital, LLC -- https://www.nicasgroup.com/ -- is the real estate arm of the Leap Family. Coming to the U.S. as refugees from Cambodia, the Leap Family, through hard work and perseverance, has created several businesses including Nicas Group Capital. Nicas Group Capital filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. M.D. Ga. Case No. 22-30499) on Sept. 19, 2022, with as much as $10 million in both assets and liabilities. Robert M. Matson has been appointed as Subchapter V trustee. Judge James P. Smith oversees the case. The Debtor is represented by Will Bussell Geer of Rountree, Leitman, Klein & Geer, LLC. NICK'S CREATIVE: Taps Larry V. Bishins as Special Counsel --------------------------------------------------------- Nick's Creative Marine, Inc. received approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Larry V. Bishins, P.A. as its special counsel. The firm will represent the Debtor before the Florida Department of Revenue regarding its sales tax liability and will assist the Debtor's bankruptcy counsel in connection with the claim filed by the agency in the Debtor's Chapter 11 case. Larry V. Bishins will charge $550 per hour for its services. As disclosed in court filings, Larry V. Bishins is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Larry V. Bishins, Esq. Larry V. Bishins, P.A. P.O. Box 510536 Melbourne Beach, FL 32951-0536 Phone: 954-803-0080 Fax: 954-337-6300 Email: larry@bishinslaw.com About Nick's Creative Marine Nick's Creative Marine, Inc. owns a marine supply store in Riviera Beach, Fla. Nick's Creative Marine sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-17170) on Sept. 16, 2022, with up to $50,000 in assets and up to $10 million in liabilities. Nicholas Scafidi, vice-president of Nick's Creative Marine, signed the petition. Judge Erik P. Kimball oversees the case. The Debtor tapped Craig I. Kelley, Esq., at Kelly, Fulton & Kaplan, P.L. as bankruptcy counsel; Larry V. Bishins, P.A. as special counsel; and Lawrence H. Dugan, Jr., P.A. as accountant. NIKKYO LLC: Court OK's Final Cash Collateral Access --------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, authorized Nikkyo, LLC, dba Deluxe Systems of Florida, to use cash collateral on a final basis, retroactive to September 1, 2022. The Debtor is permitted to pay: (a) amounts expressly authorized by the Court, including payments to the United States Trustee for quarterly fees; (b) the current and necessary expenses set forth in the budget, plus an amount not to exceed 10% for each line item; and (c) additional amounts as may be expressly approved in writing by secured creditor, Byline Bank. As adequate protection, the Secured Creditor will have perfected post-petition liens against cash collateral to the same extent and with the same validity and priority as their prepetition liens, without the need to file or execute any document as may otherwise be required under applicable non bankruptcy law. The Debtor will maintain insurance coverage for its property in accordance with the obligations under the loan and security documents with the Secured Creditor. A copy of the order is available at https://bit.ly/3SYirUd from PacerMonitor.com. About Nikkyo, LLC Nikkyo, LLC offers racking, shelving, and modular storage systems for safe, efficient, and effective control of material handling requirements. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-03599) on September 1, 2022. In the petition signed by Saul Ackovitz, managing member, the Debtor disclosed $589,255 in assets and $2,015,611 in liabilities. Judge Catherine Peek McEwen oversees the case. Buddy D. Ford, Esq., at Buddy D. Ford, P.A. is the Debtor's counsel. NORTH JAX CONCRETE: Mehmeti Buying Jacksonville Property for $749K ------------------------------------------------------------------ North Jax Concrete and Construction, LLC, asks the U.S. Bankruptcy Court for the Middle District of Florida to authorize the sale of the commercial property where it operates, located at 1932 Dahlia Rd., in Jacksonville, Florida 32254, to Mehmeti Transport L.L.C. for $749,000. The Debtor owns the Real Property. Shortly after the Petition Date, the Debtor determined that the Real Property is not necessary for an effective reorganization. In addition, due to the substantial tax debt owed to the Internal Revenue Service, the sale of the Real Property will enable it to pay down the IRS' claim enough to allow the Debtor to file a feasible plan of reorganization. On Aug. 9, 2022, the Court approved the employment of Real Estate Agent/Broker Michael Salik. Mr. Salik and his company, Franklin Street, listed the property for sale at $749,000. Ultimately, Franklin Street gave prospective purchasers through and including Oct. 13, 2022 within which to submit their highest and best offers. The Debtor received a full list-price offer from the Buyer. Through the instant Motion, the Debtor seeks to sell the Real Property to the Buyer for $749,000, in accordance with the terms of their Contract. All fees, closing costs, settlement costs, and taxes including county taxes, recording, transfer, and tax stamps will be paid at closing or as otherwise set forth in the Contract. Through the sale of the Real Property, the Debtor intends on paying secured creditor Dan Taylor in full. In addition, based on initial discussions with the IRS, it is confident it will obtain the consent of the IRS to the instant sale. The IRS currently has a secured claim in an amount substantially higher than the net proceeds it expects to receive out of the sale. However, the IRS will be paid all net proceeds out of the sale after paying closing costs, Mr. Salik's commission, and the debt owed to Mr. Taylor (approximately $200,000 will be paid to Mr. Taylor to satisfy his first mortgage). The proposed deadline for closing is 30 days after the end of the due diligence period. The due diligence period expires upon the later of 30 days from the execution of the Contract, or the date that the Court enters an Order granting the instant Motion. Additionally, the Debtor requests that any order granting the Motion provides that the stay period under Rule 6004(h) and 6006(d), and any other applicable stay periods, be waived, such that the stay requirement of Rule 6004(h) is lifted immediately upon its execution. A copy of the Cotract is available at https://tinyurl.com/ywhtjsf3 from PacerMonitor.com free of charge. About North Jax Concrete and Construction North Jax Concrete and Construction, LLC, a company in Jacksonville, Fla., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-01206) on June 15, 2022. In the petition signed by John C. Holton III, managing member, the Debtor listed $1 million to $10 million in both assets and liabilities. Judge Jacob A. Brown oversees the case. The Debtor tapped Byron Wright, III, Esq., and Robert C. Bruner, Esq., at Bruner Wright P.A. as bankruptcy attorneys; and Georgia Evans of Professional Management Systems, Inc. as accountant. NORWICH ROMAN CATHOLIC: Jones Walker Also Represents St. Luke's --------------------------------------------------------------- In the Chapter 11 cases of The Norwich Roman Catholic Diocesan, Corporation the law firms of Jones Walker LLP and Law Offices of Jeffrey Hellman, LLC submitted a second amended verified statement under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose an updated list of members of Parish Group that they are representing. The St. Luke's Roman Catholic Church Corporation has retained Jones Walker to represent it in connection with a lawsuit entitled The Estate of John Doe, By Jane Doe, Administrator, and Jane Doe, Individually v. The St. Luke's Roman Catholic Church Corporation, Case No. TTD-CV22- 5016391-S, filed in the Superior Court, Judicial District of Tolland at Rockville, State of Connecticut, as well as in related adversary proceedings. This Second Amended Verified Statement modifies the Verified Statement filed on November 8, 2021 and the Amended Verified Statement filed on March 14, 2022, to disclose that Jones Walker also represents St. Luke's in its individual capacity in connection with the Lawsuit. The disclosures set forth in the Amended Verified Statement remain unchanged, and the membership of the Association consists of the 53 entities in the Amended Verified Statement. Counsel for the Association of Parishes of The Roman Catholic Diocese of Norwich, Connecticut and The St. Luke's Roman Catholic Church Corporation can be reached at: Mark A. Mintz, Esq. Samantha A. Oppenheim, Esq. JONES WALKER LLP 201 St. Charles Avenue, 51st Floor New Orleans, LA 70170 Tel: (504) 582-8368 (504) 582-8641 Fax: (504) 589-8368 (504) 589-8641 E-mail: mmintz@joneswalker.com soppenheim@joneswalker.com - and - Jeffrey Hellman, Esq. LAW OFFICES OF JEFFREY HELLMAN, LLC 195 Church Street, 10th Floor New Haven, CT 06510 Tel: 203-691-8762 E-mail: jeff@jeffhelmanlaw.com A copy of the Rule 2019 filing is available at https://bit.ly/3WBhOCW at no extra charge. About The Norwich Roman Catholic Diocesan Corporation The Norwich Roman Catholic Diocesan Corporation is a nonprofit corporation that gives endowments to parishes, schools, and other organizations in the Diocese of Norwich, a Latin Church ecclesiastical territory or diocese of the Catholic Church in Connecticut and a small part of New York. The Norwich Roman Catholic Diocesan Corporation sought Chapter 11 protection (Bankr. D. Conn. Case No. 21-20687) on July 15, 2021. The Debtor estimated $10 million to $50 million in assets against liabilities of more than $50 million. Judge James J. Tancredi oversees the case. The Debtor tapped Ice Miller, LLP, Robinson & Cole, LLP and Gellert Scali Busenkell & Brown, LLC as bankruptcy counsel, Connecticut counsel and special counsel, respectively. Epiq Corporate Restructuring, LLC is the claims and noticing agent. On July 29, 2021, the U.S. Trustee for Region 2 appointed an official committee of unsecured creditors in the Chapter 11 case. The committee tapped Zeisler & Zeisler, PC as its legal counsel. NUMERICAL CONTROL: Files Emergency Bid to Use Cash Collateral ------------------------------------------------------------- Numerical Control Support, Inc. asks the U.S. Bankruptcy Court for the District of Kansas for authority to use cash collateral and provide adequate protection. The Debtor seeks (i) an interim Order of the Court authorizing it to use cash collateral for payment of the normal and necessary expenses of its business, pending an evidentiary hearing, if necessary, if an Objection to the Motion is filed, and (ii) a further Court Order authorizing the Debtor's continued use of Cash Collateral through February 28, 2023, or until the Plan of Reorganization is confirmed, whichever is sooner, and reserving to Debtor the right to seek a further extension of such Order. At the time of the filing, the Debtor had bank account balance of approximately $20,000, accounts receivables of approximately $300,000, and a fluctuating inventory amount. While the Debtor has not fully analyzed all of the creditor liens, the Debtor does believe that the one or more of the Creditors hold duly perfected liens on the Debtor's accounts receivables, inventory, and accounts. The creditors that have a claim to the cash collateral include Core First Bank and Trust, Rolling Bridge Lender I, LLC, LLC, and the U.S. Small Business Administration. Core First Bank and Trust asserts a perfected first security interest in all cash, cash equivalents, inventory, accounts, and accounts receivables generated by the Debtor's business. The Core First Bank and Trust lien is subject to an Intercreditor Agreement with Rolling Bridge Lender I, LLC whereby Rolling Bridge Lender I, LLC is given a position in front of Core First Bank and Trust on the accounts receivables and purchase orders specifically financed by Rolling Bridge Lender I, LLC. Rolling Bridge Lender I, LLC's lien is limited to those receivables and purchase orders that it has financed. The SBA asserts a blanket lien pursuant to the EIDL loan program in all tangible and intangible personal property including, but not limited to inventory, equipment, and general intangibles. As adequate protection, the Debtor proposes, effective as of the Petition Date, that each of the Creditors is granted replacement security interests in, and liens on, all post-Petition Date acquired property of the Debtor and the Debtor's bankruptcy estate that is the same type of property that the specific Creditor holds a pre-petition interest, lien or security interest to the extent of the validity and priority of such interests, liens, or security interests. The amount of each of the Replacement Liens will be up to the amount of any diminution of each of the Creditors' respective collateral positions from the Petition Date. The priority of the Replacement Liens will be in the same priority as each of the Creditors pre-petition interests, liens and security interests in similar property. The Debtor further proposes paying Core First Bank and Trust an additional adequate protection payment of $7,380 per month beginning December 2 and the second of each month thereafter until further Court Order or Chapter 11 Plan Confirmation. The Debtor asserts the adequate protection payment and post-petition grant of a Replacement Lien will provide adequate protection to Core First Bank and Trust. The Debtor further proposes making adequate protection payments to Rolling Bridge Lender I, LLC, LLC in an amount of $1,600,00 per week beginning December 2, 2022, and each week thereafter until further Court Order or Chapter 11 Plan Confirmation. The Debtor asserts the Replacement Lien and adequate protection payments will provide adequate protection to Rolling Bridge Lender I, LLC, LLC. The Debtor further proposes making adequate payments to the SBA in the amount of $2,500 per month beginning December 2 and the second of each month thereafter until further Order of the Court or Chapter 11 Plan Confirmation. The Debtor asserts the adequate protection payment and the Replacement Lien will provide adequate protection to the SBA. A copy of the motion is available at https://bit.ly/3t5E3U0 from PacerMonitor.com. About Numerical Control Support, Inc. Numerical Control Support, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 22-21075) on November 3, 2022. In the petition signed by Joshua Peterson, CEO/president, the Debtor disclosed $1,440,773 in assets and $3,097,661 in liabilities. Judge Robert D. Berger oversees the case. Colin Gotham, Esq., at Evans & Mullinix, P.A., is the Debtor's counsel. OC 10753 SUBWAY: Wins Continued Cash Collateral Access ------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, authorized OC 10753 Subway LLC and its debtor-affiliates to continue using cash collateral according to the budgets submitted to the Court. As adequate protection for the Debtor's use of cash collateral: a. Each Debtor will provide the secured party with a replacement lien on all postpetition accounts receivable to the extent that the use of cash collateral results in a decrease in the value of that party's interest in the cash collateral pursuant to 11 U.S.C. section 361(2); b. Each Debtor will maintain adequate insurance coverage on all personal property assets and adequately insure against any potential loss; c. Each Debtor will provide to such secured party all periodic reports and information filed with the Bankruptcy Court, including debtor-in-possession reports; d. Each Debtor will only expend cash collateral pursuant to the respective Budget subject to reasonable fluctuation by no more than 15% for each expense line item per month; e. The Debtors will pay all post-petition taxes; and f. The Debtors will retain in good repair all collateral in which such party has an interest. A copy of the order is available at https://bit.ly/3NDJiEc from PacerMonitor.com. About OC 10753 Subway OC 10753 Subway, LLC and its affiliates filed their voluntary petitions for relief under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Colo. Lead Case No. 22-10999) on March 28, 2022. Joli A. Lofstedt serves as Subchapter V trustee. At the time of filing, OC 10753 Subway listed as much as $500,000 in both assets and liabilities. Judge Thomas B. McNamara oversees the cases. Wadsworth Garber Warner Conrardy, PC and AW Financial Services, LLC. OMNICROBE NATURAL: Gets OK to Hire Mullin Hoard & Brown as Counsel ------------------------------------------------------------------ Omnicrobe Natural Solutions, Inc. received approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Mullin Hoard & Brown, LLP as its legal counsel. The firm's services include: (a) preparation of legal papers; (b) legal advice regarding the preparation of operating reports, motions for use of cash collateral and Chapter 11 plan; and (c) other necessary legal services in connection with the Debtor's Chapter 11 case. The hourly rates of the firm's counsel and staff are as follows: Partners/Associates $185 - $520 Paralegals/Law Clerks $80 - $185 In addition, the firm will seek reimbursement for expenses incurred. The firm has requested a retainer of $25,000 from the Debtor, plus the filing fee of $1,738. David Langton, Esq., a partner at Mullin Hoard & Brown, 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: David R. Langton, Esq. Mullin Hoard & Brown, LLP P.O. Box 2585 Lubbock, TX 79408-2585 Telephone: (806) 765-7491 Facsimile: (806) 765-0553 Email: drl@mhba.com About Omnicrobe Natural Solutions Omnicrobe Natural Solutions, Inc. is a company in Colorado City, Texas, which provides scientific research and development services. Omnicrobe Natural Solutions filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 22-50147) on Sept. 28, 2022, with $1 million to $10 million in both assets and liabilities. Behrooz P. Vida has been appointed as Subchapter V trustee. Judge Robert L. Jones oversees the case. The Debtor is represented by David R. Langton, Esq., at Mullin Hoard & Brown, LLP. ONE AND ONE: Proposes Auction of Bronx Property Through Maltz ------------------------------------------------------------- One And One Holdings, LLC, seeks approval from the U.S. Bankruptcy Court for the Southern District of New York of the auction sale of the real property located at 422 East 161St Street, in Bronx, New York, through Maltz Auctions, Inc. A hearing on the Motion is set for Nov. 22, 2022, at 10:00 a.m. Objections, if any, must be filed seven business days prior to the return date. The Debtor has determined to undertake the sale of its Real Property through Maltz Auctions, Inc., experienced bankruptcy brokers and auctioneers, under the Marketing and Exclusive Sales Agreement with Maltz in order to expeditiously and efficiently sell the Real Property at the best possible price. It has submitted a separate application to retain Maltz, which was granted by the Court on July 25, 2022. The Debtor seeks the approval for the Terms and Conditions of the Sale to be entered by the Court. On information and belief, the Mortgagee, Fannie Mae, has no objection to the Sales Procedures or Sales Order submitted therewith. Fannie Mae holds a claim in excess of the amount of $2.5 million (approximate). The Court has previously entered an Order authorizing Maltz Auctions to be retained to proceed by auction to sell the Real Property, after a hearing on notice to creditors and with the active participation of the Mortgagee. The Debtor seeks entry of the within Order at the request of Maltz. The proposed Sales Procedure Order and The Terms and Conditions of Sale provide for a sale pursuant to the terms of the bidding and the Closing free and clear of liens, claims encumbrances, and other interests, subject to any and all easements, covenants, and conditions recorded against the Real Property. The terms and conditions of sale provide for offerors to put down a deposit, commit to the terms and conditions, provide for initial bid, bid increments, the establishment of an ability to close, commissions to Maltz Auctions, agree to 1% conditions and an expedited closing among the material terms. The Terms and Conditions provide for the successful bidder to be entitled to certain protections. A copy of the Terms and Conditions of Sale is available at https://tinyurl.com/ae8sywdj from PacerMonitor.com free of charge. About One And One One And One Holdings, LLC owns a 10-unit residential building located at 422 East 161st St., Bronx, N.Y. One And One Holdings filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 22-10400) on March 30, 2022, disclosing up to $10 million in both assets and liabilities. Isaac Dubov, managing member, signed the petition. Judge James L. Garrity Jr. oversees the case. Leo Fox, Esq., a New York City attorney, serves as the Debtor's bankruptcy counsel. PARRISH26 LLC: Unsecureds Will Get $25 Cents on Dollar for 3 Years ------------------------------------------------------------------ Parrish26, LLC, filed with the U.S. Bankruptcy Court for the Middle District of Georgia a Chapter 11 Subchapter V Plan of Reorganization dated October 31, 2022. The Debtor is a Georgia limited liability company formed by Robert A. Parrish II and Kelley H. Parrish in 2017 for the purpose of acquiring and operating an Acti-Kare, Inc. franchise. The Debtor acquired the Acti-Kare, Inc. franchise on April 6, 2017, but the Debtor did not hire its first employees until March 2019. The Debtor maintains an office located at 2535 Lafayette Plaza, Suite B, Albany, Georgia 31707 and provides non-medical and companion case services to clients within the Albany and surrounding areas. While in bankruptcy, Debtor has continued to operate its business and service its clients. The financial projections show that the Debtor will have projected disposable income of approximately $28,307.11 (aggregate amount of 3 years of disposable income). The final Plan payment is expected to be paid on or before February 28, 2026. This Plan of Reorganization proposes to pay creditors of the Debtor from revenue generated through the continued operation of the Debtor's business. Unsecured creditors holding allowed claims against the Debtor will receive distributions of projected disposable income over a period of three years. The Debtor estimates the value of distributions to be no less than $25 cents on the dollar. The Plan also provides for the payment of all administrative expenses and priority claims. Class 1 consists of General Unsecured Claims. General unsecured claims shall be paid on a pro-rata basis through a distribution of the Debtor's disposal income on an annual basis. General unsecured claims shall receive 3 annual pro-rata disbursements of disposable income. The annual disbursements shall be made on or before February 28th of the year following the anniversary date of confirmation of the Plan. Debtor expects the first annual disbursements to be paid on or before February 28, 2023. This Class is impaired. Equity Security Interest Holders Richard A. Parrish II and Kelley H. Parrish shall retain their equity interest in the Debtor. All payments shall be made from the Debtor's disposable income. A full-text copy of the Subchapter V Plan dated October 31, 2022, is available at https://bit.ly/3t4btCJ from PacerMonitor.com at no charge. Counsel for Debtor: Christopher W. Terry, Esq. Boyer Terry, LLC 348 Cotton Avenue, Suite 200 Macon, GA 31201 Tel: (478) 742-6481 Email: chris@boyerterry.com About Parrish26 LLC Leesburg, Ga.-based Parrish26, LLC, a Company is in the healthcare business. filed for Chapter 11 bankruptcy (Bankr. M.D. Ga. Case No. 22-10446) on June 29, 2022, listing as much as $50,000 in assets and $100,001 to $500,000 in liabilities. The Debtor is represented by Christopher W. Terry, Esq., at Boyer Terry LLC. PARS BRONX: Taps Gus Michael Farinella as Bankruptcy Counsel ------------------------------------------------------------ Pars Bronx Realty, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire the Law Offices of Gus Michael Farinella PC as its legal counsel. The firm's services include: a. providing the Debtor with legal advice regarding its powers, duties and the continued management of its property and affairs; b. negotiating with creditors and working out a plan of reorganization, and taking the necessary legal steps in order to effectuate such a plan; c. preparing legal papers; d. appearing before the bankruptcy court; e. attending meetings and negotiating with representatives of creditors and other parties in interest; f. advising the Debtor in connection with any potential refinancing of secured debt and any potential sale of its business; g. representing the Debtor in connection with obtaining post-petition financing; h. taking any necessary action to obtain approval of a disclosure statement and confirmation of a plan of reorganization; and i. performing all other necessary legal services for the Debtor. The firm will be paid at these rates: Attorneys $350 to $550 per hour Paraprofessionals $150 per hour As disclosed in court filings, the Law Offices of Gus Michael Farinella is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Gus Michael Farinella, Esq. Law Offices of Gus Michael Farinella 110 Jericho Tpke – Suite 100 Floral Park, NY 11001 Tel: (516) 326-2333 Fax: (516) 305-5566 Email: gmf@lawgmf.com About Pars Bronx Realty Pars Bronx Realty, LLC is a company in Fresh Meadows, N.Y., engaged in renting and leasing real estate properties. Pars Bronx Realty filed for bankruptcy protection under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-40714) on April 5, 2022, with $1 million to $10 million in both assets and liabilities. Charles N. Persing, CPA serves as Subchapter V trustee. Judge Elizabeth S. Stong oversees the case. The Law Offices of Gus Michael Farinella, PC and the Law Office of Eric P Mueller serve as the Debtor's bankruptcy counsel and special counsel, respectively. PHASEBIO PHARMA: U.S. Trustee Appoints Creditors' Committee ----------------------------------------------------------- The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Chapter 11 case of PhaseBio Pharmaceuticals, Inc. The committee members are: 1. Biovectra Inc. Attn: Scott Zhu 11 Aviatione Avenue Charlottetown, PE C1E 0A1 Canada Phone: 902-388-1951 Email: szhu@higcapital.com 2. Pharmaron, Inc. Attn: Cordia Lau 404 Wyman Street, Suite 405 Waltham, MA 02451 Phone: 443-488-3810 Email: Cordia.lau@pharmaron.com 3. MLM Medical Labs, LLC Attn: Roger Gasper 140 Collins Street Memphis, TN 38112 Phone: 484-612-5680 Email: rgasper@mlm-labs.com 4. Velocity Clinical Research Inc. Attn: Jamie Wilkerson 807 E. Main St. Suite 6-100 Durham, NC 27701 Phone: 919-260-7650 Email: jwilkerson@velocityclinical.com 5. Synchrogenix Information Strategies LLC Attn: Demetrius Carter 2951 Centerville Rd., Suite 100 Wilmington, DE 19803 Phone: 919-527-5131 Email: Demetrius.Carter@certara.com 6. Absci Corporation Attn: Todd Bedrick & Natalie Stack 18105 SE Mill Plain Blvd Vancouver, WA 98683 Phone: 520-907-6362 Email: tbedrick@absci.com nstack@absci.com 7. Bar Advisors, LLC Attn: Fred Manak 3525 Del Mar Heights Rd. San Diego, CA 92130 Phone: 805-208-5506 Email: fmanak@biobaradvisors.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About PhaseBio Pharmaceuticals PhaseBio Pharmaceuticals, Inc. -- https://www.phasebio.com/ -- is focused on the development and commercialization of novel therapies to treat orphan diseases, with an initial focus on cardiopulmonary indications. PhaseBio Pharmaceuticals filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 22-10995) on Oct. 24, 2022. In the petition filed by Jonathan Mow, as chief executive officer, the Debtor reported $17,970,000 in assets and $21,320,000 in debt as of Aug. 31, 2022. Judge Laurie Selber Silverstein oversees the case. The Debtor tapped Cooley LLP as lead bankruptcy counsel; Richards, Layton & Finger, P.A., as Delaware bankruptcy counsel; SierraConstellation Partners LLC as financial advisor; and Miller Buckfire & Co. as investment banker. Omni Agent Solutions is the claims agent. PHOENIX SERVICES: Cash Collateral Access, $200MM of DIP Loans OK'd ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware authorized Phoenix Services Topco, LLC and its debtor-affiliates to use cash collateral and obtain postpetition financing, on a final basis. The Debtors have entered into a superpriority senior secured debtor-in-possession credit facility in an aggregate principal amount of up to $200 million provided by Credit Suisse Loan Funding LLC, and agented by Wilmington Savings Fund Society, FSB, which consists of: * a $50 million new money term loan facility; and * a $150 million roll-up term loan facility. Pursuant to the Court's order, the DIP Borrower is permitted to borrow up to an aggregate principal amount of $200 million of DIP Loans (inclusive of the Roll-Up Loans), of which: * $25 million of New Money Loans will be made available to the DIP Borrower on the date of the Interim Order; * $25 million of New Money Loans will be funded into an escrow account on the date of the Interim Order and available to be drawn by the DIP Borrower; and * $75 million of Roll-Up Loans will be deemed funded and converted from and exchanged for First Lien Loans upon the entry of the Interim Order, subject to and in accordance with the Interim Order, without any further action by the Debtors or any other party. The Debtors other than Phoenix Topco and Phoenix Services Parent, LLC have outstanding first lien secured debt obligations under a First Lien Credit Agreement, dated as of March 1, 2018, among: * Phoenix Services International LLC (as successor by merger to Phoenix Services Merger Sub, LLC), as borrower, * Phoenix Services Holdings Corp., * Barclays Bank PLC, as administrative agent for the lenders, and * the lenders and issuing banks party thereto from time to time. As of the Petition Date, the aggregate principal amount outstanding under the First Lien Credit Agreement is approximately $504 million. The Debtors require immediate access to DIP financing and cash collateral to, among other things, (A) permit the orderly continuation of their businesses; (B) pay Adequate Protection Payments; and (C) pay the costs of administration of their estates and satisfy other working capital and general corporate purposes of the Debtors and certain subsidiaries thereof. As security for any Diminution in Value, the Lenders are granted additional and replacement, valid, binding, enforceable, non-avoidable, and effective and automatically perfected postpetition security interests in and liens as of the date of the Final Order, without the necessity of the execution by the Debtors. As further adequate protection, the Lenders are granted allowed administrative expense claims in each of the Cases ahead of and senior to any and all other administrative expense claims in such Cases to the extent of any postpetition Diminution in Value, but junior to the Carve Out and the DIP Superpriority Claims. The "Carve Out" means the sum of (i) all fees required to be paid to the Clerk of the Court and to the United States Trustee under 28 U.S.C. section 1930(a) plus interest at the statutory rate; (ii) all reasonable fees and expenses up to $50,000 incurred by a trustee under 11 U.S.C. section 726(b); (iii) all accrued and unpaid fees and expenses incurred by persons or firms retained by the Debtors and the Committee pursuant to sections 328 or 1103 of the Bankruptcy Code at any time before or on the first business day following delivery by the DIP Agent; and (iv) Professional Fees of Professional Persons in an aggregate amount not to exceed $1,000,000 incurred after the first business day following delivery by the DIP Agent of the Carve Out Trigger Notice. These events constitute an "Event of Default:" a. The failure of the Debtors to perform, in any material respect, any of the terms, provisions, conditions, covenants, or obligations under the Final Order; b. The failure of the Debtors to comply with any of the Required Milestones; or c. The occurrence of an "Event of Default" under the DIP Credit Agreement. The order also provides that by December 2, 2022, the Debtors must have entered into a restructuring support agreement with the Prepetition Lenders that is in form and substance satisfactory to the Required Lenders. A copy of the final order is available at https://bit.ly/3h8HaIf from PacerMonitor.com. About Phoenix Services Topco, LLC Phoenix Services Topco, LLC provides a suite of services to global steel-producing companies, primarily including the removal, handling, and processing of molten slag at customer sites, as well as the preparation and transportation of metal scraps, raw materials, and finished products. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10906) on September 27, 2022. Nine affiliates concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code. Phoenix Services Topco, LLC is the lead case. In the petitions signed by Robert A. Richard, chief financial officer, the Debtor disclosed up to $1 billion in both assets and liabilities. Judge Mary J. Walrath oversees the case. The Debtors tapped Weil, Gotshal, and Manges LLP as legal counsel, AlixPartners, LLP as financial advisor, PJT Partners Inc. as investment banker, and Stretto as claims and noticing agent. Barclays Bank PLC, as DIP/First Lien Group lender, is represented by Gibson, Dunn & Crutcher LLP. Credit Suisse Loan Funding LLC, as DIP Lender, is represented by Pachulski Stang Ziehl & Jones LLP. POWER STOP: Moody's Downgrades CFR & Senior Secured Debt to Caa1 ---------------------------------------------------------------- Moody's Investors Service downgraded the ratings of Power Stop, LLC, including its corporate family rating to Caa1 from B3, probability of default rating to Caa1-PD from B3-PD and senior secured rating to Caa1 from B3. The outlook remains stable. The downgrade reflects Moody's view that Power Stop's liquidity will remain weak over the next couple quarters and debt/EBITDA will remain high well into 2023. Power Stop's operating performance has recently been negatively impacted by weakening consumer demand, product and channel mix shifts and its elevated inventory position, which includes high capitalized freight costs from elevated rates over the past 12-18 months. As a result, Power Stop has significantly underperformed Moody's earnings expectations following its early-2022 dividend recapitalization. Moody's expects Power Stop's debt/EBITDA to be around 8x and free cash flow to be negative in 2022. Moody's expects Power Stop's earnings to improve in 2023 as high freight costs subside from record levels while modestly positive free cash flow is generated from the unwinding of elevated inventory levels. However, Moody's expects that softer demand and consumer trade-downs to lower-priced products will result in debt/EBITDA near 7x by the end of 2023 compared to prior expectations that leverage would reach 5x. Downgrades: Issuer: Power Stop, LLC Corporate Family Rating, Downgraded to Caa1 from B3 Probability of Default Rating, Downgraded to Caa1-PD from B3-PD Senior Secured 1st Lien Revolving Credit Facility, Downgraded to Caa1 (LGD3) from B3 (LGD4) Senior Secured 1st Lien Term Loan, Downgraded to Caa1 (LGD3) from B3 (LGD4) Outlook Actions: Issuer: Power Stop, LLC Outlook, Remains Stable RATINGS RATIONALE Power Stop's Caa1 CFR reflects the company's modest scale relative to most other rated corporates, lack of business diversity, high financial leverage, and weak free cash flow. Moody's expects moderate revenue growth in 2023 as the company's offering of individual brake components and lower-priced brake kits should demonstrate some demand resiliency. These products are lower margin than Power Stop's premium brake kits. Therefore, Moody's does not expect the company's EBITA margin to return to historical levels above 20%. Moody's does expect Power Stop's EBITA margin to improve in 2023 compared to the mid-teens range in 2022 as freight costs reverse. The rating is supported by Power Stop's strong competitive position and brand recognition, and Moody's expectation that the company will be able to adapt to consumer demand over the near-term. The company's business model with a high percentage of sales through online retailers supports its historically strong earning margin. The stable outlook reflects Moody's view that Power Stop will improve debt/EBITDA toward 7x and generate modestly positive free cash flow in 2023 despite demand concerns. Moody's views Power Stop's liquidity to be weak, particularly through the end of 2022, before gradually improving in 2023 as the company unwinds its elevated inventory position. Modestly positive free cash flow in 2023 should increase availability on the company's $40 million revolver over the next 12 months. The revolver is subject to a springing first lien net leverage covenant if over 40% is drawn. Moody's expects Power Stop will remain in compliance with this covenant with good cushion during the next 12-18 months. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if Power Stop demonstrates organic revenue growth and restores its EBITA margin toward historical levels. Further, debt/EBITDA maintained below 7x and sustaining adequate liquidity with positive free cash flow could support an upgrade. The ratings could be downgraded if the company's liquidity erodes or operating performance weakens. A ratings downgrade could also result if Moody's views Power Stop's capital structure as being untenable, or if the probability for a restructuring or distressed exchange increases. The principal methodology used in these ratings was Automotive Suppliers published in May 2021. Power Stop, LLC sells brake kits, components and related accessories through major online retailers and traditional warehouse distributors. Revenue was approximately $301 million for the twelve months ended June 30, 2022. The company is majority owned by private equity firm TSG Consumer Partners. PREHIRED LLC: Seeks to Hire Warren Law Group as Bankruptcy Counsel ------------------------------------------------------------------ Prehired, LLC and its affiliates seek court approval to hire Warren Law Group as their legal counsel. The Debtors need the firm's legal advice regarding their duties under the Bankruptcy Code and other legal services in connection with their Chapter 11 cases. Warren Law Group will be paid on an hourly basis for its services and will be reimbursed for work-related expenses. The firm can be reached through: John J. Keenan, Esq. Warren Law Group 14 Penn Plaza, 9th Floor New York, NY 10018 Telephone: (866) 928-4302 Email: john@warren.law About Prehired LLC Prehired LLC is a company in Dover, Del., that trains persons to sell software. Prehired 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, with up to $10 million in both assets and liabilities. On Oct. 26, 2022, the case was transferred to the U.S. Bankruptcy Court for the District of Delaware (Bankr. D. Del. Case No. 22-11007). Jami B. Nimeroff serves as Subchapter V trustee. Judge John T. Dorsey oversees the case. The Debtor is represented by John J. Keenan, Esq., at Warren Law Group. QUANTUM CORP: Incurs $11.9 Million Net Loss in Second Quarter ------------------------------------------------------------- Quantum Corporation filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $11.94 million on $99.14 million of total revenue for the three months ended Sept. 30, 2022, compared to a net loss of $9.25 million on $93.18 million of total revenue for the three months ended Sept. 30, 2021. For the six months ended Sept. 30, 2022, the Company reported a net loss of $22.16 million on $196.21 million of total revenue compared to a net loss of $13.41 million on $182.28 million of total revenue for the six months ended Sept. 30, 2021. As of Sept. 30, 2022, the Company had $209.68 million in total assets, $289.02 million in total liabilities, and a total stockholders' deficit of $79.34 million. "Our supply chain continued to improve in the quarter, underscored by greater availability of materials at more standard pricing and lead times," said Jamie Lerner, Chairman and CEO of Quantum. "These business conditions contributed to revenue being at the high-end of guidance as well as sequential improvements in our overall operating performance for the quarter. Notably, our record backlog consists almost entirely of forward orders from our hyperscale customers and no new unfulfilled orders associated with supply chain constraints. We anticipate these overall favorable trends to extend into the next fiscal quarter, resulting in our expectation for revenue to exceed $100 million." "Further, our continued execution and cost containment measures lowered our non-GAAP operating expenses to slightly below $35 million, contributing to increased operating leverage as we continue to scale our business." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/709283/000070928322000048/qtm-20220930.htm About Quantum Corp. Based in San Jose, California, Quantum Corp. (NYSE:QTM) -- http://www.quantum.com-- provides technology and services that stores and manages video and video-like data delivering streaming for video and rich media applications, along with low cost, high density massive-scale data protection and archive systems. The Company helps customers capture, create and share digital data and preserve and protect it for decades. Quantum reported a net loss of $32.28 million for the year ended March 31, 2022, a net loss of $35.46 million for the year ended March 31, 2021, and a net loss of $5.21 million for the year ended March 31, 2020. As of March 31, 2022, the Company had $201.63 million in total assets, $328.32 million in total liabilities, and a total stockholders' deficit of $126.68 million. RATTLER MIDSTREAM: Moody's Withdraws 'Ba2' CFR on Notes Repayment ----------------------------------------------------------------- Moody's Investors Service has withdrawn all of Rattler Midstream LP's ratings, including its Ba2 Corporate Family Rating, Ba2-PD Probability of Default Rating, and the Ba2 rating on the senior unsecured notes. Withdrawals: Issuer: Rattler Midstream LP Corporate Family Rating, Withdrawn, previously Ba2 Probability of Default Rating, Withdrawn, previously Ba2-PD Senior Unsecured Regular Bond/Debenture, Withdrawn, previously Ba2 (LGD4) Outlook Actions: Issuer: Rattler Midstream LP Outlook, Changed To Rating Withdrawn From Stable RATINGS RATIONALE Rattler's 5.625% senior notes were fully repaid on November 1, 2022 by Diamondback Energy, Inc. (Baa2 stable), the ultimate parent company of Rattler. On August 24, 2022, Diamondback acquired the remaining limited partnership shares of Rattler that it didn't already own, making Rattler a wholly owned subsidiary of Diamondback. All of Rattler's ratings were withdrawn since Rattler's rated debt is no longer outstanding. Rattler Midstream LP is a Midland, Texas based partnership that is wholly owned by Diamondback Energy, Inc. Rattler owns and operates water disposal and sourcing, oil gathering, and natural gas gathering and compression assets in the greater Permian Basin. REGAL REXNORD: S&P Assigns 'BB+' ICR on Acquisition of Altra ------------------------------------------------------------ S&P Global Ratings assigned its 'BB+' issuer credit rating to Regal Rexnord Corp. The stable outlook reflects S&P's expectation that Regal will prioritize paying down debt following its acquisition of Altra, which will cause its S&P Global Ratings-adjusted leverage to decline below 4.0x over the next 12-18 months and remain below this level. S&P expects Regal to acquire Altra Industrial Motion Corp. in early 2023 for about $5.1 billion, using $5 billion of new debt to fund the Altra acquisition and refinance Altra's debt. In combination with Altra, Regal will design and produce electric motors, power transmission, and automation equipment for use in several end markets including general industrial, consumer, construction, warehouse, and food and beverage. Regal's acquisition of Altra will strengthen its existing motion control business and significantly increase its presence in the higher-growth automation end market. S&P expects the company to merge Altra's power transmission segment with its existing motion control solutions segment, which will therefore increase in revenue by about 30%. In addition to better scale, Altra's product portfolio will increase Regal's share of wallet of certain industrial subsystems sold to customers. Also, Altra's automation and specialty segment will significantly increase Regal's exposure to the automation end market, which benefits from a secular shift toward increasing automation at manufacturing facilities and warehouses. After transaction close, Regal will be one of the largest players in the motion control space with a good market position in highly fragmented markets. The company has a solid market position in several of its key business lines, a relatively high level of end market diversification, and larger scale relative to most of its competitors in the motion control space. Regal maintains leading (top three) market positions in its motion control, climate solutions, and commercial businesses. These strengths are somewhat offset by its participation in highly competitive, fragmented markets and its relatively low geographic diversity compared with its rated global capital goods peers. Regal generates revenue from diversified end markets, several of which are experiencing secular growth trends. S&P views its end markets as relatively diversified, with no single end market accounting for more than 20% of its revenue. Regal will generate a sizeable portion of revenue, about 35%, from end markets that benefit from secular growth trends, including warehouse build-out and automation, demand for food and beverage, renewables, data centers, and the continued recovery in air traffic. Still, Regal will have moderate exposure to cyclical end markets, including general industrial, construction, and mining, which represent about 36% of revenue. These end markets could be especially vulnerable during a downturn. S&P said, "We believe there is some integration risk associated with this large acquisition. Although we recognize the company has a dedicated team to oversee its integration efforts and maintains a favorable recent track record of realizing cost synergies, we believe there is some risk associated with its execution of this large integration effort alongside its ongoing integration of Rexnord PMC. We expect cost synergies to primarily result from improvements related to footprint rationalization, direct and indirect materials spend consolidation, and corporate expenses. "Leverage will remain higher than that of its investment grade peers for 12-18 months following the transaction. We estimate S&P Global Ratings-adjusted debt-to-EBITDA for the year ended Dec. 31, 2022, pro forma for 12 months of contribution from Altra, in the high-4x area, and we forecast it to step down to below 4.0x over the 12-18 months after acquisition close and remain at that level. Specifically, we forecast the company's pro-forma S&P Global Ratings-adjusted debt to EBITDA will be in the low-4x area as of year-end 2023 and in the low-3x area as of year-end 2024 assuming only modest bolt-on acquisition activity. We believe the company's financial policy will remain focused on deleveraging and that the company will not undertake large, transformative acquisitions over the next two years, as it prioritizes debt repayment following its acquisition of Altra. "The stable outlook reflects our expectation that Regal will prioritize paying down debt following its acquisition of Altra, which will cause its S&P Global Ratings-adjusted leverage to decline below 4.0x over the next 12-18 months and remain there. "We could lower our rating on Regal if we expect its S&P Global Ratings-adjusted debt to EBITDA will remain above 4.0x on a sustained basis, which could occur, for example, if its operating performance deteriorates amid an economic slowdown, progress on its integration efforts is slower than expected, or it makes large share repurchases or large debt-funded acquisitions." S&P could raise its rating on Regal if: -- S&P expects its S&P Global Ratings-adjusted debt to EBITDA to decline below 3.0x and remain at that level; -- Management commits to a financial policy that is commensurate with this level of leverage, including potential acquisitions and shareholder rewards; and -- The company makes solid progress on its integration efforts, such as its footprint consolidation and other cost-savings initiatives. ESG credit indicators: E-2, S-2, G-2 ESG factors have had no material influence on S&P's credit rating analysis of Regal Rexnord Corp., a manufacturer of motors, bearings, brakes, clutches, conveying equipment, blowers, electric components, and couplings. Although Regal derives revenue from the mining and renewables end-markets, these end-markets comprise less than 10% of pro forma revenue. REHME CUSTOM: Cash Collateral Access, $500,000 DIP Loan OK'd ------------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of Texas, Laredo Division, authorized Rehme Custom Doors & Lighting, Inc. d/b/a Rehme Steel Windows & Doors, to use cash collateral and access the remaining available funds under a DIP Facility up to the $500,000 credit limit. The Debtor needs funds to pay ordinary course business expenses and any allowed professional fees in the bankruptcy case. As previously reported by the Troubled Company Reporter, the Company's 100% owner and manager, Peter J. Rehme, has agreed to extend $500,000 in post-petition credit. The proposed facility would roll up over $2 million in unsecured notes already owed to Rehme into a new, secured obligation. Rehme would be entitled to interest only payments at a rate of 3% per annum during a three-year subchapter V plan period. As adequate protection, the Lender will have a perfected lien on the Debtor's assets and a super-priority administrative claim only on amounts owed on account of advances under the DIP Facility as authorized by the Court in the First Interim DIP Order, the Second Interim DIP Order, and the Final DIP Order. Absent further Court order, any lien and super-priority administrative claim status does not extend to amounts otherwise owed to the Lender outside the DIP Facility, including but not limited to any pre-petition loans. The automatic stay under 11 U.S.C. section 362 is modified solely to the extent necessary to perfect the Lender's security interest and collect payment pursuant to the terms of the Loan Documents. Absent further Court order and relief granted, the automatic stay otherwise remains in effect as to other actions, including but not limited to enforcement or actions taken against property of the estate in the event of a default. A copy of the order is available at https://bit.ly/3ThNef7 from PacerMonitor.com. About Rehme Custom Doors & Lighting, Inc. Rehme Custom Doors & Lighting, Inc. d/b/a Rehme Steel Windows & Doors manufactures doors and windows. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-50059) on September 9, 2022. In the petition signed by Peter J. Rehme, president, the Debtor disclosed $1,001,370 in total assets and $4,944,534 in total liabilities. Judge David R. Jones oversees the case. Christopher Murray, Esq., at Jones Murray, LLP is the Debtor's counsel. RETRO HOME HEALTH: Ms. Veale's Personal Guaranty Is Dischargeable ----------------------------------------------------------------- In the appealed case IN RE: MICHELLE A. VEALE, Chapter 13, Debtor, STRATEGIC FUNDING SOURCE, INC., Appellant, v. MICHELLE A. VEALE, Appellee, Case No. 21-10418-BLS, Civ. No. 21-1751-RGA, (D. Del.), the District Judge Richard G. Andrews affirms the bankruptcy court's opinion in the case In re Veale, 2021 WL 5614923 (Bankr. D. Del. Nov. 30, 2021), and accompanying dismissal order, which dismissed with prejudice Strategic Funding Sources' complaint asserting that Ms. Michelle A. Veale's personal guarantee of the business debt is nondischargeable under various provisions of 11 U.S.C. Section 523. This case arises from Appellant Strategic Funding Sources $230,000 loan at 39% interest to a now defunct business owned by Appellee-Debtor Michelle A. Veale. Ms. Veale executed a loan agreement with Strategic in her capacity as owner of Retro Home Health Care Services, as Borrower, and in her individual capacity, as Guarantor. On July 17, 2017, Retro filed a chapter 11 bankruptcy case. Retro paid Strategic nine monthly adequate protection payments of $1,000 each pursuant to the Final Order Authorizing Use of Cash Collateral entered by the Indiana Bankruptcy Court. Retro's chapter 11 plan was confirmed on Aug. 2, 2018 and Strategic received payment of $5,099. The Loan Agreement, however, required that the entire balance owed to Strategic to be paid by April 2018. When the Debtor failed to make any payments under the personal guarantee, on May 18, 2018, Strategic filed a complaint against the Debtor in the Virginia State Court alleging claims of breach of contract and fraud. The Debtor failed to appear in the Virginia State Court, and Strategic obtained a default judgment against the Debtor for more than $300,000, including principal of $230,000, a default fee of $2,500, unpaid interest of $51,486, attorney's fees of $16,500, plus interest at the judgment rate of 6% per annum and any and all court costs. On Feb. 18, 2021, the Debtor filed a Chapter 13 bankruptcy case before the Bankruptcy Court for the District of Delaware. Strategic then filed a Complaint containing four counts, each seeking a declaration that the Debtor's guarantee is nondischargeable pursuant to various subsections of Bankruptcy Code. In her motion to dismiss, the Debtor alleged that the Complaint did not support claims for fraud or other grounds that would prevent the discharge of her guarantee obligations. The Debtor asserted that the facts establish only that the small business she owned was struggling and took on a high interest loan from Strategic, which she guaranteed. Retro made payments on the loan, but then defaulted and filed a chapter 11 bankruptcy case. The Debtor contended that the facts of this case are no different from any other business lending transaction in which a borrower cannot pay and seeks protection under the Bankruptcy Code. Strategic argued that the Complaint sufficiently pled facts in support of the asserted claims. The record reflects that Strategic did not seek leave to amend the Complaint either in its response or during oral argument. Following briefing and oral argument, the bankruptcy court issued the Opinion and Order dismissing Strategic's Complaint on the basis that "the Complaint fails to allege facts that support plausible claims for nondischargeability and further holding that dismissal without leave to amend was appropriate because the "factual allegations evince a business loan that went sour, nothing more." Consequently, Strategic filed this appeal. The bankruptcy court concluded that Count I of Strategic's Complaint does not meet the plausibility standard for claims under Section 523(a)(2)(A). The bankruptcy court noted that only four of the Alleged Misrepresentations relate to the Debtor's guarantee debt: (1) the Debtor was not insolvent; (8) the Debtor intended to guarantee full and prompt performance of all obligations; (9) the Debtor was not in arrears with any of her creditors; and (11) the Debtor did not have an outstanding balance with any other merchant cash advance provider. The remaining Alleged Misrepresentations are specific to Retro. Because Section 523(a)(2)(A) does not apply to statements about a debtor's financial condition, the bankruptcy court concluded that its inquiry was limited to Alleged Misrepresentation (8) — that is, whether the facts alleged in the Complaint support a plausible claim that the Debtor falsely represented her intent to guarantee Retro's obligations. Judge Andrews agrees with the bankruptcy court's findings that the allegations regarding nonpayment and the bare allegation concerning Retro's misrepresented good standing, considering the totality of the circumstances, are insufficient to support an inference that the Debtor never intended to honor her guarantee at the time the debt was incurred. He maintains that "the alleged conduct is equally susceptible to a more innocent interpretation — that the Debtor intended to honor her obligations and repay Strategic but her business failed." Judge Andrews further agrees with the bankruptcy court's findings that the Complaint failed to plead any facts to support an inference that the Debtor made written misrepresentations about her individual financial condition or that she intended to deceive Strategic in connection with the guarantee. The bankruptcy court's Opinion reflects that the court considered all of the Alleged Misrepresentations, including those concerning Retro's financial condition. The Opinion also highlights that none of the alleged written misrepresentations concerned the Debtor's individual financial condition. The bankruptcy court also found that the specific Alleged Misrepresentations concerning Retro contained in "the pre-printed loan agreement" appeared to be "technical and conjectural" rather than substantial reasons for asserting nondischargeability. Undeniably, the Complaint lacks factual allegations showing that any of the statements were made with an "intent to deceive." The record reflects that Strategic did not seek leave to amend the Complaint to cure infirmities either in its response or during oral argument, and instead chose to rely upon the sufficiency of the allegations raised in the Complaint. Now, Strategic contends that the bankruptcy court abused its discretion in not granting sua sponte relief that Strategic failed to even seek. Strategic proposes amendments based on information contained in Retro's chapter 11 Plan ("Retro Plan"), a proof of claim filed by the DOL ("DOL POC"), and Retro's July 2017 monthly operating report ("MOR") — these documents were not addressed in the Complaint. According to Strategic, the Debtor's statement in the Retro Plan that she took out a loan "in hopes of keeping the company from dissolving" further supports that Retro was contemplating bankruptcy at the time it entered into the Loan Agreement. Strategic asserts that it would add allegations related to those documents if permitted to amend the Complaint, and that those allegations may be sufficient to state a claim for nondischargeability. However, Judge Andrews concludes that Strategic puts forth no discernible error on appeal. He points out that the appeal asserts no new allegations that would merit rethinking the bankruptcy court's conclusion because Strategic only repeats its allegations — that the Debtor and Retro misrepresented their anticipation of bankruptcy and their promise to deposit sufficient funds to make the agreed payments. Accordingly, Judge Andrews finds no basis to disturb the bankruptcy court's determination that the Complaint fails to allege facts that support plausible claims for nondischargeability. A full-text copy of the Memorandum Opinion dated Oct. 25, 2022, is available at https://tinyurl.com/bdhukw86 from Leagle.com. About Retro Home Health Care Retro Home Health Care Services, Inc., doing business as Retro Home Care Services -- http://www.retrohomecareservices.com/-- is a home care service located in Indianapolis, Indiana, with satellites throughout the state of Indiana. Retro Home Health Care provides care to disabled persons who want to maintain their independence and remain in their homes as long as possible. It reported gross revenue of $2.84 million for 2016 and gross revenue of $2.24 million for 2015. Retro Home Health Care filed for Chapter 11 bankruptcy protection (Bankr. S.D. Ind. Case No. 17-05297) on July 17, 2017, disclosing $53,100 in total assets and $1.22 million in total liabilities. The petition was signed by Michelle Cherry, CEO. Judge Jeffrey J. Graham presides over the case. Eric C. Redman, Esq., at Redman Ludwig, PC, is the Debtor's bankruptcy counsel. ROCKING M MEDIA: Exclusivity Period Extended to Dec. 9 ------------------------------------------------------ Rocking M Media, LLC obtained a court order extending its exclusive right to file a Chapter 11 plan to Dec. 9 and solicit acceptances from creditors to Feb. 7 next year. The ruling by Judge Dale Somers of the U.S. Bankruptcy Court for the District of Kansas allows the company to pursue a plan to exit bankruptcy without the threat of a competing plan. Rocking M Media will use the extension to complete the sale of its radio stations to enhance operations and allow the company to more capably propose a feasible reorganization plan. About Rocking M Media Rocking M Media, LLC and its affiliates own and operate radio stations, radio networks, and digital media platforms that provide music, news, sports, and weather to its listeners and viewers. Rocking M Media supports local, regional, and national businesses and organizations across the State of Kansas as well as Nebraska, Colorado, Oklahoma, and Texas. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 22-20242) on March 26, 2022. In the petition signed by Monte M. Miller, chief executive officer, the Debtors disclosed up to $1 million in assets and up to 10 million in liabilities. Judge Dale L. Somers oversees the cases. The Debtors tapped Sharon L. Stolte, Esq., at Sandberg Phoenix & von Gontard PC as legal counsel and AdamsBrown, LLC as accountant. Creditors Kansas State Bank of Manhattan, Belate LLC, and Farmers and Merchants Bank of Colby are represented by Stinson LLP, Spencer Fane LLP, and Hite, Fanning & Honeyman LLP, respectively. The U.S. Trustee for Region 20 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases on July 7, 2022. Loeb & Loeb, LLP and Dundon Advisers, LLC serve as the committee's legal counsel and financial advisor, respectively. ROSAMOND 5: Seeks to Hire Totaro & Shanahan as Legal Counsel ------------------------------------------------------------ Rosamond 5 Properties, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of California to hire Totaro & Shanahan as its legal counsel. The firm's services include: a. assisting the Debtor with the completion of documents required by the Office of the U.S. Trustee, preparing status reports, reviewing monthly operating reports, and attending hearings; b. consulting with the Debtor's representative and other bankruptcy professionals concerning documents needed and reports to be prepared; c. assisting the Debtor in the preparation of documents for compliance with the requirements of the Office of the U.S. Trustee; d. negotiating with creditors regarding the amount and payment of their claims; e. discussing with the Debtor's representative concerning the formulation of disclosure statement and plan of reorganization; f. preparing the disclosure statement and Chapter 11 plan of reorganization and any amendments thereto; g. serving ballots to creditors, tallying ballots and submitting them to the court; h. responding to any objections to disclosure statement or plan; and i. representing the Debtor in cases where no litigation counsel is employed. In cases involving litigation, the firm will render these services: a. preparation, submission and prosecution of any adversary proceedings that may be necessary to the case including but not limited to determining the value of real property as collateral and extinguishing unsecured liens on real property; b. review of proofs of claims and if necessary, preparation of formal objections with respect to claims asserted; c. opposition to any motion sought by trustee, court or creditors; d. any other adversary matter that arises during the case. The firm's hourly rates are as follows: Attorneys $550 per hour Paralegal $150 per hour Totaro & Shanahan received a retainer in the amount of $1,738 to cover the filing fee. Michael Totaro, Esq., one of the firm's attorneys who will be providing the services, disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Michael R. Totaro, Esq. Totaro & Shanahan Pacific Palisades, CA 90272 Tel: (888) 425 2889 Email: ocbkatty@aol.com About Rosamond 5 Properties Rosamond 5 Properties, LLC, a California-based company, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Calif. Case No. 22-02483) on Sept. 25, 2022, with between $1 million and $10 million in both assets and liabilities. Patrick Kealy, managing member, signed the petition. Judge Christopher B. Latham oversees the case. The Debtor is represented by Michael R. Totaro, Esq., at Totaro & Shanahan. SABRINAS ATLANTIC: Files Emergency Bid to Use Cash Collateral ------------------------------------------------------------- Sabrinas Atlantic Window Cleaning and Pressure Cleaning, LLC asks the U.S. Bankruptcy Court for the Southern District of Florida, Fort Lauderdale Division, for authority to use cash collateral and provide adequate protection. The Debtor requires the use of cash collateral to make payroll, pay rent, and pay other ordinary course expenses to maintain its business. The following merchant cash advance "purchasers" may assert an interest in the Debtor's cash and future cash receipts: a. Fora Financial Advance, LLC, based on an alleged merchant cash advance agreement between Fora and Debtor in the approximate amount of $50,000 dated May 16, 2022. To the Debtor's knowledge, Fora has not filed a financing statement, and any alleged interest of Fora's in the Debtor's cash is unperfected. The amount allegedly owed to Fora is $23,716. b. Funding Metrics, LLC d/b/a Lendini based on an alleged merchant cash advance agreement between Lendini and the Debtor in the approximate amount of $73,000 dated August 16, 2022. To the Debtor's knowledge, Lendini has not filed a financing statement, and any alleged interest of Lendini's in the Debtor's cash is unperfected. The amount allegedly owed to Lendini is $74,866. c. Vox Funding, LLC based on an alleged merchant cash advance agreement between Vox and the Debtor in the approximate amount of $70,000 dated October 19, 2022. On October 24, 2022, Vox filed a financing statement with respect to certain assets of the Debtor. The amount allegedly owed to Vox is $38,833. The MCAs purportedly purchased the cash proceeds of the Debtor's future sales. The Debtor is still investigating the MCAs' alleged interests in the case, and the Debtor reserves the right to object to any alleged claim of the MCAs, challenge the validity, extent or priority of any alleged lien or security interest of the MCAs, or seek to avoid the attachment or perfection of any alleged lien or security interest of the MCAs. As adequate protection, the Debtor proposes to grant to the MCAs replacement interests to the extent of any diminution in value of their alleged interest, with such interest to have the same validity, amount, and priority as their respective prepetition interests. The interests of the MCAs will be further adequately protected by: (i) standard reporting requirements required in subchapter V cases; (ii) continued maintenance of the Debtor's operations and assets; and (iii) increased value of the Debtor's assets as a result of reorganization. The Debtor asserts the value of its future cash, based upon current projections, only increases over time, and therefore, the Debtor's equity cushion in cash and future cash receipts only increases in the case. A copy of the motion and the Debtor's budget is available at https://bit.ly/3FNcZAO from PacerMonitor.com. The Debtor projects total expenses, on a weekly basis, as follows: $44,273 for November 2, 2022; $42,775 for November 9, 2022; $45,089 for November 16, 2022; $45,089 for November 23, 2022; $45,089 for November 30, 2022; $45,089 for December 7, 2022; $45,089 for December 14, 2022; $45,089 for December 21, 2022; $45,089 for December 28, 2022; $45,089 for January 4, 2022; $45,089 for January 11, 2022; $45,089 for January 18, 2022; and $45,089 for January 25, 2022. About Sabrinas Atlantic Window Cleaning Sabrinas Atlantic Window Cleaning and Pressure Cleaning, LLC is in the business of residential window cleaning and pressure cleaning with a small portion of its business consisting of commercial window cleaning and pressure cleaning. The Debtor sought protection from Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-18568) on November 3, 2022. In the petition signed by Rachel Euler, manager, the Debtor disclosed up to $50,000 in assets and up to $500,000 in liabilities. Michael A. Nardella, Esq., at Nardella & Nardella, PLLC, is the Debtor's counsel. SANDY ROAD: Wins Cash Collateral Access on Final Basis ------------------------------------------------------ The U.S. Bankruptcy Court for the District of Kansas authorized Sandy Road Farms, LLC to use cash collateral on a final basis in accordance with its agreement with Rabo AgriFinance LLC and the interim order. Rabo is the principal creditor of the bankruptcy estate with a security interest in cash collateral. Shortly after commencement of the Chapter 11 Case, the Debtor and Rabo reached agreement on the use of cash collateral. The Debtor filed the Stipulation on the Use of Cash Collateral and Request for Entry of Order Approving Stipulation on August 10, 2022. The Court conducted the interim hearing on the Cash Collateral Stipulation on August 16, 2022. At the interim hearing, the Debtor and Rabo stipulated and agreed to the Debtor's continued use of cash collateral though the final hearing. Bruntlett Elevator, Inc. objected to the Stipulation, to which Rabo responded. Counsel for the Debtor and Bruntlett exchanged information and documentation in an effort to resolve the Limited Objection. Ultimately, Bruntlett withdreaw the Limited Objection. A copy of the final order is available at https://bit.ly/3FKxGNF from PacerMonitor.com. About Sandy Road Farms Sandy Road Farms LLC owns and previously operated a 200,000+ head hog farm based in Plains, Kansas. Situated in Seward and Meade Counties, the production facilities consist of numerous buildings and barns for the purposes of commercial breeding, farrowing, nursery, feeding, and preparation for market. The facilities are spread out over 15 farm locations. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 22-40446) on August 1, 2022. In the petition filed by Glenn Karlberg, as manager and chief restructuring officer, the Debtor reported assets between $1 million and $10 million and liabilities between $50 million and $100 million. Judge Dale L. Somers oversees the case. The law firms McDowell Rice Smith & Buchanan and Cairncross & Hempelmann serve as the Debtor's counsel. SEALED AIR: Moody's Affirms Ba1 CFR Following Liquibox Transaction ------------------------------------------------------------------ Moody's Investors Service affirmed the Ba1 corporate family rating and Ba1-PD Probability of Default Rating of Sealed Air Corp. Moody's also affirmed all other existing instrument ratings of Sealed Air Corp. and Sealed Air Limited. At the same time, Moody's downgraded Sealed Air Corp.'s Speculative Liquidity Rating to SGL-2 from SGL-1. The outlook is stable. The rating affirmation follows Sealed Air's announcement on November 1, 2022 that it had signed a definitive agreement to acquire Liquibox, the "bag-in-box" fluids and liquids packaging business of Liqui-Box Holdings, Inc. (B3 stable), for $1.15 billion [1]. The acquisition will initially be financed with an $1 billion bridge loan and cash on hand, which Moody's expects Sealed Air to ultimately refinance with a combination of first lien senior secured term loans and senior unsecured notes after closing in a timely manner. The acquisition is subject to regulatory approvals and customary closing conditions and expected to close in the first quarter of 2023. Affirmations: Issuer: Sealed Air Corp. Corporate Family Rating, Affirmed Ba1 Probability of Default Rating, Affirmed Ba1-PD Senior Secured Bank Credit Facility, Affirmed Baa2 (LGD2) Senior Secured Regular Bond/Debenture, Affirmed Baa2 (LGD2) Senior Unsecured Regular Bond/Debenture, Affirmed Ba2 (LGD4) Issuer: Sealed Air Limited Senior Secured Bank Credit Facility, Affirmed Baa2 (LGD2) Downgrades: Issuer: Sealed Air Corp. Speculative Grade Liquidity Rating, Downgraded to SGL-2 from SGL-1 Outlook Actions: Issuer: Sealed Air Corp. Outlook, Remains Stable Issuer: Sealed Air Limited Outlook, Remains Stable RATINGS RATIONALE The affirmation of the Ba1 CFR reflects meaningful cushion Sealed Air has maintained under the current CFR, with leverage around 3.2x for the full year 2022 under Moody's base case, substantially lower than 4.25x down-trigger assumed for the rating. Even with a conservative EBITDA assumption from the acquired business and added debt of $1 billion, Moody's expects the pro forma leverage for 2022 will remain slightly below 4.0x. Despite a high acquisition multiple of 13.5x based on the target's adjusted EBITDA, Moody's expects the acquisition to benefit Sealed Air, by expanding its product offering in fluids and liquids business and enhancing the company's scale. The target business manufactures "bag-in-box" packaging for fountain beverage syrup, milkshake mix, dairy, coffee, water, wine, liquid foods and other industrial applications. The business also manufactures fitments and dispensing solutions for fresh food, beverage, consumer goods and industrial end-markets. The business benefits from the installed base of packaging equipment that utilizes its packaging materials, which ensures long-term business with recurring revenue streams of leasing fees and consumables sales. Moody's estimates that the acquired business has comparable profitability to Sealed Air, with potential synergies. The downgrade of Sealed Air's speculative grade liquidity rating to SGL-2 from SGL-1 reflects Moody's expectation that the company will face added refinancing risk related to the 364-day bridge loan, for the proposed acquisition. The company also has an upcoming maturity of EUR400 million notes due September 2023. However, a large part of such refinancing risk is mitigated by the strong credit quality Sealed Air will maintain after the acquisition, its strong free cash flow generation capability, and abundant availability under sizable committed credit facilities. The affirmation of Sealed Air's facility ratings reflects Moody's expectation that the company will aim to refinance the $1 billion bridge loan in a timely manner, and largely maintain the composition of secured and unsecured debt after the planned refinancing. The stable outlook reflects Moody's expectation that credit metrics will be supported by the company's high exposure to stable end markets, a continued focus on innovation and the company's stated goal to maintain net debt to EBITDA at 3.5x or lower. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS A ratings upgrade requires a commitment to an investment grade financial profile including an unencumbered capital structure. Additionally, upgrade would require a sustainable improvement in credit metrics. Specifically, the ratings could be upgraded if debt to EBITDA is below 3.5x, EBITDA margin is above 22% and free cash flow to debt is above 12%. The ratings could be downgraded if there is deterioration in credit metrics, the competitive environment or liquidity. Additionally, a large, debt financed acquisition or shareholder return could lead to a downgrade. Specifically, the ratings could be downgraded if debt to EBITDA is above 4.25x, EBITDA margin is below 18.0% or FCF to debt drops below 8.0%. The principal methodology used in these ratings was Packaging Manufacturers: Metal, Glass and Plastic Containers published in December 2021. Headquartered in Charlotte, North Carolina, Sealed Air (NYSE: SEE) is a global manufacturer of automated packaging equipment, services and sustainable materials for various food, e-commerce, and industrial applications. Sealed Air reports in two segments, Food and Protective as of the twelve months that ended June 2022. SENIOR CARE: Seeks Approval of Sale of Substantially All Assets --------------------------------------------------------------- Senior Care Living VII, LLC, asks the U.S. Bankruptcy Court for the Middle District of Florida to approve the sale of substantially all assets pursuant to the bidding procedures approved by the Court. A hearing on the Motion is set for Nov. 21, 2022, at 1:30 p.m. The Objection Deadline is Nov. 18, 2022. The Debtor owns and operates an adult living facility in Texas and adjacent vacant land. UMB Bank, N.A. ("Bond Trustee") serves as successor bond trustee and successor master trustee for the Senior Housing Revenue Bonds (Inspired Living at Lewisville Project) Series 2016 ("Bonds"), which were issued in 2016 in the aggregate principal amount of $45,385,000 for the benefit of the Debtor. As security for the Debtor's obligations owing on the Bonds, the Bond Trustee holds a valid, first priority security interest in substantially all of the Debtor's Assets, including the Facility and the Excess Land. The Bond Trustee timely filed a proof of claim (Claim No. 4) for the total amount outstanding on the Bonds, i.e. $54,060,936.15, which is comprised of $45,385,000 in outstanding principal and $8,675,936.15 in outstanding interest. The Debtor's Assets are further encumbered by real estate tax obligations in favor of Tarpon Hunters, LLC, Lewisville ISD, and The County of Denton, Texas. On May 27, 2022, the Debtor and MPH Partners, LLC executed a Commercial Contract of Sale which provides for the sale by the Debtor, and the purchase by MPH, of certain undeveloped real property of approximately 4.01+/- acres located along West Round Grove Road in Lewisville, Texas, i.e. the Excess Land for $1,683,445 in cash. They executed a Commercial Contract of Sale approved the Court. The Debtor has determined, in the exercise of its business judgment and in consultation with the Bond Trustee, that it would be in the best interests of its creditors and its estate to maximize value through a sale of substantially all of its assets pursuant to Section 363 of the Bankruptcy Code. The closing of the sale will occur on March 1, 2023, with the distribution of available sale proceeds to its creditors as provided by order of the Court. The Excess Land has been listed and marketed for sale by the Debtor's court-approved real estate broker, Matthew Huckin of Valhalla Real Estate. In consultation with the Bond Trustee, the Debtor engaged RBC Capital Markets, LLC, and Meridian Capital Group, LLC (collectively, "RBC"), as investment banker/broker to assist it with the sale of its Assets, including the Facility and the Excess Land. The Bidding Procedures Order granted the relief requested by the Debtor after a hearing conducted on Aug. 31, 2022, including, but not limited to, approval of (a) procedures for the submission of competing bids for the sale and purchase of the Debtor's Assets, (b) minimum overbid amounts, (c) break-up fees to MPH as the Excess Land Stalking Horse Bidder and to any Stalking Horse Bidder designated by the Debtor, (d) procedures governing the assumption and assignment of Designated Contracts, and (e) various deadlines, including the deadlines to file competing bids and file objections to the sale. It also set forth the date for an auction of the Debtor's Assets (Nov. 16, 2022) and the Sale Hearing on Nov. 21, 2022. On Sept. 1, 2022, the Debtor served the Bidding Procedures Order to all parties-in-interest. As set forth, on May 27, 2022, the Debtor and MPH executed a Commercial Contract of Sale which provides for the sale by the Debtor, and the purchase by MPH, the Excess Land for $1,683,445 in cash. MPH is not an affiliate of the Debtor. MPH has been designated as the Excess Land Stalking Horse Bidder pursuant to the Bidding Procedures. The form of Asset Purchase Agreement relating to a bid for the Debtor's Assets is available to interested purchasers in the data room maintained by RBC. The Debtor's Assets will be sold, transferred and conveyed by the Debtor to the Winning Bidder(s) free and clear of all Encumbrances. The Encumbrances of any creditors or claimants of any kind whatsoever will attach to the sale proceeds. The Debtor further submits that the assumption and assignment of the Designated Contracts should be approved. At the Sale Hearing, the Debtor will request that the Court enters an order waiving the 14-day stays set forth in Rules 6004(h) and 6006(d) of the Federal Rules of Bankruptcy Procedure and providing that the orders granting the Motion be immediately enforceable and that the closing(s) may occur immediately. A copy of the form of Purchase Agreement is available for free at https://tinyurl.com/4sa38ehf from PacerMonitor.com free of charge. About Senior Care Living VII Senior Care Living VII, LLC sought Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Lead Case No. 22-00103) on Jan. 10, 2022, listing up to $50 million in both assets and liabilities. Michael C. Markham, Esq., at Johnson Pope Bokor Ruppel & Burns, LLP is the Debtor's legal counsel. SINCLAIR BROADCAST: S&P Upgrades ICR to 'B+', Outlook Stable ------------------------------------------------------------ S&P Global Ratings raised its issuer credit rating on Sinclair Broadcast Group (SBG) to 'B+' from 'B' to reflect its revised leverage expectations, offset by ongoing concerns about SBG's ongoing role in negotiating carriage for the RSNs and any potential litigation or liability arising from a default at DSG. The stable outlook reflects S&P's expectation that SBG's broadcast TV stations will continue providing a stable source of cash flow, despite its expectation for a recession in the first half of 2023. S&P said, "We believe it is increasingly likely that DSG will face a near-term default and SBG no longer has effective control of the subsidiary. S&P Global Ratings' economists believe a recession is inevitable and likely to occur in the first half of 2023. We believe this will lead to advertising declines and delays in subscriber growth of DSG's newly launched direct-to-consumer offering. These operational headwinds, combined with highly distressed debt trading levels make it increasingly likely that a default will occur in advance of large interest and sports rights payments due in 2023. Sinclair agreed in March 2022 to place an independent board at DSG comprised of two SBG seats, two seats chosen by the lenders, and one independent seat. Because of this independent board, we believe the company no longer has effective control of the DSG subsidiary. It is unclear what role SBG will play in any restructuring, but we also assume that its economic stake in DSG will likely be significantly reduced or eliminated as a result. However, SBG does not guarantee any of DSG's funded debt and we do not expect that debtholders will have any contractual claim on SBG's assets in a default scenario. Because of the lack of control and our expectation that the debt at DSG will likely be restructured in the near-term, we no longer believe it is appropriate to analyze SBG and DSG as a consolidated group. "Deconsolidating DSG's debt and operations from SBG significantly improves our view of its credit metrics. We initially viewed the deconsolidation of DSG from SBG's reported financials as artificial because SBG retained 100% economic ownership. However, as it became more likely that DSG is facing a near-term default, we have re-assessed our view and agree with the treatment of DSG as an equity-method investment. On a stand-alone basis, we expect SBG's trailing-eight-quarter leverage will be roughly 4.7x for 2022. This is much lower than our previous expectation for consolidated leverage of more than 10x including DSG. "Retransmission revenue will continue providing stability to Sinclair's overall business through a recession. Retransmission revenue currently represents around 50% of SBG's broadcast television station revenue. While we expect core TV advertising to decline in a recession, retransmission revenue will remain a stable source of contractual cash flow. We also believe retransmission revenue will remain stable over the long term because we believe broadcast television remains a key component of the television ecosystem due to its focus on live news and sports. SBG's broadcast television stations reach approximately 38% of U.S. households, which is only second to that of Nexstar (which reaches approximately 68% of U.S. television households). We believe this strengthens Sinclair's position when negotiating retransmission agreements with pay-TV distributors to retransmit their content and negotiating reverse retransmission agreements with broadcast television networks for programming. "We remain concerned about how SBG's role in securing carriage for the RSNs could harm its long-term retransmission revenue growth. We believe it is likely that SBG's role in securing carriage for the RSNs could lead to price concessions, resulting in potentially less favorable retransmission growth rates over the next few years relative to its peers. Sinclair signed coterminous agreements (between the RSNs and its broadcast television stations) with AT&T/DirecTV, Charter Communications, Cox Communications, and Mediacom in 2019 and we assume at least a portion of these contracts will expire over the next year since these contracts typically average three years. We also believe the company's contract with Comcast will likely be up for renewal in 2023. In April 2022, the company announced it renewed its distribution agreement with Charter Communications for all of its content (including the broadcast television stations and RSNs), although the terms of the agreement were not disclosed. SBG has already agreed to defer a portion of the management fee that it receives from DSG in exchange for negotiating on its behalf. It is unclear where these management fee claims will rank compared with DSG's debt in a default scenario and whether Sinclair will continue to negotiate on DSG's behalf after a potential default. If SBG negotiates another round of three-year contracts at a discount, it is also unclear whether it will ever receive adequate compensation in return. "We believe record political advertising revenue in 2022 will likely mask any deterioration in the demand for core TV advertising. We remain bullish on local TV advertising, at least through election day next month. We raised our political ad forecast for 2022 to be roughly in line with 2020, which would be a record midterm year. However, we also lowered our industry core advertising by 75 basis points due to crowd-out. Our 2023 local TV advertising forecast has the greatest uncertainty of all media segments. The strength of political advertising has made it difficult to assess the impact of the macroeconomic environment on local TV advertising. Our 2023 forecast reflects historical performance during an economic recession, which we view as very likely, rather than the current advertising environment that is benefitting broadcasters. "SBG's financial policy will remain aggressive. The company's public leverage target is in the high-3x to low-4x area and per its calculations, leverage was 4.1x as of Sep. 30, 2022. Given our expectation that SBG will continue to generate healthy discretionary cash flow (DCF), we believe SBG could use its cash flow to pursue additional share repurchases or acquisitions. While it would likely be difficult to pursue additional large broadcast TV acquisitions in the current regulatory environment, we expect SBG will be aggressive in pursuing other investments and M&A in sports or other broadcast-related verticals. We believe the company has a track record of using debt to fund its investments and believe that leverage could periodically spike when the company pursues any large M&A. "The stable outlook reflects our expectation that SBG's broadcast TV stations will continue providing a stable source of cash flow, despite our expectation for a recession in the first half of 2023." While unlikely over the next year, S&P could lower the rating on SBG if leverage increases above 6.0x. This could occur if: -- The company pursues a large debt financed acquisition; -- The economy enters a severe and prolonged recession that results in steeper than expected declines in advertising revenue; or -- The company faces extensive litigation or settlements related to a default at DSG. If there is a selective default or payment default at DSG, S&P would not lower its ratings on SBG or STG because they do not guarantee DSG's debt. S&P could raise the rating on SBG if: -- DSG successfully restructures its debt obligations and S&P believes the risk of litigation or any other cash distribution from SBG as a result of any potential restructuring to be minimal; -- Sinclair either no longer has the obligation to negotiate for carriage on behalf of DSG or it is adequately compensated for doing so; and -- S&P expects SBG's leverage will remain below 5.0x even accounting for potential M&A and share repurchases. ESG credit indicators: E-2, S-2, G-3 SOUTHERN PRODUCE: Ying Offers to Buy Faison Property for $400K -------------------------------------------------------------- Southern Produce Distributors, Inc., asks the U.S. Bankruptcy Court for the Eastern District of North Carolina to authorize the sale of the parcel of real property located at 300 Spencer Road, in Faison, Sampson County, North Carolina 28341, containing approximately 154.03 acres, further identified by Parcel No. 13014124004, to Ying Properties, LLC, for $400,000, free and clear of liens or encumbrances, subject to: (i) ad valorem taxes for the subject property and (ii) reasonable and normal costs of closing. The Debtor owns the Real Property more particularly described in Warranty Deed from D. Stewart Precythe, Grantor, to Southern Produce Distributors, Inc., Grantee, recorded Dec. 27, 2012 at Book 1847, Page 314, Sampson County Registry. A total of 196.6 acres was conveyed to Southern Produce Distributors, Inc. by Deed recorded at Book 1847, Page 314. Subsequently, (i) 22.05 acres designated as Tract 2 was conveyed by Warranty Deed from Southern Produce Distributors, Inc., Grantor, to Enviva Pellets Sampson, LLC, Grantee, recorded March 9, 2015 at Book 1910, Page 558, Sampson County Registry, and (ii) 20.52 acres designated as Tract 1 was conveyed by Warranty Deed from Southern Produce Distributors, Inc., Grantor, to Sampson County, Grantee, recorded March 11, 2015 at Book 1910, Page 703, Sampson County Registry. The Debtor listed the value for the Real Property as $130,000 on its Schedules filed with the Court. The current Sampson County tax value for the Real Property is $141,091. The Debtor has received an Offer to Purchase and Contract-Vacant Lot/Land from the Buyer to purchase the Real Property for a purchase price of $400,000, subject to: (i) ad valorem taxes for the subject property, and (ii) reasonable and normal costs of closing, including, without limitation, reasonable costs or expenses of sale required to be paid by the Reorganized Debtor as the seller pursuant to the respective sale contract. The net sale proceeds received from the sale will be subject to the following uses: (i) Quarterly Fees generated by the sale when and as applicable, (ii) reasonable attorney for Debtor fees relating to the sale and closing, and (iii) applicable capital gain taxes when and if applicable. The Real Property is not subject to any liens on the title or any encumbrances. The sale of the Real Property will be subject to a 5% real estate commission to be paid to David Kornegay of Kornegay Realty, Inc., 510 N. Breazeale Avenue, Mt. Olive, North Carolina, 28365, the Debtor's Court-approved Broker, and said real estate commission will be paid at the closing from the applicable sale proceeds. The Real Property is not presently used in the Debtor's business operations and is not necessary to Debtor’s continued business operations. TheDebtor intends to set aside the net sale proceeds received from the closing on the Offer, and preserve such funds for use and application pursuant to its Plan of Reorganization. No other offers for the Real Property were received by the Debtor after extensive efforts made by its Broker, who has advised that in his opinion the Offer represents a fair value for the Real Property and recommends acceptance of the Offer. The best interests of the Debtor, its creditors and the estate will be served by the allowance of the Motion. About Southern Produce Southern Produce Distributors, Inc. -- http://southern-produce.com/ -- is a provider of sweet potatoes and peppers to markets across the US, Canada, UK and Europe. Southern Produce was founded in 1942 and is based in Faison, North Carolina. Southern Produce Distributors filed for bankruptcy protection (Bankr. E.D.N.C. Case No. 18-02010) on April 20, 2018. In the petition signed by Randy W. Swartz, president and CEO, the Debtor disclosed total assets of $27.12 million and total liabilities of $19.96 million. Gregory B. Crampton, Esq., of Nichols & Crampton, P.A., serves as counsel to the Debtor. Janvier Law Firm, PLLC, serves as special counsel. SOUTHGATE TOWN: Bid to Use Cash Collateral Denied ------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of California entered an order denying Southgate Town and Terrace Homes, Inc.'s motion for authority to use cash collateral. The Court also denied the Debtor's proposal to grant replacement liens and for approval of a DIP Budget. The California Department of Housing and Community Development has sought dismissal of the case or, alternatively, relief from the automatic stay. A hearing on the request is set for today, Nov. 7, at 1:30 p.m. A copy of the order is available at https://bit.ly/3sVSFFy from PacerMonitor.com. About Southgate Town and Terrace Homes Southgate Town and Terrace Homes Inc. is a limited equity housing cooperative per CA Civil Code Section 817. It is a resident-owned affordable housing community in South Sac, California. Southgate Town and Terrace Homes sought Chapter 11 bankruptcy protection (Bankr. E.D. Cal. Case No. 22-20632) on March 16, 2022. In the petition filed by Mirza Baig, president, the Debtor disclosed between $1 million and $10 million in both assets and liabilities. Judge Fredrick E. Clement oversees the case. The Debtor tapped Stephen Reynolds, Esq., at Reynolds Law Corporation, as legal counsel and Cropper Accountancy Corporation as accountant. SPI ENERGY: Maturities of $12.6 Million Notes Extended Until 2023 ----------------------------------------------------------------- SPI Energy Co., Ltd. has entered into an Amendment to Convertible Promissory Note with Streeterville Capital, LLC. The Company previously issued to the Lender a Convertible Promissory Note dated June 9, 2021 in the principal amount of $4,210,000. Pursuant to the Amendment to June Note, the parties agreed to extend the maturity date for the June Note until June 9, 2023. In consideration of the Lender's grant of the extension, its fees incurred in preparing the Amendment to June Note and other accommodations, the Company agreed to pay to the Lender an extension fee equal to two percent of the outstanding balance of the June Note, which equals $30,068.44. In addition, the Company agreed to reduce the aggregate outstanding balance of the June Note together with the outstanding balance of the September Note and November Note issued by the Company in favor of the Lender in accordance with the following schedule: (a) at least $350,000 in November 2022; (b) at least $400,000 in December 2022; (c) at least $450,000 in January 2023; and (d) at least $500,000 for each month thereafter until the June Note, the September Note and the November Note are both paid in full. A fee equal to one percent of the outstanding balance of the June Note will be added to the outstanding balance for each month in which the Company fails to comply with the foregoing minimum aggregate balance reduction schedule. In addition, if the Company fails to reduce the aggregate outstanding balance of the June Note,the September Note and the November Note by the required monthly amount in four separate months, then the Lender has the right to call an Event of Default (as defined in the June Note) with respect to such failure at any time thereafter. On Oct. 28, 2022, the Company entered into an Amendment to Convertible Promissory Note with the Lender. The Company previously issued to the Lender a Convertible Promissory Note dated Sept. 30, 2021 in the principal amount of $4,210,000. Pursuant to the Amendment to September Note, the parties agreed to extend the maturity date for the September Note until Sept. 30, 2023. In consideration of the Lender's grant of the extension, its fees incurred in preparing the Amendment to September Note and other accommodations, the Company agreed to pay to the Lender an extension fee equal to two percent of the outstanding balance of the September Note, which equals $71,893.51. In addition, the Company agreed to reduce the aggregate outstanding balance of the September Note together with the outstanding balance of the June Note and the November Note in accordance with the following schedule: (a) at least $350,000 in November 2022; (b) at least $400,000 in December 2022; (c) at least $450,000 in January 2023; and (d) at least $500,000 for each month thereafter until the September Note, the June Note and the November Note are both paid in full. A fee equal to one percent of the outstanding balance of the September Note will be added to the outstanding balance for each month in which the Company fails to comply with the foregoing minimum aggregate balance reduction schedule. In addition, if the Company fails to reduce the aggregate outstanding balance of the September Note, the June Note and the November Note by the required monthly amount in four separate months, then the Lender has the right to call an Event of Default (as defined in the September Note) with respect to such failure at any time thereafter. On Oct. 28, 2022, the Company entered into an Amendment to Convertible Promissory Note with the Lender. The Company previously issued to the Lender a Convertible Promissory Note dated Nov. 12, 2021 in the principal amount of $4,210,000. Pursuant to the Amendment to November Note, the maturity date for the November Note will automatically be extended until Nov. 12, 2023 upon the Lender's receipt of an extension fee. In consideration of Lender's grant of the extension, its fees incurred in preparing the Amendment to November Note and other accommodations, the Company agreed to pay to Lender an extension fee equal to two percent of the outstanding balance of the November Note as of Nov. 12, 2022, which equals $93,183.41. The November Note extension fee will be paid via wire transfer of immediately available funds on or before Nov. 12, 2022. The Company agreed to reduce the aggregate outstanding balance of the November Note together with the outstanding balance of the June Note and the September Note in accordance with the following schedule: (a) at least $350,000 in November 2022; (b) at least $400,000 in December 2022; (c) at least $450,000 in January 2023; and (d) at least $500,000 for each month thereafter until the November Note, the June Note and September Note are all paid in full. A fee equal to one percent of the outstanding balance of the November Note will be added to the outstanding balance for each month in which the Company fails to comply with the foregoing minimum aggregate balance reduction schedule. In addition, if the Company fails to reduce the aggregate outstanding balance of the November Note, the June Note and September Note by the required monthly amount in four separate months, then the Lender has the right to call an Event of Default with respect to such failure at any time thereafter. About SPI Energy Co. SPI Energy Co., Ltd. (SPI) is a global renewable energy company and provider of solar storage and electric vehicle (EV) solutions for business, residential, government, logistics and utility customers and investors. The company has three core divisions: SolarJuice residential solar, the commercial & utility solar division comprised of SPI Solar and Orange Power, and the EdisonFuture/Phoenix Motor EV division. SolarJuice provides renewable energy system solutions for residential and small commercial markets and has extensive operations in the Asia Pacific and North America markets. The commercial & utility solar division provides a full spectrum of EPC services to third party project developers, and develops, owns and operates solar projects that sell electricity to the grid in multiple countries, including the U.S., U.K., and Europe. Phoenix Motor manufactures medium-duty commercial electric vehicles, and is developing EV charger solutions, electric pickup trucks, electric forklifts, electric scooters, and other EV products. SPI maintains global operations in North America, Australia, Asia and Europe. SPI Energy reported a net loss of $44.83 million for the year ended Dec. 31, 2021, compared to a net loss of $6.27 million for the year ended Dec. 31, 2020. As of June 30, 2022, the Company had $228.47 million in total assets, $191.80 million in total liabilities, and $36.67 million in total equity. New York, New York-based Marcum Bernstein & Pinchuk LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 1, 2022, citing that the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. STARWOOD PROPERTY: Moody's Rates New Sustainability Loan 'Ba2' -------------------------------------------------------------- Moody's Investors Service has assigned a Ba2 rating to the new senior secured sustainability Term Loan B issued by Starwood Property Mortgage, LLC, a subsidiary of Starwood Property Trust, Inc. (Starwood, Ba2). The company's outlook is stable. Starwood's Ba2 corporate family rating and Ba3 senior unsecured rating were unaffected by Starwood Property Mortgage, LLC's new debt issuance. Assignments: Issuer: Starwood Property Mortgage, LLC Senior Secured Bank Credit Facility, Assigned Ba2 RATINGS RATIONALE Starwood Property Mortgage, LLC's Ba2 Term Loan B rating reflects its senior secured position in the company's capital hierarchy and strong collateral coverage. The term loan is secured by a pledge of equity interests in certain Starwood subsidiaries that hold loans, property and other assets pledged to creditors providing asset-level financing and will rank pari passu with existing senior secured term loan B issuances. The loan is also guaranteed jointly and severally by certain of these and other Starwood subsidiaries. Starwood intends to use the net proceeds from the new term loan to pay down a portion of its existing secured repurchase facilities. Factors supporting Starwood's ratings include the company's effective credit and liquidity risk management, its superior revenue diversity compared to peers, history of strong operating performance and affiliation with Starwood Capital Group, the well-established commercial real estate investment and asset management firm. Credit challenges include Starwood's high reliance on confidence-sensitive secured funding and its high exposure to the cyclicality of the certain commercial property segments. Moody's expects that the new term loan will have no material effect on Starwood's net debt-to-equity leverage and will moderately reduce the proportion of the company's funding under repurchase agreements, which Moody's views as a positive development for the company's funding structure and liquidity profile. Starwood's outlook is stable, based on the resilience of the company's asset performance and strong liability and liquidity management over the past year, which Moody's expect positions the company well to generate improving operating results even as uncertainties regarding asset performance linger in certain property sectors and regions. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's could upgrade Starwood's ratings if the company: 1) further diversifies its funding sources to include additional senior unsecured debt and lower reliance on market-sensitive repurchase facilities; 2) maintains strong, stable profitability and low credit losses; and 3) maintains a ratio of Moody's adjusted debt to adjusted tangible equity of not more than 3.0x. Starwood's ratings could be downgraded if the company: 1) increases exposure to volatile funding sources or otherwise encounters material liquidity challenges, 2) increases its Moody's adjusted debt to adjusted tangible equity leverage to more than 4.5x, 3) rapidly accelerates growth, or 4) suffers a sustained decline in profitability. The principal methodology used in this rating was Finance Companies Methodology published in November 2019. STORED SOLAR: Seeks Cash Collateral Access on Interim Basis ----------------------------------------------------------- Stored Solar Enterprises, Series LLC asks the U.S. Bankruptcy Court for the District of Maine for authority to use cash collateral on an interim basis in the ordinary course of its business. The Debtor requires the use of cash collateral to operate its electric generating plants. The Debtor continues to generate electric energy, although from time to time it has had to pause operations at some Plants due to limited resources with which to make capital improvements and purchase biofuel. The Debtor's predecessors borrowed funds from Hartree Partners, LP and executed promissory notes, security agreements, mortgages, and guarantees in favor of Hartree. Under the Loan Documents, Hartree has a first priority lien, mortgage and security interest in all operating assets of the Debtor, including its generating machinery and equipment, its biomass fuel inventory, its accounts receivable, its RECs, and its contracts with or issued by ISO-NE. In addition, the Debtor has borrowed $900,000 from Hartree, of which $450,000 was utilized to pay a loan fee to Hartree, pursuant to the Interim DIP Order. Hartree claims a first priority security interest in the Debtor's cash collateral. The Debtor also discloses that other creditors may claim an interest in certain assets of the Debtor, but not its accounts or proceeds thereof: -- Coastal Enterprises, Inc., the debt to which is secured by the Debtor's equipment; and -- the United States Small Business Administration, the debt to which is secured by certain personal property of Stored Solar. Except with respect to Hartree, the Debtor has not conceded the validity, perfection, allowability or value of any Secured Creditor's claims. The Debtor is a series limited liability company organized pursuant to the Delaware Limited Liability Company Act, Title 6, Chapter 18 of the Delaware Code, having its principal place of business in West Enfield, Maine. As a series limited liability company, it is comprised of eight separate series. Series One comprises the general executive and administrative operations of the combined enterprise. It employs all personnel who work for Stored Solar and maintains the executive and administrative offices in West Enfield, Maine for all of the operating entities, that is, each operating Series, of the Debtor. It maintains separate books and records of account for all Series of the Debtor, collecting all accounts receivable for each Series, and disbursing collected funds to or for the account of each of the Series so that each may satisfy its payables. Each of the remaining seven Series, Series Two through Eight, is comprised of a single operating Plant. Presently, the Plants are capable of producing substantial amounts of electric power; helping to satisfy the electricity needs of millions of New England homes and businesses without resorting to the use of fossil fuels. As adequate protection for the Debtor's use of cash collateral, the Debtor proposes to provide Hartree -- and any other secured creditor claiming an interest in such cash, accounts receivable, and inventory -- a replacement lien to secure the indebtedness secured by the cash, accounts receivable and inventory of the Debtor in existence on November 4, 2022, and in the same order of priority as to all creditors claiming an interest therein. The Replacement Lien will have the same validity, perfected status, priority and enforceability as the liens of the secured creditors in cash, accounts receivable and inventory existing as of November 4, 2022, and the Replacement Lien will be limited in amount to the amount of such collateral, or the proceeds of such collateral used by the Debtor from and after November 4, 2022. A copy of the motion is available at https://bit.ly/3Un5owU from PacerMonitor.com. A copy of the Debtor's budget is available at https://bit.ly/3DX5llW from PacerMonitor.com. The budget provides for total expenses, on a weekly basis, as follows: $6,615 for the week ending November 4, 2022; $36,630 for the week ending November 11, 2022; $19,230 for the week ending November 18, 2022; $68,290 for the week ending November 25, 2022; About Stored Solar Enterprises, Series LLC Stored Solar Enterprises, Series LLC owns and operate seven biomass-fueled, renewable energy generating facilities located in Maine, Massachusetts and New Hampshire. The Plants produce electric energy which is transmitted into, and earns payments from, the ISO New England power grid. Stored Solar has 87 employees. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Maine Case No. 22-10191) on September 14, 2022. In the petition signed by William Harrington, manager, the Debtor disclosed up to $100 million in assets and up to $50 million in liabilities. George J. Marcus, Esq., at Marcus Clegg, is the Debtor's counsel. SUZANNE V FERRY: Armstrong Buying Mammoth Lakes Property for $2.95M ------------------------------------------------------------------- Suzanne V. Ferry asks the U.S. Bankruptcy Court for the Middle District of Florida to authorize her sale of the real property located at L344 Starwood Court, in Mammoth Lakes, California 93546, to Donald Armstrong, Elizabeth Armstrong and/or The Don and Liz Armstrong Family Trust dated Oct. 3, 2008, as amended and restated May 19, 2014, for the sum of $2,949,000. The Debtor is the owner of the Real Property, which is listed on Schedule "A" of her Voluntary Petition. The Real Property is more particularly described as follows: Lot 47 STARWOOD SUBDIVISION - PHASE II TRACT NO. 36-171B, a Planned Unit Development, in the Town of Mammouth Lakes, County of Mono, State of California, as per Map Recorded in Book 10 Page 47C of Maps, in the Office of the County Recorder of said County. PARCEL NO.: 033-350-017-000. The Real Property is not the Debtor's homestead. On Oct. 25, 2022, the Debtor executed a California Residential Purchase Agreement and Joint Escrow Instructions through which she intends to sell the Real Property to the Buyer for the sum of $2,949,000. Pursuant to the Sale Contract, the sale of the Real Estate is set to close on Nov. 24, 2022. The following parties may claim a lien against the Real Property: (a) Specialized Loan Servicing, LLC as servicing agent for Deutsche Bank National Trust Company, as Trustee for Morgan Stanley Mortgage Loan Trust 2004-4, Mortgage Pass-Through Certificates, Series 2004-4 ("SLS") holds a claim for approximately $1.9 million to $2.2 million. The Debtor has requested a current payoff letter from SLS. (b) Mono County Tax Collector may hold a claim in the amount of approximately $38,222.88 for the 2022 ad valorem taxes. All secured claimants will be paid the full amount of their allowed claims at the closing of the sale of the Real Property. The sale will be "as is" and "where is" and is not in the ordinary course of business. Taxes and ordinary closing costs, including broker's fees, will be paid at closing. All allowed secured claims will also be paid at closing. The net proceeds from the sale will be held in Debtor’s counsel’s trust account pending further order of the Court. The Debtor will file a copy of the settlement statement with the Court within seven days of the date of the closing. The Debtor requests that the 14-day stay required under Bankruptcy Rule §6004(h) be waived, and that any order granting the Motion is effective immediately upon entry. Suzanne V. Ferry sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 22-01866) on May 9, 2022. The Debtor tapped Buddy Ford, Esq., at Buddy Ford, P.A. as counsel. TEINE ENERGY: Moody's Affirms B2 CFR & Alters Outlook to Positive ----------------------------------------------------------------- Moody's Investors Service affirmed Teine Energy Ltd.'s B2 corporate family, B2-PD probability of default rating and B3 senior unsecured ratings on its notes due 2029. The outlook was changed to positive from stable. "The positive outlook reflects Moody's expectation that Teine will maintain low leverage while bolstering liquidity in 2023 as it allocates positive free cash flow toward revolver repayment following the Chauvin acquisition," said Whitney Leavens, Moody's analyst. "Teine's credit metrics will remain strong as it continues to build on a track record of operating efficiency," she added. Affirmations: Issuer: Teine Energy Ltd. Corporate Family Rating, Affirmed B2 Probability of Default Rating, Affirmed B2-PD Senior Unsecured Regular Bond/Debenture , Affirmed B3 (LGD5) Outlook Actions: Issuer: Teine Energy Ltd. Outlook, Changed To Positive From Stable RATINGS RATIONALE Teine's B2 CFR is supported by: (1) strong credit metrics, including RCF/debt sustained above 50%; (2) high exposure to light oil production supporting strong cash margins with the leveraged full-cycle ratio remaining above 1.5x; (3) a leading position among producers in the Viking Formation in southwestern Saskatchewan; and (4) track record of positive free cash flow with 2023 proceeds supporting debt reduction. The rating is constrained by: (1) geographic concentration risks, with over 60% of production (pro-forma for the Chauvin acquisition) coming from the Viking in Saskatchewan; (2) a high corporate decline rate (about 30% pro-forma); and (3) modest production volumes rising toward 40,000 boe/d (including Chauvin). Teine's US$400 million senior unsecured notes are rated B3, one notch below the B2 CFR, reflecting the priority ranking of the C$475 million senior secured borrowing base revolving credit facility. Teine has adequate liquidity. Sources as of Q3-22 total about C$500 million, consisting of Moody's estimate of cash on hand of about C$10 million, C$175 million available under the committed C$475 million borrowing base revolver due May 2024 and Moody's forecast for positive free cash flow of over C$300 million over the next fifteen months through year end 2023. The company does not have any debt maturities through 2023. Moody's expect Teine to extend the revolver due May 2024 and repay most of the balance before it becomes current in Q2-23. The positive outlook reflects Moody's expectation that credit metrics with strengthen in 2023 with the company allocating free cash flow to debt repayment. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The rating could be upgraded if Teine grows production towards 35,000 boe/d net of royalties while maintaining retained cash flow to debt above 50% and LFCR above 1.5x. An upgrade would also be dependent on Teine reducing revolver drawings to support liquidity. The rating could be downgraded if production declines towards 20,000 boe/d, if retained cash flow to debt falls below 30% or if liquidity deteriorates. Teine Energy Ltd. is a private Calgary, Alberta-based independent exploration and production company with a focus on the Viking light oil play in southwestern Saskatchewan. The company is majority owned by the Canadian Pension Plan Investment Board (CPPIB). The principal methodology used in these ratings was Independent Exploration and Production published in August 2021. TENNECO INC: Moody's Assigns First Time 'B2' Corp. Family Rating ---------------------------------------------------------------- Moody's Investors Service assigned first-time ratings to Tenneco Inc. (New), including a B2 corporate family rating and a B2-PD probability of default rating. Moody's also assigned Ba3 ratings to the company's proposed senior secured bank credit facility, consisting of a $600 million revolving credit facility, $1.3 billion term loan A and $1.4 billion term loan B, and $1.75 billion senior secured notes and bridge facility and a Caa1 rating to the proposed $1.0 billion senior unsecured bridge facility. The outlook is stable. Proceeds from the new borrowings and a sizable equity contribution from Apollo Global Management, Inc. (Apollo) will be used to payoff Tenneco Inc.'s existing debt and fund the acquisition of Tenneco by Apollo. Moody's will withdraw the existing ratings on Tenneco Inc. following the close of the transaction. The CFR reflects Moody's expectation that initial leverage will be high (debt-to-EBITDA over 6.5x at transaction closing) but will fall below 6x by year-end 2023 even as global light vehicle production remains uneven, but higher, in 2023. Lingering supply chain disruptions, primarily due to semiconductor and parts shortages, have been heightened by ongoing Covid-related lockdowns in China and the Russia/Ukraine conflict. Returns should improve over the next couple of years with more stable OEM production runs and management's strategy to aggressively reduce costs. However, continued friction from higher raw materials, labor, energy and freight expenses will constrain more meaningful margin improvement. Tenneco has high exposure to governance factors (CIS-4) with the pending transaction to be taken private. The leveraged buyout financing results in high financial leverage and significant planned cost savings yet to be realized. Under private equity ownership, the risk of debt financed acquisitions or shareholder returns is typically higher, which could further leverage the balance sheet and weaken financial flexibility. Pegasus Merger Co. is expected to be the initial borrower of the LBO financing with Tenneco to become the long-term borrower upon completion of the transaction. Assignments: Issuer: Tenneco Inc. (NEW) Corporate Family Rating, Assigned B2 Probability of Default Rating, Assigned B2-PD Gtd Senior Secured Revolving Credit Facility, Assigned Ba3 (LGD2) Gtd Senior Secured Term Loan A, Assigned Ba3 (LGD2) Gtd Senior Secured Term Loan B, Assigned Ba3 (LGD2) Senior Secured Regular Bond/Debenture , Assigned Ba3 (LGD2) Senior Unsecured Regular Bond/Debenture, Assigned Caa1 (LGD5) Outlook Actions: Issuer: Tenneco Inc. (NEW) Outlook, Assigned Stable RATINGS RATIONALE The ratings reflect Tenneco's good scale, diverse operating model (end markets, geographic regions, products, customers) and strong market positions that enable the company to capitalize on near-to-intermediate term automotive industry trends. However, roughly one-third of revenues are vulnerable to the transition to full electrification, which will likely require additional investments/acquisitions to close this gap. The company is demonstrating improving penetration, and comparable content per vehicle, on hybrid electric vehicles. The higher margin Motorparts business, at approximately 22% of value-add revenues (net of substrate sales within the Clean Air segment), provides a stable offset to volatility in new vehicle production. The stable outlook reflects Moody's expectations for margins to modestly improve as OEM production levels continue to recover and savings are realized from planned cost reduction initiatives. The outlook also reflects Tenneco's solid liquidity, supported by Moody's expectation of improving free cash flow, boosted by improved cost recovery mechanisms with customers. Tenneco will have good liquidity, supported by Moody's expectations for a sustained cash balance of at least $500 million, solid and increasing free cash flow and over $500 million of availability under the proposed $600 million revolving credit facility set to expire in 2027. The revolving facility is expected to have a springing first lien net leverage covenant tested when borrowings exceed a certain percentage of the total commitment. Moody's expects the company to maintain ample headroom in complying with this requirement. The term loans are not anticipated to have any financial covenants. Tenneco utilizes accounts receivable factoring/securitization facilities as a source of financing (included in Moody's adjusted debt calculations). If unable to maintain and extend these programs, additional borrowings under the revolving credit facility would be required to meet liquidity needs. The following are some of the preliminary terms in the marketing term sheet that are subject to change during syndication: As proposed, the new credit facilities are expected to provide covenant flexibility that if utilized could negatively impact creditors. Notable terms include the ability to incur incremental borrowings not to exceed the sum of the greater of $1,660 million and 1.0x latest twelve months EBITDA, plus available amounts under the general debt basket, which is capped at the greater of $1,245 million and .75x latest twelve months EBITDA, plus additional amounts subject to net first lien leverage no greater than .25x above the net first lien leverage ratio on the closing date of the transaction for pari passu secured borrowings. Incremental loans that do not exceed the greater of $1,660 million and 1x latest twelve months EBITDA may be incurred with an earlier maturity date than the term facility. The terms include a starter basket equal to the greater of $415 million and .25x latest twelve months EBITDA that may be used for, among other things, investments, dividends/distributions and the redemption or prepayment of subordinated debt. There are no express "blocker" provisions which prohibit the transfer of specified assets to unrestricted subsidiaries; such transfers are permitted subject to carve-out capacity and other conditions. Non-wholly owned subsidiaries are not required to provide guarantees; dividends or transfers resulting in partial ownership of subsidiary guarantors could jeopardize guarantees, with no explicit protective provisions limiting such guarantee releases. There are no express protective provisions prohibiting an up-tiering transaction. The proposed terms and the final terms of the credit agreement may be materially different. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded with annual free cash flow eclipsing $150 million that enables debt repayment. Demonstrating margin expansion even during lower and erratic vehicle production environments and accelerated progress on achieving targeted cost savings would also be viewed favorably. More specifically, EBITA-to-interest approaching 2.5x, debt-to-EBITDA trending towards 4x and an EBITA margin greater than 6% could result in a rating upgrade. Maintenance of solid liquidity would also be a precursor to upgrading the ratings. Ratings could be downgraded if the company is unable to improve margins or sustain solid free cash flow. Debt-to-EBITDA remaining near 6x, EBITA-to-interest below 1.5x or annual free cash flow falling below $50 million could also result in negative rating action. The inability to realize anticipated savings from cost reduction initiatives by the end of 2024 or a meaningful deterioration in liquidity could also result in a downgrade. The principal methodology used in these ratings was Automotive Suppliers published in May 2021. Tenneco Inc. is a leading automotive supplier of clean air, powertrain, performance solutions and brand name aftermarket products for automotive original equipment manufacturers (OEMs) and automotive repair and replacement parts customers. Revenue for the twelve months ended June 30, 2022 was approximately $18 billion. TERRA MANAGEMENT: Plan Solicitation Period Extended to Dec. 30 -------------------------------------------------------------- Terra Management Group, LLC and Littleton Main Street, LLC obtained an order from the U.S. Bankruptcy Court for the District of Colorado, which extended to Dec. 30 the period during which the companies have the exclusive right to solicit acceptances for their Chapter 11 plan of reorganization. The companies' latest plan permits unsecured creditors to elect to receive either a cash payment equal to 10 percent of their allowed claims on the effective date of the plan; or a pro rata portion of annual payments of $500,000 for a five-year period following the effective date. The first option is only available to creditors that vote in favor of the plan. Funding for all payments to be made under the plan will come from capital from the plan sponsor or the reorganized companies' continued business operations. About Terra Management Group and Littleton Main Street Terra Management Group, LLC is an Englewood, Colo.-based company engaged in activities related to real estate. Terra Management Group and affiliate, Littleton Main Street, LLC, filed their voluntary petitions for Chapter 11 protection (Bankr. D. Colo. Lead Case No. 21-15245) on Oct. 15, 2021. J. Marc Hendricks, president and manager of Terra Management Group, signed the petitions. At the time of the filing, Terra Management Group listed up to $100,000 in assets and up to $50 million in liabilities while Littleton listed as much as $50 million in both assets and liabilities. The Hon. Kimberley H. Tyson is the case judge. Michael J. Pankow, Esq., at Brownstein Hyatt Farber Schreck, LLP and Haynie & Company serve as the Debtors' legal counsel and tax accountant, respectively. The Debtors filed a Chapter 11 plan of reorganization and disclosure statement on May 13, 2022. TEXAS MADE: iSports Buying Assets in Cedar Park, Free of Claims --------------------------------------------------------------- Texas Made Sports Development, Inc., doing business as Chaparral Ice, seeks approval from the U.S. Bankruptcy Court for the Western District of Texas of the sale of its assets identified on Exhibit A located at its former leased premises at The Crossover Facility at 1717 Scotts Dale Drive, in Cedar Park, Texas 78641, free and clear of liens, claims, encumbrances, and interests, to iSports Cedar Park, Ltd., for (a) $2,479,616.37 in cash paid by iSports to Chaparral Ice, and (b) a direct cash payment by iSports to Trimbuilt Construction, Inc., in the amount of $20,383 in exchange for a release of Trimbuilt's Affidavit Claiming Lien recorded against Chaparral Ice and/or The Crossover Facility. Chaparral Ice is the Debtor and DIP in the bankruptcy case. iSports owns the sports, entertainment, and wellness complex located at 1717 Scottsdale Drive in Cedar Park, Texas ("The Crossover Facility"). Pursuant to a lease agreement with iSports dated March 13, 2019 (as amended), Chaparral Ice previously leased approximately 120,152 square feet of commercial space from iSports at The Crossover Facility. Additionally, pursuant to a Recreational Field License Agreement also dated March 13, 2019, Chaparral Ice previously had use and access rights to an outdoor sports field at The Crossover Facility. Prior to the Petition Date, the Lease and Field Lease were each terminated by iSports on Feb. 14, 2022. iSports, Chaparral Ice, and Washington Federal Bank are parties to the to-be resolved and adjudicated "Adversary Proceeding" pending before the Bankruptcy Court, styled and numbered Adversary No. 22-01017-hcm, iSports Cedar Park, Ltd., Plaintiff, v. Texas Made Sports Development, Inc. d/b/a Chaparral Ice, et al., Defendants. The Adversary Proceeding was originally commenced by iSports against Chaparral Ice on March 10, 2022, in the 425th Judicial District Court of Williamson County, Texas, styled and numbered iSports Cedar Park, Ltd., vs. Texas Made Sports Development, Inc., Cause No. 22-0295-C425, and was removed by iSports to the Bankruptcy Court on March 23, 2022. A proposed Agreed Final Judgment has been submitted in connection with the Motion to Approve Compromise that will resolve the Adversary Proceeding pursuant to the Settlement Agreement. Entry of a Sale Order on this Sale Motion is contingent upon entry of the Order Approving Compromise, execution of the Settlement Agreement by the parties thereto, and entry of the Agreed Final Judgment in the Adversary Proceeding. If the Motion to Compromise is granted, the Agreed Final Judgment will determine that, among the assets of the bankruptcy estate of Chaparral Ice, are each of the items of Assigned Property identified on Exhibit A which are proposed to be transferred, assigned, and sold by Chaparral Ice to iSports pursuant to the terms of the Sale Motion. In connection with the Settlement Agreement, iSports has agreed to purchase and the Debtor has agreed to sell the Assigned Property for (a) $2,479,616.37 in cash paid by iSports to Chaparral Ice, and (b) a direct cash payment by iSports to Trimbuilt Construction, Inc. in the amount of $20,383 in exchange for a release of Trimbuilt Construction, Inc.'s Affidavit Claiming Lien recorded against Chaparral Ice and/or The Crossover. It is proposed that the Debtor will sell, transfer, and assign the Assigned Property free and clear of any and all liens, claims, encumbrances, and interests except liens of governmental units for ad valorem tax claims due after Dec. 31, 2022, which are preserved by such governmental units and except liens of governmental units for ad valorem tax claims. The WFB Chaparral Ice Secured Debt will attach to and be paid from the proceeds of the sale of the Assigned Property. Contemporaneously with the closing of the sale and the transactions described in the Settlement Agreement, CD5M, is purchasing the debt, security interests and other obligations owed by Debtor to WFB, including the WFB Chaparral Ice Secured Debt. All proceeds from the sale of the Assigned Property attributable to the WFB Chaparral Ice Secured Debt will be paid by the Debtor to CD5M at the time of closing of the sale of the Assigned Property. By the Sale Motion, subject to entry of the Order Approving Compromise in the Bankruptcy Case, entry of the Agreed Final Judgment in the Adversary Proceeding, the Debtor seeks entry of an order granting the relief sought. Finally, the Debtor asks that any order approving the sale be effective immediately by providing that the 14-day stay is inapplicable. A copy of the Bill of Sale is available at https://tinyurl.com/3dfr8e2z from PacerMonitor.com free of charge. The Purchaser: ISPORTS CEDAR PARK, LTD. 1717 Scottsdale Drive Cedar Park, TX 78641 About Texas Made Sports Development Texas Made Sports Development, Inc., owns and operates an ice facility in Austin, Texas, for figure skaters, hockey fans, and kids' camps. Texas Made Sports Development filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Case No. 22-10172) on March 18, 2022. In the petition signed by Ryan Raya, president, the Debtor disclosed up to $50 million in assets and up to $10 million in liabilities. Judge H. Christopher Mott oversees the case. The Debtor tapped Hayward, PLLC as legal counsel and Pittenger CPA, PC as bookkeeper and accountant. THOMPSON ROSE: Court Okays Appointment of Chapter 11 Trustee ------------------------------------------------------------ Judge Christopher Jaime of the U.S. Bankruptcy Court for the Eastern District of California approved the appointment of Lisa Holder as Chapter 11 trustee for Thompson Rose Chapel, LLC. The appointment comes upon the application filed by Tracy Hope Davis, the U.S. Trustee for Region 17, to appoint a bankruptcy trustee in Thompson Rose Chapel's Chapter 11 case. The Chapter 11 trustee can be reached at: Lisa Holder 3710 Earnhardt Drive Bakersfield, CA 93306 Telephone: (661) 205-2385 Email: lholder@lnhpc.com About Thompson Rose Chapel Thompson Rose Chapel, LLC -- https://www.thompsonrosechapel.com/ -- is an independent family owned funeral home and has been serving families in Sacramento and surrounding counties since 1948. Its motto is "Families Come First". The business is located at 3601 5th Ave., Sacramento, Calif. Thompson Rose Chapel sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case No. 22-21727) on July 12, 2022. In the petition filed by its managing member, Ginger Brown, the Debtor listed $1 million to $10 million in both assets and liabilities. Judge Christopher D. Jaime oversees the case. Gabriel E. Liberman, Esq., at the Law Offices of Gabriel Liberman, APC is the Debtor's counsel. TRANSPORTATION DEMAND: U.S. Trustee Unable to Appoint Committee --------------------------------------------------------------- The U.S. Trustee for Region 18 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 cases of Transportation Demand Management, LLC and Transportation Demand Management Holdings, LLC. About Transportation Demand Management Transportation Demand Management, LLC is a motorcoach and minibus operator in the Pacific Northwest with a fleet of over 90 motorcoaches and mini buses of varying size generating more than $15 million in annual sales. Transportation Demand Management and its affiliate, Transportation Demand Management Holdings, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wash. Lead Case No. 22-10482) on March 26, 2022. At the time of the filing, Transportation Demand Management listed as much as $10 million in both assets and liabilities while Transportation Demand Management Holdings listed up to $100,000 in assets and up to $10 million in liabilities. Judge Marc Barreca oversees the cases. Nathan T. Riordan, Esq., at Wenokur Riordan, PLLC and Doeren Mayhew serve as the Debtors' legal counsel and accountant, respectively. TRILOK FUSION: Seeks Cash Collateral Access ------------------------------------------- Trilok Fusion Arts, Inc. asks the U.S. Bankruptcy Court for the Eastern District of New York for authority to use cash collateral to pay for necessary business expenses in the ordinary course of business to maintain its business operations. As a result of a financial crisis caused by the COVID-19 pandemic, Trilok fell behind in paying its rental payments on its lease. Despite its best efforts, Trilok has been unable to reach an agreement with its landlord, Waverly Corp., regarding the repayment of the arrears. Instead of entering into a workout agreement with Trilok, Waverly has brought an action to collect unpaid rent and eject Trilok from the leased premises. A previous motion to use cash collateral was made and withdrawn because of the mistaken belief that Trilok had no secured debts. However, on October 7,2022, the U.S. Small Business Administration filed a proof of claim indicating showed that Trilok's debt to the SBA in the principal amount of $500,0000 is a secured debt. Trilok's debt to Spring Bank in the approximate amount of $47,000 is also secured debt. The anticipated receivable that will be generated from the Debtor's monthly income over the next 12 weeks is approximately $95,450. The Debtor's ability to continue to create and collect receivables by continuing operations provides adequate protection as the Debtor intends to and will be paying post-petition, monthly rent to the landlord. A hearing on the matter is set for November 9, 2022, at 10 a.m. A copy of the motion is available at https://bit.ly/3Nw5PT7 from PacerMonitor.com. About Trilok Fusion Arts, Inc. Trilok Fusion Arts, Inc. is a not-for-profit organization formed in 2001 and commenced operations as an educational institution in 2007. The Trilok school provides education for children from kindergarten to high school. The school's curriculum includes a premium academic program as well programs in Arts and Humanities. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-42116) on September 6, 2022. In the petition signed by Sudha Seetharaman, executive director, the Debtor disclosed $327,346 in assets and $1,161,000 in liabilities. Judge Jil Mazer-Marino oversees the case. Clover Barrett, Esq., at Clover Barrett and Associates PC is the Debtor's counsel. TRINITI DME: Unsecureds Will Get 100% of Claims over 5 Years ------------------------------------------------------------ Triniti DME Solutions, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of Texas a Plan of Reorganization dated October 31, 2022. The Debtor began operations in July 2019. Triniti works with chiropractors across the United States, selling tens, electrodes, traction devices, and back braces, to assist patients in managing chronic pain. Triniti was forced to file bankruptcy due to its inability to make the requisite $10,000.00 daily payments of several high-interest loans as well as the aggressive collection efforts of merchant cash advance companies. The Debtor is a limited liability company owned 100% by Martin Fuller. After confirmation of this Plan, Martin Fuller will remain the sole owner of Triniti DME Solutions, LLC. The Debtor will continue operating its business. The Debtor's Plan will break the existing claims into five classes of claims. These claimants will receive cash repayments over a period of time beginning on the Effective Date. Class 4 consists of General Unsecured Claims. These claims are impaired. The General Unsecured Claims shall receive a pro rata distribution at zero percent interest per annum over the next 5 years beginning not later than 30 days after the Effective Date, unless this date falls on a weekend or federal holiday, in which case the payment will be due on the next business day and continuing every year thereafter for 4 years. Nothing prevents Debtor from making monthly or quarterly distributions that may begin on the 15th day of the month after the Effective Date, so as long as 1/5 of the annual distributions to the General Unsecured Claims are paid by each yearly anniversary of the Effective Date of the confirmed Plan. The Class 4 Claimants will receive 100% of their claims. General unsecured claimants include National Funding, Inc. (unsecured portion) ($63,272.34); Kinetic Direct Funding LLC ($113,849.76); and Oakwood Business Funding, LLC ($38,974.00). Class 5 consists of Equity Interest Holders. The current owners will receive no payments under the Plan; however, they will be allowed to retain their ownership in the Debtor. Class 5 Claimants are not impaired under the Plan. Debtor's Plan of Reorganization provides for the continued operations of the Debtor in order to make payments to its creditors as set forth in this Plan. Debtor seeks to confirm a consensual plan or reorganization so that all payments to creditors required under the Plan will be made directly by the Debtor to its creditors. Regardless, if the Debtor has to seek confirmation of this Plan pursuant to § 1191(b), then the Debtor will likewise seek approval from the Court to act as the payment administrator under the Plan pursuant to § 1194(b). Debtor asserts that it is in the creditors best interests for the Debtor to act as payment administrator under the Plan even if the Plan is confirmed pursuant to § 1191(b), as it will reduce administrative expenses, providing greater payout to general unsecured creditors. Debtor asserts that cause exists for the Court to allow the Debtor to act as payment administrator even if confirmed pursuant to § 1191(b). A full-text copy of the Plan of Reorganization dated October 31, 2022, is available at https://bit.ly/3E436NP from PacerMonitor.com at no charge. About Triniti DME Solutions Triniti DME Solutions, LLC, is a medical device sales company, specializing in devices used in chiropractic care. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 22-40975) on August 2, 2022. In the petition signed by Martin Fuller, owner, the Debtor disclosed $50,000 in assets and up to $500,000 in liabilities. Judge Brenda T. Rhoades oversees the case. Robert C Lane, Esq., at The Lane Law Firm is the Debtor's counsel. TWG KONNECT: Case Summary & Eight Unsecured Creditors ----------------------------------------------------- Debtor: TWG Konnect LLC 1422 Grand Street, Unit 4D Hoboken, NJ 07030 Chapter 11 Petition Date: November 4, 2022 Court: United States Bankruptcy Court District of New Jersey Case No.: 22-18795 Judge: Vincent F. Papalia Debtor's Counsel: Jay L. Lubetkin, Esq. RABINOWITZ, LUBETKIN & TULLY, LLC 293 Eisenhower Parkway Suite 100 Livingston, NJ 07039 Tel: 973-597-9100 Fax: 973-597-9119 Email: JLubetkin@rltlawfirm.com Total Assets: $798 Total Liabilities: $1,832,075 The petition was signed by Michael Carlisle, member of corporate owner of Debtor. A full-text copy of the petition containing, among other items, a list of the Debtor's eight unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/TUFLRJQ/TWG_Konnect_LLC__njbke-22-18795__0001.0.pdf?mcid=tGE4TAMA VESTA HOLDINGS: Wins Cash Collateral Access, $6.9MM DIP Loan ------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware authorized Vesta Holdings, LLC and affiliates to use cash collateral on an interim basis and obtain postpetition financing. Vesta Holdings sought to obtain a $37.875 million in principal amount (exclusive of capitalized DIP Fees) of senior secured superpriority debtor-in-possession term loan facility consisting of: a. a $12.625 million "new money" multi-draw term loan facility, of which (A) an initial amount of $6.312 million will be made available upon entry of the Interim Order and satisfaction of the other applicable conditions to any Interim DIP Loan and (B) an additional amount of $6.312 million will be made available upon entry of the Final Order, to the extent provided therein, and satisfaction of the other applicable conditions to any Delayed Draw DIP loans; plus b. a roll-up of (A) upon entry of the Interim Order, up to $ 12.625 million of Prepetition Term Loans held by Prepetition Lenders as of the date of such roll-up in connection with the Interim DIP Amount, and (B) upon entry of the Final Order, up to $12.625 million of Prepetition Term Loans held by Prepetition Lenders as of the date of such roll-up in connection with the Delayed Draw DIP Amount, on a cashless basis into DIP Loans, and which prepetition Term Loans will be deemed converted into and exchanged for such Roll-Up Loans on the terms and conditions set forth in the DIP Term Sheet; to be made available to the Debtors immediately upon entry of the Interim Order and be funded by: (x) Colbeck Strategic Lending Offshore Mini-Master AIV, L.P. and Colbeck Strategic Lending II Master, L.P., and (y) CION Investment Corporation and 34th Street Funding, LLC, in their capacities as postpetition financing lenders pursuant to the terms and conditions set forth in the DIP Term Sheet and all agreements, documents, and instruments delivered or executed in connection with the DIP Term Sheet to the Debtors, Alter Domus (US) LLC, as administrative and collateral agent, and at least 50% of the DIP Lenders, in their sole discretion. Interest will be payable on the unpaid principal amount of (i) all funded DIP Loans, (ii) all rolled-up Roll-Up Loans, and (iii) all accrued and unpaid interest thereon, at a rate per annum equal to the Adjusted Term SOFR Rate for the one-month Interest Period then in effect plus 10%. The DIP Loans will mature and be due and payable on the earliest to occur of the following: i. 130 calendar days after the Petition Date, subject to no more than two extensions of 30 days each, if (x) such Maturity Extension is approved in writing by the Required DIP Lenders or (y) on the date that is the then-current Maturity Date: a. no Event of Default will have occurred and be continuing; b. the Debtors will have provided the DIP Agent and/or the DIP Lenders an "extension budget" for the corresponding 30-day period covered by such Maturity Extension which has been approved by the Required DIP Lenders in their sole discretion and which demonstrates that the Debtors can maintain a minimum liquidity of no less than $500,000 of unrestricted cash in deposit accounts subject to the liens of the DIP Agent, excluding any new-money DIP Credit Facility amounts to be funded for that extension period; ii. 35 calendar days after entry of the Interim DIP Order if the Final DIP Order has not been entered by the Bankruptcy Court on or before such date; iii. the date of consummation of any sale of all or substantially all of the assets of the Debtors pursuant to section 363 of the Bankruptcy Code; iv. the date of substantial consummation of a plan filed in the Chapter 11 Cases that is confirmed pursuant to an order entered by the Bankruptcy Court; v. the date of entry of an order by the Bankruptcy Court approving (A) a motion seeking conversion or dismissal of any or all of the Chapter 11 Cases to a liquidation pursuant to chapter 7 of the Bankruptcy Code or (B) a motion seeking the appointment or election of a trustee, a responsible officer or examiner with enlarged powers relating to the operation of the Debtors' business; and vi. the date of acceleration of all or any portion of the DIP Loans and the termination of the DIP Commitments in respect thereof upon the occurrence of an Event of Default. The Debtors will comply with these milestones: a. No later than October 30, 2022, the Petition Date will have occurred. b. The Debtors will file a motion seeking approval of the bidding and sale procedures for the Debtors' assets within one day after the Petition Date in a form acceptable to the Required Lenders; c. No later than five Business Days after the Petition Date, the entry of the Interim DIP Order will have occurred. d. No later than 35 calendar days after entry of the Interim DIP Order, the entry of the Final DIP Order and the Bid Procedures Order will have occurred. e. An auction relating to the 363 Sale will be started on or before 40 calendar days the after entry of the Bid Procedures Order. f. A hearing before the Bankruptcy Court to approve the 363 Sale will be held on or before three Business Days after conclusion of the Auction (and if no Auction shall be necessary, the sale hearing shall be on or before five Business Days after the deadline for potential purchasers to submit a qualified bid as contemplated by the Bid Procedures Order) and an order approving the sale will have been entered. g. The 363 Sale will close no later than 45 days after the date of entry of the Sale Order. The events that constitute an "Event of Default" include: a. The entry of an Interim DIP Order or Final DIP Order in form or substance that is not acceptable to the Required DIP Lenders in their sole discretion and the DIP Agent (without undue delay); b. Failure of any Milestone to be satisfied by the specified deadline therefor; and c. Failure of any representation or warranty of the Debtors to be true and correct in all material respects (or, to the extent qualified by materiality or Material Adverse Change, in all respects) when made. Pursuant to the Financing Agreement, dated September 1, 2020, as amended by the First Amendment to Financing Agreement, dated February 25, 2021 and the Second Amendment to Financing Agreement, dated September 13, 2022, among Vesta Holdings, LLC;, Burtonvic Capital, LLC;, the other Debtors party thereto, the financial institutions party thereto from time to time as lenders, Alter Domus (US) LLC;, as administrative agent and collateral agent and CB Agent Services LLC (Origination Agent), the Prepetition Lenders provided multi-draw secured term loans to the Debtors. As of Petition Date, the Debtors were indebted to the Prepetition Secured Parties in the aggregate amount of not less than $125.645 million of principal and accrued interest. The Debtors require the use of cash collateral to, among other things: (a) pay ongoing costs of operations; (b) pay the costs of administration of the Chapter 11 Cases; (c) make adequate protection payments; and (d) satisfy other working capital and general corporate purposes of the Debtors until the closing of any sales pursuant to the Sale Order and wind-down of the chapter 11 cases. The Debtors are permitted to borrow up to an aggregate principal amount of $6.9 million of DIP Loans (including the $2.3 million of New Money Loans and $4.6 million of Roll-Up Loans plus interest, fees indemnities and other expenses and other amounts provided for in the DIP Term Sheet), subject to any limitations on availability or borrowing under the DIP Term Sheet and the DIP Facility Documents. The Debtors are also authorized to convert up to $4.6 million of Prepetition Term Loans into Roll-Up Loans under the DIP Credit Facility each DIP Lender's ratable share of the Interim Roll-Up Amount, and to guaranty the DIP Obligations with respect to the Roll-Up Loans, subject to the DIP Term Sheet. As adequate protection for the Debtor's use of cash collateral, the Prepetition Secured Parties are granted additional and replacement valid, binding, enforceable, non-avoidable, effective and automatically perfected additional and replacement liens on, and security interest in the DIP Collateral, without the necessity of the execution by the Debtors (or recordation or other filing) of security agreements, control agreements, pledge agreements, financing statements, mortgages, or other similar documents. As further adequate protection, and to the extent provided by Bankruptcy Code sections 503(b) and 507(b), an allowed Administrative Expense Claim in the Chapter 11 Cases of each of the Debtors to the extent of any postpetition Diminution in Value. If the DIP Obligations have not been indefeasibly paid in full in cash or satisfied, the DIP Obligations will accelerate and become due and payable in full and the DIP Commitments and use of cash collateral will terminate, in each case, without further notice or action by the Court following the earliest to occur of any of: i. The occurrence and continuation of any Event of Default, which Events of Default are explicitly incorporated by reference into this Interim Order; ii. The Debtors' failure to comply with any provision of the Interim Order, provided that with respect to a failure to comply with any provision other than a failure to make any payments as and when due under the Interim Order, the Debtors will be entitled to two business days' written notice and an opportunity to cure, (provided that the failure is not the result of any action or inaction of the DIP Lenders); iii. The occurrence of the Maturity Date; iv. The entry of an order authorizing the use of cash collateral of the DIP Lenders on a non-consensual basis or financing under Bankruptcy Code section 364 that is pari passu or senior to the DIP Loans or the Prepetition Term Loans or the filing by the Debtors of a motion seeking such authority; v. Except as contemplated by the 363 Sale, the Stalking Horse Agreement, or the Sale Order, unless otherwise agreed to in writing by the Required DIP Lenders in their sole discretion, the consummation of a sale or disposition of any material assets of the Debtors other than a sale or disposition in the ordinary course of business; vi. The termination of the Stalking Horse Agreement (other than as a result of Section 1 l.l(c)(vi) or Sections 11.1 (d)(i)-(ii)) or the Debtor's material breach of, or failure to perform, any of their agreements, covenants, representations or warranties contained in the Sale Order, without the prior written consent of the Required DIP Lenders in their sole discretion; and vii. The entry of an order reversing, amending, staying, vacating, terminating or otherwise modifying in any manner the Sale Order, without the prior written consent of the Required DIP Lenders in their sole discretion. A further interim hearing on the matter is set for November 9 at 10 a.m. The final hearing is set for December 6 at 10 a.m. A copy of the motion is available at https://bit.ly/3sWxHGN from PacerMonitor.com. About Vesta Holdings, LLC Historically, Vesta Holdings, LLC and each of its affiliates provided wealth advisory, risk management services, and insurance brokerage services to individual and corporate clients across the United States. In recent years, they have focused on growing their insurance brokerage services business, which is primarily operated under Summit Risk Advisors LLC. Summit primarily concentrates on property and casualty insurance offerings. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-11019) on October 30, 2022. In the petition signed by Michael Hines, their chief financial officer, the Debtor disclosed up to $500 million in both assets and liabilities. The Debtors tapped Ropes and Grapy LLP as general bankruptcy counsel, Potter Anderson & Corroon LLP as co-bankruptcy counsel, Province LLC as financial advisor, and Omni Agent Solutions as notice, claims, solicitation, and balloting agent. Colbeck Strategic Lending Offshore Mini-Master AIV, L.P. and Colbeck Strategic Lending II Master, L.P., and CION Investment Corporation and 34th Street Funding, LLC, as DIP Lenders, are represented by: James Savin, Esq. Iaian Wood, Esq. Akin Gump Strauss Hauer and Feld LLP 2001 K Street, N.W. Washington DC 20006 Email: jsavin@akingump.com - and - Stanley B. Tarr, Esq. Victoria A. Guilfoyle, Esq. Blank Rome LLP 1201 N. Market Street, Suite 800 Wilmington DE 19801 Email: stanley.tarr@blankrome.com tori.guilfoyle@blankrome.com VICE BAR: Files Emergency Bid to Use Cash Collateral ---------------------------------------------------- Vice Bar & Bistro LLC asks the U.S. Bankruptcy Court for the Northern District of Georgia, Atlanta Division, for authority to use cash collateral on an emergency basis in accordance with the proposed budget. The Debtor requires the use of cash collateral to protect and preserve its value. The Debtor owns the commercial real property located at 5953 Buford Highway, Doraville, GA 30340. The Debtor originally purchased the Property with the intention of eventually moving its restaurant into the Property. There is currently a tenant in the Property that has approximately four years left on its lease. A dispute with the mortgagee led to the acceleration of the loan and the Debtor filed the bankruptcy case to stop the foreclosure sale of the Property scheduled for November 1, 2022. Multiple merchant cash advance companies assert liens on the Debtor's cash collateral. Because the MCAs file UCC-1 financing statements through a servicer, such as Corporation Service Company, it is impossible at this stage to determine which MCA asserts a first position interest in the Debtor's cash collateral. The MCAs that may assert an interest in the Debtor's cash collateral are Alpha Capital Source, Inc., Business Advance Team LLC, and Total Merchant Resources, LLC. The Debtor took out a pandemic era disaster loan with the U.S. Small Business Association and the SBA may assert an interest in the Debtor's cash collateral. The mortgagee on the Property, AG Investment Holdings LLC and Preston & Babloo Investments LLC, may assert in interest in cash collateral via an assignment of leases and rents. As adequate protection, the Debtor proposes to grant the Lenders a replacement lien in post-petition collateral of the same kind, extent, and priority as the liens existing pre-petition. A copy of the motion and the Debtor's budget is available at https://bit.ly/3TZ6JKu from PacerMonitor.com. The budget provides for total expenses, on a weekly basis, as follows: $7,271 for the week beginning October 31, 2022; $6,307 for the week beginning November 7, 2022; $2,900 for the week beginning November 14, 2022; $2,600 for the week beginning November 21, 2022; $2,900 for the week beginning November 28, 2022; $7,638 for the week beginning December 5, 2022; $2,900 for the week beginning December 12, 2022; $2,900 for the week beginning December 19, 2022; and $2,900 for the week beginning December 26, 2022. About Vice Bar & Bistro LLC Vice Bar & Bistro LLC operates a restaurant called Vice Bar & Bistro located in Suwanee, Georgia. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-58751) on October 31, 2022. In the petition filed by Olufemi Ashadele, owner, the Debtor disclosed up to $1 million in both assets and liabilities. William Rountree, Esq., at Rountree, Leitman, Klein & Geer, LLC, represents the Debtor as legal counsel. VINTAGE FOOD: Court OKs Interim Cash Collateral Access ------------------------------------------------------ The U.S. Bankruptcy Court for the Eastern District of Michigan, Southern Division, authorized Vintage Food Services, Inc. to use up to $169,101 of cash collateral on an interim basis in accordance with the budget, through the date of the final hearing. The Debtor requires the use of cash collateral for the post-petition maintenance and preservation of its assets, for the post-petition operation of its business, and for payment of post-petition expenses. In addition to its existing security interests and liens, Huntington Bank is granted a continuing replacement security interest and lien in the post-petition assets of the Debtor, including accounts receivable, in the same extent, validity and priority as they existed on the Petition Date to the extent of the diminution of collateral caused by Debtor's use of cash collateral, effective nunc pro tunc, as of the Petition Date as well as a claim under Bankruptcy Code section 507(b) for any unpaid adequate protection payments provided. The Debtor must make adequate protection payments to Huntington Bank in the amount of $14,752 beginning on November 1, 2022 and continuing on the 1st day of each consecutive month until the effective date of a confirmed of a plan of reorganization or conversion or dismissal of the case. The Debtor is directed to maintain insurance on the Huntington Bank Collateral and all other tangible personal property as is required under its Security Agreements with Huntington Bank and as required by the US Trustee's operating instructions. Huntington Bank is fully secured creditor and Huntington Bank's claims are subject and subordinate to a carve out, which will be comprised of (i) all fees required to be paid to Office of the United States Trustee under 28 U.S.C. section 1930(a), if any; (ii) subchapter v trustee fees; and (iii) the amount of Vintage's approved unpaid professional fees due to Strobl Sharp PLLC and Gordon Advisors which have, a) been incurred post-petition, accrued post-petition, and invoiced post-petition and, b) remain unpaid upon confirmation of a Liquidating Chapter 11 Plan or a conversion up to the aggregate amount of $85,000. The Debtor will continue to make monthly payments to Financial Pacific Leasing, Inc. in the amount of $1,334 beginning on November 5, 2022 and continuing on the 5th day of each consecutive month until the effective date of a confirmed plan of liquidation or conversion or dismissal of the case. The Debtor will grant Financial Pacific a replacement lien on the Financial Pacific Collateral. These events constitute an "Event of Default:" a. The Debtor violates or fails to timely satisfy, post-petition, any non-payment term or condition of the Consent Order. b. The Debtor Chapter 11 case is converted to a Chapter 7 proceeding or dismissed. c. The Debtor' business operations materially change. d. Insurance as required is deemed inadequate, is allowed to lapse by Vintage, or is otherwise terminated. The final hearing on the matter is set for November 30, 2022 at 11 a.m. A copy of the order is available at https://bit.ly/3sUimqd from PacerMonitor.com. About Vintage Food Services Based in Fraser, Michigan, Vintage Food Services, doing business as Vintage House, offers a complete suite of catering services for weddings, showers, corporate events, fundraisers, reunions, funeral luncheons, sports banquets, and bar/bat mitzvahz. Vintage Food Services sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 22-48073) on Oct. 16, 2022. In the petition filed by Anthony Jekielek, as president, the Debtor listed estimated assets between $500,000 and $1 million estimated liabilities between $1 million and $10 million. The case is overseen by Honorable Bankruptcy Judge Thomas J Tucker. Lynn M. Brimer, Esq., at STROBL SHARP PLLC, serves as the Debtor's counsel. Huntington Bank, as secured creditor, is represented by: Lisa A. Hall, Esq. Plunkett Cooney 333 Bridge St. NW, Suite 530 Grand Rapids, MI 49504 Email: lhall@plunkettcooney.com VITAL PHARMACEUTICALS: U.S. Trustee Appoints Creditors' Committee ----------------------------------------------------------------- The U.S. Trustee for Region 21 on Nov. 1 appointed an official committee to represent unsecured creditors in the Chapter 11 cases of Vital Pharmaceuticals, Inc. and its affiliates. The committee members are: 1. Clint E. Pyle Stellar Group, Inc. 2900 Hartley Rd. Jacksonville, FL 32257-8221 Phone: 904-889-9835 Email: cpyle@stellar.net 2. Mark H. Speiser Archer Daniels Midland Co. 4666 Faries Parkway Decatur, IL 62526 Phone: 217-521-3819 Email: mark.speiser@adm.com 3. Douglas Potvin Trinity Logistics, Inc. 50 Fallon Avenue Seaford, DE 19973 Phone: 302-253-3919 Email: doug.potvin@trinitylogistics.com 4. Curt Rothlisberger Ardagh Metal Packaging USA Corp. 8770 W. Bryn Mawr Avenue Chicago, IL 60631 Phone: 773-490-1864 Email: curt.rothlisberger@ardaghgroup.com 5. Ron Cenderelli Crown Cork & Seal USA, Inc. 770 Township Line Road Yardley, PA 19067 Phone: 215-698-5124 Email: Ron.Cenderelli@crowncork.com 6. Marshall J. Wells QuikTrip Corporation 4705 S. 129th East Ave. Tulsa, OK 74134 Phone: 918-615-7913 Email: mwells@quiktrip.com 7. Stephanie Penninger XPO Logistics, L.L.C. 11215 North Community House Road Charlotte, NC 28277 Phone: 704-956-6028 Email: Stephanie.Penninger@rxo.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Vital Pharmaceuticals Since 1993, Florida-based Vital Pharmaceuticals, Inc., doing business as 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 local counsel; Huron Consulting Group, Inc. as CTO services provider; and Rothschild & Co US, Inc. as investment banker. Stretto, Inc. is the notice, claims and solicitation agent. VYANT BIO: Effects 1-for-5 Reverse Common Stock Split ----------------------------------------------------- Vyant Bio, Inc. filed on Nov. 1, 2022, a Certificate of Amendment to the Company's Certificate of Incorporation, as amended, with the Secretary of State of the State of Delaware, which effected, at 5:00 p.m. Eastern Time on Nov. 1, 2022, a one-for-five reverse stock split of the Company's issued and outstanding shares of common stock, $0.0001 par value per share. In connection with the Reverse Stock Split, the CUSIP number for the Common Stock changed to 92942V208. As a result of the Reverse Stock Split, every five shares of Common Stock issued and outstanding was converted into one share of Common Stock. The Reverse Stock Split affected all stockholders uniformly and did not alter any stockholder's percentage interest in the Company's equity, except to the extent that the Reverse Stock Split would have resulted in some stockholders owning a fractional share. No fractional shares were issued in connection with the Reverse Stock Split. Stockholders who would otherwise be entitled to a fractional share of Common Stock are instead entitled to receive a proportional cash payment. The Reverse Stock Split did not change the par value of the Common Stock or the authorized number of shares of Common Stock. All outstanding securities entitling their holders to purchase shares of Common Stock or acquire shares of Common Stock, including stock options, convertible debt and warrants, were adjusted as a result of the Reverse Stock Split, as required by the terms of those securities. At the Company's annual meeting of stockholders held on July 14, 2022, the stockholders of the Company voted to approve the Certificate of Amendment. On July 14, 2022, the Board of Directors of the Company also approved and authorized the filing of the Certificate of Amendment following its approval by the stockholders. The Common Stock began trading on a Reverse Stock Split-adjusted basis when the market opened on Nov. 2, 2022. About Vyant Bio Vyant Bio, Inc. (formerly known as Cancer Genetics, Inc.) is an innovative biotechnology company reinventing drug discovery for complex neurodevelopmental and neurodegenerative disorders. Its central nervous system drug discovery platform combines human-derived organoid models of brain disease, scaled biology, and machine learning. Vyant Bio reported a net loss of $40.86 million for the year ended Dec. 31, 2021, a net loss of $8.65 million for the year ended Dec. 31, 2020, a net loss of $6.71 million for the year ended Dec. 31, 2019, and a net loss of $20.37 million for the year ended Dec. 31, 2018. As of June 30, 2022, the Company had $26.81 million in total assets, $10.02 million in total liabilities, and $16.78 million in total stockholders' equity. WEIRD VENDING: Unsecureds to Get Share of Income for 3 Years ------------------------------------------------------------ Weird Vending, LLC filed with the U.S. Bankruptcy Court for the Middle District of Florida a Subchapter V Plan of Reorganization dated October 31, 2022. Debtor is a closely held Florida limited liability company organized on May 29, 2020, which operating a vending machine company specializing in the placement of vending machines carrying unique, nostalgic, and uncommon products designed to provide entertainment value to patrons of bars, restaurants and other social establishments. Weird Vending conducts business operations from a leased warehouse/office located at: 2405 Princeton Avenue, Unit 11, Orlando, Florida 32804, which it has occupied since May 25, 2021 (the "Warehouse"). Debtor stores its machines and product inventory at the Warehouse, where it also develops and assembles new products for its vending machines. After several months of operation on a breakeven basis, Debtor started to struggle to meet its payment obligations to creditors and defaulted on certain agreements which ultimately led to the commencement of collection lawsuits in July 2022. Faced with the prospect of additional lawsuits and creditor collection efforts, Debtor elected to pursue Chapter 11 relief to restructure its financial affairs for the benefit of its various stakeholders and continue the operation of its vending machine business. Class 7 consists of the Allowed Unsecured Claim of Joshua Connell who owns and operates several entertainment establishments at which Debtor has deployed vending machines. Debtor desires to continue doing business with Mr. Connell who retains an Allowed Unsecured Claim in the amount of $60,000.00. In full satisfaction of the Allowed Class 7 Claim, Mr. Connell shall receive equal monthly payments of $1,500.00 until the Class 7 Claim is paid in full (approximately (40) months). Class 7 is Impaired. Class 8 consists of all Allowed General Unsecured Claims against the Debtor. In full satisfaction of their Allowed Class 8 General Unsecured Claims, Holders of Class 8 Claims shall receive annual pro rata distributions of the Debtor's Disposable Income over a term of 3 years from the Effective Date after Administrative Claims and Priority Claims are satisfied in full. The first Distribution of Disposable Income (if any) under the Plan is estimated to occur on or around December 31, 2023, but no later than 365 days from the Effective Date. In addition to the receipt of Debtor's Disposable Income, Class 8 Claimholders shall receive a pro rata share of the net proceeds recovered from all Causes of Action after payment of professional fees and costs associated with such collection efforts, and after Administrative Claims and Priority Claims are paid in full. The maximum Distribution to Class 8 Claimholders shall be equal to the total amount of all Allowed Class 8 General Unsecured Claims. Class 8 is Impaired. Class 9 consists of all equity interests in Weird Vending, LLC. Class 9 Interest Holders shall retain their respective Interests in Weird Vending, LLC in the same proportions such Interest were held as of the Petition Date (i.e., 50.00% Interest to Michael Williams and 50.00% to Patrick Oliver Farley). Class 9 is Unimpaired. The Plan contemplates the Debtor will continue to manage and operate its business in the ordinary course, but with restructured debt obligations. It is anticipated that the Debtor's continued operations will mainly involve the development of vending machine products and deployment of vending machines in entertainment focused establishments, any Disposable Income from such operations will be committed to make the Plan Payments. As it pertains to Causes of Action, Debtor has done an initial investigation by reviewing its books and records and has identified several preference actions it intends to pursue post confirmation. The potential recoveries from the Causes of Action could exceed $300,000.00; although recoveries through litigation are uncertain. Funds generated from the Debtor's operations through the Effective Date will be used for Plan Payments; however, the Debtor's cash on hand as of Confirmation will be available for payment of Administrative Expenses. A full-text copy of the Subchapter V Plan dated October 31, 2022, is available at https://bit.ly/3Thj0Ja from PacerMonitor.com at no charge. Counsel for Debtor: Daniel A. Velasquez, Esq. Latham, Luna, Eden & Beaudine, LLP 201 S. Orange Ave., Suite 1400 Orlando, Florida 32801 About Weird Vending, LLC Weird Vending, LLC is a closely held Florida limited liability company organized on May 29, 2020. It operates a vending machine company that specializes in the placement of vending machines carrying unique, nostalgic, and uncommon products designed to provide entertainment value to patrons of bars, restaurants and other social establishments. Weird Vending has deployed 81 vending machines in four primary locations which include Orlando; Tampa/St. Petersburg/Sarasota; Dallas, Texas; and Denver, Colorado. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-02772) on August 2, 2022. In the petition signed by Michael Williams, president the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Judge Grace E. Robson oversees the case. Daniel A. Velasquez, Esq., at Latham Luna Eden and Beudine LLP is the Debtor's counsel. WENDELL LAWRENCE, JR: Schmidt Buys 5-Acre Meridian Parcel for $450K ------------------------------------------------------------------- Wendell Lawrence, Jr., and Kathleen Lydia Lawrence filed with the U.S. Bankruptcy Court for the District of Idaho an amended request to authorize their sale of 5-acre parcel, 3797 S. Rustler Lane, Meridian, ID 83642, to Taylor Schmidt for $450,000, in accordance with the terms of their Purchase and Sale Agreement. This amendment to the original Motion corrects and/or clarifies the following information: Paragraph 3 erroneously listed First Horizon Bank instead of Wilmington Trust. The dollar amount to be paid to each creditor is set forth in a chart therein, and proposes to pay any remainder to the IRS. Notice is given to creditors secured by the subject real property that they are entitled to credit bid. The Debtors seek to consummate the sale of the Property to the Buyer. The Property is a vacant 5-acre parcel, which was subdivided from the Debtors' 10-acre parcel commonly described as 3797 S. Rustler Lane, Meridian, ID 83642. The Estate wishes to assume the contract with the Buyer, as set forth in the Debtors' Chapter 11 Plan (to be amended, but not in a way that affects the sale). Moreover, $450,000 is the fair market value for the parcel. The Estate's Appraiser, Jody Graham, recently appraised the property, and can testify as to the fair market value if required. The Debtors also request an order approving compensation to the Estate's real estate broker, Karla Childs, in the amount of 6% commission as. They understand that the Buyer is representing himself and that Ms. Childs intends to split 3% of her commission with him as a result of the sale. Among the assets of the bankruptcy estate is the Debtors' interest in the Property. The current offer is all cash with a Nov. 30, 2022, closing date, which the parties agree to extend as necessary to obtain Court approval. The price is all cash $450,000. The sale is "where is, as is," without any warranty express or implied. The Property is a vacant 5-acre parcel, which was subdivided from the Debtors' 10-acre parcel commonly described as 3797 S. Rustler Lane, Meridian, ID 83642. The Debtors are aware of the following liens secured by the property as well as property taxes: a. Secured Claim of Idaho State Tax Commission ("ISTC") as reflected in Claim No. 3. This Claim totaling $131,347.11 as of Aug. 25, 2021, will be treated as follows: From the sale of Lot 2, ISTC will be paid $5,000, and in exchange, ISTC will partially release its lien on the Debtors’ Real Property located at 3797 S. Rustler Lane, Meridian, ID 83642, as to Lot 2, to facilitate the sale. b. Secured Claim of First Horizon Bank ("FHB"), which is a second position construction loan note secured by a deed of trust on the Debtors' principal residence located at 3797 S. Rustler Lane, Meridian, ID 83642. This Claim No. 4, totaling $324,118.45, with a prepetition arrearage totaling $164,250.91, as of Aug. 25, 2021, will be treated as follows: From the sale of Lot 2, FHB will be paid $164,250.91 on its prepetition arrears, and in exchange FHB will partially release its lien on the Debtors' Real Property located at 3797 S. Rustler Lane, Meridian, ID 83642, as to Lot 2, to facilitate the sale. c. Secured Claim of Stetson Estates Homeowners and Stetson Estate Water Users Association, Inc., filed as Claim No. 7, in the sum of $8,109.04 as of Aug. 25, 2021. This is an HOA lien on the Debtors' principal residence located at 3797 S. Rustler Lane, Meridian, ID 83642. A total of $8,109.04 will be paid on this Claim from the proceeds of the sale of Lot 2. d. Secured Claim of the Internal Revenue Service. This Claim totaling $653,686.59 as filed by the IRS as of Aug. 25, 2021, will be treated as follows: From the sale of Lot 2, IRS will be paid $5,000, and in exchange, IRS will partially release its lien on the Debtors' Real Property located at 3797 S. Rustler Lane, Meridian, ID 83642, as to Lot 2, to facilitate the sale. e. Judgment Lien of the Law Offices of D. Blair Clark secured by the Debtors' principal residence located at 3797 S. Rustler Lane, Meridian, ID 83642. This Claim totaling $73,191.61 as of Aug. 25, 2021, will be paid as follows: i. 60% of this Claim will be paid as a secured claim, with the remainder to be paid as a general unsecured claim. The 60% secured claim will be paid from the proceeds of the sale of Lot 2, together with interest at the judgment rate of 6.25% from the Effective Date, unless paid prior to the Effective Date. This treatment of the Claim is a compromise between Clark and the Estate for the avoidance in part of Clark's judgment lien. ii. Clark will promptly execute all documents to release its lien on both Lot 1 and Lot 2 once paid as set forth, and will execute any necessary documents and order to accomplish the avoidance of 40% of Clark's judgment lien. To the extent any sums remain after the payment of the realtor's commission and the secured claims, the Debtors will pay administrative claims (subject to Court approval), such as attorneys' fees of Roark Law Offices. The Motion is just intended to facilitate the sale more quickly so the parties do not have to wait for plan confirmation to consummate the sale. Because the Debtors' appraiser has confirmed that $450,000 is still a fair market price for the Property, sale to this private buyer is in the best interest of the Estate. However, if the Court requires overbid procedures, they request approval of overbid procedures that require any proposed overbidder, prior to the hearing on the Motion, to provide their counsel a deposit in the amount of $50,000 ($40,000 deposit and 1st overbid in the amount of $10,000) and provide proof of funds for the balance of the purchase price. Any overbidding will proceed in increments of as determined by the Court. In the event the overbidder is unable to complete the sale within five days of the hearing the deposit will be retained by the Estate as liquidated damages. Any objection must be filed with the Court and served upon the Debtors' Counsel no later than seven days prior to the hearing on the Notice of Motion pursuant to Fed. R. Bankr. P. 6004(b). In addition, the Debtors request that the 14-day stay period imposed by Federal Rule of Bankruptcy Procedure 6004(h) be waived. A copy of the redline version of the Amended Motion is available at https://tinyurl.com/yckwu59e from PacerMonitor.com free of charge. Wendell Lawrence, Jr and Kathleen Lydia Lawrence sought Chapter 11 protection (Bankr. D. Idaho Case No. 21-00555) on Aug. 25, 2021. The Debtors tapped Holly Roark, Esq., as counsel. WILDFLOWER GROUP: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: The Wildflower Group LLC 1422 Grand Street Unit 4D Hoboken, NJ 07030 Chapter 11 Petition Date: November 4, 2022 Court: United States Bankruptcy Court District of New Jersey Case No.: 22-18793 Judge: Hon. Vincent F. Papalia Debtor's Counsel: Jay L. Lubetkin, Esq. RABINOWITZ, LUBETKIN & TULLY, LLC 293 Eisenhower Parkway Suite 100 Livingston, NJ 07039 Tel: 973-597-9100 Fax: 973-597-9119 Email: JLubetkin@rltlawfirm.com Total Assets: $96,161 Total Liabilities: $3,653,668 The petition was signed by Michael Carlisle as member. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/KZ4EQ6Y/The_Wildflower_Group_LLC__njbke-22-18793__0001.0.pdf?mcid=tGE4TAMA WISECARE LLC: Wins Cash Collateral Access Thru Dec 1 ---------------------------------------------------- The U.S. Bankruptcy Court for the District of Maryland, Baltimore Division, approved the stipulation that Wisecare, LLC entered into with Steans Bank, NA regarding the Debtor's use of cash collateral. The Debtor is authorized to use cash collateral only to fund the expenses provided on the August and September budget, the Adequate Protection Payments, and the administrative claim escrow payments. The authorization granted to the Debtor under the Sixth Interim Order will terminate upon the earlier of: (a) December 1, 2022; (b) the entry by the Court of an order denying the Debtor's authorization to use cash collateral; or (c) at the option of the Lender, upon the occurrence of an Event of Default after notice and the expiration of the cure period as set forth in the First Interim Order. Notwithstanding any termination, the rights and obligations of the Debtor and the rights, claims, security interests, liens and priorities of the Lender with respect to all transactions that occurred prior to the occurrence of any termination, including, without limitation, all replacement liens granted to the Lender as adequate protection and priority claims under Section 507(b) of the Bankruptcy Code, which are provided, will remain unimpaired and unaffected by any termination of the Order, will survive any termination of the Order, and will be binding upon the Debtor, its estate, all successors in-interest to the Debtor, including any Chapter 11 trustee or any Chapter 7 trustee, and all creditors and other parties in interest. In addition, as adequate protection, the Lender is granted replacement liens and superpriority treatment on the same terms as provided by the First Interim Order. A copy of the order and the Debtor's budget is available at https://bit.ly/3fDd27k from PacerMonitor.com. The Debtor projects $144,259 in monthly total expenses. About WiseCare LLC WiseCare, LLC offers a variety of diagnostic and treatment services for the urgent care needs of patients of all ages. Severn, Md.-based WiseCare filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 21-17794) on Dec. 14, 2021, listing $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Perry Weisman, its owner, signed the petition. Joseph Selba, Esq., at Tydings & Rosenberg, LLP serves as the Debtor's legal counsel. Judge David E. Rice oversees the case. Stearns Bank NA, as lender, is represented by Robert B. Scarlett, Esq., at Scarlett & Croll, P.A. XEROX HOLDINGS: S&P Affirms 'BB' ICR, Alters Outlook to Negative ---------------------------------------------------------------- S&P Global Ratings revised its outlook to negative from stable and affirmed all its ratings including its 'BB' issuer credit rating on U.S.-based print technology and services company Xerox Holdings Corp. S&P said, "The negative outlook reflects our expectation for rising macroeconomic risks and ongoing supply chain challenges that create a more difficult operating environment for Xerox over the next 12 months. This will likely hurt enterprise IT demand and make it challenging to achieve financial guidance and FOCF growth despite some improvement in equipment sales and post-sale revenues as office activity continues to recover and as price and cost reduction actions are implemented. "We expect global economic growth uncertainty will pressure information technology (IT) spend and create a more challenging operating environment for Xerox. While enterprise IT spending has remained steady, we expect a more volatile operating environment and the potential for a recession in the U.S. and weaker economic conditions in the Eurozone. We forecast global IT spend to increase about 5% in 2022 but macroeconomic headwinds increase the risk for reductions in enterprise demand in the near-term and likely in 2023 depending on the severity of the downturn. Along with several other technology companies, Xerox noted that some enterprise customers have begun to slow or delay their projects, creating a more uncertain outlook for enterprise expenditures. We believe digital transformation projects essential to business processes will be prioritized, and spending cuts or deferrals in noncritical areas are very likely. Xerox may benefit from digitized workflow implementations, but we believe print hardware demand is vulnerable because unemployment could increase in 2023 and print volume improvement (which will be important in its recovery) may be slower than expected post-pandemic. About 75% of Xerox's revenue is driven by higher margin post-sale activity (services, supplies, and financing). "The negative outlook reflects our expectation that rising macroeconomic risks and ongoing supply chain challenges will create a more uncertain operating environment for Xerox over the next 12 months. These headwinds will likely reduce enterprise IT demand and make it difficult to achieve financial guidance and FOCF growth despite better equipment sales and post-sale revenues as office activity recovers. The outlook also incorporates Xerox's long-term revenue erosion and underperformance because of the difficult environment, raising event risk that may pressure our rating." S&P could lower the rating if: -- The company is unable to offset profit pressures through cost cuts, other expense management and revenue growth strategies such that adjusted EBITDA margin improvement is unlikely to be sustained and adjusted leverage continues to rise toward 2.5x over the next 12 months; or -- FOCF remains low and does not grow toward $400 million. S&P could revise the outlook to stable if: -- Revenue growth (constant currency basis) consistently improves while margins continue to expand such that adjusted leverage trends back to the mid-1x area; and -- FOCF growth improves such that prospects for achievement of $400 million annually is likely in 2023. YELLOW CORP: Posts $4.8 Million Net Income in Third Quarter ----------------------------------------------------------- Yellow Corp. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting net income of $4.8 million on $1.36 billion of operating revenue for the three months ended Sept. 30, 2022, compared to net income of $8.3 million on $1.30 billion of operating revenue for the three months ended Sept. 30, 2021. For the nine months ended Sept. 30, 2022, the Company reported net income of $37.3 million on $4.04 billion of operating revenue compared to a net loss of $64.4 million on $3.81 billion of operating revenue for the nine months ended Sept. 30, 2021. As of Sept. 30, 2022, the Company had $2.45 billion in total assets, $843.8 million in total current liabilities, $1.49 billion in long-term debt (less current portion), $104.5 million in pension and postretirement, $86.1 million in operating lease liabilities, $263.8 million in claims and other liabilities, and a total shareholders' deficit of $335.9 million. "For the sixth consecutive quarter, revenue and operating income improved on a year-over-year basis," said Darren Hawkins, chief executive officer. "Operating income improved despite a $19.4 million increase in third-party liability claims expense compared to a year ago, mostly due to unfavorable development of prior-year claims, including the resolution of several of our most significant outstanding claims. We continue to closely manage purchase transportation expense and as a percentage of revenue, it was the lowest it has been in more than two years. While demand for capacity is moderating compared to the elevated levels over the past several quarters, the LTL pricing environment remains favorable. "In September, we successfully implemented phase one of the network optimization in the western United States Phase one included integrating 89 legacy YRC Freight and Reddaway terminals to operate as a super-regional network. The early results are meeting expectations and customers benefit by having one driver pick up and deliver both regional and long-haul shipments. We remain focused on applying lessons learned from phase one and integrating the rest of the network around the end of the year. We expect the network optimization to lead to improved asset utilization, enhanced network efficiencies, cost savings and to create capacity without the need to add new terminals. "In October, we enhanced the Company's liquidity by extending the maturity of the ABL facility from January 2024 to January 2026. We also increased the size of the facility from $450 million to $500 million and reduced the fixed portion of the interest rate by 50 basis points. Executing this extension reflects the improving financial performance of the Company and is an important first step on the path to refinancing our capital structure. I appreciate the continued support of our lenders," concluded Hawkins. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/716006/000095017022021218/yell-20220930.htm About Yellow Corporation Yellow Corporation -- www.myyellow.com -- operates logistics and less-than-truckload (LTL) networks in North America, providing customers with regional, national, and international shipping services throughout. Yellow's principal office is in Nashville, Tenn., and is the holding company for a portfolio of LTL brands including Holland, New Penn, Reddaway, and YRC Freight, as well as the logistics company Yellow Logistics. Yellow Corp reported a net loss of $109.1 million for the year ended Dec. 31, 2021, a net loss of $53.5 million for the year ended Dec. 31, 2020, and a net loss of $104 million for the year ended Dec. 31, 2019. As of March 31, 2022, the Company had $2.41 billion in total assets, $846.2 million in total current liabilities, $1.48 billion in long-term debt (less current portion), $86.3 million in pension and postretirement, $103.5 million in operating lease liabilities, $274.5 million in claims and other liabilities, and a total shareholders' deficit of $386.9 million. ZEROHOLDING LLC: Wins Cash Collateral Access -------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Georgia, Atlanta Division, authorized Zeroholding, LLC to use cash collateral on a final basis in accordance with the budget. The Debtor requires the use of cash collateral to fund critical operations. The Debtor asserts that it is allegedly a borrower on certain loans with various lenders, which may assert security interests in certain of the Debtor's personal property. As previously reported by the Troubled Company Reporter, the lenders that may assert an interest in the Debtor's cash collateral are City Capital NY, LLC, Med Direct Capital, LLC, NFG Advance, LLC, Parkview Advance, LLC, PointOne Capital, LLC, Newtek Small Business Finance, Premium Merchant Funding, LLC, and Zen Capital. The Debtor is permitted to pay the actual amount owed or deposit required to any utility, taxing authority, or insurance company, and any adequate protection payment stipulated to by the Debtor or ordered by the Court. To provide adequate protection for the Debtor's use of the cash collateral, the Lenders, to the extent they hold a valid lien, security interest, or right of setoff as of the Petition Date under applicable law, are granted a valid and properly perfected replacement lien on all property acquired by the Debtor after the Petition Date. The Adequate Protection Lien will be deemed automatically valid and perfected upon entry of the Order. A copy of the order and the Debtor's budget is available at https://bit.ly/3NAW1r8 from PacerMonitor.com. The Debtor projects $222,000 in revenue and $199,270 in total expenses. About Zeroholding, LLC Zeroholding, LLC offers cleaning services to buildings and dwellings. Zeroholding sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-56502) on August 19, 2022. In the petition signed by Philip Miles, manager, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Jeffery W. Cavender oversees the case. Will Geer, Esq., at Roundtreee, Leitman, Klein & Geer, LLC is the Debtor's counsel. [^] BOND PRICING: For the Week from Oct. 31 to Nov. 4, 2022 ----------------------------------------------------------- Company Ticker Coupon Bid Price Maturity ------- ------ ------ --------- -------- Ahern Rentals Inc AHEREN 7.375 70.209 5/15/2023 Ahern Rentals Inc AHEREN 7.375 71.609 5/15/2023 Air Methods Corp AIRM 8.000 49.811 5/15/2025 Air Methods Corp AIRM 8.000 49.643 5/15/2025 Audacy Capital Corp CBSR 6.500 27.659 05/01/2027 Avaya Holdings Corp AVYA 2.250 20.000 6/15/2023 BPZ Resources Inc BPZR 6.500 3.017 03/01/2049 Bank of America Corp BAC 2.936 93.660 12/10/2058 Bed Bath & Beyond Inc BBBY 4.915 8.893 08/01/2034 Bed Bath & Beyond Inc BBBY 5.165 10.412 08/01/2044 Bed Bath & Beyond Inc BBBY 3.749 21.769 08/01/2024 Buckeye Partners LP BPL 6.375 80.424 1/22/2078 Buffalo Thunder Development Authority BUFLO 11.000 54.469 12/09/2022 Citigroup Global Markets Holdings Inc/ United States C 7.500 77.570 4/26/2032 Clovis Oncology Inc CLVS 4.500 57.827 08/01/2024 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 19.148 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 6.625 4.746 8/15/2027 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 7.500 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 19.213 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 6.625 4.469 8/15/2027 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 19.184 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 6.090 8/15/2026 Diebold Nixdorf Inc DBD 8.500 50.495 4/15/2024 EnLink Midstream Partners LP ENLK 6.000 78.000 N/A Energy Conversion Devices Inc ENER 3.000 7.875 6/15/2013 Energy Transfer LP ET 6.250 84.000 N/A Envision Healthcare Corp EVHC 8.750 29.528 10/15/2026 Envision Healthcare Corp EVHC 8.750 29.958 10/15/2026 Exela Intermediate LLC / Exela Finance Inc EXLINT 11.500 27.301 7/15/2026 Exela Intermediate LLC / Exela Finance Inc EXLINT 10.000 66.068 7/15/2023 Exela Intermediate LLC / Exela Finance Inc EXLINT 11.500 27.537 7/15/2026 Exela Intermediate LLC / Exela Finance Inc EXLINT 10.000 66.068 7/15/2023 Federal Home Loan Banks FHLB 2.799 77.737 11/04/2022 Federal Home Loan Banks FHLB 0.125 77.640 11/04/2022 Federal Home Loan Banks FHLB 2.470 77.735 11/04/2022 GNC Holdings Inc GNC 1.500 0.841 8/15/2020 GTT Communications Inc GTTN 7.875 6.872 12/31/2024 GTT Communications Inc GTTN 7.875 6.750 12/31/2024 General Electric Co GE 4.200 78.790 N/A Goldman Sachs Group Inc/The GS 5.000 96.000 N/A ION Geophysical Corp IO 8.000 11.000 12/15/2025 Lannett Co Inc LCI 7.750 26.863 4/15/2026 Lannett Co Inc LCI 4.500 29.728 10/01/2026 Lannett Co Inc LCI 7.750 27.512 4/15/2026 Leonardo US Holding Inc LDOIM 6.250 116.208 1/15/2040 Leonardo US Holding Inc LDOIM 6.250 116.208 1/15/2040 Leonardo US Holding Inc LDOIM 7.375 126.778 7/15/2039 Leonardo US Holding Inc LDOIM 7.375 126.778 7/15/2039 Lightning eMotors Inc ZEV 7.500 64.000 5/15/2024 MAI Holdings Inc MAIHLD 9.500 29.875 06/01/2023 MAI Holdings Inc MAIHLD 9.500 29.875 06/01/2023 MAI Holdings Inc MAIHLD 9.500 29.875 06/01/2023 MBIA Insurance Corp MBI 15.339 10.403 1/15/2033 MBIA Insurance Corp MBI 15.792 10.403 1/15/2033 Macquarie Infrastructure Holdings LLC MIC 2.000 95.000 10/01/2023 Morgan Stanley MS 1.800 68.621 8/27/2036 National CineMedia LLC NATCIN 5.750 9.023 8/15/2026 OMX Timber Finance Investments II LLC OMX 5.540 0.850 1/29/2020 Party City Holdings Inc PRTY 6.125 41.250 8/15/2023 Party City Holdings Inc PRTY 6.625 40.685 08/01/2026 Party City Holdings Inc PRTY 6.625 40.685 08/01/2026 Party City Holdings Inc PRTY 6.125 46.511 8/15/2023 Plains All American Pipeline LP PAA 6.125 84.750 N/A Quotient Technology Inc QUOT 1.750 95.110 12/01/2022 Renco Metals Inc RENCO 11.500 24.875 07/01/2003 RumbleON Inc RMBL 6.750 47.538 01/01/2025 Sears Holdings Corp SHLD 6.625 5.255 10/15/2018 Sears Holdings Corp SHLD 6.625 10.458 10/15/2018 Sears Roebuck Acceptance Corp SHLD 7.500 1.500 10/15/2027 Sears Roebuck Acceptance Corp SHLD 6.750 1.801 1/15/2028 Sears Roebuck Acceptance Corp SHLD 6.500 2.000 12/01/2028 Sears Roebuck Acceptance Corp SHLD 7.000 2.036 06/01/2032 Shift Technologies Inc SFT 4.750 20.350 5/15/2026 TPC Group Inc TPCG 10.500 55.206 08/01/2024 TPC Group Inc TPCG 10.500 55.206 08/01/2024 Terminix Co LLC/The SERV 7.450 111.842 8/15/2027 Terminix Co LLC/The SERV 7.250 129.489 03/01/2038 TerraVia Holdings Inc TVIA 5.000 4.644 10/01/2019 Tricida Inc TCDA 3.500 8.375 5/15/2027 US Renal Care Inc USRENA 10.625 38.798 7/15/2027 US Renal Care Inc USRENA 10.625 41.178 7/15/2027 UpHealth Inc UPH 6.250 31.500 6/15/2026 Vroom Inc VRM 0.750 20.000 07/01/2026 Wesco Aircraft Holdings IncWAIR 13.125 25.575 11/15/2027 Wesco Aircraft Holdings IncWAIR 8.500 51.309 11/15/2024 Wesco Aircraft Holdings IncWAIR 13.125 25.575 11/15/2027 Wesco Aircraft Holdings IncWAIR 8.500 52.180 11/15/2024 Wilton Re Finance LLC WILTON 5.875 81.124 3/30/2033 Wilton Re Finance LLC WILTON 5.875 81.124 3/30/2033 Wilton Re Finance LLC WILTON 5.875 81.124 3/30/2033 ********* 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. 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