/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/221118.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, November 18, 2022, Vol. 26, No. 321 Headlines AAG FH: Moody's Lowers CFR to B3 & Alters Outlook to Negative ABRAXAS PETROLEUM: Brian Melton Quits From Board ABRAXAS PETROLEUM: Posts $2.4 Million Net Income in Third Quarter ADHERA THERAPEUTICS: Posts $1.8 Million Net Loss in Third Quarter ALCARAZ CATERING: Unsecureds to Get 100 Cents on Dollar in Plan ALL YEAR HOLDINGS: General Unsecured Claims Unimpaired in Plan AMERICAN WORKERS: Court Approves Disclosure Statement ASSOCIATED ORAL: Seeks to Hire Milton Jones as Counsel AYTU BIOPHARMA: Incurs $2.9 Million Net Loss in First Quarter BORREGO COMMUNITY: Committee Seeks to Hire FTI as Financial Advisor BORREGO COMMUNITY: No Patient Care Concern, 1st PCO Report Says BULGARIAN BAR: Seeks Extension to File Plan to March 13 BURNS ASSET: Plan Confirmation Hearing on Dec. 15 CADIZ INC: Incurs $6.5 Million Net Loss in Third Quarter CAMBER ENERGY: Falls Short of NYSE Minimum Bid Price Requirement CAMBER ENERGY: Reports $23.3 Million Net Loss for Third Quarter CANNAPIECE GROUP: Gets Court's CCAA Initial Stay Order CAPITAL EQUITY: CCLBA Move to Dismiss Bankruptcy Case, Granted COCRYSTAL PHARMA: Incurs $5.7 Million Net Loss in Third Quarter COPPER MECHANICAL: Amends Plan to Include F.W. Webb Unsecured Claim COPPER REALTY: Unsecureds Creditors to Recover 100% in Plan COX BROTHERS: Unsecureds Owed $29K to Get 100% of Claims E-BOX LLC: Gets OK to Hire SC&H Group as Financial Advisor EASCO BOILER: Unsecureds be Paid From Recoveries or Excess Cash ELITE HOME: 7% to 14% Recovery for Unsecureds in Committee Plan ENDO INTERNATIONAL: Redacted Filings Now Include Canada Claimants ENDO INTERNATIONAL: Three Employee Benefit Programs, Approved ENVIVA INC: Moody's Rates $100MM Revenue Bonds 'B1' ETHEMA HEALTH: Posts $512K Net Income in Third Quarter FAIRPORT BAPTIST: PCO Report Raises Concern Over Workforce Issues FALCONE ENTERPRISES: Unsecureds Owed $87K to Get 5% in Plan FINTHRIVE SOFTWARE: Moody's Alters Outlook on 'B3' CFR to Negative FLAVORWORKS INC: Case Summary & Five Unsecured Creditors FRONT SIGHT: UST Opposes Overbroad Exculpation Provision INNOVA INDUSTRIAL: Court Confirms Subchapter V Plan INTEGRATED PLAN: $2M Equity from BroadRiver to Fund Plan JAGUAR HEALTH: Incurs $12.6 Million Net Loss in Third Quarter JET OILFIELD: Hires Barron & Newburger as Bankruptcy Counsel L&N TWINS: Court Approves Disclosure Statement LIFETIME BRANDS: Moody's Alters Outlook on 'B1' CFR to Negative MANHATTAN CAPITAL: Unsecured Creditors Owed $20K to Get $6K MURPHY CREEK: Gets OK to Hire CBRE Inc. as Real Estate Agent NEOVASC INC: Incurs US$8.2 Million Net Loss in Third Quarter NEW MONARCH: Unsecureds to Get 7 Cents on Dollar in Plan OLYMPIA SPORTS: Committee Taps Emerald Capital as Financial Advisor OLYMPIA SPORTS: Committee Taps Kelley Drye & Warren as Lead Counsel OLYMPIA SPORTS: Committee Taps Potter Anderson as Delaware Counsel PACKERS HOLDINGS: Fitch Puts 'B-' LongTerm IDR on Watch Negative PIPELINE HEALTH: Unsecureds to Get Share of Excess Sale Proceeds PIZARRO HAIR: Unsecureds to Get $5K in 60 Months PURIFYING SYSTEMS: Case Summary & 20 Largest Unsecured Creditors REMARK HOLDINGS: Incurs $8.9 Million Net Loss in Third Quarter RIOME PLUMBING: Unsecureds Owed $332K to Get $10K in Plan SANUWAVE HEALTH: Incurs $413K Net Loss in Third Quarter SHAWN JENSEN: Cori Loomis Files Eighth PCO Report SMART AND SASSY: Gets OK to Hire Lentz Law as Bankruptcy Counsel SNIPER SERVICES: Unsecureds to Get 100% in 60 Months Under Plan SPI ENERGY: Posts $13.5 Million Net Loss in Third Quarter TRANSPORTATION DEMAND: Jan. 19 Hearing on Plan & Disclosures TREES CORP: Incurs $2.7 Million Net Loss in Third Quarter TRICHOME FIN'L: Obtains CCAA Initial Stay Order Until February 2023 UNITED RENTALS: Moody's Cuts Rating on 2nd Lien Sec. Notes to Ba1 UNIVERSAL DOOR: Granted 60-Day Extension to File Plan & Disclosures VERDANT HOLDINGS: Gets OK to Hire NAI/CIR as Real Estate Broker VILLAS OF COCOA: Unsecured Creditors to be Paid in Full in Plan WESTBANK HOLDINGS: Sole Member Submits Chapter 11 Plan [^] BOOK REVIEW: The Story of The Bank of America ********* AAG FH: Moody's Lowers CFR to B3 & Alters Outlook to Negative ------------------------------------------------------------- Moody's Investors Service has downgraded to B3 from B2 AAG FH LP's corporate family rating, its probability of default rating to B3-PD from B2-PD and the US$243.5 million senior unsecured note due July 2024 to Caa1 (LGD4) from B3 (LGD5). The outlook has been changed to negative from stable. "The downgrade to B3 and negative outlook reflects AAG's growing refinancing risk and high leverage at around 7.4x (Moody's adjusted debt/EBITDA as of Q2 2022) which, if sustained, will make it more difficult to refinance its senior unsecured notes well before its maturity in July 2024." says Dion Bate, a Moody's Vice President and Senior Analyst. "Moody's believe the weaker consumer environment in North America and uncertainty around new vehicle supply will make it hard for AAG to meaningfully grow EBITDA and reduce leverage well below 7x through 2023", adds Mr Bate. Downgrades: Issuer: AAG FH LP Corporate Family Rating, Downgraded to B3 from B2 Probability of Default Rating, Downgraded to B3-PD from B2-PD Senior Unsecured Regular Bond/Debenture, Downgraded to Caa1 (LGD4) from B3 (LGD5) Outlook Actions: Issuer: AAG FH LP Outlook, Changed To Negative From Stable RATINGS RATIONALE AAG is constrained by: (1) Moody's expectation that leverage (adjusted Debt/EBITDA) will be above 6.5x through 2023; (2) the small revenue size and site concentration compared to rated US auto retailing peers; (3) execution risks around its car dealership acquisition growth strategy; and (4) growing refinancing risk with an approaching debt maturity wall in July 2024. The company's rating benefits from: (1) favorable positions in its chosen markets (Ontario, Alberta and Oregon); (2) a diversified business model with good contributions from parts and services, and finance and insurance segments, which reduces reliance on new vehicle sales and adds some cash flow stability; (3) good vehicle brand mix across 12 brands; and (4) track record of offsetting the decline in volume sales with high gross profit per vehicle. AAG's liquidity is likely to weaken from adequate over the next 12 months because its US$243.5 million (C$317 million) senior unsecured debt matures in July 2024 and that sources of cash and free cash flow generation of approximately C$60 million through to mid-2024 will not be sufficient to fully repay the senior unsecured note at maturity. Sources consist of around C$41 million in cash and around C$19 million of expected positive free cash flow to mid-2024. In addition to the note amount, AAG's cash usage over the same period includes around C$1.2 million of scheduled payments under the vendor takeback notes and the repayment of C$7.5 million outstanding under its on demand revolving facility. AAG's revolver is subject to a number of covenants, against which Moody's estimate AAG will have adequate cushion over the next four quarters. AAG has limited flexibility to boost liquidity from asset sales. Governance is a key consideration given the weaker execution on its growth strategy than previously expected and growing refinancing risk associated with its senior unsecured notes that will become current in July 2023. The Caa1 rating on AAG's US$243.5 million senior unsecured notes due in 2024 is one notch below the B3 CFR because the secured obligations (revolving operating facility, revolving floorplan facilities and wholesale leasing facility) rank above them in the capital structure. The negative outlook primarily reflects Moody's expectations that AAG's liquidity could materially weaken if AAG is not able to refinance the senior unsecured notes well before the maturity in July 2024. The outlook could be stabilized once AAG has addressed the note maturity. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS A ratings upgrade would require AAG to sustain adjusted Debt/EBITDA below 6.5x and EBIT/Interest above 1.5x as well as increase scale and site diversification and maintain at least adequate liquidity. A ratings downgrade would occur if liquidity weakens due to a failure to address senior unsecured notes well before it matures or EBIT/Interest is below 1x. AAG, headquartered in Toronto, Ontario, Canada, is an auto retailer with 12 dealerships across North America (2 in the USA and 10 in Canada). The company offers 12 new vehicle brands and all major brands of used vehicles with the top 6 being Toyota, Honda, Subaru, Chrysler, BMW and Hyundai. The principal methodology used in these ratings was Retail published in November 2021. ABRAXAS PETROLEUM: Brian Melton Quits From Board ------------------------------------------------ Brian L. Melton resigned from his position on the board of directors of Abraxas Petroleum Corporation, as disclosed in a Form 8-K filed with the Securities and Exchange Commission. In accordance with Mr. Melton's letter of resignation to the Board, the resignation became effective as of 5:00 p.m. Central Time, on Nov. 15, 2022. At the time of his resignation, Mr. Melton served as a Class III member of the Board. Mr. Melton also held positions on the Company's Audit and Compensation Committees. The Class III director, Audit Committee and Compensation Committee vacancies created by the resignation of Mr. Melton will remain vacant until further action with respect thereto by the Board or the Company's stockholders. On Nov. 15, 2022, Messrs. G. William Krog, Jr. and Kenneth W. Johnson were informed that their services as the vice president – chief accounting officer and vice president – Operations, respectively, of the Company would no longer be required, effective as of 5:00 p.m. Central Time, on Nov. 15, 2022. About Abraxas San Antonio, TX-based Abraxas Petroleum Corporation -- www.abraxaspetroleum.com -- is an independent energy company primarily engaged in the acquisition, exploration, development and production of oil and gas. Abraxas Petroleum reported a net loss of $44.57 million for the year ended Dec. 31, 2021, a net loss of $184.52 million for the year ended Dec. 31, 2020, and a net loss of $65 million for the year ended Dec. 31, 2019. As of Sept. 30, 2022, the Company had $88.15 million in total assets, $15.03 million in total liabilities, and $73.12 million in total stockholders' equity. ABRAXAS PETROLEUM: Posts $2.4 Million Net Income in Third Quarter ----------------------------------------------------------------- Abraxas Petroleum Corporation has filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing net income of $2.43 million on $13.25 million of total revenue for the three months ended Sept. 30, 2022, compared to a net loss of $1.24 million on $20.86 million of total revenue for the three months ended Sept. 30, 2021. For the nine months ended Sept. 30, 2022, the Company reported net income of $49.31 million on $39.97 million of total revenue compared to a net loss of $38.94 million on $55.98 million of total revenue for the same period during the prior year. As of Sept. 30, 2022, the Company had $88.15 million in total assets, $15.03 million in total liabilities, and $73.12 million in total stockholders' equity. At Sept. 30, 2022, the Company's current assets of $34.4 million exceed its current liabilities of $12.0 million, resulting in a working capital surplus of $22.4 million. This compares to a working capital deficit of $216.0 million at Dec. 31, 2021. Current assets as of Sept. 30, 2022 primarily consisted of cash of $25.1 million, accounts receivable of $5.4 million assets held for sale of $3.1 million, and other current assets of $0.9 million. Current liabilities at Sept. 30, 2022 primarily consisted of trade payables of $8.3 million, including $5.9 million in post-closing costs related to the sale of the Company's North Dakota Bakken properties on Jan. 3, 2022, revenues due third parties of $3.0 million and other accrued expenses of $0.8 million. Capital expenditures for the nine months ended Sept. 30, 2022 and 2021 were $1.1 million and $0.9 million respectively. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0000867665/000143774922027191/axas20220930_10q.htm About Abraxas San Antonio, TX-based Abraxas Petroleum Corporation -- www.abraxaspetroleum.com -- is an independent energy company primarily engaged in the acquisition, exploration, development and production of oil and gas. Abraxas Petroleum reported a net loss of $44.57 million for the year ended Dec. 31, 2021, a net loss of $184.52 million for the year ended Dec. 31, 2020, and a net loss of $65 million for the year ended Dec. 31, 2019. As of March 31, 2022, the Company had $78.13 million in total assets, $17.30 million in total liabilities, and $60.83 million in total stockholders' equity. ADHERA THERAPEUTICS: Posts $1.8 Million Net Loss in Third Quarter ----------------------------------------------------------------- Adhera Therapeutics, Inc. has filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $1.80 million for the three months ended Sept. 30, 2022, compared to a net loss of $3.74 million for the three months ended Sept. 30, 2021. For the nine months ended Sept. 30, 2022, the Company reported a net loss of $1.78 million compared to a net loss of $4.68 million for the nine months ended Sept. 30, 2021. As of Sept. 30, 2022, the Company had $256,000 in total assets, $22.06 million in total liabilities, and a total stockholders' deficit of $21.81 million. Adhera stated, "The Company has incurred recurring losses and negative cash flows from operations since inception and has funded its operating losses through the sale of common stock, preferred stock, warrants to purchase common stock, convertible notes and secured promissory notes. The Company recognized a net loss of approximately $1.8 million for the nine months ended September 30, 2022 and used cash in operating activities of approximately $1.3 million. The Company had an accumulated deficit of approximately $55.4 million as of September 30, 2022. "In addition, to the extent that the Company continues its business operations, the Company anticipates that it will continue to have negative cash flows from operations, at least into the near future. However, the Company cannot be certain that it will be able to obtain such funds required for its our operations at terms acceptable to the Company or at all. General market conditions, as well as market conditions for companies in the Company's financial and business position, as well as the ongoing issues arising from the COVID-19 pandemic, the Ukraine war and inflation and the Federal Reserve interest rate increases in response, and any recessionary environment or market downturns that could result, may make it difficult for the Company to seek financing from the capital markets, and the terms of any financing may adversely affect the holdings or the rights of its stockholders. If the Company is unable to obtain additional financing in the future, there may be a negative impact on the financial viability of the Company. The Company plans to increase working capital by managing its cash flows and expenses, divesting development assets and raising additional capital through private or public equity or debt financing. There can be no assurance that such financing or partnerships will be available on terms which are favorable to the Company or at all. While management of the Company believes that it has a plan to fund ongoing operations, there is no assurance that its plan will be successfully implemented. Failure to raise additional capital through one or more financings, divesting development assets or reducing discretionary spending could have a material adverse effect on the Company's ability to achieve its intended business objectives. These factors raise substantial doubt about the Company's ability to continue as a going concern for a period of twelve months from the issuance date of this Report." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/737207/000149315222031940/form10-q.htm About Adhera Headquartered in Durham, NC, Adhera Therapeutics, Inc. (formerly known as Marina Biotech, Inc.) -- http://www.adherathera.com-- is a clinical stage biopharmaceutical company engaged in the development of novel cancer products and a proprietary vaccine technology. Adhera reported a net loss of $6.35 million for the year ended Dec. 31, 2021, compared to a net loss of $3.77 million for the year ended Dec. 31, 2020. As of June 30, 2022, the Company had $976,000 in total assets, $20.97 million in total liabilities, and a total stockholders' deficit of $20 million. Boca Raton, Florida-based Salberg & Company, P.A., the Company's auditor since 2021, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company has a net loss and cash used in operations of approximately $6.4 million and $665,000 respectively, in 2021 and a working capital deficit, shareholders' deficit and accumulated deficit of $25.1 million, $25.1 million and $53 million respectively, at Dec. 31, 2021. These matters raise substantial doubt about the Company's ability to continue as a going concern. ALCARAZ CATERING: Unsecureds to Get 100 Cents on Dollar in Plan --------------------------------------------------------------- Alcaraz Catering, Inc., filed with the U.S. Bankruptcy Court for the Central District of California a Plan of Reorganization for Small Business dated November 14, 2022. Debtor provides food services, mobile food trucks, and rental spaces for other food trucks. Debtor was heavily impacted by the business restrictions from Covid-19. Fortunately, Debtor was receiving rental payments from the food trucks so that kept them in business. Now that businesses are open, the income is steady from rentals. Even without the additional food preparation income, Debtor can provide a secure income base to pay for the on-going expenses, as well as the Plan payment anticipated. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of $13,009. The final Plan payment is expected to be paid on December 31, 2027. 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 Claims register listed seven claims in this matter. Five are unsecured claims and they total $168,057.51, and there are only two secured claims: Prime Alliance Bank and SBA. SBA is modifying their claim to reflect no arrears in this matter. Prime has one amount for arrears at $111,389.79. Debtor plans to file an objection to Prime's claim. Debtor proposes to pay the claimed amounts over 60 months. To increase the chances for the Plan to be successful, Debtor proposes a step-up plan. The first level would be set at $3,500.00 per month and continue for nine months. The slightly lower amount would allow for additional funds to keep the business operational as it adjusts to the new expense. In months 10 through 60, the monthly amount would increase to $4,861.71. Debtor has sufficient revenue to pay the higher amount, but the additional time would allow for Debtor to pursue the catering contracts which are larger in the Spring and Summer of each year, to provide stability to Plan by having more liquidity to acquire inventory for the catering contracts. The government contracts take time to acquire, and the additional time would allow Debtor more time to negotiate for them. The Plan will be funded by the on-going revenues from operation of the business. A business that serves the underserved communities in the county. Over 129 families rely upon Alcaraz Catering operating to make their own living. The rents received from the food trucks provides enough revenue to support the Plan payments. A full-text copy of the Plan of Reorganization dated November 14, 2022, is available at https://bit.ly/3hSFHGw from PacerMonitor.com at no charge. Attorney for the Debtor: Kenneth H.J. Henjum, Esq. Kenneth H.J. Henjum Law Office 1190 S Victoria Ave, Ste 106 Ventura, CA 93003 Phone: 805-654-7032 Fax: 805-658-7629 Email: kh@Henjumlaw.com About Alcaraz Catering Alcaraz Catering Inc., a catering company in Oxnard, Calif., filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-10622) on August 13, 2022. In the petition filed by Antonio Alcaraz, as president, the Debtor reported assets and liabilities between $1 million and $10 million each. Susan K Seflin has been appointed as Subchapter V trustee. Kenneth H J Henjum, of the Law Offices of Kenneth H J Henjum, is the Debtor's counsel. ALL YEAR HOLDINGS: General Unsecured Claims Unimpaired in Plan -------------------------------------------------------------- All Year Holdings Limited submitted a Second Amended Chapter 11 Plan of Reorganization dated Nov. 4, 2022. Under the Plan, Class 3 General Unsecured Claims shall not include any Noteholder Claims or any Claims of the Notes Trustee arising under or relating to the Notes or the Deeds of Trust. Except to the extent that a holder of a General Unsecured Claim against the Debtor agrees to less favorable treatment, the legal, equitable, and contractual rights of the holders of an Allowed General Unsecured Claim are unaltered by the Plan. On and after the Effective Date, the Reorganized Debtor shall continue to satisfy, dispute, pursue, or otherwise reconcile each General Unsecured Claim in the ordinary course of business. Class 3 is unimpaired. On the Effective Date, in accordance with the Plan and the Plan Investment Agreement, subject to the satisfaction or waiver of all applicable conditions under the terms thereof, the Sponsor shall: * provide the Sponsor Contribution; and * be the sole shareholder of the Reorganized Debtor, and on the Effective Date, shall hold 100% of the NewCo Shares free and clear of all Claims and Liens. On the Effective Date, in accordance with the Plan and the Plan Investment Agreement, subject to the satisfaction or waiver of all applicable conditions under the terms thereof, the Disbursing Agent (on behalf of the Debtor) shall distribute Pro Rata the Class 4 ED Distribution to (i) the holders of Remaining Unsecured Claims that are Allowed as of the Effective Date, and (ii) the Disbursing Agent, to be held in the Class 4 Disputed Claims Reserve, on behalf of holders of Disputed Remaining Unsecured Claims. On the Effective Date, in accordance with the Plan and the Plan Investment Agreement, subject to the satisfaction or waiver of all applicable conditions under the terms thereof, a single limited liability company unit representing a non-economic 100% ownership interest in Wind-Down Co shall be issued to the Plan Administrator. The Pro Rata Share of the Class 4 ED Distribution allocated to Disputed Remaining Unsecured Claims shall be held in one or more segregated accounts in the Class 4 Disputed Claims Reserve until such claims are Allowed or Disallowed, at which time the applicable portion of the Class 4 ED Distribution (including any earnings thereon, net of any allocable costs and expenses of the Class 4 Disputed Claims Reserve) shall be distributed to such holders of newly Allowed Remaining Unsecured Claims or to the holders of Remaining Unsecured Claims that were previously Allowed, as the case may be. Following the distribution of all amounts from the Class 4 Disputed Claims Reserve, the liquidation of the Excluded Assets (including the completion of the prosecution of any Avoidance Actions and other Causes of Action held by Wind-Down Co), and the distribution of the proceeds therefrom and any remaining Wind Down Cash Funding in accordance with the Plan (including the payment of all costs and expenses and other liabilities of Wind-Down Co), Wind-Down Co shall be dissolved and the single unit shall be deemed cancelled and of no further force and effect. The Plan Administrator shall have no right to any distribution of property or value from Wind-Down Co by reason of its ownership of the single limited liability company unit. Neither the Reorganized Debtor nor the Sponsor shall have any liability for (i) Fee Claims, (ii) any amounts owed to any current officers or current directors of the Debtor or those serving in similar capacities for the period up to and including the Effective Date, or (iii) any payment to holders of Class 4 Remaining Unsecured Claims or any Subordinated Securities Claim. On the Effective Date, the Excluded Assets and the Wind Down Cash Funding shall be transferred to Wind-Down Co. The Sponsor and/or the Reorganized Debtor shall not bear any cost and expense and/or liability related to the administration of Wind-Down Co, including costs owed to the Plan Administrator and under Section 5.3(f). On the Effective Date, the Notes Trustee shall appoint the Plan Administrator for the purpose of conducting the Wind Down of Wind-Down Co on terms and conditions set forth in the Plan Administration Agreement. The retention of the Plan Administrator shall be pursuant to an agreement approved by the Notes Trustee and filed as part of the Plan Supplement. Upon the conclusion of the Wind Down in accordance with Section 5.1(d) hereof, Wind-Down Co shall be dissolved by the Plan Administrator. The Plan Administrator shall act for Wind-Down Co in the same capacity and shall have the same rights and powers as are applicable to a manager, managing member, board of managers, board of directors or equivalent governing body, as applicable, and to officers, subject to the provisions hereof (and all certificates of formation and limited liability company agreements and certificates of incorporation or by-laws, or equivalent governing documents and all other related documents (including membership agreements, stockholders agreements, or similar instruments), as applicable, are deemed amended pursuant to the Plan to permit and authorize the same) and the Plan Administrator will be a representative of WindDown Co for purposes of section 1123(b)(3) of the Bankruptcy Code. From and after the Effective Date, the Plan Administrator shall be the sole representative of and shall act for Wind-Down Co with the authority set forth in this Section 5.3 and the Plan Administration Agreement. The Plan Administrator shall be compensated and reimbursed for reasonable costs and expenses as set forth in the Plan Administration Agreement included in the Plan Supplement. Attorneys for the Debtor: Gary T. Holtzer, Esq. Matthew P. Goren, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, NY 10153 Telephone: (212) 310-8000 Facsimile: (212) 310-8007 A copy of the Second Amended Chapter 11 Plan of Reorganization dated Nov. 4, 2022, is available at https://bit.ly/3zMk28K from PacerMonitor.com. About All Year Holdings Limited All Year Holdings Limited is a real estate development company founded by American real estate developer Yoel Goldman. It operates as a holding company, which, through its direct and indirect subsidiaries, focuses on the development, construction, acquisition, leasing and management of residential and commercial income producing properties in Brooklyn, N.Y. The company's portfolio includes 1,648 residential units and 69 commercial units in Bushwick, Williamsburg, and Bedford-Stuyvesant. All Year Holdings sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 21-12051) on Dec. 14, 2021. At the time of the filing, the Debtor listed $1 billion to $10 billion in assets and liabilities. Judge Martin Glenn oversees the case. Weil, Gotshal & Manges LLP, led by Matthew Paul Goren, Esq., is the Debtor's bankruptcy counsel while Koffsky Schwalb, LLC and Bartov & Co. serve as special counsels. Donlin Recano & Company, Inc. Is the Debtor's administrative agent. On Dec. 16, 2021, the Debtor filed an application under the laws of the British Virgin Islands with the Eastern Caribbean Supreme Court in the High Court of Justice, Commercial Division Virgin Islands (the "BVI Court") seeking the appointment of Paul Pretlove and Charlotte Caulfield of Kalo (BVI) Limited as joint provisional liquidators under the applicable provisions of the BVI Insolvency Act 2003 (the "BVI Proceeding"). The BVI Court entered an order appointing the JPLs on December 20, 2021 (the "JPL Order"). In addition, on April 14, 2022, with the consent of the JPLs and the approval of the BVI Court, the Debtor commenced a proceeding in the District Court of Tel Aviv Yafo for recognition of the Chapter 11 Case as a foreign main proceeding under the applicable provisions of Chapter I, Part C of the Insolvency and Rehabilitation Law 5778-2018. The Israeli Court entered an order recognizing the Chapter 11 Case on May 4, 2022. AMERICAN WORKERS: Court Approves Disclosure Statement ----------------------------------------------------- The Bankruptcy Court has entered an order approving the Disclosure Statement explaining the Plan of American Workers Insurance Services, Inc. and Association Health Care Management, Inc. A confirmation hearing to consider confirmation of the Plan will be held before the Honorable United States Bankruptcy Judge, at the United States Courthouse, 501 West Tenth Street, Courtroom 128, Fort Worth, Texas 76102 on Dec. 12, 2022, beginning at 1:30 p.m. and continuing, as necessary, on Dec. 13, 2022 and Dec. 14, 2022, at 9:30 a.m. Objections, if any, to confirmation of the Plan, or assumption of executory contracts and unexpired leases (including objections to cure amounts), must be filed with the Court no later than Dec. 2, 2022 at 5:00 p.m. Central Time. The Debtors must file any responses to objections to the Plan or the assumption of Executory Contracts on or before December 9, 2022. To be counted as votes to accept or reject the Plan, all ballots must be properly executed, completed, and delivered by no later than 5:00 p.m., Central Time, on Dec. 2, 2022. The Debtors must file a tabulation of ballots with the Clerk of the Court by no later than Dec. 9, 2022, with a copy to be concurrently served upon any party that has filed a timely objection to the Plan. About American Workers Insurance Services American Workers Insurance Services, Inc. is a Rockwall, Texas-based health insurance agency while Association Health Care Management, Inc. is a provider of health care services. AHCM conducts its business under the name Family Care. AWIS and AHCM sought Chapter 11 protection (Bankr. N.D. Texas Lead Case No. 19-44208) on Oct, 14, 2019 in Fort Worth, Texas. At the time of the filing, AWIS listed up to $100 million in assets and up to $50 million in liabilities while AHCM listed up to $100 million in assets and up to $50 million in liabilities. Judge Mark X. Mullin oversees the cases. The Debtors tapped Forshey & Prosto, LLP as bankruptcy counsel and J. Alexander CPA, LLC as auditor. The law firms of Oxendine Law Group P.C., The Verde Law Firm PLLC, and Spencer Fane LLP serve as special counsel. ASSOCIATED ORAL: Seeks to Hire Milton Jones as Counsel ------------------------------------------------------ Associated Oral Specialties seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Milton Jones, Esq., a practicing attorney at Lovejoy, Ga., to handle its Chapter 11 case. Mr. Jones' services include: (a) preparation of pleading and applications; (b) conduct of examination; (c) advising the Debtor of its rights, duties and obligations as Debtor-in- possession; (d) consulting with the Debtor and representing it with respect to a Chapter 11 plan; (e) performing those legal services incidental and necessary to the day-to-day operation of the Debtor's business; and (f) taking any and all other action incident to the proper preservation and administration of the Debtor's estate and business. The attorney will be paid at these rates: Attorneys $400 per hour Paralegals $150 per hour The retainer is $7,000. As disclosed in court filings, Mr. Jones is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The attorney can be reached at: Milton D. Jones, Esq. P.O. Box 503 Lovejoy, GA 30250 Phone: 770-556-5006 Email: miltondjones@gmail.com About Associated Oral Specialties Associated Oral Specialties, Inc. in Atlanta, GA, filed its voluntary petition for Chapter 11 protection (Bankr. N.D. Ga. Case No. 22-58327) on October 17, 2022, listing up to $50,000 in assets and $1 million to $10 million in liabilities. Freddie J. Wakefield, as CEO, signed the petition. Milton D. Jones, Esq., serves as the Debtor's legal counsel. AYTU BIOPHARMA: Incurs $2.9 Million Net Loss in First Quarter ------------------------------------------------------------- Aytu Biopharma, Inc. has filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $2.88 million on $27.65 million of net product revenue for the three months ended Sept. 30, 2022, compared to a net loss of $27.85 million on $21.90 million of net product revenue for the three months ended Sept. 30, 2021. As of Sept. 30, 2022, the Company had $150 million in total assets, $96.09 million in total liabilities, and $53.91 million in total stockholders' equity. Aytu Biopharma stated, "As the Company does not have sufficient cash and cash equivalents as of September 30, 2022 to cover its cash needs for the twelve months following the filing date of this Quarterly Report on Form 10-Q, there exists substantial doubt about the Company's ability to continue as a going concern." "Management plans to mitigate the conditions that raise substantial doubt about its ability to continue as a going concern are primarily focused on increasing revenue, reducing expenses associated with research and development and raising additional capital through public or private equity or debt offerings or monetizing assets in order to meet its obligations. Management believes that the Company has access to capital resources, however, the Company cannot provide any assurance that it will be able to raise additional capital, monetize assets or obtain new financing on commercially acceptable terms. If the Company is unable to secure additional capital, it may be required to curtail its operations or delay the execution of its business plan. Alternatively, any efforts by the Company to reduce its expenses may adversely impact its ability to sustain revenue-generating activities and delay the progress of its developmental product candidates or otherwise operate its business. As a result, there can be no assurance that the Company will be successful in implementing its plans to alleviate this substantial doubt about its ability to continue as a going concern." Management Discussion "This was truly a transformational quarter for Aytu as we reported record quarterly net revenue and our first ever positive Adjusted EBITDA quarter," commented Josh Disbrow, chief executive officer of Aytu BioPharma. "The net revenue growth of 26% in the quarter was led by strong performance in our prescription operations, with particularly strong growth in pediatric prescription net revenue of 73%, ADHD prescription net revenue of 24%, along with solid double-digit growth in our consumer health segment. The strategic initiatives we put in place to drive growth and efficiency across our entire organization, coupled with positive market drivers and the leverage we're achieving through our proprietary Aytu RxConnect platform, positions us to positively change the trajectory of Aytu in the years to come. I am incredibly proud of the hard work by the entire organization to achieve the important milestone of positive Adjusted EBITDA this quarter and look forward to a tremendous fiscal 2023." Leadership Changes to Focus on Commercial Operations In connection with the strategic decision to focus on its commercial business and indefinitely suspend its clinical development programs, the Company announced the following executive leadership changes aimed at aligning the skills of its key leadership team members to the near- and mid-term goals of driving revenue growth, further consolidating expenses, improving gross margins, and driving long-term profitability. * Appointment of Co-Founder Jarrett Disbrow to newly created role of Chief Business Officer & President, Consumer Health * Promotion of Topher Brooke to re-created role of chief operating officer * Promotion of Ryan Selhorn to newly created role of executive vice president, Finance and Business Optimization Greg Pyszczymuka will remain in his role as chief commercial officer, overseeing all aspects of the Rx commercial business, which has grown 34% year-over-year. In discussing the leadership team and these changes, Disbrow added, "I'm excited to announce these leadership changes through which Jarrett, Topher, and Ryan will take on expanded roles directly aligned to our renewed strategic focus. Our executive team's collective experience in driving growth of pharma and consumer health companies will serve us very well as we drive toward our near-term goal of achieving profitability." "Additionally, with a key focus on growing the Rx business, we'll continue to rely heavily on Greg Pyszczymuka's leadership as our Chief Commercial Officer. We've experienced strong growth, a significant upgrade in talent, and a streamlining of our commercial operations under Greg's direction and look forward to Greg and his team continuing our growth trajectory across the Rx portfolio," Disbrow added. "Jarrett Disbrow, who co-founded Aytu and has been leading the company with me since inception, is poised to take his deep experience across both Rx and consumer brands to build our consumer health segment into a dynamic, high-growth, consumer-centric enterprise. Jarrett has an exciting vision for this growing business segment and has begun implementing plans for continued expansion, new product launches, and a refacing of the consumer health business." "Topher Brooke's executive leadership at both large global and smaller specialty and biotech business units, coupled with his entrepreneurial orientation as the Co-Founder of pediatric-centric biotech Rumpus Therapeutics, makes him especially well-suited to step into the newly re-established role of Chief Operating Officer. As COO, Topher will lead the Grand Prairie manufacturing transition as we move to significantly increase prescription margins by outsourcing the production of Adzenys XR-ODT and Cotempla XR-ODT to a global contract manufacturer. He will also lead regulatory and quality affairs, scientific and medical affairs, strategy, and corporate and business development going forward." "Finally, Ryan Selhorn, currently Senior Vice President, Finance and Operations for the Consumer Health segment, will increase his responsibilities in the newly created corporate leadership role of Executive Vice President, Finance and Business Optimization. Ryan's prior experience as a public company Chief Financial Officer, in both pharma and consumer health, coupled with his expertise in organizational improvement, dovetails perfectly into our revised strategic plans. He will lead the ongoing consolidation and streamlining of internal processes while spearheading numerous financial projects expected to drive efficiencies and significant cost savings throughout the organization." "I am thankful for these leaders and their enthusiasm as we move into this next phase of the Company's growth and renewed focus," Disbrow concluded. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1385818/000155837022017751/aytu-20220930x10q.htm About Aytu BioPharma Englewood, Colorado-based Aytu BioPharma, Inc., formerly known as Aytu BioScience, Inc. -- http://www.aytubio.com-- is a pharmaceutical company commercializing a portfolio of commercial prescription therapeutics and consumer health products. The Company's prescription products include Adzenys XR-ODT (amphetamine) extended-release orally disintegrating tablets (see Full Prescribing Information, including Boxed WARNING) and Cotempla XR-ODT (methylphenidate) extended-release orally disintegrating tablets for the treatment of attention deficit hyperactivity disorder (ADHD), as well as Karbinal ER (carbinoxamine maleate), an extended-release antihistamine suspension indicated to treat numerous allergic conditions, and Poly-Vi-Flor and Tri-Vi-Flor, two complementary fluoride-based prescription vitamin product lines available in various formulations for infants and children with fluoride deficiency. Aytu's consumer health segment markets a range of over-the-counter medicines, personal care products, and dietary supplements addressing a range of common conditions including diabetes, allergy, hair regrowth, and gastrointestinal conditions. Aytu Biopharma reported a net loss of $110.17 million for the year ended June 30, 2022, compared to a net loss of $58.29 million for the year ended June 30, 2021. As of June 30, 2022, the Company had $137.62 million in total assets, $91.53 million in total liabilities, and $46.09 million in total stockholders' equity. Denver, Colorado-based Plante & Moran, PLLC, the Company's auditor since 2015, issued a "going concern" qualification in its report dated Sept. 27, 2022, citing that the Company's operations have historically consumed cash and are expected to continue to consume cash, which raises substantial doubt about the Company's ability to continue as a going concern. BORREGO COMMUNITY: Committee Seeks to Hire FTI as Financial Advisor ------------------------------------------------------------------- The official committee of unsecured creditors of Borrego Community Health Foundation, seeks approval from the U.S. Bankruptcy Court for the Southern District of California to employ FTI Consulting, Inc. as financial advisor. The firm's services include: -- assistance with the review of financial related disclosures required by the court, including schedules of assets and liabilities, statement of financial affairs and monthly operating reports; -- assistance with the assessment and monitoring of the Debtor's short-term cash flow, liquidity and operating results; -- assistance with the review of the Debtor's proposed key employee retention and other employee benefit programs; -- assistance with the review of the Debtor's analysis of core business assets and the potential disposition or liquidation of non-core assets; -- assistance with the review of the Debtor's cost/benefit analysis with respect to the affirmation or rejection of various executory contracts and leases; -- assistance with the review and monitoring of the asset sale process, including, but not limited to an assessment of the adequacy of the marketing process, completeness of any buyer lists, review and quantifications of any bids; -- assistance with the review of any tax issues associated with, but not limited to, claims/stock trading, preservation of net operating losses, refunds due to the Debtor, plan of reorganization, and asset sales; -- assistance with the review of the claims reconciliation and estimation process; -- assistance with the review of other financial information prepared by the Debtor, including, but not limited to, cash flow projections and budgets, business plans, cash receipts and disbursement analysis, asset and liability analysis, and the economic analysis of proposed transactions for which court approval is sought; -- attendance at meetings and assistance in discussions with the Debtor, potential investors, banks, other secured lenders, unsecured creditors' committee or any other official committees organized in the Debtor's Chapter 11 proceedings, the U.S. Trustee, and other parties in interest; -- assistance in the review or preparation of information and analysis necessary for the confirmation of a Chapter 11 plan and related disclosure statement; -- assistance in the evaluation and analysis of avoidance actions, including fraudulent conveyances and preferential transfers; -- assistance in the prosecution of committee responses/objections to the Debtor's motions; and -- other general business consulting services. The firm will be paid at these rates: Senior Managing Directors $1,045 to $1,495 per hour Directors $785 to $1,055 per hour Consultants/Senior Consultants $435 to $750 per hour Administrative/Paraprofessionals $175 to $325 per hour Cynthia Nelson, a senior managing director at FTI, disclosed in a court filing that her firm neither holds nor represents any interest adverse to the Debtor's estate. The firm can be reached through: Cynthia A. Nelson FTI Consulting, Inc. 350 S. Grand Avenue, Suite 3000 Los Angeles, CA 90071 Tel: (213) 689-1200 Email: cynthia.nelson@fticonsulting.com About Borrego Community Health Foundation Borrego Community Health Foundation offers, among other services, comprehensive primary care, pediatric care, urgent care, behavioral health services, dental services, specialty care, transgender health, women's health, prenatal care, veteran's health, and chiropractic services. Borrego Community is a non-profit public charity, tax-exempt under section 501(c)(3) of the Internal Revenue Code. The Foundation, as of Sept. 12, 2022, had 24 brick-and-mortar sites including administrative sites, two pharmacies and six mobile units covering a service area consisting of a 250-mile corridor on the eastern side of San Diego and Riverside Counties, Calif. Borrego Community Health Foundation sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Calif. Case No. 22-02384) on Sept. 12, 2022, with between $50 million and $100 million in both assets and liabilities. Isaac Lee, chief restructuring officer, signed the petition. Judge Laura S. Taylor oversees the case. The Debtor tapped Tania M. Moyron, Esq., at Dentons US, LLP as bankruptcy counsel and Hooper Lundy & Bookman, P.C. as special counsel. Kurtzman Carson Consultants, LLC is the Debtor's claims and noticing agent. Jacob Nathan Rubin, the patient care ombudsman appointed in the Debtor's case, tapped Levene Neale Bender Yoo & Golubchik, LLP as bankruptcy counsel and Dr. Tim Stacy DNP, ACNP-BC as consultant. On Sept. 26, 2022, the U.S. Trustee appointed an official unsecured creditors' committee in this Chapter 11 case. Pachulski Stang Ziehl & Jones, LLP serves as the committee's counsel. BORREGO COMMUNITY: No Patient Care Concern, 1st PCO Report Says --------------------------------------------------------------- Jacob Nathan Rubin, MD, FAAC, the court-appointed patient care ombudsman for Borrego Community Health Foundation, filed with the U.S. Bankruptcy Court for the Southern District of California his first report regarding the quality of patient care provided at Borrego's health care facilities. According to the report, the PCO visited each of the facilities to personally review operations, patient throughput, Electronic Medical Records (EMR) processes, and to speak with the managers, healthcare providers, and patients about their perception of care delivery. The PCO performed a comprehensive review of onsite systems, direct observation of patient care, evaluation of the EMR system and review of real-time healthcare data at the facilities. The PCO made the following conclusions after the visits: 1. All sources of information, including direct personal observation by the PCO, confirm that Borrego is meeting the standard of care. 2. Borrego has customer service issues but no significant quality of care issues. 3. Borrego is diligently working on improving its processes. 4. Borrego and its patients would benefit from Borrego's ability to fully staff their call centers and referral centers. 5. If Borrego is forced to close, the effect on the patients, their families, and the local community, has the potential of causing irreparable and avoidable harm. As a result, the social determinants of health will be adversely impacted. 6. If Borrego is forced to close, it is the responsibility of all concerned to offer all patients a safe landing with accessible, affordable care, and medication, as envisioned by the Affordable Care Act. 7. The patients, providers, Borrego's staff, and the local communities should not be punished for the wrongs of those previously in control of Borrego's finances. A copy of the first ombudsman report is available for free at https://bit.ly/3AdXgqJ from PacerMonitor.com. Attorneys for Jacob Nathan Rubin: David B. Golubchik, Esq. Krikor J. Meshefejian, Esq. Levene, Neale, Bender, Yoo & Golubchik L.L.P. 2818 La Cienega Avenue Los Angeles, CA 90034 Tel: (310) 229-1234 Fax: (310) 229-1244 Email: dbg@lnbyg.com; kjm@lnbyg.com About Borrego Community Health Foundation Borrego Community Health Foundation offers, among other services, comprehensive primary care, pediatric care, urgent care, behavioral health services, dental services, specialty care, transgender health, women's health, prenatal care, veteran's health, and chiropractic services. Borrego Community is a non-profit public charity, tax-exempt under section 501(c)(3) of the Internal Revenue Code. The Foundation, as of Sept. 12, 2022, had 24 brick-and-mortar sites including administrative sites, two pharmacies and six mobile units covering a service area consisting of a 250-mile corridor on the eastern side of San Diego and Riverside Counties, Calif. Borrego Community Health Foundation sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Calif. Case No. 22-02384) on Sept. 12, 2022, with between $50 million and $100 million in both assets and liabilities. Isaac Lee, chief restructuring officer, signed the petition. Judge Laura S. Taylor oversees the case. The Debtor tapped Tania M. Moyron, Esq., at Dentons US, LLP as bankruptcy counsel and Hooper Lundy & Bookman, P.C. as special counsel. Kurtzman Carson Consultants, LLC is the Debtor's claims and noticing agent. Jacob Nathan Rubin, the patient care ombudsman appointed in the Debtor's case, tapped Levene Neale Bender Yoo & Golubchik, LLP as bankruptcy counsel and Dr. Tim Stacy DNP, ACNP-BC as consultant. On Sept. 26, 2022, the U.S. Trustee appointed an official unsecured creditors' committee in this Chapter 11 case. Pachulski Stang Ziehl & Jones, LLP serves as the committee's counsel. BULGARIAN BAR: Seeks Extension to File Plan to March 13 ------------------------------------------------------- Bulgarian Bar Inc., d/b/a BG Bar Inc., filed a motion to extend the time to file a Chapter 11 Small Business Plan of Reorganization and Disclosure Statement through and including March 13, 2023, pursuant to Section 1121(e) of the Bankruptcy Code, without prejudice to its right to seek an additional extension. Bulgarian Bar Inc. is a small business Debtor as defined by 11 U.S.C. s 101(51C). The Debtor's period to file the Plan of reorganization and Disclosure statement is currently set to expire on December 12, 2022. This second extension is not made for the purpose of delay. The second requested extension of the time period to file a plan is necessary as the Debtor needs additional time to reach settlement agreements with its creditors. On June 30, 2022, the Court entered an Order referring the Debtor and CAJ 113 LUDLOW CORP, the Landlord, to mediation. On September 19, 2022, the Court entered a Stipulation and Mediation order, appointing Avrum Rosen to provide mediation services to them. To date, the mediation is scheduled on November 17, 2022. In addition, the Debtor needs additional time to resolve a claim of the FLSA Creditor, Ketevan Chichinadze, and participate in a mediation with CAJ 113 LUDLOW CORP, the Landlord. Counsel for the Debtor: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. 2799 Coney Island Avenue, Suite 202 Brooklyn, NY 11235 Tel: (718) 513-3145 About Bulgarian Bar Bulgarian Bar, Inc., sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-40264) on Feb. 15, 2022, listing as much as $500,000 in both assets and liabilities. Judge Jil Mazer-Marino presides over the case. Alla Kachan, Esq., at the Law Offices of Alla Kachan P.C. and Wisdom Professional Services, Inc. serve as the Debtor's legal counsel and accountant, respectively. BURNS ASSET: Plan Confirmation Hearing on Dec. 15 ------------------------------------------------- Judge Joseph N. Callaway has entered an order conditionally approving the Disclosure Statement of Burns Asset Management, Inc. The hearing on confirmation of the Plan is scheduled on Thursday, Dec. 15, 2022, at 11:00 AM, in Randy D. Doub United States Courthouse, 2nd Floor Courtroom, 150 Reade Circle, Greenville, NC 27858. Dec. 8, 2022, is fixed as the last day for filing and serving in written objections to the Disclosure Statement. Dec. 8, 2022, is fixed as the last day for filing written acceptances or rejections of the Plan. Dec. 8, 2022, is fixed as the last day for filing and serving written objections to confirmation of the Plan. About Burns Asset Management Burns Asset Management, which owns certain properties, first filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 20-03888) on Dec. 14, 2020. The court entered an order confirming its Chapter 11 plan in September 2021. The Debtor subsequently missed monthly payments to secured creditor Deutsche Bank National Trust Company. In July 2022, the Debtor consented to the U.S. Trustee's motion for dismissal of the case. Burns Asset Management sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 22-01721) on Aug. 5, 2022, listing as much as $1 million in both assets and liabilities. James Burns, president of Burns Asset Management, signed the petition. Judge Joseph N. Callaway oversees the case. J.M. Cook, Esq., at J.M. Cook, P.A. is the Debtor's legal counsel. CADIZ INC: Incurs $6.5 Million Net Loss in Third Quarter -------------------------------------------------------- Cadiz Inc. has filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss and comprehensive loss of $6.54 million on $599,000 of total revenues for the three months ended Sept. 30, 2022, compared to a net loss and comprehensive loss of $7.84 million on $142,000 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 and comprehensive loss of $17.94 million on $927,000 of total revenues compared to a net loss and comprehensive loss of $25.34 million on $422,000 of total revenues for the nine months ended Sept. 30, 2021. The higher 2021 loss was primarily due to stock-based non-cash bonus awards to employees and higher interest expense in that period. As of Sept. 30, 2022, the Company had $104.12 million in total assets, $72.18 million in total liabilities, and $31.94 million in total stockholders' equity. Cadiz stated, "As we have not received significant revenues from our development activities to date, we have been required to obtain financing to bridge the gap between the time water resource and other development expenses are incurred and the time that revenue will commence. Historically, we have addressed these needs primarily through secured debt financing arrangements and private equity placements." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/727273/000143774922027302/cdzi20220930_10q.htm About Cadiz Inc. Founded in 1983 and headquartered in Los Angeles, California, Cadiz Inc. -- http://www.cadizinc.com-- is a natural resources development company dedicated to creating sustainable water and agricultural opportunities in California. The Company owns 70 square miles of property with significant water resources in Southern California and are the largest agricultural operation in San Bernardino, California, where we have sustainably farmed since the 1980s. The Company is also partnering with public water agencies to implement the Cadiz Water Project, which was named a Top 10 Infrastructure Project that over two phases will create a new water supply for approximately 400,000 people and make available up to 1 million acre-feet of new groundwater storage capacity for the region. Cadiz reported a net loss and comprehensive loss of $31.25 million for the year ended Dec. 31, 2021, a net loss and comprehensive loss of $37.82 million for the year ended Dec. 31, 2020, a net loss and comprehensive loss applicable to common stock of $29.53 million for the year ended Dec. 31, 2019, and a net loss and comprehensive loss of $26.27 million for the year ended Dec. 31, 2018. As of March 31, 2022, the Company had $119.74 million in total assets, $74.13 million in total liabilities, and $45.61 million in total stockholders' equity. CAMBER ENERGY: Falls Short of NYSE Minimum Bid Price Requirement ---------------------------------------------------------------- Camber Energy, Inc. received a letter from the NYSE American advising that the Company's securities have been selling for a substantial period of time at a low price per share, which the Exchange determined to be a 30-day trading average price of less than $0.20 per share and, as a result, pursuant to Section 1003(f)(v) of the NYSE American Company Guide, the Company's continued listing is predicated on demonstrating sustained price improvement or effecting a reverse stock split of its common stock within a reasonable period of time, which the Exchange has determined to be no later than May 7, 2023. The Company intends to closely monitor the price of its common stock and consider available options if its common stock does not trade at a consistent level likely to result in the Company regaining compliance in a timely manner, including, if necessary, carrying out a reverse stock split (subject to stockholder approval at the Company's 2023 annual meeting, which the Company presently anticipates will be held in May 2023, or at an earlier special meeting of stockholders, if required to implement the terms of such reverse stock split). The letter from the Exchange has no immediate impact on the listing of the Company's common stock, which will continue to be listed and traded on the Exchange during this period, subject to the Company's compliance with the other listing requirements of the Exchange; however, the Exchange can take accelerated delisting action in the event that the Company's common stock trades at levels viewed to be abnormally low. The Company's common stock will continue to trade under the symbol "CEI", but will have an added designation of ".BC" to indicate the status of the Common Stock as "below compliance". The letter from the Exchange does not affect the Company's ongoing business operations or its reporting requirements with the Securities and Exchange Commission. About Camber Energy Based in Houston, Texas, Camber Energy, Inc. -- http://www.camber.energy-- is a diversified energy company. Through its majority-owned subsidiary, Camber provides custom energy & power solutions to commercial and industrial clients in North America and owns interests in oil and natural gas assets in the United States. The company's majority-owned subsidiary also holds an exclusive license in Canada to a patented carbon-capture system, and has a majority interest in: (i) an entity with intellectual property rights to a fully developed, patent pending, ready-for-market proprietary Medical & Bio-Hazard Waste Treatment system using Ozone Technology; and (ii) entities with the intellectual property rights to fully developed, patent pending, ready-for-market proprietary Electric Transmission and Distribution Open Conductor Detection Systems. Camber Energy reported a net loss attributable to the company of $169.68 million for the year ended Dec. 31, 2021, compared to a net loss attributable to the company of $52.01 million for the nine months ended Dec. 31, 2020. As of Sept. 30, 2022, the Company had $37.52 million in total assets, $70.60 million in total liabilities, and a total stockholders' deficit of $33.08 million. Dallas, Texas-based Turner, Stone & Company, L.L.P., the Company's auditor since 2021, issued a "going concern" qualification in its report dated May 19, 2022, citing that the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. CAMBER ENERGY: Reports $23.3 Million Net Loss for Third Quarter --------------------------------------------------------------- Camber Energy, Inc. has filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss attributable to the company of $23.28 million on $158,508 of oil and gas sales for the three months ended Sept. 30, 2022, compared to a net loss attributable to the company of $264.55 million on $103,191 of oil and gas sales for the three months ended Sept. 30, 2021. For the nine months ended Sept. 30, 2022, the Company reported a net loss attributable to the company of $86.84 million on $466,566 of oil and gas sales compared to a net loss attributable to the company of $246.49 million on $266,082 of oil and gas sales for the same period in 2021. As of Sept. 30, 2022, the Company had $37.52 million in total assets, $70.60 million in total liabilities, and a total stockholders' deficit of $33.08 million. As of September 30, 2022, the Company has total long-term debt of $33,116,749, net of debt discount. As of Sept. 30, 2022, the Company has a working capital deficiency of approximately $34.8 million. The largest component of current liabilities creating this working capital deficiency is a derivative liability of $32.7 million. Camber stated, "Management believes it will be able to continue to leverage the expertise and relationships of its operational and technical teams to enhance existing assets and identify new development and acquisition opportunities in order to improve the Company's financial position. The Company may have the ability, if it can raise additional capital, to acquire new assets in a separate division from existing subsidiaries. "Nonetheless, recent oil and gas price volatility as a result of geopolitical conditions and the global COVID-19 pandemic have already had and may continue to have a negative impact on the Company's financial position and results of operations. Negative impacts could include but are not limited to: The Company's ability to sell our oil and gas production, reduction in the selling price of the Company's oil and gas, failure of a counterparty to make required hedge payments, possible disruption of production as a result of worker illness or mandated production shutdowns, the Company's ability to maintain compliance with loan covenants and/or refinance existing indebtedness, and access to new capital and financing. "These conditions raise substantial doubt regarding the Company's ability to continue as a going concern. The Company's ability to continue as a going concern is dependent upon its ability to utilize the resources in place to generate future profitable operations, to develop additional acquisition opportunities, and to obtain the necessary financing to meet its obligations and repay its liabilities arising from business operations when they come due. Management believes the Company will be able to continue to develop new opportunities and will be able to obtain additional funds through debt and/or equity financings to facilitate its development strategy; however, there is no assurance of additional funding being available." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1309082/000147793222008487/cei_10q.htm About Camber Energy Based in Houston, Texas, Camber Energy, Inc. -- http://www.camber.energy-- plans to engage in the acquisition, exploration, development and production of oil and natural gas properties, both individually and through collaborative partnerships with other companies in this field of endeavor. The Company's majority-owned investee, Viking Energy Group, Inc., has relationships with industry experts and formulated an acquisition strategy, with emphasis on acquiring under-valued, producing properties from distressed vendors or those deemed as non-core assets by larger sector participants. Camber Energy reported a net loss attributable to the company of $169.68 million for the year ended Dec. 31, 2021, compared to a net loss attributable to the company of $52.01 million for the nine months ended Dec. 31, 2020. As of June 30, 2021, the Company had $25 million in total assets, $55.45 million in total liabilities, and a total stockholders' deficit of $30.45 million. Dallas, Texas-based Turner, Stone & Company, L.L.P., the Company's auditor since 2021, issued a "going concern" qualification in its report dated May 19, 2022, citing that the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. CANNAPIECE GROUP: Gets Court's CCAA Initial Stay Order ------------------------------------------------------ The Honourable Justice Penny of the Ontario Superior Court of Justice issued an order on Nov. 3, 2022, ("CCAA Initial Order") pursuant to the CCAA granting Cannapiece Group Inc., Cannapiece Corp., Canadian Craft Growers Corp., 2666222 Ontario Ltd., 2580385 Ontario Inc. and 2669673 Ontario Inc. various relief including, but not limited to, an initial stay of proceedings against the Debtors and their assets. The Court appointed BDO Canada Limited as the monitor of the Debtors. According to the Companies, they are insolvent, face an imminent liquidity crisis, and are in urgent need of relief under the CCAA. The Debtors said they have sufficient cash to sustain their operations for the week ending Nov. 13, 2022, but will have insufficient funds thereafter without the ability to access the debtor-in-possession loan. The Debtors said, in the past year, they have suffered losses to due, among other things: (i) substantial capital investments made by the Company to meet capacity requirements of customer contracts that never fully materialized; (ii) a steep decline in the value of most publicly-traded cannabis companies in Canada, which form the basis of the Company's client base; (iii) intense competition and an over-supply of cannabis products leading to significant price compression; and (iv) the law market demand for cannabis product at the retail level, partially as a result of the illicit market for cannabis, causing a decline in orders from licensed processors. Pursuant to the CCAA Initial order, the Debtors are to continue to carry on business in a manner consistent with the commercially reasonable preservation of its business and assets while it engages in a Court-supervised Sale and Investment Solicitation Process ("SISP"). The SISP seeks offers to purchase some or all of the assets of the Debtors. The CCAA Initial Order provides that claims against the Debtors for unpaid goods and services supplied to the Debtors prior to Nov. 3, 2022, are suspended and creditors are prohibited from continuing or taking any actions or exercising any rights against the Debtors or the Monitor, except with leave of the Court. You are not required to file a Proof of Claim at this time. A copy of the CCAA Initial Order and a list of the names and addresses and amount due to the Debtors' creditors as estimated by management of the Debtors can be found on the Monitor’s website at https://www.bdo.ca/en-ca/extranets/Cannapiece/ or by contacting the Monitor directly. Additional materials will be posted to the Website from time to time and creditors are encourages to check the Website regularly for updates as to the status of the proceedings. The next Court application in the proceedings is scheduled for Nov. 10, 2022. Copies of future Court orders and other material relating to the CCAA proceedings will be available on the Website. Should you have any questions or concerns please contact: BDO Canada Limited Monitor Attn: Aditya Phadke 20 Wellington Street E Suite 500 Toronto, ON M5E 1C5 Tel: 647-577-4339 416 865 0210 Fax: 416 865 0904 Email: Cannapiece@bdo.ca Clark Lonergan Tel: 647-730-0934 Email: Clonergan@bdo.ca Peter Naumis Tel: 905-615-6207 Email: pnaumis@bdo.ca Lawyers for the Monitor: Dentons Canda LLP 77 King Street West, Suite 400 Toronto-Dominion Centre Toronto, Ontario M5K 0A1 Robert Kennedy Tel: 416-367-6756 Email: robert.kennedy@dentons.com Daniel Loberto Tel: 416-863-4760 Counsel for the Debtors: Miller Thomson LLP Scotia Plaza 40 King Street West, Suite 5800 P.O. Box 1011 Toronto, ON M5H 3S1 David S. Ward Tel: 416-595-8625 Email: dward@millerthomson.com Larry Ellis Tel: 416-595-8639 Email: Llellis@millerthomson.com Sam Massie Tel: 416-595-8641 Email: smassie@millerthomson.com Monica Faheim Tel: 416-597-6087 Email: mfaheim@millerthomson.com CannaPiece Group operates a cannabis production facility located in Pickering, Ontario. CAPITAL EQUITY: CCLBA Move to Dismiss Bankruptcy Case, Granted -------------------------------------------------------------- Bankruptcy Judge Jacqueline P. Cox of the Illinois Bankruptcy Court grants the Motion to Dismiss Motion to Dismiss the Chapter 11 Case of Capital Equity Land Trust No. 2140215 filed by County of Cook d/b/a the Cook County Land Bank Authority ("CCLBA"). Capital Equity is a land trust that was established on Oct. 22, 2015. The agreement establishing the trust provides that Monty S. Boatright is its trustee and that he will take title to the property at 17100 Halsted Street, Harvey, IL 60426. First Premier Funding, LLC is the beneficiary, as it is the entity "entitled to the earnings, avails and proceeds of said real estate ..." After Capital Equity defaulted on paying its property taxes, the property held in the Land Trust was sold pre-petition to CCLBA via a scavenger sale. CCLBA was subsequently given tax deeds for the property. Capital Equity filed for chapter 11 bankruptcy relief on March 7, 2022 and filed an adversary proceeding against CCLBA, seeking to avoid the transfer of the subject property to Cook County via the tax sale. Now, CCLBA argues that Capital Equity's chapter 11 case must be dismissed because an Illinois Land Trust is not an entity eligible for relief under title 11 of the United States Code and that Capital Equity filed this case in bad faith. Capital Equity claims that it is an eligible debtor because it once owned a "commercial piece of property ... which owed real estate taxes," but CCLBA argues otherwise. Capital Equity does not allege that it is conducting business activities or that it has conducted business activities in the past; it only says that it will do so in the future — speculating about what could happen if it regains the property. There is no evidence that Capital Equity engaged in business before it filed its bankruptcy case. The Court finds that Capital Equity is not a business trust under Section 109(d) of the Bankruptcy Code -- it is a land trust whose primary purpose is to hold title to real property, not to operate a business or commercial activity for profit. Because it is a land trust, Capital Equity does not conduct a business activity capable of being reorganized under the Bankruptcy Code. In addition, the Court notes that Capital Equity's most significant asset, the real estate sold via a tax deed, no longer belongs to it. Consequently, the Court dismisses Capital Equity's chapter 11 case because it has failed to indicate that it has income to fund a reorganization plan. In addition, Capital Equity indicated in its pleading that it intended to file a plan within seven days of filing the Response, but no plan has been filed to date. The Court finds that Capital Equity filed this bankruptcy case after it failed to prevail in its efforts to contest the tax sale. The Court is convinced that Capital Equity is not likely able to reorganize in a reasonable amount of time. The Court concludes that Capital Equity's bankruptcy case was filed as a litigation tactic, evidenced by its failure to file a plan and its speculative position that it will lease the premises if it succeeds in regaining title. A full-text copy of the MEMORANDUM OPINION dated Nov. 9, 2022, is available at https://tinyurl.com/5tvjxjdn from Leagle.com. About Capital Equity Land Trust Capital Equity Land Trust #2140215 sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 22-02580) on March 7, 2022, listing up to $10 million in assets and up to $1 million in liabilities. Tiffany Webb, member of First Premier Funding LLC, signed the petition. Judge Jacqueline P. Cox oversees the case. Paul M. Bach, Esq., and Penelope N. Bach, Esq., at Bach Law Offices, Inc. serve as the Debtor's bankruptcy attorneys. COCRYSTAL PHARMA: Incurs $5.7 Million Net Loss in Third Quarter --------------------------------------------------------------- Cocrystal Pharma, Inc. has filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $5.70 million for the three months ended Sept. 30, 2022, compared to a net loss of $3.94 million for the three months ended Sept. 30, 2021. For the nine months ended Sept. 30, 2022, the Company reported a net loss of $34.34 million compared to a net loss of $10.50 million for the nine months ended Sept. 30, 2021. As of Sept. 30, 2022, the Company had $45.65 million in total assets, $1.74 million in total liabilities, and $43.91 million in total stockholders' equity. Cocrystal said, "The Company has not yet established an ongoing source of revenue sufficient to cover its operating costs. The Company had $42,056,000 unrestricted cash on September 30, 2022 and believes this is sufficient to maintain planned operations for the next 36 months. "We have focused our efforts on research and development activities, including through collaborations with suitable partners. We have been profitable on a quarterly basis, but have never been profitable on an annual basis. We have no products approved for sale and have incurred operating losses and negative operating cash flows on an annual basis since inception. "As the Company continues to incur losses, achieving profitability is dependent upon the successful development, approval and commercialization of its product candidates, and achieving a level of revenues adequate to support the Company's cost structure. The Company may never achieve profitability, and unless and until it does, the Company will continue to need to raise additional capital. Management intends to fund future operations through additional private or public equity offerings and through arrangements with strategic partners or from other sources. There can be no assurances, however, that additional funding will be available on terms acceptable to the Company, or at all, and any equity financing may be very dilutive to existing stockholders." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1412486/000149315222031622/form10-q.htm About Cocrystal Pharma Headquartered in Creek Parkway Bothell, WA, Cocrystal Pharma, Inc. -- http://www.cocrystalpharma.com-- is a clinical stage biotechnology company discovering and developing novel antiviral therapeutics that target the replication machinery of influenza viruses, hepatitis C viruses, noroviruses, and coronaviruses. Cocrystal Pharma reported a net loss of $14.19 million for the year ended Dec. 31, 2021, a net loss of $9.65 million on $2.01 million of revenues for the year ended Dec. 31, 2020, a net loss of $48.17 million for the year ended Dec. 31, 2019, and a net loss of $49.05 million for the year ended Dec. 31, 2018. As of June 30, 2022, the Company had $52.38 million in total assets, $2.99 million in total liabilities, and $49.39 million in total stockholders' equity. COPPER MECHANICAL: Amends Plan to Include F.W. Webb Unsecured Claim ------------------------------------------------------------------- Copper Mechanical, Inc., submitted an Amended Disclosure Statement for the Amended Small Business Plan of Reorganization dated November 14, 2022. In order to reorganize its debts and allow for feasible debt repayment terms, the Debtor sought Chapter 11 bankruptcy protection. The assets of the Debtor are as follows: office equipment and furniture with an estimated value of $550.00, Machinery and fixtures with an estimated value of $3,000.00 and Nissan Novien 2500 with an estimated value of $12,300.00. According to the Debtor's monthly operating report for September 2022, the cash on hand at the end of the month is $2,688.72. The Plan contemplates the reorganization of the Debtor's debts over the course of a 3-year period in accordance with the proposed treatment of each class. The priority clam of New York State Department of Labor in the amount of $2,248.15 (Claim #5) filed on August 17, 2021, will not receive any treatment, as this claim is partially duplicated the priority claim of New York State Department of Labor in the amount of $2,963.06 (Claim #7) filed on November 7, 2022. The priority claim of New York State Department of Labor in the amount of $2,963.06 shall be paid in full on the effective date of the Plan. Class 1 consists of General Unsecured Claims: * JPMorgan Chase Bank, N.A. in the claim amount of $61,900.00. Money Loaned/PPP Loan. The PPP Note was executed by the Debtor on February 10, 2021. The PPP Loan was forgiven, and the claim was withdrawn on October 21, 2022. * F.W. Webb Company in the amount of $30,200.00. The claim will be paid a 10% dividend ($3,020.00) in 36 monthly installment payments in the amount of $83.88, commencing on the effective date of the Plan. This claim was not originally included to the Petition Date. On November 9, 2022, the Debtor amended schedule E/F listed claim of Law offices of F.W. Webb Company as unsecured. The equity interest holder Roman Midyany shall retain his interest in the Debtor following Confirmation, in consideration of a new value contribution, being made by his as the equity holder toward the payment of general unsecured creditor claims. The Debtor's principal will contribute funds in installments over the life of the plan, on as needed basis up to the full amount of $15,850, representing the principal's new value contribution. The Debtor's principal will make a contribution of $440,27 per month, representing the principal's new value contribution. The Plan will be financed by (i) by continuing the reorganized business operations of the Debtor, (ii) funds accumulated in the Debtor in Possession bank account, as well as (iii) the contribution of Roman Midyany, made from the personal funds on as needed basis. The Debtor has no accounts receivables. A full-text copy of the Amended Disclosure Statement dated November 14, 2022, is available at https://bit.ly/3GkkTln from PacerMonitor.com at no charge. Attorney for the Debtor: Alla Kachan, Esq. 2799 Coney Island Ave, Suite 202 Brooklyn, NY 11235 Tel: (718) 513-3145 Fax: (347) 342-3156 E-mail: alla@kachanlaw.com About Copper Mechanical Copper Mechanical, Inc., sought Chapter 11 protection (Bankr. E.D.N.Y. Case No. 21-41797) on July 12, 2021, listing under $1 million in both assets and liabilities. Judge Nancy H. Lord oversees the case. The Debtor tapped the Law Offices of Alla Kachan, PC as counsel and Wisdom Professional Services Inc. As accountant. COPPER REALTY: Unsecureds Creditors to Recover 100% in Plan ----------------------------------------------------------- Copper Realty, LLC, submitted a Plan and a Disclosure Statement dated Nov. 3, 2022. Since the filing of the bankruptcy, the Debtor has worked with its secured lenders, to continue its operations and propose this Plan. Pursuant to the requirement of the Texas Property Code the Debtor was required to allow certain homeowners to redeem their property after foreclosure. To date eh Debtor has returned properties located at 5616 Preston Oaks, Unit H-805, Dallas, Texas and 330 Las Colinas, Unit 250, Irving, Texas. The Debtor currently maintains the following properties: * 8109 Skillman, Unit 2010A, Dallas, Texas * 7939 Royal Lane, Unit 126, Dallas, Texas * 9910 Royal Lane, Unit 1203, Dallas, Texas * 6123 Bandera, Unit B, Dallas, Texas * 6211 Northwest Highway, Unit A-1104, Dallas, Texas * 2502 Live Oak Street, Unit 110, Dallas, Texas * 5590 Spring Valley Road, Unit G206, Dallas, Texas * 1200 Main Street, Unit 2310, Dallas, Texas * 5003 Skillman Street, Unit 110, Dallas, Texas * 4938 Hall Street, Building #4938, Dallas, Texas * 11114 Valley Dale Drive, Unit A, Dallas, Texas * 4563 O'Connor Road, Unit 2298, Irving, Texas * 5626 Preston Oaks Road, Unit 51A, Dallas, Texas Currently, the Debtor's rental income is approximately $25,000 per month and the operating expenses are $13,500. The Debtor's current business operations consist of the rental income derived from it various properties. The Debtor owns 13 rental properties in the metroplex area. The value of the assets of the Debtor if liquidated might not cover the secured creditors. The Debtor believes there is very little likelihood of any dividend to the unsecured creditors in the event of a liquidation of the assets of the Debtor. The Debtor will continue in business. The Debtor's Plan will break the existing claims into17 categories of Claimants. These claimants will receive cash payments over a period of time beginning on the Effective Date. Under the Plan, Class 15 Allowed Claims of Non-Insider Unsecured Creditors are impaired and will be satisfied as follows: The Allowed Claims of Unsecured Creditors will share pro-rata in the Unsecured Creditor's Pool. The Unsecured Creditors will share pro-rata in the Unsecured Creditor's Pool. The Debtor shall pay $500 per month for a period of 60 months into the Unsecured Creditors Pool. The Unsecured Creditors shall be paid quarterly on the last day of each calendar quarter. Payments to the Unsecured Creditors will commence on the last day of the first full calendar quarter after the Effective Date. The Debtor may pre-pay the Unsecured Creditors at any time. Based upon the Debtor's Schedules that Class 15 Claims will receive approximately 100% of their claims. Class 16 Allowed Insider Unsecured Creditors are impaired and will be satisfied as follows: The current owners, Manish Shrivastava and Arvind Sarin have lent money to the Debtor to sustain operations pre-petition. The Allowed Unsecured Claims of Manish Shrivastava and Arvind Sarin shall be subordinated to the Class 15 Non-Insider Unsecured Creditors. The Class 16 Claimants will not receive payment on their claims under the Class 15 creditors have been paid in full. Debtor anticipates the continued operations of the business and the rentals from the properties to fund the Plan. Attorneys for the Debtor: Eric A. Liepins, Esq. ERIC A. LIEPINS, P.C. 12770 Coit Road, Suite 850 Dallas, TX 75251 Tel: (972) 991-5591 Fax: (972) 991-5788 A copy of the Disclosure Statement dated Nov. 4, 2022, is available at https://bit.ly/3DF131d from PacerMonitor.com. About Copper Realty Copper Realty, LLC is the fee simple owner of 15 real properties in Dallas and Irving, Texas, having an aggregate current value of $2.79 million. Copper Realty filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Texas Case No. 22-40820) on July 1, 2022, with $2,832,394 in assets and $2,686,750 in liabilities. Manish Shrivastava, managing member, signed the petition. Judge Brenda T. Rhoades oversees the case. The Debtor tapped Eric A. Liepins, Esq., as bankruptcy counsel and Brian Anderson, Esq., at The Anderson Law Firm PLLC as special counsel. COX BROTHERS: Unsecureds Owed $29K to Get 100% of Claims -------------------------------------------------------- Cox Brothers Machining, Inc., submitted a Second Corrected Fourth Amended Plan of Reorganization. This Plan of Reorganization provides for the continued operation of CBM under the existing management. CBM proposes to make monthly payments of approximately $13,510.43 for the maximum period of 60 months to fund the Plan of Reorganization. CBM reduced its operating expenses and continues to attempt to find cost cutting measures to maximize the monies available to support this Plan of Reorganization. Under the Plan, administrative claims, priority claims, and unsecured claims will be paid in full on the Effective Date. The secured claims will be paid in full over a period of 60 months. Funds for the payment of these claims will come from the future operations of the Debtor's business and from Debtor's cash and accounts. Funds for the 60th month balloon payment to secured creditor OSPrin III, LLC are expected to be obtained from replacement financing. The Plan and funds will be administered by the Debtor's principal, Russell Cox and CFO, Teri Cox, who is the spouse of Russell Cox. Under the Plan, Class 3 Unsecured Creditors total $29,332. The holders of allowed Class 3 claims will receive a 100% distribution on account of their allowed claims, exclusive of any post-petition interest, from the proceeds paid in by the Debtor to fund the Plan. Class 3 holders will be paid in full on the Effective Date. Class 3 is impaired. Counsel for the Debtor: Don Darnell, Esq. 8080 Grand St. Dexter, MI 48130 Tel: (734) 424-5200 E-mail: dondarnell@darnell-law.com A copy of the Disclosure Statement dated Nov. 4, 2022, is available at https://bit.ly/3T8GBvo from PacerMonitor.com. About Cox Brothers Machining Cox Brothers Machining, Inc., is in the business of fabrication of structural steel components used in the construction and assembly of bridges throughout the Mid-West American region. CBI runs its business at a building located at 2300 E. Ganson St., Jackson, Michigan 49202, a property owned by landlord Cox Investments II, LLC. Amid a maturity of debt owed to PrinsBank - Cox Bros. having had a balloon payment on three loans due Feb. 15, 2022, Cox Brothers Machining, Inc., sought protection under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 22-41255) on Feb. 22, 2022. In the petition signed by Russell Cox, president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Lisa S. Gretchko oversees the case. Donald Darnell, Esq., at Darnell Law Office, is the Debtor's counsel. E-BOX LLC: Gets OK to Hire SC&H Group as Financial Advisor ---------------------------------------------------------- E-Box, LLC received approval from the U.S. Bankruptcy Court for the Western District of Tennessee to employ SC&H Group, Inc. as financial advisor. The Debtor requires a financial advisor to: a. inspect the Debtor's assets to determine their physical condition; b. identify potential buyers based on information to be provided by the Debtor and make recommendations to prepare its assets and business for proper investigation by potential buyers; c. prepare an information memorandum or other materials about the Debtor's assets and business for consideration by prospective buyers, and prepare advertising letters, flyers and other sales materials; d. prepare a program, which may include marketing a potential transaction through newspapers, flyer, telephone solicitation, the Internet and such other methods as the firm may deem appropriate; e. contact potential buyers for consideration and evaluation, and require them to execute confidentiality agreements in favor of the Debtor; f. facilitate the development of a virtual data room (VDR) with detailed information, including financial statements, marketing materials, customer and supplier lists, management CVs, facilities and other information the Debtor deems relevant; g. circulate any information memorandum and marketing materials, provide access to the VDR or send materials to interested parties regarding the assets after completing confidentiality documents; h. coordinate site visits, communicate and negotiate with, and obtain offers from interested parties; i. advise the Debtor in structuring a transaction and make recommendations as to whether or not a particular transaction offer should be accepted; j. assist with the submission of bid procedures to the court and conduct an auction that may result therefrom; k. negotiate with various stakeholders of the Debtor if requested; and l. provide assistance in transaction structuring and pricing discussions with potential buyers on an as-needed basis and perform related services. As compensation, SC&H will receive a transaction fee, which is based on "total consideration" and equal to the amount resulting from applying the formula below to the total consideration: For that portion of Total Consideration Up to and including $4 million $250,000, plus Greater than $4 million 3%: Examples: (a) If total consideration is $3 million, then the transaction fee is $250,000. (b) If total consideration is $5 million, then the transaction fee is $280,000. In addition, SC&H Group will be reimbursed for out-of-pocket expenses incurred. Henry Waida, Jr., a principal at SC&H Group, 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: Henry E. Waida, Jr. SC&H Group, Inc. 6011 University Blvd., Suite 490 Ellicott City, MD 21043 Tel: (888) 850-5862 Email: hwaida@schgroup.com About E-Box LLC E-Box, LLC, an electronic manufacturing company in Collierville, Tenn., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tenn. Case No. 22-23526) on Aug. 23, 2022, with up to $50 million in assets and up to $10 million in liabilities. Byron Brown, member of E-Box, signed the petition. Judge M. Ruthie Hagan oversees the case. The Law Offices of Craig M. Geno, PLLC and Payne Law Firm serve as the Debtor's legal counsels. William Watkins, III, CPA, at Watkins Uiberall, PLLC is the accountant. EASCO BOILER: Unsecureds be Paid From Recoveries or Excess Cash --------------------------------------------------------------- Leggett Real Estate Holdings, LLC, submitted an Amended Disclosure Statement for Amended Chapter 11 Plan of Liquidation dated October 25, 2022 Leggett was formed in September 2015 to own the real estate located and commonly known as 1169 and 1173-1175 Leggett Avenue and Grinnell Place, Bronx, New York, 10474 (also described as Bronx Section 2736 Lots 82, 84, and 86) (the "Real Property"). Leggett's only business is the management of the Real Property. Leggett acquired the Real Property pursuant to a certain Bargain and Sale Deed, dated December 29, 2016, from Easco Boiler Corp., as successor by merger with A.L. Eastmond & Sons, Inc. Easco Boiler Corp. is Leggett's only tenant. Easco is the 100% owner of Leggett, and 1173 Real Estate Holdings, LLC ("1173 RE Holdings"). As of the Petition Date, Easco was owned by Arlington Leon Eastmond, Jr., who also owned 1140/530 Equity, LLC ("1140/530 Equity") and Grinnell Equity, LLC ("Grinnell Equity"). On the Petition Date, Leggett and the Lender entered into the Plan Support Agreement, consented to by Easco, which provides for the following principal terms, subject to the Debtors' fiduciary duties that are expressly noted in section 7 of the Plan Support Agreement: 1. The Real Property will be sold in an arms-length sale pursuant to sale under sections 363 and, as applicable, 1123(a)(5) of the Bankruptcy Code. 2. Leggett will agree to the amount of the Lender's claim outlined in the term sheet attached to the Plan Support Agreement (the "Term Sheet") comprised of at least $16 million in outstanding principal, plus $2,245,722.97 in unpaid interest and other amounts as of June 22, 2022. 3. Leggett will comply with certain milestones (as further described in the Term Sheet, including, but not limited closing of the sale of the Real Property on or before 120 days after the Petition Date). 4. The proposed Chapter 11 plan will provide for payment in full of the Lender's Allowed Secured Claim, subject to the agreed-upon carve-out from those proceeds to fund the administrative expenses of the Leggett bankruptcy case to the extent other resources are not available to satisfy them. The Court allowed the Debtors' Motion to Assume Plan Support Agreement, as Modified by order dated August 26, 2022. The Debtors marketed the Real Property prepetition and postpetition. These marketing efforts resulted in the Sale Agreement for the sale of the Real Property for a purchase price of $15,250,000, subject to better and higher offers. Under the Plan, holders of Class 2 Allowed General Unsecured Claims (if any) will be paid from recovery of any Causes of Action or from excess Cash in the Debtor's estate, if any, after payment in full of all Allowed Administrative Expense Claims, Allowed Priority Tax Claims, U.S. Trustee Fees, and Class I Allowed Lender Secured Claim. Class 2 is impaired. Counsel for Easco Boiler Corp. and Leggett Real Estate Holdings, LLC: Alan L. Braunstein, Esq. RIEMER & BRAUNSTEIN LLP Times Square Tower, Suite 2506, Seven Times Square New York, NY 10036 100 Cambridge Street, 22nd Floor Boston, MA 02114 Tel: (617) 880-3516 E-mail: abraunstein@riemerlaw.com A copy of the Disclosure Statement dated Nov. 4, 2022, is available at https://bit.ly/3UuUrte from PacerMonitor.com. About Easco Boiler Founded in 1926, Easco Boiler Corp. is the oldest minority owned and operated steel boiler and tank manufacturer in the country. Easco Boiler and affiliate, Leggett Real Estate Holdings, LLC, filed petitions under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 22-10881) on June 27, 2022. In their petitions, Easco Boiler listed up to $10 million in assets and up to $50 million in liabilities while Leggett Real Estate Holdings listed as much as $50 million in both assets and liabilities. Tyren Eastmond, president, signed the petitions. Judge James L. Garrity, Jr. oversees the cases. The Debtors tapped Riemer & Braunstein, LLP as legal counsel and ASI Advisors, LLC as financial advisor. ELITE HOME: 7% to 14% Recovery for Unsecureds in Committee Plan --------------------------------------------------------------- The Official Committee of Unsecured Creditors submitted a Second Amended Chapter 11 Plan of Liquidation and a corresponding Disclosure Statement for Elite Home Products, Inc. The Debtor commenced the Chapter 11 Case aiming to pursue an orderly winddown of its business with the goal to pay down the Debtor's secured obligations to M&T Bank. Shortly after filing the Chapter 11 Case, the Debtor started receiving a variety of interest in the Debtor's business and business assets, although the Debtor did not undertake efforts to promote the sale of such assets. In April 2022, the Debtor retained Getzler to assist the Debtor with preparing due diligence packages to provide to interested parties. The Debtor stated that it received eight (8) NDAs that were executed by interested parties to whom due diligence packages were provided. Following its discussions with potential purchasers, the Debtor described the interest in its business as "limited and modest at best[,]" and that interested parties primarily focused on the Debtor's (a) goodwill; (b) intellectual property; and (c) business with Amazon and inventory maintained at Amazon (collectively, the "Non-Warehouse Assets"). The Debtor also received limited interest in the remaining inventory stored in its warehouse (the "Warehouse Inventory"), which the Debtor described as constituting "mainly odds and ends, broken sets, unique sets, and older styles." Based on the aforementioned limited interest received from prospective purchasers, the Debtor refrained from engaging in further advertising or promotion of its assets and pursued the following bankruptcy sales discussed below (the "Asset Sales"). The proceeds generated by the Asset Sales are currently held by the Debtor and are expected to be available for distribution as set forth in section __ of the Plan. 1. Warehouse Inventory Sale On May 25, 2022, the Debtor filed its Motion for an Order Approving Proposed Private Sale of Certain Inventory of the Debtor Free and Clear of Liens, Claims and Encumbrances [Docket No. 120] (the "Warehouse Inventory Sale Motion"), requesting, inter alia, the Bankruptcy Court to approve the sale of its Warehouse Inventory4 to Hilco Wholesale Solutions, LLC for $70,000.00 (the "Warehouse Inventory Sale"). On May 31, 2022, the Bankruptcy Court entered an order authorizing the Debtor to close on the Warehouse Inventory Sale [Docket No. 140] (the "Warehouse Inventory Sale Order"). 2. Subject Asset Sale In accordance with the Debtor's overall strategy for the Chapter 11 Case, and for the reasons set forth above, on May 28, 2022, the Debtor filed its Motion for Orders (I) Approving (A) a Joint Stalking Horse Bid for Certain Assets of the Debtor; (B) Form of Notice Soliciting Competing Bids and Bidding and Auction Procedures, (C) Scheduling a Hearing to Approve the Winning Bid, and (D) Granting Certain Other Related Relief and (II) Authorizing the Sale of those Certain Assets Free and Clear of Liens, Claims and Encumbrances, and Granting Certain Other Related Relief [Docket No. 132] (the "Non-Warehouse Sale Motion"), requesting, inter alia, seeking authority to proceed with a bidding and auction process in order to consummate a sale of the Debtor's Non-Warehouse Assets (the "Non-Warehouse Asset Sale"). On June 7, 2022, the Bankruptcy Court entered the Sale Procedures Order [Docket No. 149], approving certain bidding procedures with respect to the sale of the Non-Warehouse Assets. Pursuant to the Non-Warehouse Asset Sale Motion, the Debtor proposed to sell the NonWarehouse Assets in a joint bid of $86,000 (the "Stalking Horse Bid"), subject to higher and better offers. On June 28, 2022, after the Debtor failed to receive an offer in excess of the Stalking Horse Bid, the Bankruptcy Court entered an order authorizing the Debtor to close on the Non-Warehouse Asset Sale. Pursuant to the Plan, the Plan Proponent proposes an orderly liquidation of the Debtor's remaining Assets. The Plan provides that all funds realized from the collection and liquidation of the Debtor's Assets will be paid to creditors on account of their Allowed Claims in accordance with the distributive priorities of the Bankruptcy Code and the Plan. The Plan will be implemented by establishing a Liquidation Trust that will be administered by the Liquidation Trustee. On the Effective Date, the Debtor's Assets will be transferred to the Liquidation Trust for the benefit of Holders of Allowed Claims. Thereafter, the Liquidation Trustee will be responsible for liquidating the Assets, including the pursuit and resolution of any Causes of Action in accordance with the terms of the Plan. Under the Plan, Class 3 General Unsecured Claims will recover 7% to 14% of their claims. Each Holder of an Allowed Class 3 Claim will receive its Pro Rata Distribution from the Liquidation Trust as determined by the Liquidation Trustee in accordance with the Plan and the Liquidation Trust Agreement. Distributions to Holders of Allowed Class 3 Claims shall be made on (i) the date that the Liquidation Trustee determines is appropriate to make Distributions to Holders of Class 3 Claims, or (ii) such other date as may be ordered by the Bankruptcy Court. Class 3 is impaired. On the Effective Date, the Liquidation Trustee shall be appointed as provided in article VII of the Plan, shall execute the Liquidation Trust Agreement, and shall take all necessary steps to establish the Liquidation Trust. All matters and actions under the Plan that would otherwise require approval of the officer or director of the Debtor shall be deemed to have been authorized and effective in all respects as provided herein and shall be taken without any requirement for further action by the board of the Debtor. Co-Counsel for the Official Committee of Unsecured Creditors: Douglas T. Tabachnik, Esq. Juliet T. Wyne, Esq. LAW OFFICES OF DOUGLAS T. TABACHNIK, P.C. Woodhull House, 63 West Main Street, Suite C Freehold, NJ 07728 Tel: (732) 780-2760 E-mail: dtabachnik@dttlaw.com - and - Harley J. Goldstein, Esq. Matt E. McClintock, Esq. GOLDSTEIN & MCCLINTOCK LLLP 111 W. Washington Street, Suite 1221 Chicago, IL 60602 Tel: (312) 337-7700 E-mail: mattm@goldmclaw.com A copy of the Disclosure Statement dated Nov. 4, 2022, is available at https://bit.ly/3FRygcr from PacerMonitor.com. About Elite Home Products Elite Home Products, Inc., a home textile company in Saddle Brook, N.J. At the peak of its operations, the Debtor supplied a wide variety of finished textile products, including sheets sets, duvet sets, blankets, towels, quilts, and comfortable ensembles, and offered specialized distribution methods for wholesalers and retailers of various sizes. Elite Home Products sought bankruptcy protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 22-12353) on March 24, 2022, with $6,314,175 in assets and $11,104,637 in liabilities. Scott R. Perretz, president of Elite Home Products, signed the petition. The Debtor tapped Genova Burns, LLC as bankruptcy counsel; Winne Banta Basralian and Kahn, P.C. as special counsel; Getzler Henrich and Associates, LLC as financial advisor; and SAX, LLP as accountant. ENDO INTERNATIONAL: Redacted Filings Now Include Canada Claimants ----------------------------------------------------------------- Bankruptcy Judge James L. Garrity, Jr. issued an Errata Order on Nov. 11, 2022 correcting the Memorandum Decision dated November 2, 2022, as follows: A. The following sentence on page 28 of the Memorandum Decision: "Accordingly, pursuant to section 107(c), the Court authorizes the Debtors to redact the names, home addresses, and email addresses of the Individual Litigation Claimants located in the US, EU, and UK and of the Named Individual Australian Litigation Claimants from any paper filed with the Court and/or otherwise made publicly available by the Debtor and the Claims and Noticing Agent, and to notate instead Name on File and Address on File." shall be corrected to read as follows: "Accordingly, pursuant to section 107(c), the Court authorizes the Debtors to redact the names, home addresses, and email addresses of the Individual Litigation Claimants located in the US, Canada, EU, and UK and of the Named Individual Australian Litigation Claimants from any paper filed with the Court and/or otherwise made publicly available by the Debtor and the Claims and Noticing Agent, and to notate instead Name on File and Address on File." (B) The following sentence on page 34 of the Memorandum Decision: "To redact the names, home addresses, and email addresses of the Individual Litigation Claimants located in the US, EU, and UK, and the Named Individual Australian Litigation Claimants, from any paper filed with the Court and/or otherwise made publicly available by the Debtor and the Claims and Noticing Agent, and to notate instead Name on File and Address on File." shall be corrected to read as follows: "To redact the names, home addresses, and email addresses of the Individual Litigation Claimants located in the US, Canada, EU, and UK, and the Named Individual Australian Litigation Claimants, from any paper filed with the Court and/or otherwise made publicly available by the Debtor and the Claims and Noticing Agent, and to notate instead Name on File and Address on File." A full-text copy of the Errata Order dated Nov. 11, 2022, is available at https://tinyurl.com/2hfnsr8f from Leagle.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: Three Employee Benefit Programs, Approved ------------------------------------------------------------- Bankruptcy Judge James L. Garrity, Jr., through a Memorandum Decision dated Nov. 14, 2022, authorizes Endo International plc and each of its debtor affiliates to continue certain employee benefit programs and related administrative obligations. The Debtors specifically seek authority to honor, pay, satisfy, or remit all claims and prepetition and post-petition obligations to rank-and-file, non-insider eligible Employees under three programs: (1) the Long-Term Incentive Plan ("LTIP"), (2) the Retention Programs, and (3) the Severance Plan (collectively, the "Contested Benefit Plans"). The Long-Term Incentive Plan The Company's current LTIP is designed to align the interests of eligible Employees with the Company's long-term goals, attract and motivate talented Employees by offering a comprehensive compensation package that is in line with the market, and recognize Employees' substantial contributions to the Company's overall performance. As of the Petition Date, the Debtors had an aggregate of approximately $36 million in outstanding, unvested cash awards under the LTIP, payable in installments typically in March and September of each year through 2024. The Non-Insider Retention Programs The Debtors' Retention Programs include the following: A. 2020 Retention Programs: In connection with the 2020 Restructuring Initiative, in November 2020, the Debtors implemented this retention program to ensure a smooth transition of the Company's manufacturing operation in Irvine, California and Chestnut Ridge, New York, and to accomplish the overall goals of the 2020 Restructuring Initiative. The Debtors assert that the majority of the retention payments relating to the 2020 Retention Program have already been made, but that approximately 5 employees have outstanding awards under the 2020 Retention Program, totaling approximately $145,000 through April of 2023. B. 2021 Retention Program: The Debtors say that in response to the overwhelmingly competitive nature of the pharmaceutical industry, they implemented a program to provide generally equal scheduled payments in June 2022, December 2022, and June 2023. They report that approximately 300 Employees have outstanding awards under the 2021 Retention Program, totaling approximately $17.5 million through June of 2023. C. 2022 Retention Program: In connection with the 2022 Restructuring Initiative, in July 2022, the Debtors implemented an additional retention program with a scheduled payout in September 2023. The 2022 Retention Program includes payments of approximately $17.1 million to 390 employees. D. Other Retention Programs: Historically, the Debtors have issued a variety of additional retention awards on an ad hoc basis for various purposes, including as a new hire incentive, for accepting a particular work assignment, or as a bonus for completion of a special project. Approximately 30 Employees have outstanding awards under the Other Retention Programs, totaling approximately $640,000, and the applicable payout and retention dates range through December 2025. Severance Plan In 2015, the Company memorialized certain aspects of its past practice of providing severance payments and benefits to Employees. In connection with the 2020 Restructuring Initiative and the 2022 Restructuring Initiative, the Debtors have incurred certain additional Severance Obligations with respect to Employees that were terminated in connection with the corresponding reductions in force. Majority of the Severance Obligations relating to the 2020 Restructuring Initiative have already been paid. Under a settlement that the Debtors reached with the Official Committee of Unsecured Creditors ("UCC") and the Official Committee of Opioid Claimants ("OCC"), any payments pursuant to the Severance Plan will be capped at $17 million through December 2023, with certain reporting requirements triggered prior to incurring any aggregate Severance Obligations in excess of $5 million. The Office of the U.S. Trustee filed an objection to the Debtor's Motion, asserting that the Debtors cannot demonstrate that the Contested Benefit Plans are "justified by the facts and circumstances of the case" because (i) the Restructuring Support Agreement contemplates zero payment to general unsecured creditors, (ii) a private opioid settlement trust to pay certain opioid victims would be funded only with $85 million ten years from the Closing Date, or as little as $27,367,725 if funded on the Closing Date, and (iii) the Debtors made over $94 million in payments to insiders in the nine months prior to commencing these cases (with $35 million coming in the month prior to the Petition Date). The U.S. Trustee also asserts that the Debtors have not disclosed sufficient information regarding the Contested Benefit Plans. The Court overrules and denies the objection of the U.S. Trustee. The Court finds no merit to the first two points because the evidence is clear that without providing the Employees the benefits under the Contested Benefit Plans, there is a high likelihood that the Debtors will not be able to retain their work force and, as such, will have difficulties attempting to implement the exit strategy for the Chapter 11 Cases contemplated in the Restructuring Support Agreement, including the establishment and funding of opioid settlement trusts for the benefit of opioid victims. The Court finds it significant that both the UCC nor OCC, as parties in interest with economic stakes in these Chapter 11 Cases, do not object to the Motion as modified to address their concerns with the cost of the programs. The Court notes that Debtors have worked closely with the UCC and OCC to address their questions and respond to diligence requests regarding, among other things, the Contested Benefit Plans. Through that process, the Court finds that the Debtors have made concessions to the committees and have agreed to cap payments under the plans to amounts acceptable to the committees. Furthermore, the Court finds reasonable the relationship between the Contested Benefit Plans and the Debtors' goal of fairly compensating their Employees. The Court also finds that the cost of the plan is reasonable in the context of the Debtors' assets, liabilities, and earning potential. In filing the Motion, the Court believes that the Debtors are not seeking approval of the $94 million in prepetition payments to alleged insiders, or of any other transactions relating to insiders as they repeatedly assert that they are seeking approval of the payments for non-insiders only. A full-text copy of the Memorandum Decision dated Nov. 14, 2022, is available at https://tinyurl.com/3mbdkdzk from Leagle.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. ENVIVA INC: Moody's Rates $100MM Revenue Bonds 'B1' --------------------------------------------------- Moody's Investors Service assigned a B1 rating to $100 million of tax-exempt revenue bonds, Series 2022, issued by the Mississippi Business Finance Corporation (MBFC) and Enviva Inc. (Ba3 Corporate Family Rating) as the borrower. These senior unsecured bonds will rank pari passu with Enviva's existing senior unsecured debt and are fully and unconditionally guaranteed by Enviva Inc. under a loan agreement to be executed at closing. The net proceeds from the bond issuance will be used to fund a portion of the capex required for construction of Enviva's Bond, Mississippi plant, as well as related financing fees and expenses and capitalized interest. Enviva's Ba3 Corporate Family Rating (CFR), Ba3-PD Probability of Default Rating (PDR), B1 rating on the senior unsecured notes due 2026 and The Industrial Development Authority of Sumter County, Alabama tax-exempt facilities revenue bonds, Series 2022, and Speculative Grade Liquidity Rating (SGL-3) remain unchanged. The outlook is negative. "The proposed exempt facilities revenue bond issuance would allow Enviva to finance at a more favorable interest rate than in the corporate bond market; however, the debt issuance shortly after obtaining financing for Epes leaves little room for any further debt in the capital structure at the Ba3 ratings level," said Domenick R. Fumai, Vice President and lead analyst for Enviva Inc. Ratings Assigned: Issuer: Mississippi Business Finance Corporation GTD Senior Unsecured Revenue Bonds, Assigned B1 (LGD4) RATINGS RATIONALE The negative outlook reflects financial performance that has missed Moody's previous expectations resulting in higher-than-expected leverage. Enviva has encountered headwinds on the cost front, particularly for diesel fuel and labor, as well as delays in ramping up production at its Lucedale plant which has caused the company to significantly lower its EBITDA guidance for FY 2022 to $240-$260 million from $275-$300 million. While Moody's expects Enviva to offset some of the cost pressure based on contractual inflation escalation clauses, balance sheet debt continues to grow as the company has financed the Epes plant with the facilities revenue bond issued by The Industrial Development Authority of Sumter, Alabama and is now seeking financing of the Bond plant, leaving little room for additional debt until credit metrics improve. Moody's projects adjusted Debt/EBITDA to be in the mid-6x in FY 2022. However, Moody's expects leverage to recover and approach mid-4x in FY 2023 because of incremental contribution from Lucedale, capacity expansions, increased pricing due to escalators and additional contract growth. Positively, the Russia-Ukraine military conflict has expanded the cost advantage of wood pellets compared to coal and should support higher prices for new contracts. Enviva's Ba3 Corporate Family Rating (CFR) reflects its leading industry position in the global wood pellets industry driven by currently positive fundamentals for the biomass market in Europe and Asia as a result of an increase in renewable energy regulation in order to reduce carbon emissions. The rating is underpinned by long-term take-or-pay contracts with a backlog of $21 billion and a weighted average remaining term of over 14 years, which provides increased revenue and EBITDA generation visibility. The company also benefits from its access to abundant and relatively low-cost supply of wood fiber in the Southeast US in close proximity to its manufacturing facilities and transportation. Recently added contracts by Enviva with highly rated Japanese and European counterparties and improved customer diversification further support the rating. The rating is constrained by its relatively small scale, though Moody's expects the company to continue growing over time by adding capacity and new contract awards. Significant operational concentration in the Southeast US is another factor that tempers the rating. The company is highly dependent on their customers receiving continued government tax support, tariffs and subsidies in Europe and Asia in order to displace coal with biomass. The high rate of growth and need to finance capex with additional debt and/or equity financing requires access to the capital markets and is also a risk to the credit. Despite the conversion from an MLP to a C-Corp, free cash flow is also negatively impacted by an aggressive dividend policy. Additionally, Enviva faces the risk of adverse changes in the regulatory environment. Other challenges include the threat of technological advances that continue to make other renewable resources more competitive as compared to biomass. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The company's outlook could be revised to stable if financial leverage returns towards mid-4x in FY 2023 and is maintained at that level. An outlook change to stable would also require the regulatory environment to remain supportive of industry fundamentals. Moody's would also need to see further progress in converting MOUs to firm contracts. The rating could be downgraded if adjusted Debt/EBITDA is sustained above 5.0x, the distribution coverage ratio falls below 1.0x on a sustained basis, upon a material adverse change in the regulatory environment in the company's key markets, particularly in the European Union, a significant deterioration in liquidity, or a change in the financial policy that includes using more debt in the capital structure to finance new construction projects or a major customer loss. Although not likely in the near-term given the negative outlook, Moody's could upgrade the rating if Debt/EBITDA including Moody's standard adjustments is sustained below 3.5x, the company maintains a distribution coverage above 1.2x, and experiences further significant organic growth and geographic diversity through new contract awards. ESG CONSIDERATIONS Moody's considers environmental, social and governance risks into the rating. Enviva's Credit Impact Score (CIS-3) reflects the moderately negative impact of environmental and social risks on the company's rating, most notably changes in government regulation for tax support, subsidies and tariffs in key regions where the company generates a majority of its sales. Enviva's exposure to governance risks (G-3) is moderately negative. Financial strategy and risk management are moderately negative as leverage has remained elevated. Positively, the change in corporate structure from an MLP to a C-Corp reduces governance risks and more closely aligns the interests of shareholders, creditors and other stakeholders. Enviva's environmental risk (E-3) is moderately negative and comparable to other companies within the manufacturing sector; however, this is balanced against a favorable assessment of carbon transition risk as the company has targeted a net-zero GHG emissions by 2030 as well as effective water management. Enviva has moderately negative waste and pollution and natural capital risks due to its dependence upon wood fiber as the key raw material input, but these risks are consistent with the broader manufacturing sector. Enviva's social risks (S-3) are moderately negative and comparable with the manufacturing sector but benefits from responsible production in the sourcing of wood fiber used to manufacture the company's products and good customer relations. Enviva's products are considered renewable and sustainable. LIQUIDITY The SGL-3 Speculative Grade Liquidity rating reflects expectations for Enviva to maintain adequate liquidity over the next 12 months. As of September 30, 2022, the company had cash of approximately $8.5 million and $97.9 million of availability, net of $5.1 million of letters of credit outstanding, under its unrated $570 million senior secured revolving credit facility. The revolving credit facility contains a total leverage ratio covenant of equal to or below 5.5x and a minimum interest coverage of not less than 2.25x. Moody's expects the company to be in compliance with the covenants over the next 12 months. STRUCTURAL CONSIDERATIONS The B1 rating assigned to the senior unsecured notes and tax-exempt facilities revenue bonds reflects their subordinated position relative to the amount of senior secured debt with priority claims on the company's assets. Enviva Inc., headquartered in Bethesda, MD, is engaged in the production of utility-grade wood pellets. The company aggregates and processes wood fiber into transportable wood pellets sold under long-term take-or-pay supply contracts to major power generators in Europe and Asia who use the pellets in dedicated biomass or co-fired coal plants. Enviva is the largest supplier of industrial wood pellets as measured by production capacity, enjoying an estimated 14% market share of global pellet supply. For the twelve months ended September 30, 2022, the company generated approximately $1.1 billion in revenues. The principal methodology used in this rating was Manufacturing published in September 2021. ETHEMA HEALTH: Posts $512K Net Income in Third Quarter ------------------------------------------------------ Ethema Health Corporation has filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net income of $512,082 on $1.42 million of revenues for the three months ended Sept. 30, 2022, compared to a net income of $1.53 million on $866,432 of revenues for the three months ended Sept. 30, 2021. For the nine months ended Sept. 30, 2022, the Company reported a net income of $167,483 on $3.58 million of revenues compared to a net loss of $3.47 million on $1.05 million of revenues for the nine months ended Sept. 30, 2021. As of Sept. 30, 2022, the Company had $6.73 million in total assets, $16.15 million in total liabilities, $400,000 in preferred stock, and a total stockholders' deficit of $9.82 million. Ethema said, "Over the next twelve months we estimate that the company will require approximately $0.5 million in working capital as it continues to develop the Evernia facility and it is also exploring several other treatment center options and sources of patients throughout the country. The Company also has convertible notes, short term loans and secured promissory notes which have matured and are in default and the Company may have to raise equity or secure debt. There is no assurance that the Company will be successful with future financing ventures, and the inability to secure such financing may have a material adverse effect on the Company's financial condition. In the opinion of management, the Company's liquidity risk is assessed as high due to this uncertainty." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/792935/000190359622000804/sfsgrst10q111222.htm About Ethema Health Headquartered in West Palm Beach, Florida, Ethema Health Corporation -- http://www.ethemahealth.com-- operates in the behavioral healthcare space specifically in the treatment of substance use disorders. Ethema developed a unique style of treatment over the last eight years and has had much success with in-patient treatment for adults. Ethema reported a net loss of $1.57 million for the year ended Dec. 31, 2021, compared to net income of $3.08 million on $338,996 of revenues for the year ended Dec. 31, 2020. As of June 30, 2022, the Company had $6.53 million in total assets, $16.27 million in total liabilities, $400,000 in preferred stock, and a total stockholders' deficit of $10.14 million. Sunrise, Florida-based Daszkal Bolton LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 14, 2022, citing that the Company had accumulated deficit of approximately $44.7 million and negative working capital of approximately $13.2 million at Dec. 31, 2021, which raises substantial doubt about its ability to continue as a going concern. FAIRPORT BAPTIST: PCO Report Raises Concern Over Workforce Issues ----------------------------------------------------------------- Eric Huebscher, the court-appointed patient care ombudsman, filed a third report regarding the quality of patient care provided at the nursing home operated by Fairport Baptist Homes and its affiliates. In his report, which covers the period from Sept. 7 to Nov. 2, the PCO "strongly encourages" Fairport and the buyer of most of the nursing home's assets to immediately develop a comprehensive transitional plan to address operational workforce issues. Prior to the sale, Fairport had worked with Friendly Senior Living, the stalking horse bidder, with the hope that the latter would be the purchaser. The collaborative efforts over the past several years resulted in shared personnel services in several key operational areas, including admissions, information technology and finance. The results of the sale, however, led to an unwinding of these key functional areas, which may present challenges to Fairport. According to the report, both the PCO and Fairport are concerned with the overall impact of the sale on workforce stability. As of Nov. 2, three key employees tendered their resignations following the sale: the Vice President and Administrator, Director of Nursing and the Administrator of Assisted Living. Meanwhile, several other key direct patient care personnel may resign. "The PCO is concerned that the immediate key employee departures, along with the uncoupling of the Friendly shared services arrangement, will have the potential increase in the risk that may result negatively on the delivery of healthcare services," the report said. The PCO is currently working with Fairport and the buyer on transition planning. Over the next several months, the PCO will increase the frequency of onsite visits in order to monitor the impact on patient care, according to the report. A copy of the third PCO report is available for free at https://bit.ly/3UV4aZJ from PacerMonitor.com. About Fairport Baptist Homes Fairport Baptist Homes and its affiliates, Fairport Baptist Homes Adult Care Facility, Inc., FBH Community Ministries and FBH Distinctive Living Communities, Inc., operate skilled nursing care facilities. Fairport Baptist Homes owns a New York-licensed 142-bed residential health care facility at the FBH campus in Fairport, N.Y., and 42 independent living units known as Deland Acres. On May 6, 2022, Fairport Baptist Homes and its affiliates sought Chapter 11 bankruptcy protection (Bankr. W.D.N.Y. Lead Case No. 22-20220). In the petition filed by Fairport President Thomas H. Poelma, Fairport Baptist Homes listed $1 million to $10 million in assets and $10 million to $50 million in liabilities. The Debtors tapped John A. Mueller, Esq., at Lippes Mathias, LLP as bankruptcy counsel and Pullano & Farrow, PLLC as special counsel. Epiq Corporate Restructuring, LLC is the claims and noticing agent. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases on June 2, 2022. Dentons US, LLP and ToneyKorf Partners, LLC serve as the committee's legal counsel and financial advisor, respectively. Eric M. Huebscher, the patient care ombudsman appointed in the Debtors' cases, is represented by Kelly C. Griffith, Esq., at Harris Beach, PLLC. FALCONE ENTERPRISES: Unsecureds Owed $87K to Get 5% in Plan ----------------------------------------------------------- Falcone Enterprises, Inc., submitted a Plan and a Disclosure Statement. The Debtor is a Florida Limited Liability Company which was authorized to do business on Dec. 1, 2004. The Debtor operates a take out Italian restaurant/deli which serves sandwiches and prepared foods since 2004. The Debtor finances were previously managed by the current owners brother who appears to have under reported the Debtor's sales tax obligations from 2018 to 2021. The Debtor was audited by the Florida Department of Revenue which assessed taxes and interest in the amount of $144,409.35 for that time period. The assessment has since increased due to interest accruing on the balance. Under the Plan, Class 2 General Unsecured Claims total $87,278. The Debtor will pay 5% of each allowed unsecured claim as set forth commencing on the Effective Date and annually thereafter. The Debtor's revenues are somewhat seasonable, and Debtor may accelerate payments if funds are available. Class 2 is impaired. Payments to all creditors will be made from operating revenues. Attorney for the Debtor: Susan D. Lasky, Esq. 320 18th Street Ft Lauderdale, FL 33316 Tel: (954) 400-7474 E-mail: Sue@SueLasky.com A copy of the Disclosure Statement dated Nov. 4, 2022, is available at https://bit.ly/3T9sLcd from PacerMonitor.com. About Falcone Enterprises Falcone Enterprises, Inc., is a Florida Limited Liability Company which was authorized to do business on Dec. 1, 2004. It operates a take out Italian restaurant/deli which serves sandwiches and prepared foods since 2004. Falcone Enterprises filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 22-16878) on Sept. 1, 2022. Susan D. Lasky at SUE LASKY, PA, is the Debtor's counsel. FINTHRIVE SOFTWARE: Moody's Alters Outlook on 'B3' CFR to Negative ------------------------------------------------------------------ Moody's Investors Service affirmed FINThrive Software Intermediate Holdings, Inc.'s B3 Corporate Family Rating and changed the outlook to negative from stable. Moody's also affirmed the B3-PD Probability of Default Rating, as well as the B2 first-lien senior secured instrument ratings, and Caa2 second-lien senior secured instrument rating. The outlook change to negative from stable reflects Moody's expectation the company will be challenged to generate positive free cash flow and reduce leverage. Moody's expects that rising benchmark rates will increase FinThrive's interest expense burden substantially over the next 12-18 months, which will result in negative operating cash flow. The company operates in a competitive revenue cycle management (RCM) market segment and will need to achieve higher revenue growth and improve profitability to offset the increasing cost of debt. Affirmations: Issuer: FINThrive Software Intermediate Hldgs, Inc. Corporate Family Rating, Affirmed B3 Probability of Default Rating, Affirmed B3-PD Senior Secured First Lien Bank Credit Facility, Affirmed B2 (LGD3) Senior Secured Second Lien Bank Credit Facility, Affirmed Caa2 (LGD5) Outlook Actions: Issuer: FINThrive Software Intermediate Hldgs, Inc. Outlook, Changed To Negative From Stable RATINGS RATIONALE FinThrive's highly levered capital structure, with roughly $1.9 billion of floating debt following the recent acquisitions of TransUnion Healthcare ("TUHC") and PELITAS, will result in a hefty increase in interest expense as benchmark rates climb. The first-lien and second-lien term loans have variable interest rates based on Libor benchmarks. As of June 2022 the company had not implemented interest rate hedges. Pro forma leverage as of June 2022 was very high, above 10x (Moody's adjusted, excluding preferred equity, net of capitalized software expenses and after giving partial credit to margin improvement initiatives and future synergies). Moody's expects free cash flow to remain negative over the next 12-18 months, as Libor rates approach 5%. Large pro forma EBITDA add-backs and a short operating history result in limited visibility into the long-term profitability and cash flow profile of the going concern, which elevates risks. While Moody's expects strong long-term EBITDA margins, the company's ability to delever and generate positive free cash flow will be challenged if operating results are weaker than expected or interest rate benchmarks remain elevated beyond 2023. The acquisitions of TUHC and PELITAS enhance FinThrive's revenue cycle management (RCM) product suite and scale, but the company remains small relative to other healthcare technology providers in a competitive market. Ongoing integration risks following large transformative M&A also weigh on the credit. FinThrive benefits from highly recurring revenue, supported by long term contracts with volume floors, which limits top line volatility relative to other healthcare RCM peers. High profitability rates and a strong market position serving over 4,000 clients, including 39 of the top 40 US health systems, support the credit profile. RCM technology solutions are sticky and costly to replace, benefitting incumbent providers, as evidenced by healthy gross retention rates around 94%. Customer concentration is modest, with the top 10 clients representing around 14% of revenue. FinThrive's strong cash balance supports liquidity over the next 12-18 months and partially mitigates Moody's expectation for negative free cash flow. Favorable long-term tailwinds in the healthcare industry also support the rating: increasing regulatory complexity, shift to higher collections from patients, pressure to cut costs, and vendor consolidation will drive demand for RCM solutions. The negative outlook reflects Moody's expectation for negative free cash flow over the next 12-18 months, as rising benchmark rates increase FinThrive's annual cash interest expense and push FCF/debt to levels around -2% or below (Moody's adjusted, excluding preferred equity PIK interest expense). Moody's expects revenue growth in the low single-digit range as investments in the combined sales force will take time to materialize into cross-sell mandates and new client opportunities. Slow growth will keep debt/EBITDA very high, above 10x (Moody's adjusted, excluding preferred equity, net of capitalized software expenses). Deleveraging over the next 12-18 months will rely mostly on achieving synergies and margin improvement targets. The company's ability to generate long-term positive free cash flow remains uncertain and will depend on the trajectory of benchmark interest rates, as well as on FinThrive's ability to increase its growth rates while improving profitability above levels that Moody's considers already high. A stabilization of the outlook would require more certainty around the path towards positive free cash flow. FinThrive's liquidity is adequate. The expectation for negative free cash flow is offset by large cash balances, with $141 million as of June 2022. Moody's expects available liquidity will be sufficient to finance the free cash flow deficit over the next 12-18 months, including capex and the 1% annual first-lien term loan amortization rate, as FinThrive implements initiatives to support higher profitability and long-term cash flow generation. A $150 million revolving credit facility (undrawn) will also provide liquidity support in the event of weaker than expected operating results as FinThrive continues to integrate TUHC and PELITAS. Moody's expects the company will remain in compliance with the 9.55x consolidated first-lien net leverage covenant (as defined in the Credit Agreement), which is only applicable when the revolver is 35% or more drawn. There are no maintenance financial covenants associated with the term loans. The ratings for FinThrive's debt instruments reflect both the overall B3-PD probability of default rating and the loss given default assessment of the individual debt instruments. The B2 (LGD3) ratings on the $1,440 million first-lien term loan maturing 2028 and the $150 million first-lien revolver due 2026, one notch above FinThrive's B3 CFR, reflect the facilities' priority position in the capital structure, ahead of the $460 million second-lien term loan due 2029, which is rated Caa2 (LGD5). The first-lien debt has priority of payments, relative to the second-lien loan, from the proceeds of any default- or bankruptcy-related liquidation. The revolver and term loan are secured by a first-lien pledge of substantially all the assets of FinThrive Software Intermediate Holdings, Inc. and its domestic subsidiaries. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS A ratings upgrade is unlikely over the next 12-18 months, given the negative ratings outlook. Over time, the ratings could be upgraded if Moody's-adjusted debt-to-EBITDA approaches 6.5x with free cash flow generation, measured as percentage of debt, sustained above 5.0%. The ratings could be downgraded if (1) FinThrive's profitability is weaker than anticipated, or interest rates remain at levels such that Moody's expects free cash flow will remain negative; (2) liquidity deteriorates; (3) Moody's does not believe the company will be able to reduce debt-to-EBITDA towards 8x; (4) organic revenue growth is negative; or (5) the company undertakes more aggressive financial policies, such as further debt-funded acquisitions or other leveraging actions. The principal methodology used in these ratings was Software published in June 2022. Headquartered in Alpharetta, GA, FINThrive Software Intermediate Holdings, Inc. ("FinThrive") provides healthcare revenue cycle management software-as-a-service (Saas) solutions. The company's RCM offerings include patient access, patient registration and eligibility, insurance discovery, payment estimates, patient clearance, charge integrity, claims management, contract management, analytics, education, and other functions. Moody's expects the company to generate over $440 million of revenue in 2022E. The company was acquired by private equity firm Clearlake Capital Group in January 2021 and recently completed the acquisitions of TransUnion Heathcare (December 2021) and PELITAS (February 2022). FLAVORWORKS INC: Case Summary & Five Unsecured Creditors -------------------------------------------------------- Debtor: Flavorworks, Inc. 511 Avenue of the Americas #367 New York, NY 10011 Chapter 11 Petition Date: November 17, 2022 Court: United States Bankruptcy Court Southern District of New York Case No.: 22-11524 Judge: Hon. Philip Bentley Debtor's Counsel: Avrum J. Rosen, Esq. LAW OFFICES OF AVRUM J. ROSEN, PLLC 38 New St Huntington, NY 11743-3327 Tel: 631-423-8527 Fax: 631-423-4536 Email: arosen@ajrlawny.com Total Assets: $2,262,150 Total Liabilities: $1,047,690 The petition was signed by Rocco Dispirito as president. A full-text copy of the petition containing, among other items, a list of the Debtor's five unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/PYTLTEY/Flavorworks_Inc__nysbke-22-11524__0001.0.pdf?mcid=tGE4TAMA FRONT SIGHT: UST Opposes Overbroad Exculpation Provision -------------------------------------------------------- Tracy Hope Davis, the United States Trustee for Region 17, filed an objection and reserves her rights with respect to the Second Amended Chapter 11 Plan of Reorganization filed by the debtor Front Sight Management LLC. The U.S. Trustee points out that the Plan should not be confirmed because it contains an overbroad exculpation provision, and enjoins the right to recoupment and setoff. In addition, any Confirmation Order should clarify the treatment of U.S. Trustee quarterly fees, the filing of operating reports, and that confirmation of the Plan does not impose any non-consensual third-party non-debtor releases on creditors. The U.S. Trustee points out further points out that the Exculpation exceeds the temporal limits of the bankruptcy case because it is not limited to the period between the Petition Date and the Effective Date of the Plan. According to the U.S. Trustee, the Plan provides that after confirmation creditors will be permanently enjoined from, inter alia, "asserting a setoff, right of subrogation or recoupment of any kind against any debt, liability or obligation due to the Debtor." The U.S. Trustee further points out that the Discharge/Injunction section of the Plan provides that, "[b]y accepting distribution pursuant to the Plan, each holder of an Allowed Claim receiving a Distribution pursuant to the Plan will be deemed to have specifically consented to the injunctions set forth in this Section.". It is unclear what creditors are being deemed to have specifically consented to in the Plan. To the extent that this provision could be read to constitute consent to a nondebtor, third party release somewhere in the Plan, the U.S. Trustee objects to it. The U.S. Trustee objects to the Plan to the extent it seeks to subject quarterly fees to an allowance procedure by grouping such fees into the definition of "Administrative Claim" as set forth in the Plan. Although the Plan also provides that U.S. Trustee fees will be paid and a footnote therein provides that these fees are not subject to an allowance process, for the avoidance of doubt, if the Plan is confirmed, the confirmation order should make clear that quarterly fees are assessed fees that do not require allowance and will be paid for periods when this case remains open, in Chapter 11, and has not been converted or dismissed. Attorneys for the U.S. Trustee for Region 17 Tracy Hope Davis: Terri H. Assistant United States Trustee Edward M. McDonald Jr., Trial Attorney UNITED STATES DEPARTMENT OF JUSTICE Office of the United States Trustee 300 Las Vegas Boulevard, So., Ste. 4300 Las Vegas, NV 89101 Cell: (202) 603-5222 Tel: (702) 388-6600, Ext. 234 Fax: (702) 388-6658 E-mail: edward.m.mcdonald@usdoj.gov About Front Sight Management Front Sight Management LLC specializes in providing courses in gun training, self-defense martial arts training, and personal safety -- with firearms or without. Front Sight filed a voluntary petition for under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 22-11824) on May 24, 2022. In the petition signed by Ignatius Piazza, manager, the Debtor disclosed up to $50 million in both assets and liabilities. Judge August B. Landis oversees the case. The Debtor tapped Steven T. Gubner, Esq., at BG Law LLP as bankruptcy counsel; Greenberg Traurig, LLP as special counsel; Province, LLC as financial advisor; and Lucas Horsfall as accountant. Stretto, Inc. is the claims, noticing and solicitation agent. FS DIP, LLC, as DIP agent, is represented by Samuel A. Schwartz, Esq., and Bryan A. Lindsey, Esq., at Schwartz Law, PLLC. INNOVA INDUSTRIAL: Court Confirms Subchapter V Plan --------------------------------------------------- Judge Enrique S. Lamoutte has entered an order confirming Innova Industrial Contractor Inc.'s Small Business Subchapter V Plan dated August 15, 2022. The debtor must give notice of this order and the confirmed plan to all parties in interest. nnova is a corporation dedicated to light construction, commercial cleaning, and maintenance services. Debtor does not own any real property and leased a commercial property for the operation of its business. Innova has the designated office at Calle 2 B#49, Paseos las Vistas, San Juan, PR 00926. The Plan provides for three classes of claims and interests: (a) allowed secured claims, (b) general unsecured claims, and (c) equity interests. In addition, the Plan provides for the payment to Priority Unsecured Creditors. General Unsecured Creditors, with Allowed Claims, will receive a distribution of $2,609.00 equal to a 5.00% distribution on their allowed general unsecured claims. This Plan also provides for the payment of administrative claims. The Plan establishes that the Plan will be funded from the proceeds generated by the operating business of the Debtor, Innova. It generally consists of the Debtor's funds generated from the rendered services of light construction, commercial cleaning, and maintenance. The Debtor will contribute its cash flow to fund the Plan commencing on the Effective Date of the Plan and continue to contribute through the date that Holders of Allowed Class 1 and Class 2 Claims receive the payments specified for in the Plan. A full-text copy of the Plan of Reorganization dated August 15, 2022, is available at https://bit.ly/3QS0SED from PacerMonitor.com at no charge. Counsel for the Debtor: William Rivera Velez, Esq. THE BATISTA LAW GROUP, PSC P.O. Box 191059 San Juan, PR 00919 Telephone: (787) 620-2856 Facsimile: (787) 777-1589 E-mail: wrv@batistasanchez.com About Innova Industrial Contractor Innova Industrial Contractor, Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D.P.R. Case No. 22-01375) on May 16, 2022, listing as much as $1 million in both assets and liabilities. Jose A. Diaz Crespo serves as Subchapter V trustee. Jesus E. Batista Sanchez, Esq., at The Batista Law Group, PSC and Jimenez Vazquez & Associates, PSC serve as the Debtor's legal counsel and accountant, respectively. INTEGRATED PLAN: $2M Equity from BroadRiver to Fund Plan -------------------------------------------------------- Integrated Plan Design LLC filed with the U.S. Bankruptcy Court for the Southern District of New York a Disclosure Statement and accompanying Plan of Reorganization dated November 14, 2022. The Debtor was formed as a limited liability company on November 14, 2012, for the purpose of offering insurance or insurance related products. Debtor is located at 800 Westchester Avenue, Rye Brook, New York. Prior to the pandemic Debtor believed it had an investor/partner that would have moved the Debtor forward and provided the necessary capital. After all due diligence was complete, the investor/partner's attorneys advised them that they could not both invest working capital for the company as well as provide funding for their product. The Debtor strategically determined that bankruptcy would be the best strategy to provide additional time to negotiate a working capital funding source. BroadRiver Asset Management, L.P. ("BroadRiver"), has now issued a term sheet for the investment in Debtor of working capital (up to $2,000,000) as well as funding for insurance premiums (initially a minimum of $10,000,000). Debtor believes that the transaction with BroadRiver provides an elegant solution to Debtor's financial issues and will insure continuation of the Business and a stream of funds to repay investors. BroadRiver is making up to $265,000 available upon the Effective Date of the Plan to repay secured creditors, the debtor-in possession lender, priority debts and administrative expenses. The unsecured creditors will receive their pro rata share of 4% of gross revenues beginning in the first quarter of the second year following the Effective Date. Debtor believes that it will be able to generate significant revenues from its business and will use a portion of these revenues to repay creditors, who are mainly unsecured debt investors. Debtor in the first year after confirmation expects to hire nine people and generate approximately $1,230,000 of gross revenue. Debtor intends to continue to expand its business and invest the working capital loan amounts that are being made available to it as well as a portion of profits. Class 1 consists of all Allowed Priority Claims, other than Priority Tax Claims. The Allowed Priority Claims, if any, shall be paid in full in Cash on the Effective Date. The Allowed Priority Claims consist of pre-petition wages not to exceed $15,150 (the statutory maximum amount for priority wages) earned within 180 days prior to the Petition Date, in an aggregate amount of approximately $60,600. The Debtor knows of no other Allowed Priority Claims. Class 2 consists of Allowed Secured Claims. There are three Allowed Secured Claims as follows: (1) Wendy Armstrong who is owed $45,000 plus $8,366.50 in interest (as of November 15) for a total of $53,366.50, and has agreed to accept $50,578 reducing the interest amount to 10%, (2) Richard Salzer who is owed $25,000 plus $3,635.50 in interest (as of November 15), for a total of $28,635.50, and has agreed to accept $27,423.33, reducing the interest rate to 10%; and (3) Jeffrey Rachlin, who lent money to the Debtor pursuant to a Debtor in possession loan approved by the Court, is owed $60,000 plus $3,825 in interest (as of November 15) for a total of $63,825 under the debtor in possession loan ("DIP Loan") loan made to the Debtor. The Allowed Secured Claims shall be paid in Cash on the Effective Date. Class 2 Secured Claims are Impaired and are entitled to vote to accept or reject the Plan, except for Jeffrey Rachlin whose secured loan was entered into after the bankruptcy began with Court approval. Mr. Rachlin will not be entitled to vote as a secured creditor. The Class 3 Unsecured Claims consist of all unsecured creditors. Allowed Class 3 Claims shall be paid in Cash from 4% of gross revenues on a quarterly basis, beginning with the first quarter of year 2. Class 3 Unsecured Claims are Impaired. The allowed unsecured claims total $1,735,956.54. Class 4 consists of the Equity Interest of the limited liability owners of Debtor. On the Effective Date, all class 4 Equity Interests shall be cancelled without any distribution on account of such Equity Interests, and new interests will be issued to the Management Group and Broad River. On the Effective Date the Debtor will issue new equity interests in the Reorganized Debtor ("New Equity") in exchange for the agreed contribution of up to $2,000,000 of debtor by BroadRiver with a minimum of $500,000, to be made on the Effective Date, which cash will be sufficient to pay (1) Allowed Administrative Expenses; and (2) payoff the secured debt including the debtor in possession financing, (3) Priority Tax Debt; (4) Other Priority Debt that is not tax debt and (5) for the expansion and operation of the Debtor's business. Payments to holders of Allowed Unsecured Claims under the Plan will be made from 4% of gross revenues on a quarterly basis beginning one year after the Effective Date (15 months following the Effective Date). Professional fees for services rendered by the Debtor's attorneys subsequent to the Effective Date in connection with the Plan or the Debtor's Chapter 11 case, and reimbursement of expenses relating to such services may be paid by the Debtor without prior court approval. A full-text copy of the Disclosure Statement dated November 14, 2022, is available at https://bit.ly/3TNDGIK from PacerMonitor.com at no charge. Counsel for the Debtor: H. Bruce Bronson, Esq. Bronson Law Offices, P.C. 480 Mamaroneck Ave. Harrison, NY 10528 Tel: 914-269-2530 Fax: 888-908-6906 Email: hbbronson@bronsonlaw.net About Integrated Plan Design Integrated Plan Design LLC is a domestic non-profit organization in Florida. Integrated Plan Design sought voluntary Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 22-22119) on March 14, 2022. In the petition filed by Anrew A. Hyman, as manager, Integrated Plan Design LLC listed estimated total assets between $1 million and $10 million and estimated liabilities between $1 million and $10 million. The case is handled by Honorable Judge Sean H. Lane. H. Bruce Bronson, Jr., of Bronson Law Offices, P.C., is the Debtor's counsel. JAGUAR HEALTH: Incurs $12.6 Million Net Loss in Third Quarter ------------------------------------------------------------- Jaguar Health, Inc. has filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss and comprehensive loss of $12.61 million on $3.15 million of product revenue for the three months ended Sept. 30, 2022, compared to a net loss and comprehensive loss of $12.19 million on $630,000 of product revenue for the three months ended Sept. 30, 2021. For the nine months ended Sept. 30, 2022, the Company reported a net loss and comprehensive loss of $40.16 million on $8.69 million of product revenue compared to a net loss and comprehensive loss of $38.28 million on $2.25 million of product revenue for the nine months ended Sept. 30, 2021. As of Sept. 30, 2022, the Company had $51.28 million in total assets, $47.69 million in total liabilities, and $3.60 million in total stockholders' equity. Liquidity and Going Concern Jaguar stated, "The Company, since its inception, has incurred recurring operating losses and negative cash flows from operations and has an accumulated deficit of $259.4 million as of September 30, 2022. The Company expects to incur substantial losses and negative cash flows in future periods. Further, the Company's future operations, including the operations of substantially owned Italian subsidiary, Napo Therapeutics S.p.A., which include the satisfaction of current obligations, are dependent on the success of the Company's ongoing development and commercialization efforts, as well as securing additional financing and generating positive cash flows from operations. There is no assurance that the Company will have adequate cash balances to maintain its operations. "Although the Company plans to finance its operations and cash flow needs through equity and/or debt financing, collaboration arrangements with other entities, license royalty agreements, as well as revenue from future product sales, the Company does not believe its current cash balances are sufficient to fund its operating plan through one year from the issuance of these unaudited condensed consolidated financial statements. The Company has an immediate need to raise cash. There can be no assurance that additional funding will be available to the Company on acceptable terms, or on a timely basis, if at all, or that the Company will generate sufficient cash from operations to adequately fund operating needs. If the Company is unable to obtain an adequate level of financing needed for the long-term development and commercialization of our products, the Company will need to curtail planned activities and reduce costs. Doing so will likely have an adverse effect on our ability to execute our business plan; accordingly, there is substantial doubt about the ability of the Company to continue in existence as a going concern." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1585608/000155837022017547/jagx-20220930x10q.htm About Jaguar Health Jaguar Health, Inc. -- http://www.jaguar.health-- is a commercial stage pharmaceuticals company focused on developing novel, sustainably derived gastrointestinal products on a global basis. The Company's wholly owned subsidiary, Napo Pharmaceuticals, Inc., focuses on developing and commercializing proprietary human gastrointestinal pharmaceuticals for the global marketplace from plants used traditionally in rainforest areas. Its Mytesi (crofelemer) product is approved by the U.S. FDA for the symptomatic relief of noninfectious diarrhea in adults with HIV/AIDS on antiretroviral therapy. Jaguar Health reported a net loss and comprehensive loss of $52.60 for the year ended Dec. 31, 2021, a net loss and comprehensive loss of $33.81 million for the year ended Dec. 31, 2020, a net loss and comprehensive loss of $38.54 million for the year ended Dec. 31, 2019, and a net loss of $32.15 million for the year ended Dec. 31, 2018. As of June 30, 2022, the Company had $49.88 million in total assets, $47.13 million in total liabilities, and $2.76 million in total stockholders' equity. Larkspur, California-based RBSM, LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated March 11, 2022, citing that the Company has an accumulated deficit, recurring losses, and expects continuing future losses. These conditions raise substantial doubt about the Company's ability to continue as a going concern. JET OILFIELD: Hires Barron & Newburger as Bankruptcy Counsel ------------------------------------------------------------ Jet Oilfield Services, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to employ Barron & Newburger, PC as its bankruptcy counsel. The firm's services include: (a) advising the Debtor of its rights, powers and duties; (b) reviewing the nature and validity of claims asserted against the property of the Debtor and advising the Debtor concerning the enforceability of such claims; (c) preparing legal documents and reviewing all financial reports to be filed in the Debtor's Chapter 11 case; (d) preparing responses to motions, complaints and other legal papers that may be filed in the case; (e) advising the Debtor in connection with the formulation, negotiation and promulgation of a plan of reorganization and related documents; (f) working with professionals retained by other parties to obtain approval of a consensual plan of reorganization for the Debtor; and (g) performing all other necessary legal services for the Debtor. Barron & Newburger will be paid at these rates: Stephen Sather $525 per hour Gregory Siemankowski $350 per hour Other Attorneys $275 to $500 per hour Support Staffs $40 to $125 per hour The firm received a retainer in the amount of $150,000. As disclosed in court filings, Barron & Newburger is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Stephen W. Sather, Esq. Barron & Newburger, P.C. 5555 West Loop S 235 Bellaire, TX 77401-2100 Tel: (512) 649-3243 Email: ssather@bn-lawyers.com About Jet Oilfield Services Jet Oilfield Services, LLC provides support activities for mining, and oil and gas extraction industry. The company is based in Midland, Texas. Jet Oilfield Services filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Case No. 22-22-70126) on Oct. 12, 2022. In the petition filed by its managing member and owner, Charles V. Long Jr., the Debtor reported $10 million to $50 million in both assets and liabilities. Judge Tony M. Davis oversees the case. The Debtor is represented by Stephen W. Sather, Esq., at Barron & Newburger, PC. L&N TWINS: Court Approves Disclosure Statement ---------------------------------------------- Judge Sean H. Lane has entered an order approving the Disclosure Statement of L & N Twins Place, LLC. The hearing on the Debtor's request for confirmation of the Plan and will be held on Dec. 15, 2022 at 10:00 am, or such later time as counsel may be heard. The hearing will be conducted by the Court using Zoom for Government. The last date and time for filing objections to confirmation of the Plan has been fixed as 5:00 p.m. eastern standard time, December 8, 2022. About L&N Twins Place L&N Twins Place, LLC, a single asset real estate, as defined in 11 U.S.C. Section 101(51B), owns a multi-family residential building located at 2-4 Virginia Place, Pleasantville, New York, valued at $1.27 million. L&N Twins Place sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 17-22758) on May 23, 2017.Â Â The petition was signed by David Balaj, managing member. The Debtor disclosed assets at $1.28 million and liabilities at $650,449. Judge Robert D. Drain is assigned to the case. The Debtor tapped Jeffrey A. Reich, Esq., at Reich Reich & Reich, P.C., as counsel. LIFETIME BRANDS: Moody's Alters Outlook on 'B1' CFR to Negative --------------------------------------------------------------- Moody's Investors Service changed Lifetime Brands, Inc.'s outlook to negative from stable. At the same time, Moody's affirmed Lifetime Brands' ratings including its B1 Corporate Family Rating, B1-PD Probability of Default Rating, and the B2 rating on its senior secured term loan due 2025. The Speculative Grade Liquidity rating is unchanged at SGL-2. "The outlook change to negative reflects Lifetime Brands' high financial leverage due to materially lower profitability in 2022 and currently challenging operating environment," stated Moody's AVP-Analyst Oliver Alcantara. "Weakening consumer demand and macro-economic conditions in the US and Europe will make it difficult for the company to reduce its currently high leverage and improve free cash flow meaningfully over the next 12-18 months." added Alcantara. Lifetime Brands' reported year-to-date through September revenue and company-adjusted EBITDA declines of -14% and -40% respectively versus the prior year. The negative operating results were impacted by lower replenishment orders from the company's retail partners, as they focus on reducing elevated inventory levels in the channel amid weakening consumer demand. As a result, Lifetime Brands' debt/EBITDA leverage is high at around 4.7x as of the last twelve months (LTM) period ending September 30, 2022, up from 3.4x for the same period last year (all ratios are Moody's adjusted unless otherwise stated). The ratings affirmation reflects Lifetime Brands' good liquidity supported by good availability on its upsized $200 million asset-based lending (ABL) revolving facility due 2027 (unrated), and its good track record of positive free cash flow generation. Moody's expects that the company's inventory reduction initiatives should support positive free cash flow of around $15-20 million in 2023. The anticipated positive free cash flow over the next 12 months provides the company the financial flexibility to reduce debt and execute its strategy to turn around the operating performance. The company had liquidity of $170 million (cash and revolver availability) as of the end of the third quarter of fiscal 2022, and subsequently improved to $185 million in early November 2022. The company has no required term loan amortization and no near-term maturities until the term loan expires in February 2025. The following ratings/assessments are affected by the action: Ratings Affirmed: Issuer: Lifetime Brands, Inc. Corporate Family Rating, Affirmed B1 Probability of Default Rating, Affirmed B1-PD Senior Secured Bank Credit Facility (Term Loan), Affirmed B2 (LGD4) Outlook Actions: Issuer: Lifetime Brands, Inc. Outlook, Changed To Negative From Stable RATINGS RATIONALE Lifetime Brands' B1 CFR reflects its strong market position in the homewares industry with many leading brands in narrowly defined product categories, and its good brand and product diversification. Lifetime Brands' well-diversified retail distribution channel, which includes e-commerce, positions the company well to benefit from the continued shift of consumer spending to online. The company's SGL-2 liquidity rating reflects Moody's expectation for positive free cash flow of around $15-20 million over the next 12 months, and access to a mostly undrawn $200 million ABL revolving facility. Governance considerations include the company's financial policy that targets a net debt-to-EBITDA leverage ratio (company's calculation) of below 3.0x, which supports moderate leverage, although the company has a history of operating above its stated target. The credit profile also considers Lifetime Brands' high financial leverage with debt/EBTIDA at 4.7x as of the LTM period ending September 30, 2022, and its relatively small scale with annual revenue under $1.0 billion. The company has high geographic and customer concentration, and operates in the mature and highly competitive kitchenware product category. Lifetime Brands' products are discretionary in nature and susceptible to consumer spending reductions, and a prolonged period of high unemployment or weak economic conditions will negatively impact demand. The company sources its products mostly from China, exposing the company's supply chain to manufacturing issues affecting the region, as well as social risk factors such as responsible sourcing. The outsourced manufacturing leads to good cost variability that limits downward gross margin pressure when sales contract. Lifetime Brand's ESG credit impact score is highly negative (CIS-4), mainly driven by highly negative exposure to governance risks, primarily related to its aggressive financial strategy that includes operating with high leverage and debt-financed acquisitions, and high ownership concentration by Centre Partners Management LLC. The company is moderately negatively exposed to environmental and social risks. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The negative outlook reflects Lifetime Brands' high financial leverage amid a challenging operating environment. Weakening consumer demand and economic outlook increases the uncertainty around the company's ability to reduce its high leverage, and improve earnings and free cash flow in 2023. The ratings could be upgraded if the company materially increases its revenue scale along with improved geographic diversification, and generates consistent organic revenue growth with a higher EBIT margin. A ratings upgrade would also require debt/EBITDA sustained below 3.5x and free cash flow/debt above 10%. The ratings could be downgraded if Lifetime Brands' fails to improve earnings and free cash flow in 2023, or if debt/EBTIDA is sustained above 4.5x. The ratings could also be downgraded if liquidity deteriorates, including high reliance on revolver borrowings, or if the company completes a debt-financed acquisition or shareholder distribution that impedes deleveraging. The principal methodology used in these ratings was Consumer Durables published in September 2021. Lifetime Brands, Inc. designs, sources, and sells branded kitchenware, tableware and other products used in the home. Lifetime Brands is publicly traded (ticker: LCUT) and reported revenue of $776 million for the 12 months ended September 30, 2022. MANHATTAN CAPITAL: Unsecured Creditors Owed $20K to Get $6K ----------------------------------------------------------- Manhattan Capital, LLC, submitted a Plan of Reorganization and a Disclosure Statement dated Nov. 4, 2022. Through the Plan, the Debtor seeks to continue to operate at the subsidiary-store level, assume the Starbucks Agreement and pay the Cure Amount by making the Cure Payments, as those terms are defined in the Plan. The Debtor also seeks to make a distribution to Allowed Unsecured Creditors, pay its quarterly fees owed to the Office of the United States Trustee and address any administrative fees that arise in a timely manner. Under the Plan, Class 1 Unsecured Claims total $20,000. The Debtor proposes to pay a total of $6,000 to the holders of allowed general unsecured claims. The Debtor shall make 3 monthly distributions to allowed unsecured creditors in the amount of $2,000 commencing on the Effective Date and occurring on the first and second monthly anniversaries of the Effective Date. Class 1 is impaired. The Plan will be funded by ongoing operations of 8 Starbucks locations in Kentucky, Tennessee and Colorado, owned by Manhattan Capital SB, LLC, an entity of which the Debtor owns 72.5%. Attorneys for the Debtor: Albert A. Ciardi, ITI, Esq. Jennifer C. McEntee, Esq. CIARDI CIARDI & ASTIN 1905 Spruce Street Philadelphia, PA 19103 Telephone: (215) 557-3550 Facsimile: (215) 557-3551 E-mail: aciardi@ciardilaw.com jcranston@ciardilaw.com A copy of the Disclosure Statement dated Nov. 4, 2022, is available at https://bit.ly/3zM1FRC from PacerMonitor.com. About Manhattan Capital Manhattan Capital, LLC, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 22-12207) on Aug. 23, 2022, listing as much as $50,000 in assets and $1 million to $10 million in liabilities. Gerald Katzoff, managing member, signed the petition. Judge Eric L. Frank presides over the case. Albert A. Ciardi III, Esq., at Ciardi Ciardi & Astin, is the Debtor's counsel. MURPHY CREEK: Gets OK to Hire CBRE Inc. as Real Estate Agent ------------------------------------------------------------ Murphy Creek Estates, LLC received approval from the U.S. Bankruptcy Court for the District of Colorado to employ CBRE, Inc. as real estate agent. The Debtor requires a real estate agent to market for sale its real properties comprised of 123 townhome lots located at the northwest corner of Mississippi Avenue and Harvest Road, and a 185-single family detached lots located within the Waterstone Subdivision. The firm will be paid a commission of 4 percent of the gross sales price. Martin Roth, senior vice president of CBRE, Inc. 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: Martin Roth CBRE, Inc. 1225 17th Street, Suite 3200 Denver, CO 80202 Tel: (303) 628-1700 Fax: (303) 628-1751 Email: Martin.Roth@cbre.com About Murphy Creek Estates Murphy Creek Estates, LLC, a company in Greenwood Village, Colo., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 22-13594) on Sept. 19, 2022, with up to $10 million in both assets and liabilities. Judge Kimberley H. Tyson oversees the case. The Debtor is represented by Bonnie Bell Bond, Esq., at the Law Office of Bonnie Bell Bond. NEOVASC INC: Incurs US$8.2 Million Net Loss in Third Quarter ------------------------------------------------------------ Neovasc Inc. reported a net loss of US$8.23 million on US$923,311 of revenue for the three months ended Sept. 30, 2022, compared to a net loss of US$7.53 million on US$703,420 of revenue for the three months ended Sept. 30, 2021. For the nine months ended Sept. 30, 2022, the Company reported a net loss of US$27.36 million on US$2.35 million of revenue compared to a net loss of US$18.74 million on US$1.79 million of revenue for the nine months ended Sept. 30, 2021. As of Sept. 30, 2022, the Company had US$44.57 million in total assets, US$16.51 million in total liabilities, and US$28.06 million in total equity. Neovasc stated, "As at September 30, 2022, the Company had approximately $31.2 million in cash and cash equivalents being sufficient cash on hand to extend the operations of the Company until the first quarter of 2024 at the current anticipated burn rate. However, given the FDA's decision to approve the Investigational Device Exemption ("IDE") for the COSIRA-II clinical study, and the growing body of evidence supporting development of new patient groups, it is possible that the Company will initiate programs that will require additional significant expenditures and that the increasing cash needs of the Company could shorten the time the proceeds will meet the requirements of the Company. In addition, COVID-19 has impacted the Company's ability to generate revenue, enroll patients in clinical studies, complete certain Tiara TA bench testing milestones on its expected schedule, and raise capital. The Company can give no assurance that it will be able to obtain the additional funds needed in the future, on terms agreeable to the Company, or at all. These circumstances indicate the existence of material uncertainty and cast substantial doubt about the Company's ability to continue as a going concern. "The Company will re-evaluate the going concern risk at each reporting period and will consider removing the going concern and uncertainty note if, and when, the Company can depend on the profitable commercialization of its products or is confident of obtaining additional debt, equity or other financing to fund ongoing operations until profitability is achieved." A full-text copy of the Form 6-K is available for free at: https://www.sec.gov/Archives/edgar/data/1399708/000106299322021833/exhibit99-1.htm About Neovasc Inc. Neovasc -- www.neovasc.com -- is a specialty medical device company that develops, manufactures and markets products for the rapidly growing cardiovascular marketplace. The Company develops minimally invasive transcatheter mitral valve replacement technologies, and minimally invasive devices for the treatment of refractory angina. Its products include the Neovasc Reducer, for the treatment of refractory angina, which is not currently commercially available in the United States (2 U.S. patients have been treated under Compassionate Use) and has been commercially available in Europe since 2015, and Tiara, for the transcatheter treatment of mitral valve disease, which is currently under clinical investigation in the United States, Canada, Israel and Europe. Neovasc reported a net loss of $24.89 million for the year ended Dec. 31, 2021, following a net loss of $28.70 million for the year ended Dec. 31, 2020. As of March 31, 2022, the Company had $60.05 million in total assets, $16.28 million in total liabilities, and $43.77 million in total equity. Vancouver, Canada-based Grant Thornton LLP, the Company's auditor since 2002, issued a "going concern" qualification in its report dated March 9, 2022, citing that the Company incurred a comprehensive loss of $25.2 million during the year ended Dec. 31, 2021. These conditions, along with other matters, raise substantial doubt about the Company's ability to continue as a going concern as at Dec. 31, 2021. NEW MONARCH: Unsecureds to Get 7 Cents on Dollar in Plan -------------------------------------------------------- New Monarch Machine Tool, Inc., filed with the U.S. Bankruptcy Court for the Northern District of New York a Plan of Reorganization for Small Business dated November 14, 2022. The Debtor is a New York corporation. The Debtor designs, assembles and services precision, high power metalworking equipment including vertical, horizontal, bridge, and traveling column machining centers. The Debtor's financial difficulties arose from its inability to satisfy a $2.4 million award arising out of a Chinese arbitration proceeding. The award was confirmed by the United States District Court for the Northern District of New York. This bankruptcy proceeding was commenced in order to address creditors' claims while preserving the Debtor's business. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of between $175,000 and $200,000. The Debtor will commit to a distribution to unsecured creditors of $200,000. The final Plan payment is expected to be paid in December 2025. This Plan of Reorganization proposes to pay creditors of the Debtor from revenue generated from the operation of its business. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 7 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. Class 2 consists of the Secured claim of KeyBank, N.A. The secured claim of KeyBank, N.A., representing unpaid fees and expenses incurred during the pendency of this case, will paid in full prior to December 31, 2022. Class 3 consists of Non-priority unsecured creditors. Allowed general unsecured claims will receive a pro rata amount of the Debtor's projected 2023, 2024 and 2025 disposable income. The distributions will be made in annual payments in December of each year. The Debtor reserves the right to make a lump sum payment at any time equal to the unpaid balance of its 2023 – 2025 projected disposable income. Class 4 consists of Equity security holders of the Debtor. The Debtor's equity holders will retain their ownership interests but will receive no distribution under the plan. Funding for the plan will come from the Debtor's projected disposable income from 2023 – 2025. Alternatively, the Debtor reserves the right to make a lump sum payment equal to the unpaid balance of its projected disposable income, at any time, in full satisfaction of its obligations under the plan. A full-text copy of the Plan of Reorganization dated November 14, 2022, is available at https://bit.ly/3ECDSGz from PacerMonitor.com at no charge. About New Monarch Machine Tool New Monarch Machine Tool, Inc. -- https://www.monarchmt.com/ -- offers full line of metalworking equipment and services. New Monarch Machine Tool, Inc., filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. N.D.N.Y. Case No. 22-30384) on June 16, 2022. In the petition filed by Warren D. Wolfson, as secretary, the Debtor estimated assets and liabilities between $1 million and $10 million each. Mark J. Schlant has been appointed as Subchapter V trustee. Jeffrey A. Dove, Esq., at Barclay Damon LLP, is the Debtor's counsel. Key Bank National Association, as lender, is represented by Paul A. Levine, Esq. at Lemery Greisler, LLC. OLYMPIA SPORTS: Committee Taps Emerald Capital as Financial Advisor ------------------------------------------------------------------- The official committee of unsecured creditors of Olympia Sports Acquisitions, LLC and its affiliates received approval from the U.S. Bankruptcy Court for the District of Delaware to employ Emerald Capital Advisors as its financial advisor. The committee requires a financial advisor to: a) review and analyze the Debtors' operations, financial condition, business plan, strategy, and operating forecasts; b) assist in evaluating the terms, conditions, and impact of any proposed asset sale transactions; c) assist the committee in the evaluation of the liquidation process; d) review and supplement where applicable the Debtors' advisors in any merger and acquisition efforts; e) assist the committee in understanding the business and financial impact of various restructuring alternatives of the Debtors; f) assist and advise the committee in connection with its identification, development, and implementation of strategies related to the potential recoveries for unsecured creditors as it relates to the Debtors' Chapter 11 plan; g) assist the committee in its analysis of the Debtors' development of a plan of liquidation and related disclosure statements; h) assist in the evaluation and analysis related to the potential substantive consolidation of the Debtors' estates under any plan of liquidation; i) provide testimony, as necessary, in any proceeding before the bankruptcy court; and j) provide the committee with other appropriate general restructuring advice. The firm will be paid at these rates: Managing Partners $900 to $950 per hour Managing Directors $750 to $850 per hour Vice Presidents $600 to $700 per hour Associates $450 to $550 per hour Analysts $300 to $700 per hour In addition, the firm will seek reimbursement for expenses incurred. John Madden, a managing partner at Emerald Capital Advisors, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: John P. Madden Emerald Capital Advisors 150 East 52nd Street, 15th Floor New York, NY 10022 Telephone: (646) 968-4094 Facsimile: (212) 731-0307 Email: info@emeraldcapitaladvisors.com About Olympia Sports Acquisitions Olympia Sports Acquisitions, LLC, is a sporting goods retail company that maintains brick and mortar locations across the East Coast, including Maine, New Hampshire, Vermont, New York, Massachusetts, Rhode Island, and New Jersey. On Sept. 11, 2022, Olympia Sports and several affiliates, including, RSG Acquisitions, LLC, Project Running Specialties, Inc., and The Running Specialty Group, LLC, sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 22-10853). Olympia Sports estimated assets of $1 million to $10 million and liabilities of $10 million to $50 million as of the bankruptcy filing. The Debtors tapped Shulman Bastian Friedman & Bui LLP as general bankruptcy counsel; Morris James LLP as local counsel; and Force 10 Partners as financial advisor. BMC Group is the claims agent. The U.S. Trustee for Regions 3 and 9 appointed an official committee to represent unsecured creditors in Debtors' cases on Sept. 23, 2022. Kelley Drye & Warren, LLP, Emerald Capital Advisors, and Potter Anderson & Corroon, LLP as lead bankruptcy counsel, financial advisor and Delaware counsel, respectively. OLYMPIA SPORTS: Committee Taps Kelley Drye & Warren as Lead Counsel ------------------------------------------------------------------- The official committee of unsecured creditors of Olympia Sports Acquisitions, LLC and its affiliates received approval from the U.S. Bankruptcy Court for the District of Delaware to employ Kelley Drye & Warren, LLP as lead bankruptcy counsel. The firm's services include: (a) advising the committee regarding its rights, duties and powers in the Debtors' Chapter 11 cases; (b) assisting the committee in its consultations with the Debtors in connection with the administration of the cases; (c) assisting the committee in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors; (d) advising the committee in connection with matters generally arising in the Debtors' cases; (e) assisting the committee in the evaluation of any sale or disposition of the Debtors' assets; (f) advising the committee with respect to the Debtor's proposed plan of reorganization and corresponding disclosure statement; (g) appearing before the bankruptcy court and any other federal or state court; (h) advising the committee on any matters, which affect the rights of unsecured creditors; (i) preparing legal papers; and (j) performing other necessary legal services for the committee. The firm will be paid at these rates: Partners $690 - $1,370 per hour Special Counsel $455 - $885 per hour Associates $475 - $790 per hour Paraprofessionals $255 - $415 per hour In addition, the firm will be reimbursed for expenses incurred. Robert LeHane, Esq., a member of Kelley Drye & Warren, 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: James S. Carr, Esq. Jason R. Adams, Esq. Lauren S. Schlussel, Esq. Kelley Drye & Warren LLP 3 World Trade Center 175 Greenwich Street New York, New York 10007 Telephone: (212) 808-7800 Facsimile: (212) 808-7897 Email: jcarr@kelleydrye.com jadams@kelleydrye.com lschlussel@kelleydrye.com About Olympia Sports Acquisitions Olympia Sports Acquisitions, LLC, is a sporting goods retail company that maintains brick and mortar locations across the East Coast, including Maine, New Hampshire, Vermont, New York, Massachusetts, Rhode Island, and New Jersey. On Sept. 11, 2022, Olympia Sports and several affiliates, including, RSG Acquisitions, LLC, Project Running Specialties, Inc., and The Running Specialty Group, LLC, sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 22-10853). Olympia Sports estimated assets of $1 million to $10 million and liabilities of $10 million to $50 million as of the bankruptcy filing. The Debtors tapped Shulman Bastian Friedman & Bui LLP as general bankruptcy counsel; Morris James LLP as local counsel; and Force 10 Partners as financial advisor. BMC Group is the claims agent. The U.S. Trustee for Regions 3 and 9 appointed an official committee to represent unsecured creditors in Debtors' cases on Sept. 23, 2022. Kelley Drye & Warren, LLP, Emerald Capital Advisors, and Potter Anderson & Corroon, LLP as lead bankruptcy counsel, financial advisor and Delaware counsel, respectively. OLYMPIA SPORTS: Committee Taps Potter Anderson as Delaware Counsel ------------------------------------------------------------------ The official committee of unsecured creditors of Olympia Sports Acquisitions, LLC and its affiliates received approval from the U.S. Bankruptcy Court for the District of Delaware to employ Potter Anderson & Corroon, LLP as its Delaware counsel. The firm's services include: a. providing legal advice regarding local rules, practices, and procedures and providing substantive and strategic advice on how to accomplish committee goals; b. drafting, reviewing and commenting on drafts of documents to ensure compliance with local rules, practices, and procedures; c. drafting, filing and service of documents as requested by Kelley Drye; d. preparing certificates of no objection, certifications of counsel, and notices of fee applications; e. printing documents and pleadings for hearings, preparing binders of documents and pleadings for hearings; f. appearing in court and at any meetings of creditors; g. monitoring the docket for filings and coordinating with Kelley Drye & Warren, LLP, the committee's lead bankruptcy counsel, on pending matters that may need responses; h. participating in calls with the committee; i. providing additional administrative support to Kelley Drye, as requested; and j. taking on any additional tasks or projects the committee may assign. The firm will be paid at these rates: Partners $865 per hour Associates $460 to $640 per hour Paraprofessionals $330 per hour In addition, the firm will be reimbursed for out-of-pocket expenses incurred. Christopher Samis, Esq., a partner at Potter Anderson & Corroon, 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: Christopher M. Samis, Esq. Potter Anderson & Corroon, LLP 1313 N. Market Street, 6th Floor Wilmington, DE 19801 Tel: (302) 984-6000 Fax: (302) 658-1192 Email: csamis@potteranderson.com About Olympia Sports Acquisitions Olympia Sports Acquisitions, LLC, is a sporting goods retail company that maintains brick and mortar locations across the East Coast, including Maine, New Hampshire, Vermont, New York, Massachusetts, Rhode Island, and New Jersey. On Sept. 11, 2022, Olympia Sports and several affiliates, including, RSG Acquisitions, LLC, Project Running Specialties, Inc., and The Running Specialty Group, LLC, sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 22-10853). Olympia Sports estimated assets of $1 million to $10 million and liabilities of $10 million to $50 million as of the bankruptcy filing. The Debtors tapped Shulman Bastian Friedman & Bui LLP as general bankruptcy counsel; Morris James LLP as local counsel; and Force 10 Partners as financial advisor. BMC Group is the claims agent. The U.S. Trustee for Regions 3 and 9 appointed an official committee to represent unsecured creditors in Debtors' cases on Sept. 23, 2022. Kelley Drye & Warren, LLP, Emerald Capital Advisors, and Potter Anderson & Corroon, LLP as lead bankruptcy counsel, financial advisor and Delaware counsel, respectively. PACKERS HOLDINGS: Fitch Puts 'B-' LongTerm IDR on Watch Negative ---------------------------------------------------------------- Fitch Ratings has placed the ratings of Packers Holdings, LLC (PSSI), including its Issuer Default Rating (IDR) of 'B-' and its outstanding term loans and revolver of 'B'/'RR3, on Rating Watch Negative. The rating action follows the U.S. Department of Labor filing a complaint and the federal judge issuing a nationwide temporary restraining order and injunction to stop PSSI's alleged child labor violations. The Rating Watch Negative is driven by uncertainties regarding the impact of the on-going investigation, the potential disruption to operations, including loss of customers, and heightened refinance and reputation risk. Fitch will resolve the Rating Watch Negative when there is more information and visibility on the U.S. Department of Labor investigation and the impact on PSSI's credit profile. KEY RATING DRIVERS Allegations of Child Labor: On Nov. 9, 2022, the U.S. Department of Labor filed a complaint in the U.S. District Court in Lincoln, Nebraska and asked the court for a nationwide temporary restraining order and injunction against PSSI from the use of unlawful oppressive child labor in violation of the Fair Labor Standards Act of 1938. According to the complaint, PSSI is alleged of employing 31 minors at three food processing facilities where the company has sanitation contracts. The judge issued the order with a further hearing scheduled for Nov. 23, 2022. The investigation is ongoing. In addition to the three facilities cited in the complaint, the Wage and Hour Division of the Department of Labor (WHD) is currently reviewing 47 other facilities where PSSI operates. PSSI has delivered an initial document for the WHD to review and is cooperating with the authorities. PSSI Cooperating with Government: PSSI denies the allegations are a systematic problem for the company and highlighted the company's zero tolerance policy on employing minors. The company is working with the U.S. Department of Labor in its investigations. According to management, its employment practices exceeds industry practices and every employee completes an I-9 employment eligibility verification form, goes through the federal e-verify system and documents verification. Credit implications: Fitch views the announcement as a possible credit negative given the uncertainty of the on-going investigation, potential disruption to operations including possible loss of major customers and heightened refinance and reputational risk. The magnitude of the fine will depend on the ongoing investigation and the depth of the violation. The company also has employment practices liability insurance through Marsh McLennan, possibly offsetting the financial liability. Aside from potential fines, the bigger risk to PSSI may be the loss of customers. JBS USA, the operator of two of the facilities and a customer of PSSI, announced plans to launch a third-party audit of its facilities. Customer Concentration: Fitch considers PSSI's customer concentration one of its more material concerns. Fitch estimates the company's top-five customers comprise approximately one-half of the company's revenue. The loss of any of these top customers would significantly affect the company's financial performance and, consequentially, its credit profile. The concentration is mitigated by the fact that these relationships are spread out across dozens of unique plants that have discrete plant managers, each responsible for plant performance and regulatory compliance, who decide to employ PSSI's services. Additionally, contracts are typically negotiated on a plant-by-plant basis, rather than on a corporate level, although corporate relationships can affect broader wins, renewals and losses. ESG - Social Risk & Governance: The U.S. Department of Labor is investigating PSSI for alleged unlawful child labor in violation of Fair Labor Standards Act. According to PSSI, there is no systematic problem and its employment practices exceed industry standards. The alleged violations suggest the company's and management's risk governance and controls may be inadequate which contributed to the alleged labor violations. The investigation is ongoing and could lead to fines, impact PSSI's operations, lead to loss of customers and reputation risk. DERIVATION SUMMARY PSSI compares favorably to its industry peers in terms of cash flow generation, strategy and profitability. In particular, Fitch considers the company's stable FCF margins to be exceptional compared with similarly rated companies. Fitch also considers PSSI to be differentiated from its other 'B-' rated peers due to its strong market position within its segment. Many other companies in the 'B' category operate in highly fragmented markets with minimal competitive advantage. The company's rating is somewhat limited due to its leverage, which is high compared to similarly rated companies. The propensity for shareholder-focused leveraging transactions was also a rating consideration. There are no parent/subsidiary, Country Ceiling or operating environment influences or constraints on this rating. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: - The Rating Watch Negative could be removed in the event that the U.S. Department of Labor investigation does not lead to a material impact on the company's operations, financial performance or loss of customer contracts; - Shift to a consistently conservative financial policy, which would lead to leverage (Total debt/EBITDA) around or below 5.5x for a sustained period; Factors that could, individually or collectively, lead to negative rating action/downgrade: - The U.S. Department of Labor investigation leads to loss of a major customer or group of major customers, resulting in deterioration of financial and competitive positions; - Operating EBITDA to interest paid sustained below 1.7x; - Multiple consecutive periods of negative FCF; - Aggressive shareholder actions and financial policy that results in total debt to EBITDA consistently above 7.5x. LIQUIDITY AND DEBT STRUCTURE Adequate Liquidity: Fitch considers PSSI's liquidity adequate to maintain operations, excluding the potential impacts of the current investigation, given the company's cash, revolver and positive FCF generation, which Fitch expects to continue over the rating horizon. The company has a relatively nimble operating structure and minimal annual maintenance capex. Fitch does not consider any of the company's cash to be restricted, and Fitch does not believe the company requires a material cash balance to sustain operations, given its lean operating structure and minimal fixed costs. ISSUER PROFILE Packers Holdings is North America's largest and only nationwide provider of mission-critical outsourced cleaning and sanitation services to the growing food processing industry. The company and its subsidiaries serves a broad customer base of protein and non-protein (e.g., bakery, produce, snack food) processing plants. ESG CONSIDERATIONS Packers Holdings, LLC has an ESG Relevance Score of '5' for Labor Relations & Practices due to the ongoing Department of Labor investigation that may disrupt the company's operations and potential loss of key customers, which has a negative impact on the credit profile, and is highly relevant to the rating[s], resulting in a negative watch. Packers Holdings, LLC has an ESG Relevance Score of '5' for Management Strategy due to concerns on inadequate risk governance and controls or possibly misaligned incentives contributing to alleged labor violations, which has a negative impact on the credit profile, and is relevant to the rating[s], resulting in a negative watch. Packers Holdings, LLC has an ESG Relevance Score of '4' for Governance Structure due to its exposure to board independence risk, due to sponsor ownership and the potential for aggressive shareholder distributions which also has a negative impact on the credit profile. Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Packers Holdings, LLC LT IDR B- Rating Watch On B- senior secured LT B Rating Watch On RR3 B PIPELINE HEALTH: Unsecureds to Get Share of Excess Sale Proceeds ---------------------------------------------------------------- Pipeline Health System, LLC, et al., submitted an Amended Joint Chapter 11 Plan of Reorganization and a corresponding Disclosure Statement. Before commencing these chapter 11 cases, the Debtors negotiated a sale of the Illinois Facilities to Ramco Healthcare Holdings, LLC ("Ramco") who, in turn, planned to lease the premises to Michigan˗based AUM Global Healthcare Management LLC doing business as Resilience Health ("Resilience" and, together with Ramco, the "Prepetition Illinois Buyers") to continue operations. On July 19, 2022, certain entities of the Company and Ramco entered into a real estate asset purchase agreement (the "Prepetition Chicago APA") whereby Ramco agreed to purchase the Illinois Facilities' underlying real estate for $92 million, subject to standard closing conditions, including a financing contingency (such potential sale, the "Prepetition Illinois Sale"). In addition to the real estate purchase, Resilience agreed to take the equity interests in the entities operating the Illinois Facilities pursuant to a membershipinterest purchase agreement in exchange for the assumption of liabilities. On June 7, 2022, the Illinois Health Facilities and Services Review Board approved the Prepetition Illinois Sale. Had the Prepetition Illinois Sale closed, it would have materially increased the Debtors' liquidity -- bringing in $92 million and relieving the Company's Texas and California operations from continued subsidization of significant Illinois operating losses. The Prepetition Illinois Sale was initially set to close on August 30, 2022. To provide liquidity and bridge to closing of the Prepetition Illinois Sale, on August 11, 2022, the Company entered into certain amendments to the Main Facility (as defined herein) with the lenders thereunder (the "Term Loan Lenders") that provided for an additional $30 million of committed funding (the "Bridge Financing Facility"). In the weeks following execution of the real estate purchase agreement, however, the Illinois Buyers indicated they were not able to close by the August 30 deadline, and on August 30, 2022, the Illinois Buyers terminated the Prepetition Chicago APA. Since then, the Debtors and Prepetition Illinois Buyers and their respective advisors have continued to engage in discussions and negotiations regarding acquisition of the Illinois Facilities by the Prepetition Illinois Buyers, and discussions remain ongoing as of today. The Debtors' prepetition cash position, however, continued to deteriorate following the failure to consummate the Prepetition Illinois Sale. In the intervening time, the Debtors negotiated with their prepetition Term Loan Lenders to draw upon substantially all of the $30 million commitment for additional funding under the Bridge Financing Facility to fund operations. The collective $30 million in critical pre-filing liquidity enabled the Debtors to finalize preparations for chapter 11 and avoid a value-destructive crash filing. In parallel, the Debtors also explored additional financing options, canvassing the market and engaging in DIP financing negotiations with the Term Loan Lenders. The Debtors’ prepetition market check did not yield any actionable postpetition financing proposals.5 The one proposal was offered by the ABL Lender (as defined herein), which would allow the Debtors to continue to access funding under the ABL Facility (as defined herein). The Debtors determined that this proposal would not provide sufficient additional liquidity to justify entering a debtor-in-possession agreement with the ABL Lender. Instead, following hard-fought, arm's-length negotiations with the Term Loan Lenders, the Debtors secured commitments for an approximately $110 million superpriority senior secured debtor-in-possession financing facility (the "DIP Facility"). The DIP Facility provides $40 million in new cash for the Debtors, coupled with an approximately $70 million "roll up" of Term Loan Facility obligations, including all Bridge Financing Facility obligations. The new money under the DIP Facility will provide the Debtors with necessary liquidity to continue operations to fund the costs of the chapter 11 process while they work to implement a comprehensive operational and balance-sheet solution. The Debtors' engagement with, and support from, the Term Loan Lenders with respect to prepetition liquidity, postpetition financing, and timing of these cases have been critical to the Debtors' efforts to preserve both value and hospital services for patients. The Plan places claims and interests into various classes and specifies the treatment of each class under the Plan: * Class 1 Other Secured Claims: Except to the extent that a Holder of an Allowed Other Secured Claims agrees in writing to less favorable treatment, in exchange for the full and final satisfaction, settlement, release, and discharge of its Other Secured Claim, each Holder of an Allowed Other Secured Claim shall receive, at the option of the applicable Debtor or Reorganized Debtor (with the consent of the DIP Lenders and Term Loan Lenders): (i) payment in full in Cash; (ii) Reinstatement of such Claim; or (iii) such other treatment rendering such Claim Unimpaired. * Class 2 Other Priority Claims: Except to the extent that a Holder of an Allowed Other Priority Claim agrees in writing to less favorable treatment, in exchange for the full and final satisfaction, settlement, release, and discharge of its Other Priority Claim, each Holder of an Allowed Other Priority Claim shall receive, at the option of the applicable Debtor or Reorganized Debtor (with the consent of the DIP Lenders and Term Loan Lenders) (i) payment in full in Cash; or (ii) such other treatment rendering such Claim Unimpaired. * Class 3 ABL Claims: (i) If the Equitization Restructuring occurs, except to the extent that a Holder of an Allowed ABL Claim agrees in writing to less favorable treatment, in full and final satisfaction, settlement, release, and discharge of, and in exchange for, each Allowed ABL Claim, each Holder of an Allowed ABL Claim shall receive its Pro Rata share of the Exit Facility. (ii) If an Asset Sale Restructuring occurs, except to the extent that a Holder of an Allowed ABL Claim agrees to less favorable treatment, on the Effective Date, in full and final satisfaction, settlement, release, and discharge of, and in exchange for such Allowed ABL Claim, each Holder of an Allowed ABL Claim shall receive (A) in the event of a Credit Bid Sale that is a Plan Sale, its Pro Rata share of the Exit Facility; and (B) otherwise, its Pro Rata share of the Debtors' remaining Cash (if any) following (I) payment in full in Cash of all Allowed Claims that are senior to ABL Claims in priority of payment under the Bankruptcy Code; and (II) the funding of the Professional Fee Escrow Account and any wind-down reserves as set forth in the Wind Down Budget. * Class 4 Term Loan Claims: (i) If the Equitization Restructuring occurs, on the Effective Date, each Holder of an Allowed Term Loan Claim shall receive its Pro Rata share of the Equitization Term Loan Equity Pool. (ii) If the Asset Sale Restructuring occurs, except to the extent that a Holder of an Allowed Term Loan Claim agrees to less favorable treatment, on the Effective Date, in full and final satisfaction, settlement, release, and discharge of, and in exchange for such Allowed Term Loan Claim, each Holder of an Allowed Term Loan Claim will receive (A) in the event of a Credit Bid Sale that is a Plan Sale, its Pro Rata share of the Credit Bid Distributions distributable under the Plan; and (B) otherwise, its Pro Rata share of the Debtors' remaining Cash (if any) following (I) payment in full in Cash of all Allowed Claims that are senior to Term Loan Claims in priority of payment under the Bankruptcy Code; and (II) the funding of the Professional Fee Escrow Account and any wind-down reserves as set forth in the Wind-Down Budget; provided, however, that any portion of such Holder's Allowed Term Loan Claim that is not fully satisfied pursuant to provisions (A) and (B) immediately above, shall still constitute an Allowed Term Loan Claim up to the value of any remaining Term Loan Collateral; and provided, further, that any portion of such Holder's Allowed Term Loan Claim that exceeds the value of such remaining Term Loan Collateral (if any) shall constitute a Term Loan Deficiency Claim and receive the treatment specified in Article III.B.5(b)(ii) of the Plan. * Class 5 General Unsecured Claims total $257M and impaired: (i) If the Equitization Restructuring occurs, on the Effective Date, each General Unsecured Claim will be discharged and released, and each Holder of a General Unsecured Claim shall not receive or retain any distribution, property, or other value on account of such General Unsecured Claim. (ii) If the Asset Sale Restructuring occurs, except to the extent that a Holder of an Allowed General Unsecured Claim agrees in writing to less favorable treatment, in full and final satisfaction, settlement, release, and discharge of, and in exchange for, each Allowed General Unsecured Claim, each Holder of an Allowed General Unsecured Claim shall receive the following treatment: (A) If the amount of Excess Sale Proceeds is greater than zero, each Holder an Allowed General Unsecured Claim shall receive its Pro Rata share of the Excess Sale Proceeds; and (B) otherwise, each General Unsecured Claim shall be discharged and released, and each Holder of a General Unsecured Claim shall not receive or retain any distribution, property, or other value on account of such General Unsecured Claim. * Class 6 Intercompany Claims: Subject to the Restructuring Transactions Memorandum, each Allowed Intercompany Claim will be Reinstated, distributed, contributed, set off, settled, cancelled and released, or otherwise addressed at the option of the Reorganized Debtors (with the consent of the DIP Lenders and the Term Loan Lenders, other than in the event of an Asset Sale Restructuring that does not involve a Credit Bid Sale); provided that no distributions shall be made on account of any Intercompany Claims. * Class 7 Intercompany Interests: Subject to the Restructuring Transactions Memorandum, each Intercompany Interest shall be Reinstated, distributed, contributed, set off, settled, cancelled and released, or otherwise addressed at the option of the Reorganized Debtors (with the consent of the DIP Lenders and the Term Loan Lenders, other than in the event of an Asset Sale Restructuring that does not involve a Credit Bid). * Class 8 Existing Parent Interests: On the Effective Date, and without the need for any further corporate or limited liability company action or approval of any board of directors, board of managers, members, shareholders or officers of any Debtor or Reorganized Debtor, as applicable, all Existing Parent Interests shall be cancelled, released, and extinguished without any distribution, and will be of no further force or effect, and each Holder of an Existing Parent Interest shall not receive or retain any distribution, property, or other value on account of such Existing Parent Interest. * Class 9 Section 510(b) Claims: On the Effective Date, all Section 510(b) Claims will be discharged and released, and each Holder of a Section 510(b) Claim will not receive or retain any distribution, property, or other value on account of its Section 510(b) Claim. After the commencement of Chapter 11 cases, the U.S. Trustee on October 12, 2022, appointed a patient care ombudsman to monitor the quality of care provided to the Debtors' patients of the and file periodic reports with the Court regarding the same. On October 13, 2022, the U.S. Trustee appointed an official committee of unsecured creditors (the "Committee") pursuant to Section 1102 of the Bankruptcy Code. On October 12, 2022, the Court entered an order approving bidding procedures for the marketing and sale of the Debtors' assets, including assets associated with the Debtors' operations in Illinois (together with the Illinois Facilities, the "Illinois Assets"), California (such assets, the "California Assets"), and Texas (such assets, the "Texas Assets"). Since then, the Debtors, with the assistance of their advisors, have conducted an active marketing and sale process for the Illinois Assets, the California Assets, and the Texas Assets, which remains ongoing as of today. In connection with the hearing on final approval of the DIP Facility, the Debtors' investigation into lien perfection matters revealed that (A) no Term Loan Facility security filings with respect to the land and buildings for the Illinois Facilities were recorded with the recorder's office for Cook County, Illinois, where the Illinois Facilities are located; and (B) no Term Loan Facility security filings were made with respect to Debtor Weiss MOB Property Holdings, LLC ("Weiss MOB Propco") with the U.C.C. filing office of Delaware, Weiss MOB Propco's jurisdiction of formation. Based on these findings, which remain subject to ongoing investigation, it is the Debtors' current view that the Term Loan Facility liens on the land and buildings for the Illinois Facilities and on any Weiss MOB Propco estate property are unperfected and therefore avoidable. To ensure that the record on this matter is clear and accurate, the Debtors intend to file an amended motion for final approval of the DIP Facility, which will address the prior mutual understanding of the Debtors and the Term Loan Lenders that all Term Loan Facility liens were properly perfected, including in connection with the Term Loan Lenders' funding $30 million of new money bridge financing to the Company in a distressed situation less than two months before the Petition Date. The amended motion will be on file in advance of the hearing on approval of the Disclosure Statement. The Debtors believe that the Plan and the Restructuring Transactions contemplated thereby provide Holders of Claims and Holders of Interests with the best available recovery and are essential to ensure continuity of quality patient care at the Company's healthcare facilities. Accordingly, the Debtors strongly recommend that Holders of Claims entitled to vote to accept or reject the Plan vote to accept the Plan. The Equitization Restructuring under the Plan entails Restructuring Transactions that include, among other things, the full or partial equitization of DIP Claims and the full equitization Term Loan Claims. The Equitization Restructuring is an alternative to an Asset Sale Restructuring. An Asset Sale Restructuring under the Plan entails Restructuring Transactions that include, among other things, the disposition of some or all of the Debtors' assets through one or more Asset Sales, together with a waterfall distribution of the net cash proceeds (if any) and wind-down of the post-sale Estates, all as provided in the Plan. An Asset Sale Restructuring is an alternative to an Equitization Restructuring. If the Debtors determine to pursue an Asset Sale Restructuring, the Debtors will file an Asset Sale Election Notice. If an Asset Sale Restructuring occurs, a Plan Administrator may be appointed. The Debtors shall fund distributions under the Plan pursuant to the Equitization Restructuring, as applicable, with: (1) the issuance of the New Common Equity; (2) the issuance of or borrowings under the Exit Facility and the Takeback Facility (if applicable); and (3) Cash on hand., as applicable. The Debtors shall fund distributions under the Plan pursuant to the Asset Sale Restructuring with, as applicable: (a) Cash on hand; and (b) Cash or non-Cash consideration received by the Debtors in any Asset Sale consummated pursuant to the Asset Sale Restructuring. Proposed Co-Counsel to the Debtors: Matthew D. Cavenaugh, Esq. Kristhy M. Peguero, Esq. Veronica A. Polnick, Esq. Javier Gonzalez, 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 vpolnick@jw.com jgonzalez@jw.com - and – Steven N. Serajeddini, Esq. Zachary R. Manning, 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: steven.serajeddini@kirkland.com zach.manning@kirkland.com - and – Jaimie Fedell, Esq. 300 North LaSalle Chicago, IL 60654 Telephone: (312) 862-2000 Facsimile: (312) 862-2200 E-mail: jaimie.fedell@kirkland.com A copy of the Disclosure Statement dated Nov. 4, 2022, is available at https://bit.ly/3sZYRMQ from epiq11, the claims agent. About Pipeline Health Systems Pipeline Health Systems, LLC is an independent, community-focused healthcare network that offers a wide range of medical services to the communities it serves, including maternity care, cancer treatment, behavioral health, rehabilitation, general surgery, and hospice care. Headquartered in El Segundo, California, Pipeline's operations include seven safety net hospitals across California, Texas, and Illinois, with approximately 310 physicians and over 1,150 beds to serve patients, and a company-wide workforce of over 4,200. Pipeline Health Systems and its affiliates sought Chapter 11 protection (S.D. Texas Lead Case No. 22-90291) on Oct. 2, 2022. In the petition signed by Andrei Soran, authorized signatory, Pipeline Health Systems disclosed $500 million to $1 billion in assets and liabilities. The Hon. David R. Jones is the case judge. The Debtors tapped Kirkland & Ellis, LLP as general bankruptcy counsel; Jackson Walker, LLP as local bankruptcy counsel; Ankura Consulting Group, LLC as restructuring advisor; and Jefferies, LLC, as financial advisor and investment banker. Epiq Corporate Restructuring, LLC, is the claims agent. PIZARRO HAIR: Unsecureds to Get $5K in 60 Months ------------------------------------------------ Pizarro Hair Restoration, Inc. submitted a Plan and a Disclosure Statement dated Nov. 4, 2022. This Chapter 11 bankruptcy case has primarily been filed to restructure some its secured equipment loans and resolve its trade debt by providing payment to general unsecured creditors on a pro rata basis on the effective date of the plan. Under the Plan, holders of Class 8 General Unsecured Creditors will receive $5,000 in monthly installments of $83.33 per month over 60 months starting from the second month following the Effective Date of this Plan. Class 8 is impaired. Counsel for the Plan Proponent: Thomas C. Adam, Esq. ADAM LAW GROUP, P.A. 2258 Riverside Avenue Jacksonville, FL 32204 Tel: (904) 329-7249 Fax: (904) 606 -1245 E-mail: tadam@adamlawgroup.com A copy of the Disclosure Statement dated Nov. 4, 2022, is available at https://bit.ly/3t322Uc from PacerMonitor.com. About Pizarro Hair Restoration Pizarro Hair Restoration, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-02259) on June 27, 2022, disclosing up to $100,000 in assets and up to $1 million in liabilities. Marina Pizarro, president, signed the petition. Judge Lori V. Vaughan oversees the case. Thomas C. Adam, Esq., at Adam Law Group, PA serves as the Debtor's counsel. PURIFYING SYSTEMS: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Purifying Systems, Inc. 1709 West Garvey #7 Alhambra, CA 91803 Business Description: The Debtor provides equipment for any water treatment, from water softeners and chemical pumps to reverse osmosis units. Chapter 11 Petition Date: November 16, 2022 Court: United States Bankruptcy Court Central District of California Case No.: 22-16301 Judge: Hon. Barry Russell Debtor's Counsel: Michael Jay Berger, Esq. LAW OFFICES OF MICHAEL JAY BERGER 9454 Wilshire Boulevard, 6th Floor Beverly Hills, CA 90212 Tel: (310) 271-6223 Fax: (310) 271-9805 Email: michael.berger@bankruptcypower.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: Unknown The petition was signed by Jaime I. Magana as secretary. 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/VOK5B4Y/Purifying_Systems_Inc__cacbke-22-16301__0001.0.pdf?mcid=tGE4TAMA REMARK HOLDINGS: Incurs $8.9 Million Net Loss in Third Quarter -------------------------------------------------------------- Remark Holdings, Inc. has filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $8.92 million on $2.81 million of revenue for the three months ended Sept. 30, 2022, compared to a net income of $72.75 million on $1.23 million of revenue for the three months ended Sept. 30, 2021. For the nine months ended Sept. 30, 2022, the Company reported a net loss of $46.88 million on $10.04 million of revenue compared to net income of $65.72 million on $9.65 million of revenue for the nine months ended Sept. 30, 2021. As of Sept. 30, 2022, the Company had $16.69 million in total assets, $31.38 million in total liabilities, and a total stockholders' deficit of $14.69 million. Remark stated, "Our history of recurring operating losses, working capital deficiencies and negative cash flows from operating activities give rise to substantial doubt regarding our ability to continue as a going concern. "We intend to fund our future operations and meet our financial obligations through revenue growth from our AI offerings, as well as through sales of our thermal-imaging products. We cannot, however, provide assurance that revenue, income and cash flows generated from our businesses will be sufficient to sustain our operations in the twelve months following the filing of this Form 10-Q. As a result, we are actively evaluating strategic alternatives including debt and equity financings. "Conditions in the debt and equity markets, as well as the volatility of investor sentiment regarding macroeconomic and microeconomic conditions (in particular, as a result of the COVID-19 pandemic, global supply chain disruptions, inflation and other cost increases, and the geopolitical conflict in Ukraine), will play primary roles in determining whether we can successfully obtain additional capital." Management Commentary "In the third quarter, we secured strategic partnerships with global video analytics market leaders like Genetec and Axis to increase the speed of deployment of our award-winning artificial intelligence solutions to a new range of customers. This will build upon the solid foundation which we believe will put us in the best position for success in the coming quarters. Additionally, with President Biden's $3 trillion infrastructure bill, we believe this will provide a once-in-a-lifetime opportunity to significantly increase our market share by leveraging our critical position as a provider of solutions addressing public safety and security that the nation needs," noted Kai-Shing Tao, chairman and chief executive officer of Remark Holdings. "Finally, winning our first contract with a major top-ten sports and entertainment arena having more than 2.5 million annual visitors is a strong indicator of what is ahead of us not just in the US, but globally." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1368365/000136836522000096/mark-20220930.htm About Remark Holdings Remark Holdings, Inc. (NASDAQ: MARK) -- http://www.remarkholdings.com-- delivers an integrated suite of AI solutions that help organizations monitor, understand, and act on threats in real-time. Remark consists of an international team of sector-experienced professionals that have created video analytics. The Company's GDPR-compliant and CCPA-compliant solutions focus on market sectors including retail, federal and state governmental entities, public safety, hospitality, and transportation. Remark maintains its headquarters in Las Vegas, Nevada, with an additional North American office in New York and New York and international offices in London, England, and Chengdu, China. Remark Holdings reported net income of $27.47 million for the year ended Dec. 31, 2021, compared to a net loss of $13.69 million for the year ended Dec. 31, 2020. As of June 30, 2022, the Company had $33.36 million in total assets, $39.68 million in total liabilities, and a total stockholders' deficit of $6.32 million. Los Angeles, California-based Weinberg & Company, the Company's auditor since 2020, issued a "going concern" qualification in its report dated March 31, 2022, citing that the Company has suffered recurring losses from operations and negative cash flows from operating activities and has a negative working capital and a stockholders' deficit that raise substantial doubt about its ability to continue as a going concern. RIOME PLUMBING: Unsecureds Owed $332K to Get $10K in Plan --------------------------------------------------------- Riome Plumbing & Mechanical LLC submitted a Modified Disclosure Statement dated Nov. 4, 2022. The Chapter 11 petition was filed for the purpose of putting the automatic stay in effect to stay a foreclosure sale that had been scheduled by WBL SPO II LLC. The sole asset is the real estate located at 9 Edwards Ct, Lawnside, NJ 08045 valued at $657,700 by the mortgagee. The debtor has no other assets except the principal of the debtor contributed postpetition $100 to open a Debtor-in-Possession account at TD Bank. Under the Plan, Class 5 General unsecured claims total $332,662 which consists of Internal Revenue Service- $321,309.10 and State of NJ, Division of Taxation- $12,353.53. A one-time payment of $10,000 on the effective date of the plan is to be paid on a pro rata basis to allowed general unsecured claims. Class 5 is impaired. The plan will be funded from capital contributions made by Tyrone Pitts, the Equity Security Holder. Tyrone Pitts is the sole member of the Debtor. Tyrone Pitts is a 1988 graduate of the University of Pennsylvania-Wharton School. Tyrone Pitts was the captain of the University of Pennsylvania basketball team. Tyrone Pitts is an entrepreneur who has many and varied business interests. The initial funding of the Plan on the effective date is $115,000, $65,000 of which is to be paid to WBL SPO II, LLC, $10,000 for unsecured creditors, and the remaining balance to be used to pay administrative priority expenses as allowed by the Court. The funding for the $115,000 will come from Tyrone Pitts' business interests. Attorneys for the Debtor: David A. Kasen, Esq. KASEN & KASEN, P.C. Society Hill Office Park, Suite #3 1874 E. Marlton Pike Cherry Hill, NJ 08034 Tel: (856) 424-4144 Fax: (856) 424-7565 E-mail: dkasen@kasenlaw.com A copy of the Disclosure Statement dated Nov. 4, 2022, is available at https://bit.ly/3sZRwNp from PacerMonitor.com. About Riome Plumbing Riome Plumbing & Mechanical LLC is Categorized under Plumbers and Plumbing Contractors. Riome Plumbing & Mechanical LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. N.J. Case No. 22-14859) on June 14, 2022. In the petition filed by Tyrone Pitts, as managing member, the Debtor reports estimated assets and liabilities between $500,000 and $1 million. David A. Kasen, of Kasen & Kasen PC, is the Debtor's counsel. SANUWAVE HEALTH: Incurs $413K Net Loss in Third Quarter ------------------------------------------------------- SANUWAVE Health, Inc. has filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $413,000 on $4.17 million of total revenue for the three months ended Sept. 30, 2022, compared to a net loss of $4.25 million on $3.72 million of total revenue for the three months ended Sept. 30, 2021. For the nine months ended Sept. 30, 2022, the Company reported a net loss of $2.13 million on $11.24 million of total revenues compared to a net loss of $17.80 million on $8.75 million of total revenue for the nine months ended Sept. 30, 2021. As of Sept. 30, 2022, the Company had $20.11 million in total assets, $52.96 million in total liabilities, and a total stockholders' deficit of $32.85 million. Going Concern SANUWAVE said, "Our recurring losses from operations, the events of default on the Company's notes payable, and dependency upon future issuances of equity or other financing to fund ongoing operations have raised substantial doubt as to our ability to continue as a going concern for a period of at least twelve months from the filing of this Form 10-Q. We will be required to raise additional funds to finance our operations and remain a going concern; we may not be able to do so, and/or the terms of any financings may not be advantageous to us. "The continuation of our business is dependent upon raising additional capital. We expect to devote substantial resources for the commercialization of the dermaPACE device and will continue to research and develop the non-medical uses of the PACE technology, both of which will require additional capital resources. "Management's plans are to obtain additional capital in 2022 through investments by strategic partners for market opportunities, which may include strategic partnerships or licensing arrangements, or raise capital through the conversion of outstanding warrants, issuance of common or preferred stock, securities convertible into common stock, or secured or unsecured debt. These possibilities, to the extent available, may be on terms that result in significant dilution to our existing shareholders. In addition, there can be no assurances that our plans to obtain additional capital will be successful on the terms or timeline we expect, or at all. If these efforts are unsuccessful, we may be required to significantly curtail or discontinue operations or, if available, obtain funds through financing transactions with unfavorable terms." Management Commentary In a press release, Mr. Kevin Richardson, CEO, stated, "We are very pleased with third quarter results which showed revenue growth year on year despite ongoing capacity constraints. Our focus is increasing sales at an accelerated rate as we ramp up capacity during the fourth quarter and into 2023. We have also decreased our operating expenses over the past year to a level where we can achieve profitable growth." "As a result of our efforts to improve profitability and manage our expenses, the company is pleased to announce that it became EBITDA positive in the month of October and expects to continue this for Q4 as a whole." Subsequent to the end of the quarter, the Company raised an additional approximately $2 million in order to maximize flexibility around sales hiring and inventory build. Terms were consistent with the August financing. This cash is not reflected in the Q3 statements. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1417663/000114036122041447/brhc10043756_10q.htm About SANUWAVE Health Headquartered in Suwanee, Georgia, SANUWAVE Health, Inc. (OTCQB:SNWV) -- http://www.SANUWAVE.com-- is a shock wave technology company using a patented system of noninvasive, high-energy, acoustic shock waves for regenerative medicine and other applications. The Company's initial focus is regenerative medicine utilizing noninvasive, acoustic shock waves to produce a biological response resulting in the body healing itself through the repair and regeneration of tissue, musculoskeletal, and vascular structures. SANUWAVE reported a net loss of $27.26 million for the year ended Dec. 31, 2021, compared to a net loss of $30.94 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $18.62 million in total assets, $57.58 million in total liabilities, and a total stockholders' deficit of $38.96 million. New York, NY-based Marcum LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated May 13, 2022, citing that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations and the occurrence of the events of default on the Company's debt. These conditions raise substantial doubt about the Company's ability to continue as a going concern. SHAWN JENSEN: Cori Loomis Files Eighth PCO Report ------------------------------------------------- Cori Loomis, the patient care ombudsman for Shawn Jensen DDS, P.A., filed with the U.S. Bankruptcy Court for the District of Kansas an Eighth Report to monitor the quality of care provided to Shawn Jensen patients. The PCO traveled to Hutchinson, Kansas for a site visit on Oct. 31. The repairs to Shawn Jensen's office were complete and new flooring had been installed throughout the office. The waiting area, treatment areas and all offices were clean and tidy. In addition, all sterilization equipment was working. Debtor indicated that some equipment was also being replaced due to the water leak damage, but it was not impacting operations. Insurance is expected to cover most of the costs associated with the remodel and equipment replacement. The PCO checked the Kansas Dental Board website to verify that the Board has not taken any recent disciplinary actions against Dr. Jensen since the order entered on August 14, 2020. He also checked Dr. Jensen's online reviews on multiple sites, which remain in the 4 to 5-star range. The PCO will continue to monitor the status of Shawn Jensen's bankruptcy proceedings and will make another in-person visit if Shawn Jensen's bankruptcy plan is not confirmed within the 60-day reporting timeframe. A copy of the eighth ombudsman report is available for free at https://bit.ly/3X0qjYq from PacerMonitor.com. Attorney for the patient care ombudsman: J. Clay Christensen, Esq. Jonathan M. Miles, Esq. Brock Z. Pittman, Esq. Christensen Law Group, P.L.L.C. 3401 N.W. 63rd St., Suite 600 Oklahoma City, OK 73116 Telephone: (405) 232-2020 Facsimile: (405) 228-1113 Email: clay@christensenlawgroup.com jon@christensenlawgroup.com brock@christensenlawgroup.com About Shawn Jensen DDS Shawn Jensen DDS, PA sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 21 10699) on July 26, 2021, with $100,001 to $500,000 in assets and $1 million to $10 million in liabilities. Judge Mitchell L. Herren oversees the case. Forker Suter, LLC serves as the Debtor's legal counsel. Cori Loomis, the patient care ombudsman appointed in the Debtor's case, is represented by Christensen Law Group, P.L.L.C. SMART AND SASSY: Gets OK to Hire Lentz Law as Bankruptcy Counsel ---------------------------------------------------------------- Smart and Sassy, LLC received approval from the U.S. Bankruptcy Court for the District of Nebraska to employ Lentz Law, PC, LLO as its legal counsel. The firm will render these services: a. give legal advice with respect to the powers and duties of the Debtor in the reorganization of its business; b. meet with and negotiate with creditors as to this estate and its affairs and business; c. take any necessary actions to set aside preferences of transfers, which may be avoided or set aside under the Bankruptcy Code; d. take such other necessary and required actions which are deemed by such counsel as ordinary and necessary in the course of the Debtor's Chapter 11 proceedings; e. provide representation in connection with any adversary proceedings filed in court; f. prepare legal papers; and g. perform other necessary legal services. The firm will be paid based upon its normal and usual hourly billing rates and will be reimbursed for out-of-pocket expenses incurred. The firm received a retainer in the amount of $10,000. John Lentz, Esq., a partner at Lentz Law, 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 through: John A. Lentz, Esq. Lentz Law, PC, LLO 650 J St Ste 215B Lincoln, NE 68508 Phone: (402) 421-9676 Email: john@johnlentz.com About Smart and Sassy Smart and Sassy LLC, doing business as Smartass and Sass, filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Neb. Case No. 22-40874) on October 6, 2022, with between $1 million and $10 million in both assets and liabilities. James A. Overcash has been appointed as Subchapter V trustee. Judge Thomas L. Saladino oversees the case. The Debtor tapped John A. Lentz, Esq., at Lentz Law, PC, LLO as counsel and Andrew Berg, CPA, at Berg Advisors as accountant. SNIPER SERVICES: Unsecureds to Get 100% in 60 Months Under Plan --------------------------------------------------------------- Sniper Services, LLC submitted a Plan and a Disclosure Statement dated Nov. 1, 2022. The Debtor continues to operate its business and has been able to be profitable during the bankruptcy process. Under the Debtor's Plan, the Debtor will continue to maintain operations of the business. The Debtor owns vehicles used in the operations along with certain supplies and related equipment. The Debtor has accounts receivable at any given time. The Debtor believes the current value of the Property if liquidated would not exceed $100,000. The Reorganized Debtor will continue in business until the sale of the Property. Under the Plan, Class 6 Allowed Unsecured Creditors Claims are impaired. All creditors holding allowed unsecured claims will be paid from the income of the business. The Class 5 Creditors will receive their pro rata share of 60 monthly payments of $500 commencing on the Effective Date until all Allowed Unsecured Creditors have been paid in full. The unsecured creditors shall receive 100% of their allowed claims under this Plan. The Class 6 Creditors are impaired under this Plan. The Plan is premised on the Debtor's continued operations of its business. The Debtor has been profitable during the Chapter 11 and believes its core business is strong. Based upon the current operations, the Debtor believes the Plan to be feasible. Attorneys for the Debtor: Eric A. Liepins, Esq. ERIC A. LIEPINS, P.C. 12770 Coit Road, Suite 850 Dallas, TX 75251 a Tel: (972) 991-5591 Fax: (972) 991-5788 A copy of the Disclosure Statement dated Nov. 4, 2022, is available at https://bit.ly/3WutTKt from PacerMonitor.com. About Sniper Services Sniper Services, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 22-41502) on July 4, 2022, disclosing up to $50,000 in assets and up to $500,000 in liabilities. Eric A. Liepins, Esq., represents the Debtor as counsel. SPI ENERGY: Posts $13.5 Million Net Loss in Third Quarter --------------------------------------------------------- SPI Energy Co., Ltd. has filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $13.49 million on $43.21 million of net revenues for the three months ended Sept. 30, 2022, compared to a net loss of $16.48 million on $38.96 million of net revenues for the three months ended Sept. 30, 2021. For the nine months ended Sept. 30, 2022, the Company reported a net loss of $22.50 million on $130.33 million of net revenues compared to a net loss of $31.05 million on $118.40 million of net revenues for the same period in 2021. As of Sept. 30, 2022, the Company had $224.24 million in total assets, $200.05 million in total liabilities, and $24.19 million in total equity. SPI Energy said, "We suffered a net loss of $22.5 million during the nine months ended September 30, 2022, and the cash flow used in operating activities was $13.0 million. As of September 30, 2022, there is net working capital deficit of $96.9 million and accumulated deficit of $660.0 million. These factors raise substantial doubt as to the Group's ability to continue as a going concern. We intend to continue implementing various measures to boost revenue and control the cost and expenses within an acceptable level and other measures including: 1) negotiate with potential buyers on PV solar projects; 2) negotiate for postponing of convertible bond payments; 3) improve the profitability of the business in US; 4) strictly control and reduce business, marketing and advertising expenses; 5) obtain equity financing from certain subsidiaries' initial public offerings; and 6) seek for certain credit facilities. While we believe that it will be successful in meeting its liquidity and cash flow requirements, there is no assurance to that effect." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1210618/000168316822007585/spi_i10q-093022.htm 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 theU.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. TRANSPORTATION DEMAND: Jan. 19 Hearing on Plan & Disclosures ------------------------------------------------------------ Judge Marc Barreca has entered an order conditionally approving the Disclosure Statement of Transportation Demand Management, LLC and Transportation Demand Management Holdings, LLC, without prejudice to any party-in-interests' objection to the Disclosure Statement at the Combined Hearing that will be he held on January 19, 2023 at 9:30 AM. The combined hearing on approval of the Disclosure Statement and confirmation of the Plan will be held on January 19, 2023 at 9:30 AM before the Honorable Marc L. Barreca, United States Bankruptcy Court, Courtroom 7106, 700 Stewart St, Seattle, WA. Objections to the Plan must be served and filed by no later than January 12, 2023. The deadline for the receipt electronically completed or duly-executed Ballots is fixed as January 12, 2023 at 7:00 PM. 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. TREES CORP: Incurs $2.7 Million Net Loss in Third Quarter --------------------------------------------------------- Trees Corporation has filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $2.70 million on $3.18 million of total revenue for the three months ended Sept. 30, 2022, compared to a net loss of $1.33 million on $1.66 million of total revenue for the three months ended Sept. 30, 2021. For the nine months ended Sept. 30, 2022, the Company reported a net loss of $3.75 million on $9.98 million of total revenue compared to a net loss of $5.06 million on $3.03 million of total revenue for the same period in 2021. As of Sept. 30, 2022, the Company had $27.79 million in total assets, $19.45 million in total liabilities, and $8.34 million in total stockholders' equity. Trees Corp. stated, "We have incurred recurring losses and negative cash flows from operations since inception and have primarily funded our operations with proceeds from the issuance of convertible debt. We expect our operating losses to continue into the foreseeable future as we continue to execute our acquisition and growth strategy. As a result, we have concluded that there is substantial doubt about our ability to continue as a going concern. Our unaudited condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. "Our ability to continue as a going concern is dependent upon our ability to raise additional capital to support our planned investing activities. If we are unable to obtain additional funding, we would be forced to delay, reduce, or eliminate some or all of our acquisition efforts, which could adversely affect our growth plans." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1477009/000155837022017741/cann-20220930x10q.htm About Trees Corp Headquartered in Denver, Colorado, Trees Corporation (formerly known as General Cannabis Corp) -- provides services and products to the regulated cannabis industry. The Company is a trusted partner to the cultivation, production and retail sides of the cannabis business. General Cannabis reported a net loss of $8.87 million for the year ended Dec. 31, 2021, compared to a net loss of $7.68 million for the year ended Dec. 31, 2020. As of June 30, 2022, the Company had $22.99 million in total assets, $12.58 million in total liabilities, and $10.41 million in total stockholders' equity. Salt Lake City, Utah-based Haynie & Company, the Company's auditor since 2021, issued a "going concern" qualification in its report dated March 25, 2022, citing that the Company has suffered recurring losses from operations and has negative working capital that raise substantial doubt about its ability to continue as a going concern. TRICHOME FIN'L: Obtains CCAA Initial Stay Order Until February 2023 ------------------------------------------------------------------- The Ontario Superior Court of Justice (Commercial List) ("Court") made an Order ("Initial Order") granting Trichome Financial Corp., Trichome JWC Acquisition Corp., MYM Nutraceuticals Inc., Trichome Retail Corp., MYM International Brands Inc. and Highland Grow Inc. ("Companies") protection pursuant to the Companies' Creditors Arrangement Act ("CCAA"). Pursuant to the Initial Order, KSV Restructuring Inc. was appointed as monitor ("Monitor"). Pursuant to the Initial Order, there is a stay of proceedings until Nov. 17, 2022, which may be extended by the Court from time-to-time. A motion is scheduled to be heard on Nov. 17, 2022 to extend the stay of proceedings to Feb. 3, 2023 ("Comeback Motion"). According court documents, following months of liquidity challenges, the Companies are now facing a severe liquidity crisis, have limited cash on hand and are generally unable to meet their obligations as they become due. As a result of the Companies' financial circumstances, Trichome JWC Acquisition Corp. ("TJAC") is in breach of several covenants, representations and warranties under its existing asset-based loan ("ABL") from Cortland Credit Lending Corporation ("Cortland"), in its capacity as administrative agent ("Agent"), for and on behalf of the Companies' senior secured lenders ("Lenders"). Moreover, TJAC is no longer able to satisfy the conditions precedent to obtaining further advances under the ABL. Absent access to debtor-in-possession ("DIP") financing, a stay of proceedings ("Stay of Proceedings") and related relief, the Companies will be forced to immediately cease their operations. Together, these CCAA proceedings and the relief sought in the proposed Initial Order will provide the breathing room and stability required to continue the Canadian Business' operations while the Companies develop a Court-supervised sale and investor solicitation process ("SISP") and explore other value maximizing restructuring transactions. The Companies have approximately $300,000 of cash on hand. As at June 30, 2022, the Company had total assets with a book value of approximately $113.8 million and total liabilities with a book value of approximately $124.8 million. On May 14, 2021, TJAC entered into a credit agreement ("Original ABL Agreement") among Cortland, in its capacity as the Agent for the Lenders, TJAC, as borrower, and Trichome, as the initial guarantor. Pursuant to an instrument of assumption and joinder dated Aug. 27, 2021, Highland, MYM International Brands Inc. ("MYMB"), Trichome Retail Corp. ("TRC") and MYM ("Guarantors") also became parties to the Original ABL Agreement ("ABL Agreement"). As of Oct. 28, 2022, approximately $4.73 million of principal is owing to the Agent under the ABL Agreement, and as of Nov. 1, 2022, there was an additional $79,000 of interest accrued month-to-date. A copy of this order, if issued, will be available on the Monitor's website at: https://www.ksvadvisory.com/experience/case/trichome. The Monitor also intends to post a notice on its website regarding the extension immediately following the Comeback Motion. The monitor can be reached at: KSW Advisory Inc. 150 King Street West, Suite 2308 Toronto, Ontario, M5H 1J9 Tel: +1 416-932-6262 Fax: +1 416-932-6266 Lawyers for the Companies: Bennet Jones LLP 3400 One First Canadian Place P.O. Box 130 Toronto, Ontario M5X 1A4 Sean Zweig Tel: (416) 777-6254 Email: zweigs@bennettjones.com Joshua Foster Tel: (416) 777-7906 Email: fosterj@bennettjones.com Trichome Financial Corp. cultivate, process and sell premium and ultra-premium cannabis for the adult-use market in Canada. UNITED RENTALS: Moody's Cuts Rating on 2nd Lien Sec. Notes to Ba1 ----------------------------------------------------------------- Moody's Investors Service assigned a Baa3 rating to United Rentals (North America), Inc.'s (URNA) planned $1.5 billion first lien senior secured notes due 2029. URNA's parent, United Rentals, Inc. and URNA's domestic subsidiaries will guarantee the notes. Moody's downgrade of URNA's second lien senior secured notes to Ba1 from Baa3 reflects lower recovery prospects in the event of a default given the new first lien debt being added to URNA's capital structure. The rating agency also affirmed URNA's Ba1 corporate family rating, Ba1-PD probability of default rating, Baa3 senior secured first lien rating, and Ba2 senior unsecured rating. URNA's speculative grade liquidity rating remains unchanged at SGL-1. The outlook is stable. Proceeds from the notes together with roughly $514 million of ABL borrowings will be used to fund URNA's $2 billion pending acquisition of Ahern Rentals Inc.'s general rental business. The transaction will be structured as an asset purchase agreement that will include a rental fleet valued at roughly $1.85 billion based on original equipment cost, 2,300 employees, and 105 locations. "United Rentals has a solid track record of integrating large acquisitions," said Moody's Vice President-Senior Analyst Brian Silver. "That said, the acquisition of certain assets of Ahern Rentals is credit negative, given that it is moderately leveraging and involves integration risk," Silver continued. Moody's expects that this acquisition will accelerate United Rentals' growth by giving the company more equipment available to rent in a strong operating environment while makers of original equipment continue to face manufacturing constraints. Downgrades: Issuer: United Rentals (North America), Inc. Gtd Senior Secured Second Lien Regular Bond/Debenture, Downgraded to Ba1 (LGD3) from Baa3 (LGD3) Assignments: Issuer: United Rentals (North America), Inc. Gtd Senior Secured First Lien Regular Bond/Debenture, Assigned Baa3 (LGD2) Affirmations: Issuer: United Rentals (North America), Inc. Corporate Family Rating, Affirmed Ba1 Probability of Default Rating, Affirmed Ba1-PD Gtd Senior Unsecured Regular Bonds/Debentures, Affirmed Ba2 (LGD5) Senior Secured First Lien Term Loan, Affirmed Baa3 (LGD2) Outlook Actions: Issuer: United Rentals (North America), Inc. Outlook, Remains Stable RATINGS RATIONALE URNA's Ba1 CFR reflects the company's considerable scale from its position as North America's largest equipment rental company. The rating also reflects the company's broad array of equipment offerings, solid end market and customer diversification, low financial leverage and consistent profits. URNA will remain acquisitive, which will increase its scale and expand its product offerings to better meet its customers' needs. The company also has a large amount of secured debt in its capital structure. The ratings incorporate Moody's acknowledgment of URNA's track record of quickly integrating acquisitions and subsequently deleveraging to restore its credit metrics. Moody's expects URNA to organically grow its topline by about 3% while debt-to-EBITDA declines to around 2 times over the next 12-18 months. EBITDA margin will remain healthy owing to Moody's expectation for continued strength in utilization rates. URNA's free cash flow including proceeds from equipment sales will experience low-teens growth in 2023 despite greater working capital investments, as revenue grows and margins remain robust. Staying competitive requires access to considerable capital to grow the equipment fleet, so capital spending can increase substantially. URNA's capital investments are also expected to increase given its larger scale after acquiring Ahern's assets. United Rental's fleet generates greenhouse gas emissions, which drives moderately negative carbon transition and waste and pollution scores. The company's governance risks are moderately negative and reflect the company's secured capital structure, offset in part by its otherwise relatively conservative financial policy. The stable outlook reflects Moody's view that URNA will have 3% organic topline growth as its end markets remain healthy, and that URNA will gradually deleverage to about 2.0 times debt-to-EBITDA over the next 12-18 months. The SGL-1 speculative grade liquidity rating reflects URNA's very good liquidity, largely supported by about $2.2 billion of availability under its $4.25 billion ABL facility that expires in 2027. Liquidity is further supported by $75 million of cash and Moody's expectation for free cash flow of about $1.8 billion in 2023. Free cash flow includes the proceeds from equipment sales that Moody's expects to be in excess of $1 billion. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded with debt-to-EBITDA sustained around 2 times and FFO-to-debt maintained around 40%. An upgrade would be accompanied by a capital structure that allows for maximum financial flexibility. Strong liquidity to manage through industry cycles and consistent evidence of equipment sales at strong realized values would also be important factors in the consideration of a rating upgrade. The ratings could be downgraded if debt-to-EBITDA is likely to approach 3 times or FFO-to-debt declines below 25%. A downgrade could also occur if the company does large debt-funded acquisitions that are not followed by deleveraging, or if the company's liquidity weakens. The principal methodology used in these ratings was Equipment and Transportation Rental published in February 2022. United Rentals (North America), Inc., headquartered in Stamford, CT, is the largest North American equipment rental company with a rental fleet of approximately 890,000 units. The company's rental equipment is valued at approximately $17.4 billion (at original equipment cost) across the company's 1,343 rental locations across North America (and 13 branches in Europe and 46 in Australia/New Zealand). The company has two reportable segments: General Rentals and Specialty (formerly Trench, Power and Fluid Solutions). While the primary source of revenue is from renting equipment, the company also sells new and used equipment and related parts and services. UNIVERSAL DOOR: Granted 60-Day Extension to File Plan & Disclosures ------------------------------------------------------------------- Judge Enrique S. Lamoutte has entered an order granting Universal Door and Window Manufacture Inc.'s request for an extension of time of 60 days to file the Disclosure Statement and Chapter 11. In seeking the extension, the Debtor explained that during the status conference held on Oct. 4, 2022, Debtor stated that it intended to file its Disclosure Statement and Plan of Reorganization by Nov. 1, 2022. However, Debtor still needs at least sixty (60) days to ascertain if additional financial adjustments are needed in order to have a feasible plan of reorganization. About Universal Door Universal Door and Window Manufacture, Inc., a company based in San Sebastian, P.R., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. P.R. Case No. 22-01961) on July 5, 2022, disclosing $1.54 million in assets and $2.86 million in liabilities. Judge Enrique S. Lamoutte oversees the case. Alexis Fuentes-Hernandez, Esq., at Fuentes Law Offices, LLC and CPA Luis R. Carrasquillo & Co., P.S.C. serve as the Debtor's legal counsel and financial consultant, respectively. VERDANT HOLDINGS: Gets OK to Hire NAI/CIR as Real Estate Broker --------------------------------------------------------------- Verdant Holdings, LLC received approval from the U.S. Bankruptcy Court for the Middle District of Pennsylvania to employ NAI/CIR as real estate broker. The Debtor requires a real estate broker to market for sale its real estate located at 165-171 SCI Lane & Route 119, Hempfield Township, Westmoreland County, Pa. The firm will be paid a commission of 6 percent of the sales price. Nikolas Sgagias, a partner at NAI/CIR, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Nikolas Sgagias NAI/CIR 1015 Mumma Road Lemoyne, PA 17043 Tel: (717) 439-9453 Fax: (717) 975-9835 About Verdant Holdings Carlisle, Pa.-based Verdant Holdings, LLC filed its voluntary petition for Chapter 11 protection (Bankr. M.D. Penn, Case No. 21-01938) on Sept. 2, 2021, with up to $50 million in assets and up to $10 million in liabilities. David Goldsmith, managing director, signed the petition. Judge Henry W. Van Eck oversees the case. The Debtor tapped Cunningham, Chernicoff & Warshawsky, PC as legal counsel and Chemel Kornick & Mooney, LLC and Gift CPAs as accountants. VILLAS OF COCOA: Unsecured Creditors to be Paid in Full in Plan --------------------------------------------------------------- The Villas of Cocoa Village LLC filed with the U.S. Bankruptcy Court for the Middle District of Florida a Disclosure Statement describing Chapter 11 Plan dated November 14, 2022. The Debtor, formed in 2017, is a real estate developer focusing on the development of residential real property located primarily in Brevard County, Florida. The Debtor is currently in the process of constructing townhouse style homes in the community known as The Cottages of Cocoa Village, with an address of 6 Rosa L Jones Drive, Cocoa, Florida 32922 (the "Project"). The Project consists of 18 individual lots upon which the Debtor has constructed or intends to construct a townhouse-style home. The Debtor completed the construction and closed on 2 of the Units pre-petition. The Plan is a reorganization plan whereby the Debtor will restructure its obligations and continue its existence as a Reorganized Debtor. The Reorganized Debtor will utilize the net proceeds from post-petition financing from its secured lender, D&S Investment Capital, LLC, and from contributions from its Members, to recommence construction of the Project. The Debtor will sell each of the Units as they are completed, and the Debtor will use the proceeds of the sales of Units to fund its operations, the continued construction of the Project, and ultimately pay creditors. Thereafter, the Debtor is likely to wind up its business within three years, although it is possible the Debtor could resume operations. Class 1 consists of the Allowed Secured Claims of D&S Investment Capital, LLC ("D&S"), which consists of a first and second mortgage against the Property. Class 1 is impaired. The parties agree the total amount owed to D&S on account of its Allowed Secured Claims is $1,995,731.76 as of November 1, 2022. D&S will provide post-petition financing to the Debtor in the amount of $125,000, plus closing costs and fees ("Post-Petition Financing"). The Debtor intends to continue constructing Units at the Property, selling each unit as it is completed, and using a portion of the proceeds of each sale to satisfy a portion of the debt owed to D&S until the Allowed Secured Claims of D&S are paid in full. The Allowed Secured Claims of D&S will accrue 12% interest per annum until paid in full. Accordingly, Class 1 shall be paid until paid in full, with all interest and reasonable attorneys' fees. Class 2 consists of the Allowed Secured Claims of the Brevard County Tax Collector and associated Tax Certificate Holders. The Allowed Secured Claims of Class 2 shall be paid in full and with interest at the rate of 5% per annum at the close of each respective Unit securing the respective Allowed Secured Claim(s). At or before the closing of the sale of each Unit, the holders of a Class 2 Allowed Secured Claim secured by that Unit shall provide a signed satisfaction of the holder's Allowed Secured Claim to the closing agent to be held in escrow for closing. Class 3 consists of the Allowed general Unsecured Claims of creditors. Claimants in Class 3 shall be paid as follows: * After the closing of the sale of Unit 3 and Unit 4, which is expected to occur in or about Month 4 after the Effective Date of the Plan, Class 3 claimants shall receive, on account of their respective claims, a pro rata share of $25,000 from the Debtor; and * After the closing of the sales on all remaining Units, that is after the Debtor has sold Units 3 through 18, which is expected to occur in or about Month 24 after the Effective Date of the Plan, the remaining balances owed to the claimants in Class 3 on account of their respective Allowed general Unsecured Claims shall be paid in full from the remaining funds generated from the Debtor's operations. Class 4 consists of the equity interest in the Debtor which is held (collectively, the "Members"). The Members shall retain their equity interest in the Debtor contingent upon payment of Class 3. Prior to confirmation, each Member shall contribute to the Debtor $10,000 for a total of $30,000 (the "Contribution Fund"). The Contribution Fund shall be held in trust with WHWW pending confirmation. The Contribution Fund shall be used to pay the administrative costs of the United States Trustee and WHWW. The Plan contemplates a reorganization, under which the Reorganized Debtor will complete the Project, sell the Units, use the proceeds to pay creditors, and wind up the Debtor's business over three years, but with restructured debt obligations paid in full. The Debtor may resume operations after all claims are paid as provided in this Plan. Under the Plan, the Debtor proposes paying all creditors 100% of their claims within 3 years. The primary sources of funding for payment of the claims are the sale of Units free and clear of all claims, liens, and interests as they are completed. The Debtor will continue its existence as the Reorganized Debtor and as a Florida limited liability company, and the Members shall remain as the owners of the Reorganized Debtor for all purposes, and Mr. Harvey shall serve as the manager. A full-text copy of the Disclosure Statement dated November 14, 2022, is available at https://bit.ly/3hP5CyT from PacerMonitor.com at no charge. Attorneys for Debtor: C. Andrew Roy, Esq. Lauren M. Reynolds, Esq. Winderweedle, Haines, Ward & Woodman, PA 329 Park Avenue, North, Second Floor Post Office Box 880 Winter Park, FL 32790-0880 Telephone: (407) 423-4246 Facsimile: (407) 645-3728 Email: aroy@whww.com lreynolds@whww.com About The Villas of Cocoa Village The Villas of Cocoa Village LLC filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-03286) on Sept. 12, 2022. In the petition filed by Robert D. Harvey, authorized member, the Debtor disclosed between $500,000 and $1 million in assets and between $1 million and $10 million in liabilities. Robert Altman has been appointed as Subchapter V trustee. Judge Tiffany P. Geyer oversees the case. Winderweedle, Haines, Ward & Woodman, PA serves as the Debtor's counsel. WESTBANK HOLDINGS: Sole Member Submits Chapter 11 Plan ------------------------------------------------------ Joshua L. Bruno, sole member of Westbank Holdings, LLC, Cypress Park Apartments II, LLC, Forest Park Apartments, LLC, Liberty Park Apartments, LLC, Washington Place, LLC, and Riverview Apartments, LLC, has filed a Plan of Reorganization for the Debtors. Forest Park Apartments, LLC is the owner and operator of a 20-unit garden-style apartment complex and related improvements located at 2309 - 2311 Sixth Street, New Orleans, Louisiana constructed in 1980. Forest Park purchased the property in approximately 2011 for approximately $210,000. Forest Park redeveloped the property thereafter investing approximately $1,950,000 in the property including repairs and other work. Liberty Park Apartments, LLC is the owner and operator of a 10-unit garden-style apartment complex and related improvements located at 2817 S. Liberty Street, New Orleans, Louisiana originally constructed in 1980 and rebuilt in 2012. Liberty Park purchased the property in approximately 2011 for approximately $92,000. Liberty Park redeveloped the property thereafter investing approximately $1,250,000 in the property including repairs and other work. Washington Place, LLC is the owner and operator of a 25-unit garden-style apartment complex and related improvements located at 2316 Washington Ave., New Orleans, Louisiana. The property was originally constructed in 1980 and completely renovated in 2007. Washington Place purchased the property in approximately 2006 for approximately $377,000. Washington Place redeveloped the property thereafter by investing approximately $2,200,000 in the property including repairs and other work. Cypress Park Apartments II, LLC is the owner and operator of a 63-unit apartment complex and related improvements located at 2110 Cypress Acres Drive, New Orleans, Louisiana constructed in 1986 and renovated in 2012. CP purchased the property in approximately 2011 for approximately $1,350,000. CP redeveloped the property thereafter investing approximately $4,975,000 in the property including repairs and other work. Riverview Apartments, LLC is the owner and operator of a 45-unit apartment complex and related improvements located at 1039 Reverend Richard Wilson Drive, Kenner, Louisiana constructed in 1970 and 1987 and renovated in 2010-2011. The property was purchased by Forest Park in approximately 2007 for approximately $572,000. Riverview redeveloped the property thereafter investing approximately $5,450,000 in the property including repairs and other work. Westbank Holdings, LLC is the owner and operator of a 328-unit garden-style apartment complex, consisting of 24 buildings that are 2-3 stories tall, plus office/clubhouse, swimming pool, sports courts and gated access, and related improvements located at 2200 Westbend Parkway, New Orleans, Louisiana constructed in 1982. The WBH property was purchased in approximately 2014 for approximately $12,000,000. WBH redeveloped the property thereafter investing approximately $19,570,000 including repairs and other work. The Properties are mixed-income apartment buildings which provide affordable housing to residents of New Orleans. Each property has a laundry room located at the site. Amenities of the properties include security cameras, Wi-Fi, landscaping, and courtyards. The apartments within the properties include appliances and granite countertops. The Debtors' primary source of cashflow is the collection of rents of the apartments at the respective properties. The primary assets of the Debtors are the multi-family apartment units owned by the Debtors, cash, and insurance proceeds. Cook Moore Davenport & Associates, Real Estate Appraisers prepared appraisals of the real property land dated July 7, 2022, using an "As Is" valuation method. That appraisal determined the values to be $4,275,000 for Westbank Holdings, $875,000 for Cypress Park, $550,000 for Riverview, $350,000 for Forest Park, $250,000 for Liberty Park and $225,000 for Washington Place, for a total appraised value of $6,525,000. Forest Park currently has cash totaling approximately $65,000. It also holds $186,253 from its insurers which is designated for property repairs. Liberty Park currently has cash totaling approximately $35,000. Washington Place currently has cash totaling $30,000. It also holds $133,150 from its insurers, which is designated for property repairs. Westbank Holdings currently has cash totaling approximately $450,000.4 It also holds $4,623,011.84 from its insurers which is designated for property repairs. Cypress Park currently has cash totaling approximately $50,000. It also holds $503,171 from its insurers which is designated for property repairs. Riverview currently has cash totaling approximately $7,500. It also holds $369,396 from its insurers which is designated for property repairs. On the Effective Date, new equity consideration shall be contributed by Joshua L. Bruno, as needed to fund the Plan. Joshua L. Bruno shall own 100% or the majority of the membership interests in the Reorganized Debtor and shall be granted controlling management authority over the Reorganized Debtors. The New Equity Consideration shall consist of the following: (a) forgiveness of any and all claims held by Joshua L. Bruno, Metro-Wide Apartments, LLC, Metro-Wide Apartments II, LLC, WHB Servicing, LLC, Downtown Development Group, LLC, Bruno, Inc. and MW Servicing LLC, which shall occur automatically on the Effective Date without the need for the Trustee, Plan Agent or Debtors to object to any such claims, except that any and all such claims are expressly reserved and may be asserted as a setoff, recoupment, or otherwise defensively to any claims asserted by the Reorganized Debtor or Plan Agent under 11 U.S.C. Sec. 544, et seq. or otherwise; (b) contribution of Cash to pay the Allowed Administrative Claims in accordance with Section 2.2(a) of the Plan to the extent the Debtor has insufficient Cash to timely pay (as defined by this Plan) any such Allowed Claim; (c) contribution of Cash to pay the Allowed Claims in accordance with Section 2.3 of the Plan to the extent the Debtor has insufficient Cash to timely pay (as defined by this Plan) any such Allowed Claim. Attorneys for Joshua L. Bruno: Leo D. Congeni, Esq. CONGENI LAW FIRM, LLC 650 Poydras Street, Suite 2750 New Orleans, LA 70130 Telephone: 504-522-4848 Facsimile: 504-910-3055 E-mail: leo@congenilawfirm.com A copy of the Plan of Reorganization dated Nov. 4, 2022, is available at https://bit.ly/3Usx3wd from PacerMonitor.com. About Westbank Holdings Westbank Holdings, LLC is a New Orleans, La.-based company primarily engaged in renting and leasing real estate properties. Westbank Holdings and its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Lead Case No. 22-10082) on Jan. 27, 2022. In its petition, Westbank Holdings listed as much as $50 million in both assets and liabilities. Joshua Bruno, manager, signed the petition. Judge Meredith S. Grabill oversees the cases. Frederick L. Bunol, Esq., at The Derbes Law Firm, LLC, Alvendia Kelly & Demarest, LLC and G Rowland CPA & Associates serve as the Debtors' bankruptcy counsel, special counsel and accountant, respectively. Richard W. Cryar, a partner at F M Reed Company, is the Debtors' chief restructuring officer. Dwayne M. Murray, the Chapter 11 trustee appointed in the Debtors' cases, tapped Fishman Haygood, LLP as legal counsel and Patrick J. Gros, CPA, as accountant. [^] BOOK REVIEW: The Story of The Bank of America ------------------------------------------------- Author: Marquis James and Bessie R. James Publisher: Beard Books Softcover: 592 pages List Price: $31.80 Order your personal copy today at http://www.amazon.com/exec/obidos/ASIN/1587981459/internetbankrupt The Bank of America began as the Bank of Italy in 1904. A. P. Giannini was motivated to found the Bank out of his indignation over the neglect by other banks of the Italian community in San Francisco's North Beach area. Local residents were quickly drawn to Giannini's new type of bank suited for their social circumstances, financial needs, and plans and aspirations. Before Giannini's Bank of Italy, the field was dominated by large, well-connected, and politically influential banks typified by the magnate J. P. Morgan's House of Morgan catering to corporations and the wealthy industrialists and their families of the Gilded Age. Giannini's Bank proved to be a timely enterprise with great potential far beyond its founder's original aims. The early 1900s following the Gilded Age was a time of spreading democratization in American society with large numbers of immigrants being assimilated. It was also a time of considerable industrial growth after the heyday of the tycoons such as Morgan, Rockefeller, and Carnegie in the latter 1800s. Giannini's idea was also helped by the growth of California in its early stages of becoming one of the most prosperous and most populous states. As California grew, so did the Bank of America. A. P. Giannini was the perfect type of individual to oversee the growth of a bank that stood in sharp contrast to the House of Morgan and which reflected broad changes in American society and business. Giannini followed the quick success of his North Beach bank with Bank of Italy branches elsewhere in San Francisco. With the success of these followed branches throughout California's agricultural valleys and Los Angeles as Giannini reached out to populations of other average persons generally ignored by the traditional banks. Throughout the rapid growth of his bank, Giannini never lost touch with his original motive for creating a bank suited for the average individual. When he died at 80 years of age in 1949, he lived in the same house as he did when he opened the original Bank of Italy; and his estate was less than half a million dollars. Throughout all the stages of the Bank of America's growth, business recessions and depressions, and changes in American society, including increased government regulation, the Bank continued to reflect its founder's purposes for it. In the 1920s, the Bank of Italy became a part of the corporation Transamerica. In 1930, the Bank was merged with the Bank of America of California. The newly formed bank was given the name the Bank of America National Trust and Savings Association, with Giannini appointed as chairman of the committee to work out the details of the merger. In 1930, he selected Elisha Walker to head Transamerica so he could be free to pursue his interest of establishing a national bank with the same goals and nature as his original Bank of Italy. But becoming alarmed over Walker's proposed measures for dealing with the pressures of the Depression, Giannini waged a battle involving board members, stockholders, and allies he had worked with in the past to regain control of Transamerica. In 1936, A. P. Giannini's son, Lawrence Mario, succeeded his father as president of Bank of America, with A. P. remaining as chairman of the board. The story of Bank of America is largely the story of A. P. Giannini: his ideas, his values, his ambitions, his goals, his personality. The co-authors follow the stages of the Bank's growth by focusing on the genteel, yet driven and innovative, A. P. Giannini. There's a balance of basic business material such as stock prices, rationale of momentous business decisions, and balance-sheet data, with portrayals of outsized characters of the time. Among these, besides Giannini, are the federal government official Henry Morgenthau and Charles Stern, California's superintendent of banks in the early 1900s. With this balance, The Story of the Bank of America is an engaging and informative work for readers of more technical business books and human-interest business stories alike. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA. Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2022. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***