/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/221212.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, December 12, 2022, Vol. 26, No. 345 Headlines 1205 5TH AVE: Starts Subchapter V Bankruptcy 5 STAR POOL: Seeks to Hire David C. Johnston as Legal Counsel AAD CAPITAL: Seeks Approval to Hire Faegre as Legal Counsel AAD CAPITAL: Seeks to Hire Scroggins & Williamson as Local Counsel ADJ PROPERTIES: Taps Thomas Hospitality, AW Properties as Brokers ADVAXIS INC: Sells 10 Series E Preferred Shares to CEO AERKOMM INC: Signs Investment Conversion and Bond Purchase Deal AH DEVELOPMENT: Amends Plan to Include Unsecured Deficiency Claims AIKIDO PHARMA: Two Proposals Approved at Special Meeting AKORN INC: 3d Circuit Affirms Approval of Chapter 11 Plan ALEXANDER JONES: Files for Personal Bankruptcy ALL ABOUT KIDZ: Court OKs Cash Collateral Access Thru Dec 13 ALVOGEN PHARMA: Moody's Affirms B3 CFR & Alters Outlook to Negative AMERICAN AUTO: $570M Bank Debt Trades at 21% Discount AMMON ANALYTICAL: Unsecureds to Recover 5% to 7.5% in 7 Years APPALACHIAN VALLEY: Files Emergency Bid to Use Cash Collateral ARETE REHABILITATION: Seeks to Hire Amann Burnett as Counsel ARETE REHABILITATION: Taps Baker CFO Advisory as Accountant ARROWHEAD HOLDCO: $146M Bank Debt Trades at 15% Discount ARROWHEAD HOLDCO: US$35M Bank Debt Trades at 15% Discount ARROWHEAD HOLDCO: US$49.5M Bank Debt Trades at 15% Discount ASP DREAM: $100M Bank Debt Trades at 16% Discount AUTO MONEY NORTH: SC Title Loans Firm in Chapter 11 After NC Suits BEASLEY MEZZANINE: Moody's Cuts CFR & Senior Secured Notes to Caa1 BED BATH & BEYOND: Extends Exchange Offers Until Dec. 19 BETHELITE COMMUNITY: Hires Greenberg Freeman as Special Counsel BITNILE HOLDINGS: Has 7.24% Equity Stake in HTG Molecular BITNILE HOLDINGS: Reports Results of Holmes County Drilling Project BITTER CREEK WATER: Seeks to Hire Husch Blackwell as Counsel BLINK CHARGING: Board Appoints Mark Pastrone as COO BPB DRUGS: Case Summary & 20 Largest Unsecured Creditors CALAMP CORP: Appoints Tech Finance Veteran as Senior VP, CFO CANO HEALTH: US$644M Bank Debt Trades at 25% Discount CANOPY GROWTH: Terminates Chief Commercial Officer CARVANA CO: CVAN Holdings, Six Others Hold 8.17% of Class A Shares CASTLE INTERMEDIATE: S&P Downgrades ICR to 'CCC+', Outlook Neg. CELSIUS NETWORK: Court to Decide on Customers' Crypto Ownership CELSIUS NETWORK: McCarter & English Advises Borrowers Group CINEWORLD GROUP: Taps Tran Singh as Special Conflicts Counsel CLAIM JUMPER: Committee Taps Alvarez & Marsal as Financial Advisor CLAIM JUMPER: Committee Taps Frost Brown Todd as Local Counsel CLAIM JUMPER: Committee Taps Kelley Drye & Warren as Lead Counsel CLEANSPARK INC: Appoints Bitcoin Policy Expert to Board CLOVIS ONCOLOGY: Expects Chapter 11 in 'Very Near Term' CLUB 121: Seeks to Hire Pryor & Mandelup as General Counsel COSMOS HOLDINGS: All Six Proposals Approved at Annual Meeting COVE RUN CONTRACTING: Hires Joseph Caldwell as Bankruptcy Counsel CPC ACQUISITION: $1B Bank Debt Trades at 26% Discount CURIA GLOBAL: $1.19B Bank Debt Trades at 20% Discount CURO SUBSIDIARIES: S&P Withdraws 'B-' LT Issuer Credit Rating CUSTOM ALLOY: Seeks Approval to Hire OGC Law as Special Counsel CYTODYN INC: Amends Surety Bond Backstop Deal With Welch, et al. DESERT INSTITUTE: Gets OK to Hire Russ Lyon Sotheby as Broker DEXKO GLOBAL: EUR584M Bank Debt Trades at 15% Discount DIOCESE OF SANTA ROSA: Plans Chapter 11 Due to Abuse Suits DIV005 LLC: Seeks Approval to Hire Jones & Walden as Counsel DOSHI ASSOCIATES: Taps Gold, Lange, Majoros & Smalarz as Counsel EASCO BOILER: Seeks to Hire CBIZ Marks Paneth as Accountant EAST COAST DIESEL: Trustee Taps Bert Davis as Forensic Accountant EKSO BIONICS: Acquires HMC Business Unit From Parker for $10-Mil. FIRST BRANDS: Fitch Affirms LongTerm IDR at 'BB-', Outlook Stable FIRST LINE TACTICAL: Steel City Ammo Files Subchapter V Case FIRSTENERGY: Court Approves $49M Class Settlement, $13M Fees FLEXSYS HOLDINGS: US$475M Bank Debt Trades at 18% Discount FR BR HOLDINGS: Moody's Cuts CFR to Caa1 & Alters Outlook to Neg. FTI CONSULTING: Moody's Affirms 'Ba1' CFR, Outlook Remains Stable FTX GROUP: DOJ Watchdog Urges Independent Bankruptcy Probe FTX GROUP: Former Auditors, Executives Face Class Action Suits FUELCELL ENERGY: Board Approves 2023 Long-Term Incentive Plan GAMESTOP CORP: Incurs $94.7 Million Net Loss in Third Quarter GATHERING PLACE ORLANDO: Taps BransonLaw PLLC as Legal Counsel GENAPSYS INC: Exclusivity Period Extended to Feb. 6 GENESIS GLOBAL: Creditors Explore Out-of-Bankruptcy Options GENESISCARE USA: EUR500M Bank Debt Trades at 64% Discount GLOBAL MEDICAL: $1.975B Bank Debt Trades at 23% Discount GMP BORROWER: US$69M Bank Debt Trades at 17% Discount GOPHER RESOURCE: US$510M Bank Debt Trades at 29% Discount GPS HOSPITALITY: S&P Downgrades ICR to 'CCC+', Outlook Negative GT REAL ESTATE: Faces Criminal Probe for Scraped NFL Facility GTT COMMUNICATIONS: Dec. 27 Disclosure Statement & Plan Hearing Set HERTZ GLOBAL: Settles False Stolen Car Report Claims HOLY GROUND: Taps Wadsworth Garber Warner Conrardy as Counsel HOSTESS BRANDS: Moody's Affirms 'B1' CFR, Outlook Remains Stable IBIO INC: Thomas Isett to Resign as CEO, Director INFINITE SYNERGY: Hires Michael D. O'Brien as Legal Counsel INPIXON: All Five Proposals Passed at Annual Meeting JOURNEY PERSONAL: US$650M Bank Debt Trades at 26% Discount JUMAS FOOD: Court OKs Cash Collateral Access Thru Jan 2023 KENSINGTON REALTY: Hires Fritznel J. Milfort as Tax Preparer KEYSTONE CLEANING: Seeks to Hire Steidl and Steinberg as Counsel KTS SOLUTIONS: Case Summary & 20 Largest Unsecured Creditors LACHAETINERIA LLC: Files for Chapter 11 Bankruptcy LARRY BARBER: Taps Accounting & Business Partners as Accountant LIVEWELL ASSISTED: Asset Sale Proceeds to Fund Plan Payments LOTUS SKY: Court OKs Interim Cash Collateral Access MACTAVISH PUBS: Hires Herron Business Law as Bankruptcy Counsel MAD ENGINE: $275M Bank Debt Trades at 16% Discount MARINER WEALTH: Moody's Affirms B1 CFR & Rates New $100MM Loan Ba3 MARINER WEALTH: S&P Assigns 'B-' Rating on New $100MM Term Loan B MARY A II: Jeffrey Tennis Selected as Committee Chairperson MBMK PROPERTY: Seeks to Hire Foehl & Eyre as Bankruptcy Counsel MEDLY HEALTH: Case Summary & 30 Largest Unsecured Creditors MERCURITY FINTECH: Closes $5 Million Pipe Financing METAL BENDERS: Seeks Approval to Hire Jones & Walden as Counsel MICHIGAN MEDICAL: Seeks to Hire Osipov Bigelman as Legal Counsel MINERVA RESOURCES: Seeks More Time to File Bankruptcy Plan MOHEGAN TRIBAL: May Restate Previously Filed Financial Statements MOHEGAN TRIBAL: Signs $475 Million Note Exchange Agreement MONSTER INVESTMENTS: Bid to Use Cash Collateral Denied MONTROSE MULTIFAMILY: Court OKs Cash Collateral Access Thru Dec 19 MORA HOUSE: Unsecureds Will Get 100% of Claims in Sale Plan MUSCLE MAKER: Joey Giamichael Reports 5.4% Equity Stake MUSCLEPHARM CORP: December 15 Asset Sale Set MYMD DIRECT: Gets OK to Hire Grier Wright Martinez as Attorney NANO MAGIC: Board Elects Raymond Gunn as Director NEONODE INC: Forsakringsaktiebolaget Reports 10.1% Equity Stake NEOVIA LOGISTICS: Moody's Gives Caa1 CFR, Outlook Stable NEW INSIGHT: S&P Downgrades ICR to 'CCC+', Outlook Negative NEXANT INC: $56M Bank Debt Trades at 15% Discount NEXTPLAY TECHNOLOGIES: Board Names Interim CFO NXT ENERGY: Raises $387K From Rights Offering O'CONNOR CONSTRUCTION: Plan Solicitation Period Extended to Feb. 28 OCCUPY REAL ESTATE: Seeks to Hire BransonLaw as Bankruptcy Counsel OLD FIELD: Seeks Approval to Hire Aliano as Real Estate Broker OLD FIELD: Seeks to Hire Moritt Hock & Hamroff as Attorney ONE CALL: US$700M Bank Debt Trades at 22% Discount OU MEDICINE: Moody's Cuts Rating to Ba3, Outlook Remains Negative PACTIV EVERGREEN: Moody's Alters Outlook on 'B2' CFR to Stable PAI HOLDCO: Moody's Lowers CFR to Caa1 & Alters Outlook to Stable PAPACINO'S BAGELS: Hearing on Exclusivity Bid Set for Dec. 15 PEAK THEORY: Creditors to Get Proceeds From Liquidation PIZZA TEMPO: Seeks to Hire Richard B. Rosenblatt as Legal Counsel POMPANO SENIOR: Gets OK to Hire Raymond C. Cahill as Accountant PREMIER GRILLING: Case Summary & 20 Largest Unsecured Creditors PRETIUM PKG: $1.25B Bank Debt Trades at 20% Discount PROVIDENT GROUP-KEAN: S&P Affirms 'B' Rating on 2017A Rev. Bonds REMOTEMD LLC: Seeks to Hire Heller Draper & Horn as Counsel REPLICEL LIFE: Provides Shareholders With Corporate Update REVERSE MORTGAGE: Approved for $13 Million Financing From Parent RP RUIZ: Wins Cash Collateral Access Thru April 2023 SALLY BEAUTY: S&P Alters Outlook to Stable, Affirms 'BB-' ICR SC BEACH: Seeks Approval to Hire Nexsen Pruet as Legal Counsel SEARS HOLDINGS: Owner Tells Court No Remedy for Mall of America SERENITY HOUSE: Seeks to Hire Adam I. Skolnik as Legal Counsel SMARTPAC INC: Case Summary & 20 Largest Unsecured Creditors SUMMIT LLC: Seeks More Time to File Bankruptcy Plan SUNSET DEBT: US$1.6B Bank Debt Trades at 19% Discount SYMBIONT.IO LLC: Files for Chapter 11 Bankruptcy SYMPLR SOFTWARE: S&P Downgrades ICR to 'CCC+', Outlook Negative TEAL PROPERTIES: Taps Lefkovitz & Lefkovitz as Legal Counsel TEAM HEALTH: $2.8B Bank Debt Trades at 15% Discount TECOSTAR HOLDINGS: $800M Bank Debt Trades at 17% Discount TELOGIA POWER: Case Summary & Eight Unsecured Creditors THORCO INC: Seeks Approval to Hire Johnson May as Special Counsel THREE ARROWS CAPITAL: Seeks $30M from Much Wow Superyacht Sale TKC HOLDINGS: Moody's Cuts CFR to Caa1 & Alters Outlook to Negative TOSCA SERVICES: Moody's Cuts CFR to B3 & Alters Outlook to Negative TRANSCENDIA HOLDINGS: $295M Bank Debt Trades at 26% Discount TRINITY LEGACY: Seeks Cash Collateral Access Thru March 2023 TYCOON PRODUCTIONS: Court OKs Final Cash Collateral Access ULTRA SEAL: Seeks to Hire Union Standard Equipment as Auctioneer USA ROOFING: Voluntary Chapter 11 Case Summary VBI VACCINES: Expands Scope of Partnership With CEPI VECTRA CO: US$425M Bank Debt Trades at 20% Discount VENUS CONCEPT: EWHP Investors Report 40.6% Equity Stake VERIPAC LLC: Case Summary & 20 Largest Unsecured Creditors VINTAGE FOOD: Taps Thomas Hospitality, AW Properties as Brokers VISTAGEN THERAPEUTICS: Gets FDA Fast Track Designation for PH10 VYANT BIO: Terminates Ralf Brandt as Unit President WASHINGTON PRIME: S&P Downgrades ICR to 'B-', Outlook Negative WATER MARBLE: Gets OK to Hire Blue Water as Management Company WINC INC: Seeks Chapter 11 Bankruptcy Protection ZEP INC: Moody's Cuts CFR to Caa2 & Secured First Lien Loans to B3 [^] BOND PRICING: For the Week from December 5 to 9, 2022 ********* 1205 5TH AVE: Starts Subchapter V Bankruptcy -------------------------------------------- 1205 5th Ave LLC filed for chapter 11 protection in the District of New Jersey. The Debtor elected on its voluntary petition to proceed under Subchapter V of chapter 11 of the Bankruptcy Code. According to court filings, 1205 5th Ave LLC estimates between $500,000 to $1 million in debt owed to 1 to 49 creditors. The petition states that funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for Jan. 5, 2023, at 1:00 PM at Telephonic. Proofs of claim are due by Feb. 9, 2023. Nicole M. Nigrelli has been appointed as Subchapter V trustee. About 1205 5th Ave LLC 1205 5th Ave LLC is a limited liability company in New Jersey. 1205 5th Ave LLC filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 22-19545) on December 1, 2022. In the petition filed by John R.H. Wright, as authorized representative, the Debtor reported assets between $1 million and $10 million and liabilities between $500,000 and $1 million. The Debtor is represented by: Andrew J. Kelly, Esq. The Kelly Firm, P.C. 1205 5th Avenue Spring Lake, NJ 07762 5 STAR POOL: Seeks to Hire David C. Johnston as Legal Counsel ------------------------------------------------------------- 5 Star Pool Plaster, Inc., received approval from the U.S. Bankruptcy Court for the Eastern District of California to hire the Law Offices Of David C. Johnston as its counsel. The firm will render these services: (a) advise the Debtor about its rights, powers and obligations in its Chapter 11 case and in the management of the estate; (b) advise the Debtor about various bankruptcy options, including relief under Chapters 7 and 11, and legal advice about non-bankruptcy alternatives for dealing with the claims against it; (c) take necessary action to enforce the automatic stay and to oppose motions for relief from the automatic stay; (d) take necessary action to recover and avoid any preferential or fraudulent transfers; (e) appear with the Debtor's president at the meeting of creditors, initial interview with the U.S. trustee, status conference and other hearings held before the court; (f) review and object to proofs of claim; (g) take steps to obtain court authority for the sale or refinancing of assets; and (h) prepare a plan of reorganization and take all steps necessary to bring the plan to confirmation. The firm will be paid at the rate of $420 per hour. The Debtor paid the firm the amount of $5,000, and $1,738 filing fee. The firm will also be reimbursed for out-of-pocket expenses incurred. David Johnston, Esq., 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: David C. Johnston, Esq. David C. Johnston, Attorney at Law 1600 G Street, Suite 102 Modesto, CA 95354 Tel: (209) 579-1150 Fax: (209) 579-9420 About 5 Star Pool Plaster 5 Star Pool Plaster, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 22-41033) on Oct. 20, 2022. At the time of the filing, the Debtor estimated assets of between $500,001 and $1 million and liabilities of the same range. The case is assigned to Judge William J Lafferty. David C. Johnston, Esq. at the Law Offices Of David C. Johnston represents the Debtor as counsel. AAD CAPITAL: Seeks Approval to Hire Faegre as Legal Counsel ----------------------------------------------------------- AAD Capital Partners LLC and Market Street Shreveport LLC seek approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire Faegre Drinker Biddle & Reath LLP as their attorneys. The firm's services include: a. advising the Debtors with respect to their powers and duties in the continued management and operation of their businesses and properties; b. advising and consulting on the conduct of the Debtors' Chapter 11 cases, including all of the legal and administrative requirements of operating in Chapter 11; c. attending meetings and negotiating with representatives of creditors and other parties in interest; d. taking all necessary actions to protect and preserve the Debtors' estates, including prosecuting actions on the Debtors' behalf, defending any action commenced against the Debtors, and representing the Debtors in negotiations concerning litigation in which they are involved, including objections to claims filed against the estates; e. preparing pleadings; f. representing the Debtors in connection with obtaining authority to continue using cash collateral and post-petition financing; g. advising the Debtors in connection with any potential sale of assets; h. appearing before the bankruptcy court and any appellate courts to represent the interests of the Debtors' estates; i. taking any necessary action to negotiate, prepare, and obtain confirmation of a Chapter 11 plan and related documents; and j. performing all other necessary legal services for the Debtors in connection with the prosecution of their cases. The firm will be paid at these rates: Partners $675 - $1,195 Associates $415 - $640 Paraprofessionals $280 - $405 AAD provided Faegre Drinker a retainer in the amount of $25,000. Scott Gautier, Esq., a partner at Faegre Drinker, disclosed in a court filing that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Scott F. Gautier, Esq. Maria J. Cho, Esq. Faegre Drinker Biddle & Reath, LLP 1800 Century Park East, Suite 1500 Los Angeles, CA 90067 Tel: 310 203 4000 Fax: 310 229 1285 Email: scott.gautier@faegredrinker.com maria.cho@faegredrinker.com About AAD Capital Partners AAD Capital Partners LLC, doing business as Peachtree Battle Business Services, is a domestic limited liability company. AAD Capital Partners LLC filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-58223) on Oct. 12, 2022. In the petition filed by Edward Chen, as managing member and owner, the Debtor reported assets and liabilities between $10 million and $50 million. Judge James R. Sacca oversees the case. The Debtor is represented by Ashley Reynolds Ray of Scroggins & Williamson, P.C. Arena Limited SPV, LLC, as secured creditor is represented by Eric W. Anderson, Esq. at Parker Hudson Rainer & Dobbs, LLP and R. Joseph Naus, Esq. at Wiener, Weiss & Madison, a Professional Corporation. AAD CAPITAL: Seeks to Hire Scroggins & Williamson as Local Counsel ------------------------------------------------------------------ AAD Capital Partners LLC and Market Street Shreveport LLC seek approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire Scroggins & Williamson, P.C. as their local counsel. The firms services include: (a) preparing pleadings and applications; (b) conducting examinations; (c) advising the Debtors of their rights, duties and obligations as debtors-in-possession; (d) consulting with the Debtors and representing the Debtors with respect to a chapter 11 plan and/or a sale of the Debtors' assets; (e) performing legal services incidental and necessary to the day-to-day operation of the Debtors' affairs, including, but not limited to, institution and prosecution of necessary legal proceedings, and general business and corporate legal advice and assistance; and (f) taking any and all other action incidental to the proper preservation and administration of the Debtors' estates. The firm will be paid at these rates: Attorneys $485 - $550 Paralegals $145 - $185 The firm received a retainer in the amount of $26,738. Ashley R. Ray, a partner of Scroggins & Williamson, assured the court that the firm is disinterested, as that term is defined in 11 U.S.C. Sec. 101(14). The firm can be reached through: Ashley R. Ray, Esq. SCROGGINS & WILLIAMSON, P.C. 4401 Northside Parkway, Suite 450 Atlanta, GA 30327 Tel: (404) 893-3880 Email: aray@swlawfirm.com About AAD Capital Partners AAD Capital Partners LLC, doing business as Peachtree Battle Business Services, is a domestic limited liability company. AAD Capital Partners LLC filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-58223) on Oct. 12, 2022. In the petition filed by Edward Chen, as managing member and owner, the Debtor reported assets and liabilities between $10 million and $50 million. Judge James R. Sacca oversees the case. The Debtor is represented by Ashley Reynolds Ray of Scroggins & Williamson, P.C. Arena Limited SPV, LLC, as secured creditor is represented by Eric W. Anderson, Esq. at Parker Hudson Rainer & Dobbs, LLP and R. Joseph Naus, Esq. at Wiener, Weiss & Madison, a Professional Corporation. ADJ PROPERTIES: Taps Thomas Hospitality, AW Properties as Brokers ----------------------------------------------------------------- ADJ Properties LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to hire Thomas Hospitality Group, Inc. and Chicago Auction Group, LLC d/b/a AW Properties Global, as co-brokers to market and negotiate the sale of its real property. The brokers will receive a commission equal to 10 percent of the purchase price to be shared equally. The Hospitality Group and AW Properties are "disinterested persons" within the meaning of section 101 of the Bankruptcy Code, as disclosed in the court filings. The firm can be reached through: Michael E. Scheid Thomas Hospitality Group, Inc. 2581 McClintock Road Bloomfield Hills, MI 48302 Phone: 248-866-4855 Email: michael@thomashospitality.com Emily S. Gottlieb, Esq. AW Properties Global 707 Skokie Blvd, Suite 600 Northbrook, IL 60062 Office: 847.509.2757 Cell: 773-294-1155 Email: emilyg@awproperties.com About ADJ Properties ADJ Properties LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)). ADJ Properties LLC filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 22-48074) on Oct. 17, 2022. In the petition filed by Anthony Jekielek, as member, the Debtor reported assets and liabilities between $1 million and $10 million each. The Debtor is represented by Lynn M. Brimer of Strobl Sharp PLLC. ADVAXIS INC: Sells 10 Series E Preferred Shares to CEO ------------------------------------------------------ Advaxis, Inc. entered into a Subscription and Investment Representation Agreement with Kenneth A. Berlin, its president and chief executive officer, who is an accredited investor, pursuant to which the Company agreed to issue and sell 10 shares of the Company's Series E Preferred Stock, par value $0.001 per share, to Mr. Berlin for $1,000 per share in cash. The sale closed on Dec. 1, 2022. On Dec. 1, 2022, the Company filed a certificate of designation with the Secretary of State of Delaware, effective as of the time of filing, designating the rights, preferences, privileges and restrictions of the shares of Preferred Stock. The Certificate of Designation provides that 10 shares of Preferred Stock will have 200,000,000 votes each and will vote together with the outstanding shares of the Company's common stock as a single class exclusively with respect to any proposal to amend the Company's Restated Certificate of Incorporation to change the name of the Company and to effect a reverse stock split of the Company's common stock. The Preferred Stock will be voted, without action by the holder, on any such proposal in the same proportion as shares of common stock are voted. The Preferred Stock otherwise has no voting rights except as otherwise required by the General Corporation Law of the State of Delaware. The Preferred Stock is not convertible into, or exchangeable for, shares of any other class or series of stock or other securities of the Company. The Preferred Stock has no rights with respect to any distribution of assets of the Company, including upon a liquidation, bankruptcy, reorganization, merger, acquisition, sale, dissolution or winding up of the Company, whether voluntarily or involuntarily. The holder of the Preferred Stock will not be entitled to receive dividends of any kind. The outstanding shares of Preferred Stock shall be redeemed in whole, but not in part, at any time (i) if such redemption is ordered by the Board of Directors in its sole discretion or (ii) automatically upon the effectiveness of the amendment to the Certificate of Incorporation implementing a reverse stock split. Upon such redemption, the holder of the Preferred Stock will receive consideration of $1,000 per share in cash. About Advaxis Inc. Advaxis, Inc. -- http://www.advaxis.com-- is a clinical-stage biotechnology company focused on the development and commercialization of proprietary Lm-based antigen delivery products. These immunotherapies are based on a platform technology that utilizes live attenuated Listeria monocytogenes (Lm) bioengineered to secrete antigen/adjuvant fusion proteins. These Lm-based strains are believed to be a significant advancement in immunotherapy as they integrate multiple functions into a single immunotherapy and are designed to access and direct antigen presenting cells to stimulate anti-tumor T cell immunity, activate the immune system with the equivalent of multiple adjuvants, and simultaneously reduce tumor protection in the tumor microenvironment to enable T cells to eliminate tumors. Advaxis reported a net loss of $17.86 million for the year ended Oct. 31, 2021, a net loss of $26.47 million for the year ended Oct. 31, 2020, a net loss of $16.61 million for the year ended Oct. 31, 2019, and a net loss of $66.51 million for the year ended Oct. 31, 2018. As of July 31, 2022, the Company had $30.10 million in total assets, $1.91 million in total liabilities, and $28.19 million in total stockholders' equity. AERKOMM INC: Signs Investment Conversion and Bond Purchase Deal --------------------------------------------------------------- Aerkomm Inc. has entered into an investment conversion and bond purchase agreement with World Praise Limited, a Samoa registered company. Pursuant to the terms of this agreement, (i) a subscription for the common stock of the Company in the amount of $3,175,200 which was entered into between WPL and the Company on June 28, 2022 and funded, (ii) a subscription for the common stock of the Company in the amount of $5,674,000 which was entered into between WPL and the Company on Sept. 15, 2022 and funded, and (iii) a subscription for the capital stock of MEPA Labs, Inc., a wholly owned subsidiary of the Company, in the amount of $3,175,200 which was entered into between MEPA and the Company on June 28, 2022 and funded, the WPL Subscriptions in the aggregate totaling $13,173,200, were converted into loans to the Company evidenced by that certain convertible bond of the Company in favor of WPL and dated Dec. 7, 2022. In addition, and as indicated in the Agreement, WPL agreed to lend an additional $10,000,000 to the Company under the Convertible Bond and to cap the aggregate amount of loans to the Company under the Convertible Bond, including the New Loan, the WPL Subscriptions and any future advances under the Convertible Bond, at $30,000,000. The Convertible Bond allows for loans to the Company up to an aggregate principal amount of $30,000,000 and acknowledges an aggregate principal amount of $23,173,200 in loans under the Convertible Bond outstanding as of Dec. 7, 2022. The Convertible Bond carries an annual interest rate of four percent which is due and payable, along with the then principal mount outstanding, on the Convertible Bond maturity date, Dec. 7, 2024. The Convertible Bond is pre-payable in whole or in part at any time without penalty, on five days' prior written notice to WPL. In the event of a change of control of the Company (as that term is defined in the Convertible Bond), the Convertible Bond shall become immediately payable in full. The Convertible Bond,along with accrued interest, is convertible in whole or in part by WPL at any time into shares of common stock of the Company at a conversion price of $6.00 per share. About Aerkomm Headquartered in Nevada, USA, Aerkomm Inc. -- http://www.aerkomm.com-- is a full-service development stage provider of in-flight entertainment and connectivity (IFEC) solutions, intended to provide airline passengers with a broadband in-flight experience that encompasses a wide range of service options. Those options include Wi-Fi, cellular, movies, gaming, live TV, and music. The Company plans to offer these core services, which it is currently still developing, through both built-in in-flight entertainment systems, such as a seat-back display, as well as on passengers' own personal devices. Aerkomm reported a net loss of $9.38 million for the year ended Dec. 31, 2021, compared to a net loss of $9.11 million for the year ended Dec. 31, 2020. As of June 30, 2022, the Company had $56.58 million in total assets, $25.44 million in total liabilities, and $31.14 million in total stockholders' equity. San Mateo, Calif.-based WWC, P.C., the Company's auditor since 2022, issued a "going concern" qualification in its report dated July 1, 2022, citing that the Company had incurred substantial losses during the year ended Dec. 31, 2021. As of Dec. 31, 2021, the Company had a working capital deficit and net cash outflows from operating activities. Accordingly, as of Dec. 31, 2021, these factors gave rise to substantial doubt that the Company would continue as a going concern. AH DEVELOPMENT: Amends Plan to Include Unsecured Deficiency Claims ------------------------------------------------------------------ AH Development Group LLC submitted a Second Amended Small Business Subchapter V Plan dated December 5, 2022. The Debtor's goal in this reorganization is to restructure its existing defaulted mortgage notes to the value of their secured collateral in order to create an affordable payment scheme that will allow Debtor to finalize renovations in order to maximize rental income. At the time of filing, Debtor's assets include real property in the amount of approximately five hundred and eighty thousand dollars ($580,000.00) and business property in the amount of approximately one hundred eighty-two thousand dollars ($182,000.00). The Debtor owns the following real property: * 291 Clinton Avenue Albany NY 12210 (Est. Value $94,000.00). * 293 Clinton Avenue Albany NY 12210 (Est. Value $102,000.00) * 295 Clinton Avenue Albany NY 12210 (Est. Value $96,000.00) * 314 Clinton Avenue Albany NY 122101 (Est. Value $190,000.00) * 67 Lark Street Albany NY 12210 (Est. Value $97,000.00) * 289 First Street Albany NY 12210 (Est. Value $1,000.00). The Debtor's estimated values for all properties (other than 289 First Street) is derived from a commissioned valuation dated November 27, 2022. Assuming all tenants pay per month, currently Debtor is entitled to rents in the amount of $13,717. The Debtor's rental income is sufficient to afford the proposed monthly plan payment. The Debtor hopes to have all of its properties completely rehabilitated and ready for rent before the plan term expires. The Debtor intends on aggressively approaching the renovations of its properties in order to become self-sufficient and maximize rents. To this end, Debtor anticipates having 291 Clinton Avenue completely renovated and ready for rent by the end of January 2023. The Debtor anticipates having 295 Clinton Avenue completely renovated and ready for rent by August 2023. The Debtor anticipates having 293 Clinton Avenue completely renovated and ready for rent by May of 2024. The Debtor also has renovation work to complete on one unit of 314 Clinton Avenue with an anticipated renovation date of May 2023. Upon successful renovation of the aforementioned properties, Debtor will generate an additional $8,750.00 per month in rents. Accordingly, once fully rented, Debtor's rent rolls should exceed $22,000.00/month. Non-priority unsecured creditors holding allowed claims will receive distributions of no less than 10%. This Plan provides for full payment of administrative expenses and priority claims. Class 1 consists of the Secured Claim of Toorak Capital Partners. The $97,000.00 to be paid at 6.50% interest over 24 months on a 120-month amortization pursuant to the amortization schedule. Monthly payment $1,126.25/month. Balloon payment due month 24 at $82,931.91. Class 2 secured claims shall be treated as bifurcated and their secured portion shall be paid on a 10-year amortization, on a 60-month term, with a balloon payment due on month 60. Contractual interest rates have been adjusted to prime plus 3.0%, based on interest rates at the time of filing. * U.S. Bank N.A., as Trustee. The $94,000.003 to be paid at 6.50% interest over 60-months paid pursuant to the amortization schedule. Monthly payment $1067.35/month. Balloon payment due month 60 at $55,318.61. * U.S. Bank N.A., as Trustee. The $102,000.00 to be treated as paid in full pursuant to post-petition insurance proceeds received by the Secured Creditor. * U.S. Bank N.A., as Trustee. The $96,000.005 to be paid at 6.50% interest over 60-months paid pursuant to the amortization schedule. Monthly payment $1090.06. Balloon payment due month 60 at $56.495.60. * Velocity Commercial Capital Group, LLC. The $190,000.006 to be paid at 6.50% interest over 60-months paid pursuant to the amortization schedule. Monthly payment $2157.41/month. Balloon payment due month 60 at $111,814.21. Class 7 consists of general unsecured deficiency claims of Class 2 Creditor U.S. Bank N.A. as Trustee and Velocity Commercial Capital, LLC. This Class shall receive no less than 10% of their deficiency claim (approximately $24,370.33) to be paid in equal monthly installments over 60-months. Monthly payment $406.18/mo. The Plan will be implemented by the Debtor remitting payment to creditors from the Debtor's cash flow as well as ongoing capital contributions (as necessary) from the Debtor's membership. A full-text copy of the Second Amended Plan dated December 5, 2022, is available at https://bit.ly/3hbif7n from PacerMonitor.com at no charge. Attorneys for Debtor: Michael Boyle, Esq. Boyle Legal, LLC 64 2nd Street Troy, NY 12180-3927 Tel: 518-687-1648 Fax: 518-516-5075 Email: mike@boylebankruptcy.com About AH Development Group LLC AH Development Group, LLC filed a petition for Chapter 11 protection (Bankr. N.D. N.Y. Case No. 21-11106) on Dec. 5, 2021, listing $767,107 in assets and $1,178,466 in liabilities. Ben Gaspard, managing member, signed the petition. The Debtor tapped Michael Boyle, Esq., at Boyle Legal, LLC, as legal counsel. AIKIDO PHARMA: Two Proposals Approved at Special Meeting -------------------------------------------------------- AIkido Pharma Inc. held a special meeting of stockholders at which the stockholders: (1) approved the adoption of the 2022 Equity Incentive Plan for the employees, directors, and consultants of the Company; and (2) ratified the appointment of Marcum, LLP as the Company's independent registered public accounting firm for the fiscal year ending Dec. 31, 2022. Share Repurchase Program; Name Change On Dec. 5, 2022, the board of directors of the Company authorized a share repurchase program, pursuant to which the Company may, from time to time, purchase shares of its outstanding stock for an aggregate purchase price not to exceed $2 million. Share repurchases may be executed in open market transactions pursuant to a plan which will be adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934 and in accordance with Rule 10b-18 of the Exchange Act. The authorization for the Share Repurchase Program may be terminated by the Company in its discretion at any time. Additionally, the board of directors of the Company authorized a change in the name of the Company to Dominari Holdings, Inc. which reflects the board's long-range strategic goal to diversify away from the healthcare sector and into the financial services sector. Finally, the Company continues to actively recruit new team members and build out operations space for its newly created financial services subsidiary, Dominari Financial, Inc. Subject to final approval from the Financial Industry Regulatory Authority (FINRA) under Rule 1017 (change of control) and consummation of the acquisition of 100% of the membership interests of Fieldpoint Private Securities, LLC, a registered broker-dealer, Dominari will change the name of Fieldpoint to Dominari Securities, LLC. To date, the Company has deployed approximately $3.2 million of capital in support of the establishment and operations of Dominari Financial and Dominari Securities and expects to continue to make additional contributions as required from time to time. About Aikido Pharma Headquartered in New York, NY, Aikido Pharma Inc. fka Spherix Incorporated -- http://www.spherix.com-- was initially formed in 1967 and is a biotechnology Company with a diverse portfolio of small-molecule anticancer and antiviral therapeutics. The Company's platform consists of patented technology from leading universities and researchers, and the Company is currently in the process of developing an innovative therapeutic drug platform through strong partnerships with world renowned educational institutions, including The University of Texas at Austin and University of Maryland at Baltimore. The Company's diverse pipeline of therapeutics includes therapies for pancreatic cancer, prostate cancer. The Company is constantly seeking to grow its pipeline to treat unmet medical needs in oncology. The Company is also developing a broad-spectrum antiviral platform that may potentially inhibit replication of multiple viruses including Influenza virus, SARS-CoV (coronavirus), MERS-CoV, Ebolavirus and Marburg virus. Aikido reported a net loss of $7.17 million for the year ended Dec. 31, 2021, compared to a net loss of $12.34 million for the year ended Dec. 31, 2020, and a net loss of $4.18 million for the year ended Dec. 31, 2019. As of Sept. 30, 2022, the Company had $84.45 million in total assets, $2.60 million in total liabilities, and $81.85 million in total stockholders' equity. AKORN INC: 3d Circuit Affirms Approval of Chapter 11 Plan --------------------------------------------------------- IN RE: AKORN INC. AFSCME DISTRICT COUNCIL 47 HEALTH & WELFARE FUND; SERGEANTS BENEVOLENT ASSOCIATION HEALTH AND WELFARE FUND, Appellants, Case No. 21-2973, (3d Cir.), the U.S. Court of Appeals for the Third Circuit affirms the district court's judgment affirming the bankruptcy court's approval of Akorn Inc.'s reorganization plan. Appellants AFSCME District Council 47 Health & Welfare Fund and Sergeants Benevolent Association Health and Welfare Fund challenge the approval of Akorn's Chapter 11 bankruptcy plan. They raise several defects in the Plan that they claim left insufficient value to afford their creditor class a recovery under its waterfall. Appellants are unsecured creditors of Akorn. They are among plaintiffs to a multidistrict litigation against Akorn and other generic drug manufacturers for alleged anti-competitive conduct -- In re Generic Pharms. Pricing Antitrust Litig., No. 2:16-MD-2724-CMR (E.D. Pa. Aug. 5, 2016). After a failed merger with Fresenius Kabi AG in April 2018, Akorn settled related securities litigation with a class of shareholders in August 2019 -- see In re Akorn, Inc. Data Integrity Secs. Litig., No. 1:18-CV-1713 (N.D. Ill. Mar. 8, 2018). Settling Plaintiffs, excluding those shareholders who opted out, received a distribution of $27.5 million directly from a D&O insurance carrier and approximately 6.7 million shares of Akorn common stock. The failed merger and Akorn's associated financial issues subsequently affected a loan agreement with Akorn's Secured Lenders, and a Standstill Agreement was later reached between the two. Eventually, the Secured Lenders agreed to serve as a stalking-horse bidder in Chapter 11, preserving Akorn's business as a going concern through a "credit bid" on Akorn's outstanding debt. The Secured Lenders subsequently agreed to purchase the bulk of Akorn's assets in exchange for a release of Akorn's debt under the loan agreement. The Secured Lenders also agreed to assume $5 million of Akorn's additional undisputed non-litigation unsecured debt. The bankruptcy court approved the sale over Appellants' objections, noting that "the market has spoken with respect to the value of the debtor's assets," as "the current offer is the best and only actionable transaction supported by most parties in interest." The Retained Assets: Not included in the sale were a remaining D&O insurance policy, hypothetical avoidance actions to recover the Class Action Settlement, liabilities arising from litigation against Akorn by Provepharm, and a 50% interest in a defunct nasal spray product. Each of the remaining Retained Assets was then strategically disposed of as part of the wind-down process. Post-petition, Akorn settled with the Opt-Out Shareholders using funds from its remaining D&O insurance policy, but declined to avoid the Class Action Settlement, citing the cost and uncertainty of unwinding it. Akorn settled litigation with Provepharm, releasing its counterclaims to garner Provepharm's support for the Plan. Similarly, Akorn settled litigation with Rising -- its co-owner in the nasal spray product -- in exchange for the rest of its share in the product and Rising's support for the Plan. The district court rejected all of the fifteen errors Appellants' raised in relation to the Plan. On appeal, the Appellants assert that (1) the Retained Assets had value, and as such, the manner of their distribution under the Plan did not maximize the value of the estate and violated the absolute priority rule; (2) Akorn should have proceeded through Chapter 7 instead of Chapter 11; (3) the Plan misclassified creditors and treated certain classes unfairly; and (4) the Plan was put forth in bad faith. Appellants argue that Akorn's distribution of the Retained Assets violated the absolute priority rule and constituted a failure to maximize the value of the estate available to creditors like themselves. They further argue that the Retained Assets were valuable estate property that should have been used to satisfy their claims and not distributed to junior creditors. The bankruptcy court implicitly and the district court explicitly rejected this premise, finding that different treatment of the Retained Assets would have yielded no greater recovery for Appellants or the estate as a whole. The Third Circuit has recognized that "value" is not a zero-sum proposition in this context. The Court cites its own ruling in In re PWS Holding Corp., 228 F.3d 224, 242 (3d Cir. 2000), where it held that an asset "of only marginal viability [that] could be costly for the reorganized entity to pursue" may be found to have no value to that entity for purposes of the absolute priority rule, even if exchanged for value to a third party during reorganization." Appellants also argue that the Retained Assets must have been valuable because they were exchanged for value in the form of support for the Plan, release of litigation claims, etc. But under the Third Circuit's precedents, this is not an improper distribution to junior credit holders if the value of the assets is contingent or conjectural -- like the uncertain and costly-to-pursue litigation and avoidance claims, nasal spray product requiring a $3 million cash infusion to be potentially viable, and narrowly construed insurance policy at issue here. The Court finds Appellants' counter-assertions as to the value of the Retained Assets to Akorn are both highly speculative and unsupported by evidence -- Appellants fail to convince the Court that there existed a more fruitful alternate course. Appellants also charge that under the Bankruptcy Code, the Retained Assets should have instead been liquidated and distributed under a Chapter 7 liquidation, as this would have provided them a greater recovery. The bankruptcy court credited the analysis of Akorn's financial advisor, who concluded that liquidation would have also yielded "zero percent recovery" to Appellants' class. The Court finds and concludes that the Appellants have failed to persuade that theirs or any creditor class would have captured more or any value from those assets through liquidation -- they have provided no counter-analysis or other compelling reason to doubt that conclusion. Appellants assert that the Plan treated members of Class 4 -- the unsecured creditors -- unequally in violation of the Bankruptcy Code because the Secured Lenders purchased only certain unsecured claims. The Court points out, however, that those claims were purchased before the approval of the Plan and were never even in Class 4. Hence, the bankruptcy court's approval of the Plan's classification scheme -- which never included the unsecured claims at all -- was reasonable and not arbitrary. Appellants also claim that the Secured Lenders' class was not "impaired" for purposes of approving the Plan despite objections as a section 1129(b) "cramdown," since it "received everything it was due under the Standstill Agreement." The Court explains that "impairment" for these purposes is presumed unless a plan "leaves unaltered the legal, equitable, and contractual rights to which such claim or interest entitles the holder of such claim or interest." The Court finds that the bankruptcy court's impairment determination was not in error because the Plan clearly altered the Secured Lenders' rights -- as one of its primary functions was to curtail the Lenders' contractual remedies under the loan agreement in the event of a default on their loan to Akorn. Lastly, Appellants charge that the Plan was not proposed in good faith because it intentionally "singled out unsecured litigation claimants and froze them out of the distribution of estate value." Again, Appellants support their claim by pointing to the Plan's treatment of the Retained Assets -- which the Court held that it was not improper -- and insisting without support that the entire bankruptcy was put forth solely to prevent their recovery. On appeal, as below, Appellants "have not presented anything but innuendo in support of their argument that Akorn failed to act in good faith." A full-text copy of the Opinion dated Nov. 25, 2022, is available at https://tinyurl.com/2jzdwuk2 from Leagle.com. About Akorn, Inc. Akorn, Inc. (Nasdaq: AKRX) -- http://www.akorn.com/-- is a specialty pharmaceutical company that develops, manufactures, and markets generic and branded prescription pharmaceuticals, branded as well as private-label over-the-counter consumer health products, and animal health pharmaceuticals. Akorn is headquartered in Lake Forest, Illinois, and maintains a global manufacturing presence, with pharmaceutical manufacturing facilities located in Illinois, New Jersey, New York, Switzerland, and India. Akorn, Inc. and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-11178) on May 20, 2020. As of March 31, 2020, the Debtors disclosed total assets of $1,032,275,000 and total liabilities of $1,051,769,000. Previously, the cases were assigned to Judge John T. Dorsey, but Judge Karen B. Owens now oversees the Debtors' case. The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis International LLP as their general bankruptcy counsel. Richards, Layton & Finger, P.A., is the Debtors' local counsel. AlixPartners, LLP, serves as the Debtors' restructuring advisor, and PJT Partners LP is the financial advisor and investment banker. Kurtzman Carson Consultants, LLC, is the notice and claims agent. ALEXANDER JONES: Files for Personal Bankruptcy ---------------------------------------------- Alexander "Alex" E. Jones filed for personal bankruptcy, joining his company, Free Speech Systems LLC in Chapter 11 bankruptcy in Houston, Texas. Alex Jones listed $1 million to $10 million in assets against liabilities of $1 billion to $10 billion in liabilities as of the bankruptcy filing. Jones list of 20 largest unsecured claims are comprised of 18 "contingent, unliquidated, and disputed" litigation claims: Claimant Claim Amount -------- ------------ Robert Parker $120,000,000 William Aldenberg $90,000,000 Ian Hockley $81,600,000 Erica Lafferty $76,000,000 Nicole Hockley $73,600,000 Jillian Soto-Marino $68,800,000 Carlee Soto Parisi $66,000,000 Carlos M. Soto $57,600,000 Mark Barden $57,600,000 David Wheeler $55,000,000 Francine Wheeler $54,000,000 Jennifer Hensel $52,000,000 Donna Soto $48,000,000 William Sherlach $36,000,000 Jacqueline Barden $28,800,000 Neil Heslin $2,110,000 Scarlett Lewis $2,000,000 American Express $150,000 Jones has sought joint administration of his case with the earlier filed Chapter 11 case of Free Speech Systems LLC. FSS as an entity is engaged in producing and syndicating radio and video talk shows hosted by Jones. FSS additionally offers dietary supplement products, books, t-shirts, and other products, which are advertised by Jones during his radio and video talk shows, for online sale to customers. Jones owns 100% of the outstanding membership interests in FSS. Herb Scribner of Axios reports that Jones' Chapter 11 bankruptcy filing comes after Jones and his company, Free Speech Systems, were ordered to pay almost $1.5 billion in damages for falsely claiming the Sandy Hook mass shooting was a hoax. What they're saying: "Like every other cowardly move Alex Jones has made, this bankruptcy will not work," said Chris Mattei, the attorney representing the Sandy Hook families, in a statement to Axios. "The bankruptcy system does not protect anyone who engages in intentional and egregious attacks on others, as Mr. Jones did. The American judicial system will hold Alex Jones accountable, and we will never stop working to enforce the jury’s verdict." A Connecticut jury ordered Jones to pay $965 million in damages to Sandy Hook victims in a defamation lawsuit back in October 2022, per Axios. In mid-November 2022, a judge ordered Jones to pay an additional $473 million in damages for making false statements that the shooting was a hoax. Jones also has to pay $49.3 million in damages to a family of a Sandy Hook victim due to a separate lawsuit in Texas. About Alex Jones and Free Speech Systems Free Speech Systems LLC is a broadcast media production and distribution company that provides broadcasting aural programs by radio to the public. Free Speech Systems is a family-run business founded by Alex Jones. FSS is presently engaged in the business of producing and syndicating Jones' radio and video talk shows and selling products targeted to Jones' loyal fan base via the Internet. Today, FSS produces Alex Jones' syndicated news/talk show (The Alex Jones Show) from Austin, Texas, which airs via the Genesis Communications Network on over 100 radio stations across the United States and via the internet through websites including Infowars.com. Due to the content of Alex Jones' shows, Jones and FSS have faced an all-out ban of Infowars from mainstream online spaces. Shunning from financial institutions and banning Jones and FSS from major tech companies began in 2018. Conspiracy theorist Alex Jones has been sued by victims' family members over Jones' lies that the 2012 Sandy Hook Elementary School shooting was a hoax. Jones' InfoW LLC and affiliates, IWHealth, LLC and Prison Planet TV, LLC, filed petitions under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-60020) on April 18, 2022. The Debtors agreed to the dismissal of the Chapter 11 cases in June 2022 after the Sandy Hook victim families dismissed the three bankrupt companies from their lawsuits. Free Speech Systems filed a voluntary petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-60043) on July 29, 2022. In the petition filed by W. Marc Schwartz, as chief restructuring officer, the Debtor reported assets and liabilities between $50 million and $100 million. Melissa A Haselden has been appointed as Subchapter V trustee. Alexander E. Jones filed for personal bankruptcy under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 4:22-bk-60043) on Dec. 2, 2022, listing $1 million to $10 million in assets against liabilities of $1 billion to $10 billion in liabilities. Raymond William Battaglia, of Law Offices of Ray Battaglia, PLLC, is FSS's counsel. Raymond W. Battaglia and Crowe & Dunlevy, P.C., led by Vickie L. Driver, Christina W. Stephenson, Shelby A. Jordan, and Antonio Ortiz are representing Alex Jones. ALL ABOUT KIDZ: Court OKs Cash Collateral Access Thru Dec 13 ------------------------------------------------------------ The U.S. Bankruptcy Court for the Middle District of Alabama, Northern Division, authorized All About Kidz Learning Dev Center Inc. to use cash collateral on an interim basis in accordance with the budget, pending a final hearing set for December 13, 2022 at 1:20 p.m. The Debtor is permitted to use cash collateral including, without limitation, cash, deposit accounts, accounts receivable and the proceeds thereof up to a maximum amount of $7,252. As previously reported by the Troubled Company Reporter, the following entities have UCC-1 Financing Statements of record in order of priority with known balances: a. Cloud Funding, LLC (UCC-1 filed 07/23/2021), Amount $6,818; b. Everest Financial Group, LLC (UCC-1 possibly filed 09/01/2021); c. Liquidibee, LLC (UCC-1 04/22/2022) Amount $9,954; d. Alabama Department of Revenue (UCC-1 filed 04/26/2022) Amount $1,476; and e. Coolidge Capital, LLC (UCC-1 filed 08/18/2022) Amount $27,681. The Court said the Debtor is permitted to provide adequate protection to its secured creditors in the form of a replacement lien to the extent the value of each secured creditor's lien is decreased by the Debtor-in-Possession's use of the cash collateral, pursuant to 11 U.S.C. section 361(2). A copy of the order is available at https://bit.ly/3uDKnDi from PacerMonitor.com. About All About Kidz Learning Dev Center Inc. All About Kidz Learning Dev Center Inc. operates two childcare service centers in Montgomery, Alabama. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Ala. Case No. 22-32001) on October 19, 2022. In the petition signed by Sade Lewis, president/owner, the Debtor disclosed up to $50,000 in assets and up to $100,000 in liabilities. Judge Bess M. Parrish Creswell oversees the case. Anthony B. Bush, Esq., at Bush Law Firm, LLC, is the Debtor's legal counsel. ALVOGEN PHARMA: Moody's Affirms B3 CFR & Alters Outlook to Negative ------------------------------------------------------------------- Moody's Investors Service affirmed the ratings of Alvogen Pharma US, Inc., including the B3 Corporate Family Rating, the B3-PD Probability of Default Rating, and the B3 rating on the senior secured term loan. The outlook was revised to negative from stable. "The negative outlook reflects Moody's expectation that despite revenue growth and projected improvement in credit metrics, Alvogen's liquidity will remain weak, driven by approaching maturity of a portion of Alvogen's capital structure, over the next twelve months. Liquidity is also constrained by growing interest expense, meaningful term loan amortization, and expected increase in investments into the company's pipeline of products," said Vladimir Ronin, Moody's Vice President. The affirmation of Alvogen's B3 Corporate Family Rating reflects Moody's expectation that despite very high leverage, well above 10 times, as of September 30, 2022, as well as weak credit metrics and liquidity, Alvogen will experience material improvement in growth and profitability, over the next 12-18 months. A full year contribution from Lenalidomide, along with growth in Sertaline and Loreev XR, and other near-term product launches, as well contribution from its exclusive contract supplying oseltamivir (generic Tamiflu) to the US Centers for Disease Control and Prevention, will support higher overall revenue growth and improve gross margins. Affirmations: Issuer: Alvogen Pharma US, Inc. Corporate Family Rating, Affirmed B3 Probability of Default Rating, Affirmed B3-PD Senior Secured Term Loan, Affirmed B3 (LGD4) Outlook Actions: Issuer: Alvogen Pharma US, Inc. Outlook, Changed To Negative From Stable RATINGS RATIONALE Alvogen's B3 Corporate Family Rating is constrained by its very high financial leverage which will extend into 2023 until earnings from newer products will offset declines from its base of existing products. The rating also reflects the company's moderate size and scale with revenues below $500 million, in the highly competitive generic pharmaceutical industry. Alvogen will benefit from a full year contribution from Lenalidomide, and material growth from Sertaline and Loreev XR. Other near-term product launches will support higher overall revenues and improve gross margins driving a meaningful improvement in credit metrics over the next 12-18 months. Free cash flow will remain constrained, however, over the next twelve months, driven by approaching maturities, term loan amortization, as well as increase in interest expense. ESG considerations have a highly negative credit impact on Alvogen's ratings (CIS-4). Alvogen has highly negative credit exposures to social considerations that carry high credit risks (S-4). These include industry-wide risk exposures related to policy and regulatory risk, and high manufacturing compliance standards. In addition, material percentage of Alvogen's revenue is generated in the US, with high exposure to government payors and legislative efforts aimed at reducing drug pricing, such as the recently passed US Inflation Reduction Act. Alvogen faces highly negative exposures to governance risk (G-4). The company has historically maintained aggressive financial policies and very high financial leverage. Additionally, ownership of the company by a consortium of private equity firms including CVC Capital and Temasek, as well as a significant stake by the company's CEO, increases governance risk. Moody's expects Alvogen's liquidity to remain weak over the next twelve months. Alvogen had cash of roughly $4 million as of September 30, 2022. Moody's expects Alvogen's cash flows to be constrained by investment into the commercialization of the company's pipeline of products, growing interest expense and the term loan amortization of 5% annually (about $50 million per year), over the next twelve months. Additionally, the liquidity will be constrained by the approaching maturity of roughly $82 million of the term loan due in the second half of 2023, followed by the expiration of the $240 million ABL revolver in January 2024. There was roughly $164 million drawn on the facility as of September 30, 2022. The extended portion of term loan does not contain any financial maintenance covenants and matures in June 2025. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Factors that could lead to a downgrade include failure to refinance the term loan and ABL facility, reduce leverage below 7.0x debt/EBITDA on a sustained basis, or inability to offset base business declines with new product launches. Further weakening of liquidity profile, including sustained negative free cash flow could lead to a downgrade. Moody's could upgrade the ratings if Alvogen sustains debt/EBITDA below 5.0x, combined with a proven ability to more than offset base business declines with new product launches. Additionally, the company would need to strengthen its liquidity profile, generate consistently positive free cash flow, and successfully address its approaching debt maturities, for Moody's to consider an upgrade. The principal methodology used in these ratings was Pharmaceuticals published in November 2021. Alvogen Pharma US, Inc. ("Alvogen") is a subsidiary of Alvogen Lux Holdings S.a.r.l. ("LuxCo"). Alvogen comprises the US generic pharmaceuticals and contract manufacturing operations of LuxCo, which also has international operations not included in the US credit group. For the twelve months ended September 30, 2022, Alvogen reported revenues of approximately $468 million. Alvogen is owned by a consortium of private equity firms including CVC Capital and Temasek. The company's CEO Robert Wessman also owns a significant stake in the company. AMERICAN AUTO: $570M Bank Debt Trades at 21% Discount ----------------------------------------------------- Participations in a syndicated loan under which American Auto Auction Group LLC is a borrower were trading in the secondary market around 79.3 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$570 million facility is a Term loan. The loan is scheduled to mature on December 30, 2027. The amount is fully drawn and outstanding. American Auto Auction Group LLC operates physical, mobile, and digital auction venues in addition to various remarketing services that are expected to remain stable channels in the foreseeable future, despite the advent of alternate powertrains and electric vehicles (EVs). AMMON ANALYTICAL: Unsecureds to Recover 5% to 7.5% in 7 Years ------------------------------------------------------------- Ammon Analytical Laboratories, LLC, filed with the U.S. Bankruptcy Court for the District of New Jersey a Combined Plan of Reorganization and Disclosure Statement dated December 5, 2022. The Debtor is a toxicology laboratory based in Linden, NJ, which provides healthcare professionals with highest-quality laboratory testing services on a nationwide basis. Stephen Haupt is the CEO and majority member of the Debtor with 60% of the membership interests. The other members of the Debtor and their respective membership interests are: Evan Haupt - 10%; Evan Haupt Nevada Trust – 10%; Andrew Haupt Nevada Trust – 15%; Michael Haupt Nevada Trust – 2.5%; and Allison Haupt Nevada Trust – 2.5%. On February 18, 2022, a creditor of the Debtor, BioReference Laboratories Inc. obtained a judgment for $189,407. The resulting collection efforts by BioReference, including a levy of $85,000 on the Debtor's accounts, precipitated the Debtor's emergent chapter 11 filing on the Petition Date. The Plan provides for payment in full, to (i) holders of Allowed Administrative Expense Claims, and (ii) Priority Tax Claims. Secured Claims will be modified and reduced to the estimated value of the collateral securing such claims and will be paid with interest over seven years. Holders of Allowed General Unsecured Claims shall receive their pro rata share of $250,000 in semi-annual payments over seven years. It is estimated that holders of General Unsecured Claims will receive a distribution of approximately 5% to 7.5% of their Allowed Claims. The Plan will be funded through the Reorganized Debtor's post confirmation business operations. The Reorganized Debtor proposes to contribute a total of $2,275,000 plus interest, where applicable, to creditors over seven years. The Reorganized Debtor will commence making make monthly payments to the holders of Allowed Secured Claims on the Effective Date consistent with the terms of this proposed Plan. The Reorganized Debtor will make 20 equal quarterly installment payments to the holders of Allowed Priority Tax Claims over five years commencing on the Effective Date. The Reorganized Debtor will make 14 equal semi-annual distributions totaling $250,000 to the holders of Allowed General Unsecured Claims over seven years commencing on the Effective Date. In addition, Stephen Haupt, the majority member of the Debtor, will waive his right to receive a distribution on account of his General Unsecured Claims against the Debtor of $1,538,000, and the Debtor's landlord, Northwood Ave. LLC, of which Stephen Haupt also is the majority member, will waive its right to receive a distribution on account of its General Unsecured Claims against the Debtor of approximately $585,000. The Debtor estimates that Allowed Administrative Expense Claims, including fees due the Office of the United States Trustee, will receive approximately $250,000; Allowed Secured Claims will receive approximately $1,300,000 plus applicable interest. Allowed Priority Tax Claims will receive approximately $475,000 plus applicable interest; and Allowed General Unsecured Claims will receive approximately $250,000 on account of Allowed General Unsecured Claims of approximately $4,000,000, subject to a final determination of the total Allowed Claims after objections have been filed and resolved. Class 5 is comprised of the Allowed General Unsecured Claims against the Debtor, exclusive of the claims by Stephen Haupt and Northwood Ave LLC. The Debtor proposes to pay Allowed Class 5 claims a total of $250,000 pro rata in 14 semi-annual installments over seven years commencing on the Effective Date. Class 6 is comprised of the membership interests in the Debtor. The members of the Debtor shall retain their respective membership interests in consideration for Stephen Haupt and Northwood Ave LLC waiving their rights to receive distributions on account of their Allowed General Unsecured Claims totaling $2,123,000 against the Debtor. The Reorganized Debtor will implement the plan through the operation of its business, the funds to be distributed under the Plan, and the waiver of claims by Stephen Haupt and Northwood Ave. LLC. The Reorganized Debtor will have the financial wherewithal to make the contemplated payments set forth under the Plan. A full-text copy of the Combined Plan and Disclosure Statement dated December 5, 2022, is available at https://bit.ly/3BmwEV4 from PacerMonitor.com at no charge. Attorneys for Debtor: FORMAN HOLT 365 West Passaic Street, Suite 400 Rochelle Park, New Jersey 07662 Tel: (201) 845-1000 Michael E. Holt, Esq Email: mholt@formanlaw.com About Ammon Analytical Laboratories Ammon Analytical Laboratories, LLC -- https://www.ammonlabs.com/ - provides the highest quality laboratory testing for healthcare professionals nationwide. Ammon Analytical Laboratories sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 22-14534) on June 7, 2022. In the petition filed by Stephen Haupt, managing member and CEO, the Debtor estimated assets between $1 million and $10 million and liabilities between $10 million and $50 million. The case is assigned to the Honorable Bankruptcy Judge Stacey L. Meisel. Erin Kennedy, Esq., at Forman Holt, is the Debtor's counsel. APPALACHIAN VALLEY: Files Emergency Bid to Use Cash Collateral -------------------------------------------------------------- Appalachian Valley Transport, Inc. asks the U.S. Bankruptcy Court for the Northern District of Georgia, Newnan Division, for authority to use cash collateral on an emergency basis to continue its operations in accordance with the proposed budget. The Debtor requires the use of cash collateral for general operational and administrative expenses. Stearns Bank, N.A. and the U.S. Small Business Administration assert liens on the Debtor's cash collateral. Stearns is in first priority position regarding any alleged cash collateral according to the oldest UCC-1 Financing Statement. To the extent that any interest that the Lenders may have in the cash collateral is diminished, the Debtor proposes to grant the Lenders a replacement lien in post-petition collateral of the same kind, extent, and priority as the liens existing pre-petition except that the Adequate Protection Lien will not extend to the proceeds of any avoidance actions received by the Debtor or the estate pursuant to chapter 5 of the Bankruptcy Code. A copy of the motion and the Debtor's budget is available at https://bit.ly/3FbTFep from PacerMonitor.com. The budget provides for total expenses, on a weekly basis, as follows: $33,487 for Week 1; $33,487 for Week 2; $33,487 for Week 3; and $33,487 for Week 4. About Appalachian Valley Transport, Inc. Appalachian Valley Transport, Inc. provides express delivery services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.. N.D. Ga. Case No. 22-11359) on December 7, 2022. In the petition signed by Gina Hobbs-Wood, CEO, the Debtor disclosed up to $100,000 in assets and up to $10 million in liabilities. Judge Paul Baisier oversees the case. Paul Baisier, Esq., at Rountree, Leitman, Klein & Geer, LLC, is the Debtor's legal counsel. ARETE REHABILITATION: Seeks to Hire Amann Burnett as Counsel ------------------------------------------------------------ Arete Rehabilitation, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Massachusetts to hire Amann Burnett, PLLC as counsel in its Chapter 11 case. The firm received a retainer in the amount of $15,000 which included the filing fee of $1,738. Joshua Burnett, Esq., a partner at Amann Burnett PLLC, 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: Joshua A. Burnett, Esq. AMANN BURNETT, PLLC 757 Chestnut Street Manchester, NH 03104 Office: (603) 696-5401 Email: jburnett@amburlaw.com About Arete Rehabilitation Arete Rehabilitation, Inc. -- https://www.areterehab.com/ -- specializes in older adult care, Arete Rehab provides physical, occupational, and speech therapy services in the northeast. Arete Rehabilitation filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Ma. Case No. 22-11661) on Nov. 15, 2022, with up to $1 million in assets and up to $10 million in liabilities. James S. LaMontagne has been appointed as Subchapter V trustee. The Debtor filed a prior Chapter 11 Case in the U.S. Bankruptcy Court for the District of New Hampshire on Sep 28, 2022 (Case No. 22-10477 -BAH) which was dismissed on Nov. 10, 2022. Judge Christopher J Panos oversees the case. The Debtor is represented by Joshua A. Burnett, Esq. at Amann Burnett, PLLC. ARETE REHABILITATION: Taps Baker CFO Advisory as Accountant ----------------------------------------------------------- Arete Rehabilitation, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Massachusetts to hire Baker CFO Advisory, LLC as its accountant. The firm will render these services: a. assist in the preparation and review of the Debtor's Schedules and Statement of Financial Affairs and any amendments thereto; b. prepare and/or review and analyze cash-flow projections and budget to actual monitoring of the Debtor's activity; c. assist in negotiating with creditors, including secured creditors and cash collateral and DIP financing if necessary; d. assist with regard to accounting and accounting system matters; e. assist with plan-related matters including, but not limited to, negotiating plan terms, liquidation analysis, valuation and feasibility analysis; f. assist in the preparation/review/analysis of Monthly Operating Reports; g. assist in preparation and/or review of federal and state income tax, payroll tax, and other tax returns; h. assist in reviewing, reconciling, analyzing and, if necessary, objecting to proofs of claim; i. assist in valuation and insolvency analyses and other litigation issues and, if necessary, expert report preparation and testimony; j. reporting and responding to the United States Trustee's office; and k. assist in other matters as directed by the Court, Debtor's Counsel and the U.S. Trustee's Office. The firm will be paid at these rates: W Karl Baker (CPA services) $200 per hour William C. Wharton (other services) $180 per hour Baker CFO Advisory is a disinterested person, and represents or holds no interest adverse to the interest of the estate with respect to the matters on which they are to be employed, as disclosed in the court filings. The firm can be reached through: Karl Baker, CPA Baker CFO Advisory, LLC 55 Marmion Rd Melrose, MA 02176 Phone: 781-854-2248 Email: Karl@BakerCFOadvisory.com About Arete Rehabilitation Arete Rehabilitation, Inc. -- https://www.areterehab.com/ -- specializes in older adult care, Arete Rehab provides physical, occupational, and speech therapy services in the northeast. Arete Rehabilitation filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Ma. Case No. 22-11661) on Nov. 15, 2022, with up to $1 million in assets and up to $10 million in liabilities. James S. LaMontagne has been appointed as Subchapter V trustee. The Debtor filed a prior Chapter 11 Case in the U.S. Bankruptcy Court for the District of New Hampshire on Sep 28, 2022 (Case No. 22-10477 -BAH) which was dismissed on Nov. 10, 2022. Judge Christopher J Panos oversees the case. The Debtor is represented by Joshua A. Burnett, Esq. at Amann Burnett, PLLC. ARROWHEAD HOLDCO: $146M Bank Debt Trades at 15% Discount -------------------------------------------------------- Participations in a syndicated loan under which Arrowhead Holdco Co is a borrower were trading in the secondary market around 84.8 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$146 million facility is a Term loan. The loan is scheduled to mature on August 31, 2029. The amount is fully drawn and outstanding. Arrowhead Holdco Company operates as an investment holding company. ARROWHEAD HOLDCO: US$35M Bank Debt Trades at 15% Discount --------------------------------------------------------- Participations in a syndicated loan under which Arrowhead Holdco Co is a borrower were trading in the secondary market around 84.8 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$35 million facility is a Delay-Draw Term loan. The loan is scheduled to mature on August 31, 2029. Arrowhead Holdco Company operates as an investment holding company. ARROWHEAD HOLDCO: US$49.5M Bank Debt Trades at 15% Discount ----------------------------------------------------------- Participations in a syndicated loan under which Arrowhead Holdco Co is a borrower were trading in the secondary market around 84.8 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$49.5 million facility is a Delay-Draw Term loan. The loan is scheduled to mature on August 31, 2029. Arrowhead Holdco Company operates as an investment holding company. ASP DREAM: $100M Bank Debt Trades at 16% Discount ------------------------------------------------- Participations in a syndicated loan under which ASP Dream Acquisition Co LLC is a borrower were trading in the secondary market around 84.1 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$100 million facility is a Term loan. The loan is scheduled to mature on December 15, 2029. The amount is fully drawn and outstanding. ASP Dream Acquisition Co LLC, d/b/a FullBloom, is a Philadelphia, Pennsylvania-based national provider of education and behavioral health services for children with special needs and students struggling academically in school. AUTO MONEY NORTH: SC Title Loans Firm in Chapter 11 After NC Suits ------------------------------------------------------------------ Auto Money North LLC filed for chapter 11 protection in the District of South Carolina. The Debtor elected on its voluntary petition to proceed under Subchapter V of chapter 11 of the Bankruptcy Code. The Debtor is a limited liability company that makes loans secured by motor vehicles, commonly known as "title loans." The Debtor is a supervised lender that is overseen by the South Carolina Department of Consumer Finance and South Carolina Board of Financial Institutions, whose lending activities are regulated and audited by South Carolina. The Debtor operates 16 stores and has 47 employees as of the Petition Date. As of Nov. 30, 2022, the Debtor owes affiliate AutoMoney, Inc., $893,010 on a secured promissory note. The Debtor's reputation and the goodwill that it has engendered from its customers has caused residents and citizens of other states to travel to South Carolina to apply for title loans from the Debtor. The Debtor is only registered to conduct business in the State of South Carolina and has never sought nor been granted authority to conduct business in any other state. All the Debtor's title loans are made to customers while the customer is physically located in South Carolina. The Debtor has not solicited business outside of South Carolina, and it does not have any advertisements or billboards in North Carolina. But since 2019, the Debtor has been the target of nearly three dozen lawsuits asserted by over 370 North Carolina residents, which have been filed in the State of North Carolina and challenge the legality of South Carolina title loans entered into by the Debtor and North Carolina residents in the State of South Carolina. Through the North Carolina Litigation, North Carolina residents, many of whom have defaulted on their obligations to the Debtor, have sued the Debtor for alleged violations of North Carolina laws. The North Carolina Litigation seeks to avoid the obligations owed to the Debtor and to recover damages, including treble damages and attorneys' fees and costs. The North Carolina Litigation has allowed North Carolina state courts to unconstitutionally attempt to regulate the licenses and regulated consumer lending activities of a South Carolina business, conducted entirely within South Carolina. The improper intrusion of North Carolina courts into South Carolina fundamentally runs afoul of the federalist system and threatens AMN's legal and valid business model. Further, the ongoing North Carolina Litigation threatens AMN's business and its ability to reorganize. Despite vigorously defending against the North Carolina Litigation, the potential liability, if awarded, would be fatal to the Debtor's business as approximately 65% of the Debtor's outstanding loans that are not in default or have only been in default for 60 days or less were made to North Carolina residents. The situation has been made worse by the cost, uncertainty, anticipated duration, and unknown outcome inherent in litigation of this magnitude that is pending in multiple jurisdictions. The primary reason for the Debtor's bankruptcy filing is to resolve the North Carolina Litigation expeditiously and efficiently by asking this Court to determine the fundamental question of whether the application of North Carolina’s consumer protection laws to the Debtor violates the United States Constitution. The Debtor anticipates filing an adversary proceeding complaint shortly to bring this important constitutional issue before the Bankruptcy Court. Proposed Restructuring Path The Debtor intends to act quickly to preserve its value so it can restructure through this Chapter 11 bankruptcy filing. Based on the cash flow projections over the next 13 weeks, the Debtor’s existing cash on hand, receivables, and ongoing operations are sufficient for the Debtor to continue operating its business activities during this bankruptcy case. Concurrently with the filing of this case, the Debtor filed several First Day Motions. The Debtor anticipates and has requested that the Court conduct a hearing soon after the Petition Date, at which time the Court will hear and consider the First Day Motions. An important and critical element to the success of this bankruptcy case will be the entry of orders granting the relief requested in each of the First Day Motions. Generally, the First Day Motions are designed to facilitate: (a) the continuation of the business operations without interruption, (b) maintenance of employee morale and confidence; and (c) establishment of certain other administrative procedures to promote a smooth transition into Chapter 11. According to court filings, Auto Money North estimates between $1 million to $10 million in debt owed to 200 to 999 creditors. The petition states that funds will not be available to unsecured creditors. About Auto Money North LLC Auto Money North LLC, doing business as Auto Money Title Loans North, provides title loans and title pawns to residents Of South Carolina and Georgia. Auto Money North LLC filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D.S.C. Case No. 22-0330) on Dec. 2, 2022. In the petition filed by Mark Allen, as manager, the Debtor reported assets between $500,000 and $1 million and liabilities between $1 million and $10 million. The Debtor is represented by: Stanley H. McGuffin, Esq. 3475 Highway 21 Fort Mill, SC 29715 BEASLEY MEZZANINE: Moody's Cuts CFR & Senior Secured Notes to Caa1 ------------------------------------------------------------------ Moody's Investors Service downgraded Beasley Mezzanine Holdings, LLC's Corporate Family Rating and senior secured notes to Caa1. The outlook was changed to stable from negative. The ratings downgrade reflects the impact of high inflation and recessionary pressures on radio advertising demand which will weigh on Beasley's operating performance and keep leverage elevated through 2023. Beasley's very high leverage (9.7x as of Q3 2022 excluding Moody's standard lease adjustments) positions the company poorly to withstand the secular pressures in the broadcast radio industry and challenging economic conditions. Recent investments and initiatives to increase digital service revenue will be a source of support, but Moody's does not expect digital revenue growth will be able to fully offset the near term performance in broadcast radio. Beasley's Speculative Grade Liquidity (SGL) rating is unchanged at SGL-3. While Beasley does not have a revolving credit facility in place, cash on the balance sheet of $33 million as of Q3 2022 is likely to provide limited, but adequate liquidity over the next twelve months. Downgrades: Issuer: Beasley Mezzanine Holdings, LLC - Corporate Family Rating, Downgraded to Caa1 from B3 - Probability of Default Rating, Downgraded to Caa1-PD from B3-PD - Senior Secured Regular Bond/Debentures Downgraded to Caa1 (LGD3) from B3 (LGD3) Outlook Actions: Issuer: Beasley Mezzanine Holdings, LLC - Outlook, Changed To Stable From Negative RATINGS RATIONALE Beasley's Caa1 CFR reflects very high leverage which Moody's expects will remain elevated as a result of high inflation and slow economic growth. The radio industry is also being negatively affected by the shift of advertising dollars to digital mobile and social media as well as heightened competition for listeners from a number of digital music providers. Secular pressures and the cyclical nature of radio advertising demand have the potential to exert substantial pressure on EBITDA performance. Beasley is also relatively small in size ($255 million in revenue as of LTM Q3 2022) with concentrated exposure to 3 markets (Boston, Detroit, and Philadelphia) which can increase volatility in performance. Despite Beasley's small scale, the company has developed good market clusters with a strong market position in most of the markets that it operates. Beasley has been investing in its digital platform and Moody's expects further growth in digital revenue over time aided by the recent acquisition of a small digital marketing agency in Q2 2022. Recently completed expense reductions are also likely to offset a portion of the impact from a challenging economic environment. Beasley has made investments in esports to diversify the business model and potentially accelerate growth in the future, although Moody's does not expect esports to be a material contributor to performance in the near term. ESG CONSIDERATIONS Beasley's ESG Credit Impact Score is highly-negative (CIS-4) driven by the company's exposure to governance risks (G-4) and social risks (S-4). Beasley has maintained leverage at high levels and made debt funded leveraging acquisitions in the past. A significant percentage of the Beasley's revenue and profitability are generated from radio broadcasting which faces risk from social and demographical trends due to competition for listeners and advertising dollars shifting to digital and social media platforms. Beasley is a public company, but the Beasley family has voting control of the company through a dual class share structure. The CEO is also the daughter of the founder of the company. Beasley's SGL-3 reflects Moody's expectation that the company will maintain a limited, but adequate liquidity position over the next year. Beasley had $33 million of cash on the balance as of Q3 2022, but does not have access to a revolving credit facility. Free cash flow (FCF) has been negative -$6 million LTM as of Q3 2022 but Moody's projects FCF will be relatively breakeven and benefit from capex ($12 million LTM Q3 2022) declines to more moderate levels and recent expense reductions. The timing of interest payments ($12.5 million in both February and August each year) will lead to negative FCF in the first and third quarters. Beasley suspended dividend payments ($5.5 million in 2019) in 2020. There are no financial maintenance covenants on the senior secured notes due February 2026. The stable outlook reflects the impact of recessionary pressures on radio advertising demand which Moody's expects will lead to leverage remaining in the 10x range in 2023. Beasley has completed recent cost savings actions and made improvements to its digital service offerings aided by a recent acquisition, but Moody's expects these actions won't be enough to fully offset the economic and secular headwinds facing the radio industry. Beasley's small size also heightens the potential for volatility in performance during difficult market conditions. There are no near term debt maturities and all of Beasley's debt has fixed interest rates. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be downgraded further if Beasley's leverage is sustained above 9x over time. Continuing negative FCF flow generation or a weakened liquidity position would also result in a downgrade. The ratings could be upgraded if Beasley's leverage decreased below 6.5x, with positive organic revenue growth and stable EBITDA margins. Positive FCF and an improving liquidity position would also be required. Beasley Mezzanine Holdings, LLC owns and operates 61 radio stations and related websites and mobile applications across 14 markets in addition to investments in esports assets. The company's station portfolio is located mainly across the eastern seaboard of the United States, with major contributions to revenue from the Boston, Detroit and Philadelphia markets. The company is publicly traded but controlled by the Beasley family via a dual-class share structure. Beasley generated approximately $255 million in revenue as of LTM Q3 2022. The principal methodology used in these ratings was Media published in June 2021. BED BATH & BEYOND: Extends Exchange Offers Until Dec. 19 -------------------------------------------------------- Bed Bath & Beyond Inc. said it has further extended its previously announced offers to exchange any and all of its outstanding Senior Notes. The extension includes the offers to exchange: (i) 3.749% Senior Notes due 2024 for new 3.693% Senior Second Lien Secured Non-Convertible Notes due 2027 and/or new 8.821% Senior Second Lien Secured Convertible Notes due 2027, at the option of the holder of the 2024 Notes; (ii) 4.915% Senior Notes due 2034 for new 12.000% Senior Third Lien Secured Convertible Notes due 2029; and (iii) 5.165% Senior Notes due 2044 for New Third Lien Convertible Notes. In connection with the Exchange Offers, the Company is also soliciting consents to amend the indenture governing the Old Notes. Each of the Exchange Offers and Consent Solicitations, which were previously scheduled to expire at 11:59 p.m., New York City time, on Dec. 5, 2022, has been extended until 11:59 p.m., New York City time, on Dec. 19, 2022. Tenders of Old Notes may be withdrawn at any time at or prior to the Expiration Time, but not thereafter, subject to limited exceptions and except as otherwise required by applicable law, unless extended. Except for the extension of the Expiration Time and Withdrawal Deadline, all other terms of the Exchange Offers and Consent Solicitations remain unchanged. As of 11:59 p.m., New York City time, on Dec. 5, 2022, which was the previous expiration time for the Exchange Offers, the principal amounts of Old Notes validly tendered and not validly withdrawn, as advised by Global Bondholder Services Corporation, the exchange agent for the exchange offers, are set forth in the table below: Title of Old Outstanding Principal Notes to be Principal Amount Tendered Amount Tendered --------------------- ------------ --------- 3.749% Notes due 2024 $215,404,500 $37,864,000 4.915% Notes due 2034 $209,712,000 $52,212,000 5.165% Notes due 2044 $604,820,000 $67,510,000 As of Dec. 5, 2022 the Company had a total of approximately 117.3 million shares of common stock outstanding. A Registration Statement on Form S-4, including a prospectus and consent solicitation statement forming a part thereof, which is subject to change, relating to the issuance of the New Notes has been filed with the Securities and Exchange Commission, but has not yet become effective. The New Notes may not be sold nor may offers to buy be accepted prior to the time the Registration Statement becomes effective. If and when issued, the New Notes will be registered under the Securities Act of 1933, as amended. Copies of the Prospectus pursuant to which the Exchange Offers and Consent Solicitations are being made may be obtained from Global Bondholder Services Corporation, the information agent and exchange agent for the Exchange Offers and Consent Solicitations. Requests for documentation and questions regarding procedures for tendering the Old Notes can be directed to Global Bondholder Services Corporation at (855) 654-2015 (for information U.S. Toll-free) or (212) 430-3774 (information for brokers). Questions regarding the terms and conditions of the Exchange Offers and Consent Solicitations should be directed to the dealer manager, Lazard Freres & Co. LLC, at (212) 632-6311. The Exchange Offers and Consent Solicitations are being made only by and pursuant to the terms and subject to the conditions set forth in the Prospectus, which forms a part of the Registration Statemen. About Bed Bath & Beyond Bed Bath & Beyond Inc. and subsidiaries is an omnichannel retailer selling a wide assortment of merchandise in the Home, Baby, Beauty & Wellness markets and operate under the names Bed Bath & Beyond, buybuy BABY, and Harmon, Harmon Face Values. The Company also operates Decorist, an online interior design platform that provides personalized home design services. The Company reported a net loss of $559.62 million for the fiscal year ended Feb. 26, 2022, a net loss of $150.77 million for the year ended Feb. 27, 2021, and a net loss of $613.82 million for the year ended Feb. 29, 2020. As of Aug. 27, 2022, the Company had $4.66 billion in total assets, $5.24 billion in total liabilities, and a total shareholders' deficit of $577.65 million. * * * As reported by the TCR on Nov. 16, 2022, S&P Global Ratings lowered its issuer credit rating on Union, N.J.-based specialty home retailer Bed Bath & Beyond Inc. (BBBY) to 'SD' (selective default) from 'CC'. This action follows the Company's announcement of privately negotiated exchanges of over $150 million par value of its senior unsecured notes for the company's common stock. S&P views the exchange as distressed and not opportunistic. As reported by the TCR on NOv. 28, 2022, Moody's Investors Service retained Bed Bath's corporate family rating at Ca and the outlook remains stable. According to Moody's, Bed Bath & Beyond's Ca corporate family rating reflects the very high likelihood of further defaults over the next twelve months. BETHELITE COMMUNITY: Hires Greenberg Freeman as Special Counsel --------------------------------------------------------------- Bethelite Community Baptist Church Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Greenberg Freeman LLP as its special litigation counsel to commence and prosecute the malpractice action. The fee arrangement provides for an hourly rate of $520 for the firm's partner, Michael Freeman, Esq. The Debtor has agreed to pay Greenberg Freeman an advance retainer in the amount of $10,000. Atlah Ministries Incorporated has agreed to donate $10,000 to Debtor to pay that retainer. Michael Freeman, Esq., at Greenberg, disclosed in a court filing that he and his firm do not hold any interest adverse to the Debtor and its estate. Greenberg can be reached through: Michael Freeman, Esq. Greenberg Freeman, LLP 110 East 59th Street, 22nd Floor New York, NY 10022 Phone: (212) 838-3121 Email: freeman@greenbergfreeman.com About Bethelite Community Baptist Church Bethelite Community Baptist Church Inc. is a not-for-profit church, that owns a building located at 36-38 West 123rd Street, New York. The Debtor operates a small private school, which is also not-for-profit, and houses several members of its congregation who are homeless. Bethelite Community Baptist Church filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 22-10374) on March 27, 2022. In the petition filed by James Manning, pastor, the Debtor listed $1 million to $10 million in both assets and liabilities. Judge Lisa G. Beckerman oversees the case. Lewis W. Siegel, Esq., serves as the Debtor's legal counsel. BITNILE HOLDINGS: Has 7.24% Equity Stake in HTG Molecular --------------------------------------------------------- BitNile Holdings, Inc., Ault Lending, LLC, and Milton C. Ault, III disclosed in a Schedule 13D/A filed with the Securities and Exchange Commission that as of Nov. 30, 2022, they beneficially own 800,000 shares of common stock of HTG Molecular Diagnostics, Inc., representing 7.24 percent of the shares outstanding. The aggregate percentage of Shares reported owned by the Reporting Persons is based upon 11,049,948 Shares outstanding, which is the total number of Shares outstanding as of Nov. 3, 2022, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on Nov. 10, 2022. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/896493/000121465922014478/f121223sc13da1.htm About BitNile Holdings BitNile Holdings, Inc. (formerly known as Ault Global Holdings, Inc.) -- www.BitNile.com -- is a diversified holding company pursuing growth by acquiring undervalued businesses and disruptive technologies with a global impact. Through its wholly and majority-owned subsidiaries and strategic investments, the Company owns and operates a data center at which it mines Bitcoin and provides mission-critical products that support a diverse range of industries, including defense/aerospace, industrial, automotive, telecommunications, medical/biopharma, and textiles. In addition, the Company extends credit to select entrepreneurial businesses through a licensed lending subsidiary. BitNile's headquarters are located at 11411 Southern Highlands Parkway, Suite 240, Las Vegas, NV. BitNile reported a net loss of $23.97 million for the year ended Dec. 31, 2021, a net loss of $32.73 million for the year ended Dec. 31, 2020, a net loss of $32.94 million for the year ended Dec. 31, 2019, and a net loss of $32.98 million for the year ended Dec. 31, 2018. As of Sept. 30, 2022, the Company had $610.90 million in total assets, $155.03 million in total liabilities, $117.11 million in redeemable noncontrolling interests in equity of subsidiaries, and $338.76 million in total stockholders' equity. BITNILE HOLDINGS: Reports Results of Holmes County Drilling Project ------------------------------------------------------------------- BitNile Holdings, Inc. announced that the successful drilling project by Ault Energy, LLC, a wholly owned subsidiary of BitNile, and White River Operating LLC, a wholly owned subsidiary of White River, has begun producing at a rate of 78 flowing barrels of oil per day ("BOPD"). The Harry O'Neal 20-9 No. 1 is currently producing from the Smackover formation. BitNile acquired a 40% working interest in the O'Neal No. 1 Well, which is the first project in an expected long-term partnership between White River and BitNile, which was previously announced in July 2022 with the intention to drill approximately 100 oil wells over five years. Additionally, Ault Energy has committed to acquire a 37.5% working interest in the Peabody AMI 12 A No. 18 drilling project in the Coochie field, Concordia Parish, Louisiana. The Peabody No. 18 Well is a 14,000 foot deep vertical test well with potential pay zones in the Frio, Wilcox, Lower Tuscaloosa, Austin Chalk, and Tuscaloosa Marine Shale formations. WRO has currently drilled to a depth of 5,000 feet and expects to reach the total depth in mid-December. The Peabody No. 18 Well has already had significant oil shows logged in the Frio formation between the depths of 2,970 feet and 3,043 feet. Based on these early indications, WRO believes that this drilling project will result in a commercial oil well and several shallow Frio developmental drilling opportunities. "We are very pleased with the production results from the O'Neal No. 1 Well and the early indications from the Peabody No. 18 Well," stated Randy May, executive chairman of White River. "We recently successfully completed a formation integrity test on the Peabody No. 18 Well to ensure that the well has the ability to withstand higher pressure zones we expect in the Austin Chalk and TMS formations, as we anticipate potentially oil and gas shows at the lowest depths of the well." BitNile Founder and Executive Chairman Milton "Todd" Ault, III, who also serves as the manager of Ault Energy, stated, "We are happy with the BOPD results of the O'Neal No. 1 Well. We are also very encouraged about the initial results being reported on our second drilling project with White River and are looking forward to viewing the well log after the drilling project has been completed." About BitNile Holdings BitNile Holdings, Inc. (formerly known as Ault Global Holdings, Inc.) -- www.BitNile.com -- is a diversified holding company pursuing growth by acquiring undervalued businesses and disruptive technologies with a global impact. Through its wholly and majority-owned subsidiaries and strategic investments, the Company owns and operates a data center at which it mines Bitcoin and provides mission-critical products that support a diverse range of industries, including defense/aerospace, industrial, automotive, telecommunications, medical/biopharma, and textiles. In addition, the Company extends credit to select entrepreneurial businesses through a licensed lending subsidiary. BitNile's headquarters are located at 11411 Southern Highlands Parkway, Suite 240, Las Vegas, NV. BitNile reported a net loss of $23.97 million for the year ended Dec. 31, 2021, a net loss of $32.73 million for the year ended Dec. 31, 2020, a net loss of $32.94 million for the year ended Dec. 31, 2019, and a net loss of $32.98 million for the year ended Dec. 31, 2018. As of June 30, 2022, the Company had $596.27 million in total assets, $133.98 million in total liabilities, $116.89 million in redeemable noncontrolling interests in equity of subsidiaries, and $345.40 million in total stockholders' equity. BITTER CREEK WATER: Seeks to Hire Husch Blackwell as Counsel ------------------------------------------------------------ Bitter Creek Water Supply Corporation seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas Husch Blackwell LLP as its counsel. The firm's services include: a. advising the Debtors with respect to their rights and obligations and other matters of bankruptcy law; b. taking all necessary action to protect and preserve the estates of the Debtors, including the prosecution of actions on behalf of the Debtors, the defense of any actions commenced against the Debtors, the negotiation of disputes in which the Debtors are involved, and the preparation of objections to claims filed against the estates; c. preparing legal papers; d. representing the Debtors at the meeting of creditors, plan confirmation hearing and related proceedings; e. assisting with the disposition of the Debtors' assets; f. taking all necessary or appropriate actions in connection with any plan of reorganization; g. representing the Debtors in adversary proceedings and other contested bankruptcy matters; and h. representing the Debtors in other matters that may arise in connection with the Debtors' reorganization proceedings and business operations. The firm will be paid at these rates: Lynn Butler $630 per hour Randy Rios $625 per hour Amber Fly $485 per hour Leanne O. Donnell $405 per hour Penny Keller $305 per hour Husch Blackwell received a retainer in the amount of $30,000. As disclosed in court filings, Husch Blackwell is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Lynn Hamilton Butler, Esq. HUSCH BLACKWELL LLP 111 Congress Avenue, Suite 1400 Austin, TX 78701 Tel: 512-479-9758 Email: lynn.butler@huschblackwell.com About Bitter Creek Water Supply Bitter Creek Water Supply Corporation is a water supplier in Sweetwater, Texas. Bitter Creek Water Supply filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 22-10137) on Nov. 21, 2022. In the petition filed by Jeff Posey, as president, the Debtor reported assets and liabilities between $1 million and $10 million each. The Debtor is represented by Lynn Hamilton Butler, Esq. at HUSCH BLACKWELL LLP as counsel. BLINK CHARGING: Board Appoints Mark Pastrone as COO --------------------------------------------------- Mark Pastrone, the current chief operating officer of Blink Charging Co.'s SemaConnect LLC subsidiary, was appointed by the Company's Board of Directors to assume the position and elevated duties of the chief operating officer of the Company. In June 2022, Mr. Pastrone joined the Company as part of the Company's acquisition of SemaConnect Inc., where Mr. Pastrone had been SemaConnect's chief operating officer and held other executive level positions since October 2010. Mr. Pastrone has more than 25 years of experience building high-tech companies. He led the market launch of SemaConnect's EV charging solution in the first years of the industry in 2011. As a member of the executive team, Mr. Pastrone played a key role in building the company's sales, service, technology and production capabilities. In doing so, he helped establish SemaConnect as a stand-out leader in the EV charging space across the multifamily, workplace, public and retail EV charging markets. Prior to SemaConnect Inc., he led the development of several commercial start-ups in the aerospace industry. Mr. Pastrone earned a B.S. degree in Electrical Engineering and a Masters in Electrical Engineering from Stanford University. He also holds an M.B.A. from Harvard Business School. During the last two years, other than customary arrangements in connection with serving as the chief operating officer of SemaConnect LLC, there have been no transactions or proposed transactions by the Company in which Mr. Pastrone has had or is to have a direct or indirect material interest, and there are no family relationships between Mr. Pastrone and any of the Company's executive officers or directors, according to a Form 8-K filed with the Securities and Exchange Commission. In connection with Mr. Pastrone's appointment as the Company's chief operating officer, the Company assumed the employment offer letter, dated June 15, 2022, between SemaConnect LLC and Mr. Pastrone. The term of his employment letter extends until June 14, 2023, with automatic successive one year renewals thereafter unless notice of nonrenewal is provided by the Company. The assumed employment letter provides that Mr. Pastrone receives an annual base salary of $275,000, payable on the Company's regular scheduled payday. Mr. Pastrone is eligible for an annual performance cash bonus of up to 40% of his annual base salary based on meeting pre-determined periodic key performance indicators. Mr. Pastrone is also eligible to receive aggregate annual equity awards under the Company's incentive compensation plan equal to 40% of his annual base salary. Such awards will be comprised of restricted common stock. The restricted common stock granted will vest in equal one-third increments on each anniversary of the grant date, in each instance subject to satisfying key performance indicators and other performance criteria and his continued employment with the Company on the applicable vesting date. If Mr. Pastrone's employment is terminated by the Company other than for Cause (which includes willful material misconduct and willful failure to materially perform his responsibilities to the Company), he is entitled to receive severance equal to the number of months of his actual employment under the employment letter prior to the termination capped at a maximum payment of 12 months of his base salary. Mr. Pastrone previously entered into the Company's standard Employee Confidentiality and Assignment of Inventions Agreement prohibiting Mr. Pastrone from disclosure of confidential and/or proprietary information relating to the operations, products and services of the Company and its clients and acknowledging that all intellectual property developed by Mr. Pastrone relating to the Company's business constitutes its exclusive property. About Blink Charging Based in Miami Beach, Florida, Blink Charging Co. (OTC: CCGID) f/k/a Car Charging Group Inc. -- http://www.CarCharging.com-- is an owner and operator of electric vehicle (EV) charging equipment and has deployed over 58,000 charging ports across 25 countries, many of which are networked EV charging stations, enabling EV drivers to easily charge at any of Blink's charging locations worldwide. Blink's principal line of products and services includes the Blink EV charging network, EV charging equipment, EV charging services, and the products and services of recent acquisitions, including SemaConnect, Blue Corner and BlueLA. Blink Charging reported a net loss of $55.12 million for the year ended Dec. 31, 2021, a net loss of $17.85 million for the year ended Dec. 31, 2020, a net loss of $9.65 million for the year ended Dec. 31, 2019, and a net loss of $3.42 million for the year ended Dec. 31, 2018. As of Sept. 30, 2022, the Company had $360.92 million in total assets, $91.43 million in total liabilities, and $269.49 million in total stockholders' equity. BPB DRUGS: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------- Debtor: BPB Drugs, Inc. d/b/a Gallery Drug 131 E. 60th Street New York, NY 10022 Business Description: The Debtor owns and operates a pharmacy in New York. Chapter 11 Petition Date: December 9, 2022 Court: United States Bankruptcy Court Southern District of New York Case No.: 22-11656 Judge: Hon. Philip Bentley Debtor's Counsel: Randolph E. White, Esq. WHITE & WOLNERMAN, PLLC 950 Third Avenue, 11th Floor New York, NY 10022 Tel: (212) 308-0604 E-mail: rwhite@wwlawgroup.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Johnny D. Lee as member/director. 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/5HI6PYY/BPB_Drugs_Inc_dba_Gallery_Drug__nysbke-22-11656__0001.0.pdf?mcid=tGE4TAMA CALAMP CORP: Appoints Tech Finance Veteran as Senior VP, CFO ------------------------------------------------------------ CalAmp Corp. announced that effective Jan. 9, 2023, Jikun Kim, 58, will commence employment as senior vice president and chief financial officer of CalAmp Corp. Mr. Kim will serve as principal financial officer and principal accounting officer. Xiaolian (Cindy) Zhang will cease service as interim chief financial officer, and will continue to serve as senior vice president, Financial Planning and Analysis, and Erik Schulz will cease service as interim principal accounting officer, and will continue to serve as vice president and corporate controller. Mr. Kim currently serves as chief financial officer of Momentus, Inc., a Nasdaq-listed space infrastructure company, a position he has held since September 2020. Prior to Momentus, from January 2019 to September 2020, Mr. Kim served as the chief financial officer at Formlabs Inc., a 3D printer company. From June 2016 to December 2019, Mr. Kim served as the chief financial officer at EMCORE Corporation, a Nasdaq-listed company producing advanced semiconductor products, and from February 2015 to June 2016, he served as chief financial officer at Merex Group, a defense and space company,; and from June 2009 to February 2015, Mr. Kim served as chief financial officer at AeroVironment, Inc., a Nasdaq-listed aviation and aerospace technology company. Mr. Kim received an M.B.A. degree from Columbia Business School, an M.S. degree in Electrical Engineering from the University of California at Los Angeles and a B.S. degree in Electrical Engineering from the University of California at Berkeley. "Jikun's extensive public company experience in technology and his unique combination of engineering and finance expertise made him the ideal candidate," said Jeff Gardner. "His track record of partnering with his colleagues and his excellent communications skills allowed him to stand out in a very competitive process. I look forward to partnering with him to accelerate our transformation to a growing, profitable telematics SaaS solutions provider." "It's an exciting time to be joining CalAmp," said Kim. "The telematics market is dynamic and evolving quickly. Recent challenges with global supply chains have just underscored the important role they play as organizations around the world seek to monitor and track their vital assets in real time. I am happy to be joining CalAmp and contribute to the Company's growth as it expands the list of organizations around the world using their leading telematics solutions." Under an offer letter dated Nov. 21, 2022, the terms of which were accepted by Mr. Kim on Nov. 28, 2022, Mr. Kim will be paid a salary of $425,000 per year, and will be eligible to receive annual target incentive compensation of 70% of Base Salary, with a guaranteed pay-out for the fourth quarter of fiscal year 2023 of not less than $49,583. The Company will also grant 265,008 restricted stock units to Mr. Kim effective as of his January 9th date of hire. One-third of the RSUs will vest on the first anniversary of Mr. Kim's start date and the remaining two-thirds will vest in substantially equal quarterly installments over the subsequent two year period, in each case subject to Mr. Kim's continuous service with the Company through each applicable vesting date, and subject to the terms of the Company's standard RSU award agreement. Mr. Kim will also receive a one-time signing bonus in the amount of $175,000, which is repayable to the Company if Mr. Kim voluntarily leaves the Company within 12 months of his start date or is terminated for cause. Mr. Kim will also be offered an executive employment agreement in the form of the Company's standard executive employment agreement. About CalAmp CalAmp Corp. is a connected intelligence company that leverages a data-driven solutions ecosystem to help people and organizations improve operational performance. It solves complex problems for customers within the market verticals of transportation and logistics, commercial and government fleets, industrial equipment, and consumer vehicles by providing solutions that track, monitor, and recover their vital assets. The data and insights enabled by CalAmp solutions provide real-time visibility into a user's vehicles, assets, drivers, and cargo, giving organizations greater understanding and control of their operations. Ultimately, these insights drive operational visibility, safety, efficiency, maintenance, and sustainability for organizations around the world. Calamp reported a net loss of $27.99 million for the year ended Feb. 28, 2022, a net loss of $56.31 million for the year ended Feb. 28, 2021, and a net loss of $79.30 million for the year ended Feb. 29, 2020. As of Aug. 31, 2022, the Company had $371.04 million in total assets, $349.22 million in total liabilities, and $21.82 million in total stockholders' equity. CANO HEALTH: US$644M Bank Debt Trades at 25% Discount ----------------------------------------------------- Participations in a syndicated loan under which Cano Health LLC is a borrower were trading in the secondary market around 74.6 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$644 million facility is a Term loan. The loan is scheduled to mature on November 23, 2027. About US$640 million of the loan is withdrawn and outstanding. Cano Health, LLC operates primary care centers and supports affiliated medical practices. CANOPY GROWTH: Terminates Chief Commercial Officer -------------------------------------------------- Canopy Growth Corporation disclosed in a Form 8-K filed with the Securities and Exchange Commission that it terminated the Services Delivery Agreement, dated Oct. 5, 2020, as amended, with Julious Grant, effective Dec. 16, 2022. As a result of such termination, as of the Termination Date, Mr. Grant will no longer serve as the chief commercial officer of the Company. Pursuant to the terms of the Services Agreement, Mr. Grant will be entitled to the separation benefits specified in Section 5(b) of the Services Agreement upon, among other things, his execution of a release in favor of the Company. About Canopy Growth Corporation Canopy Growth Corporation -- www.canopygrowth.com -- is a cannabis consumer packaged goods company which produces, distributes, and sells a diverse range of cannabis, hemp, and CPG products. Canopy reported a net loss of C$320.48 million for the year ended March 31, 2022, a net loss of C$1.67 billion for the year ended March 31, 2021, and a net loss of C$1.38 billion for the year ended March 31, 2020. As of Sept. 30, 2022, the Company had C$3.40 billion in total assets, C$1.74 billion in total liabilities, C$35.90 million in redeemable noncontrolling interest, and a total shareholders' equity of C$1.63 billion. * * * As reported by the TCR on Nov. 17, 2022, S&P Global Ratings lowered its issuer credit rating on Canopy Growth Corp. (CGC) to 'SD' (selective default) from 'CC'. S&P views the recent debt repayment transaction as distressed and tantamount to a default and this assessment reflects the feature of the transaction whereby participating lenders received less value than they were initially promised under the original securities. In July 2022, Fitch Ratings downgraded the Long-Term Issuer Default Ratings (IDR) for Canopy Growth and 11065220 Canada Inc. to 'RD' from 'C' on the completion of Canopy's exchange offer for a portion of the convertible notes due July 2023. CARVANA CO: CVAN Holdings, Six Others Hold 8.17% of Class A Shares ------------------------------------------------------------------ In a Schedule 13G/A filed with the Securities and Exchange Commission, these entities reported beneficial ownership of shares of Class A common stock of Carvana Co. as of Nov. 30, 2022: Shares Percent Beneficially of Reporting Person Owned Class ---------------- ------------ ------- CVAN Holdings, LLC 9,345,376 8.17% CVAN Holding Company, LLC 9,345,376 8.17% DLHPII Public Investments, LLC 9,345,376 8.17% DLHPII Investment Holdings, LLC 9,345,376 8.17% Delaware Life Holdings Parent II, LLC 9,345,376 8.17% Delaware Life Holdings Manager, LLC 9,345,376 8.17% Mark Walter 9,345,376 8.17% The 8.17% owenership is based on 105,947,745 shares of Class A Common Stock outstanding, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on Nov. 3, 2022. The percentage assumes the exchange of all Class A Units held by CVAN for shares of Class A Common Stock, in accordance with Rule 13d-3 of the Securities Act of 1933, as amended. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1690820/000119312522298563/d431361dsc13ga.htm About Carvana Founded in 2012 and based in Tempe, Arizona, Carvana Co. -- http://www.carvana.com-- is an e-commerce platform for buying and selling used cars. Carvana Co. reported a net loss of $287 million in 2021, a net loss of $462 million in 2020, a net loss of $365 million in 2019, a net loss of $254.74 million in 2018, and a net loss of $164.32 million in 2017. As of June 30, 2022, the Company had $10.50 billion in total assets, $9.64 billion in total liabilities, and $864 million in total stockholders' equity. * * * As reported by the TCR on Nov. 14, 2022, S&P Global Ratings revised its outlook on Carvana Co. to negative from stable and affirmed its 'CCC+' issuer credit rating. S&P said, "The negative outlook reflects Carvana's weak operating performance and continuing macroeconomic headwinds which could extend weaker profitability and sustain or increase negative cashflows." Moody's Investors Service changed Carvana Co.'s outlook to negative from stable and at the same time affirmed Carvana's Caa1 corporate family rating. Moody's said, "The change in outlook to negative from stable reflects Carvana's persistent lack of profitability and negative free cash flow generation that has consistently fallen short of Moody's expectations," as reported by the TCR on Nov. 25, 2022. CASTLE INTERMEDIATE: S&P Downgrades ICR to 'CCC+', Outlook Neg. --------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on PR software solutions provider Castle Intermediate Holding V Ltd. (Cision) to 'CCC+' from 'B-'. S&P said, "At the same time, we lowered the issue-level ratings on the company's first-lien revolving credit facility and term loan to 'CCC+' from 'B-'. The recovery rating is unchanged at '3'. We also lowered our issue-level rating on the company's senior unsecured notes to 'CCC-' from 'CCC'; the recovery rating remains '6'. "The negative outlook reflects our view that the probable recession in the first half of 2023 and high interest rates could further deteriorate Cision's cash flow generation. It also reflects the risk that further operating weakness could increase already elevated leverage and reduce liquidity." Cision's weak operating performance over the last 12 months has resulted in its FOCF to debt to decline below 3%-- a key threshold for the rating. Weak operating performance within the company's communications cloud segment was partially offset by continued growth in its social segment, hurting Cision's organic growth rates over the last 12 months. During the same period, higher costs of revenues and operating expenses affected EBITDA margins, driven by wage inflation and higher technology expenses from the platform integration efforts of BrandWatch and Cision. EBITDA margins were also impacted by Cision's investments in its Social segment during the year that it expects will benefit the margin profile of the segment over the next 12 months. S&P now expects Cision's FOCF to debt to remain below its 3% threshold through 2023 as a weakening economy compounds higher interest rates and capital investment needs. A possible recession in the first half of 2023 further pressures revenue growth opportunities over the next 12 months. The company's communications cloud segment is experiencing increasing competition mainly within its SME client base. Cision's SME client base are increasingly price conscious, and the company is facing higher levels of attrition within this group to smaller competitors that offer lower prices. The company's current platform is an advanced, specialized product that may not serve the needs of SMEs or fit the technology skillset of its clients. To mitigate some of these issues, Cision is developing and relaunching an existing lower-cost platform aimed at SMEs. The platform would offer a more self-service approach, where clients can access information required at a lower price point and technological skillset requirement. In S&P's opinion, this platform strategy could provide a competitive edge for Cision within the SME space at lower operating costs. S&P expects Cision will need to maintain its capitalized software development costs and capital expenditure (capex) spending in 2023 as part of this initiative – albeit slightly lower than 2022, which reduces the levers for its cash flow generation to mitigate the higher interest rate environment, without exposing itself to more competitive pressures. Cision's EBITDA margins trended lower over the last 12 months due to wage inflation and higher-than-expected technology and platform costs. The company's EBITDA margins deteriorated over the year due to the wage inflation associated with its more labor-intensive business segments and the higher platform and technology costs associated with the BrandWatch acquisition and integration efforts. Cision plans to address this by focusing on automation for its labor-intensive processes. It also aims to accelerate the platform consolidation for Brandwatch and Cision over the next year. This is part of the company's effort to reach a stated EBITDA margin target of approximately 31% (excluding restructuring and transaction expenses). S&P expects restructuring expenses associated with these efforts to remain elevated in 2023 and for the benefits of these efforts to accrue in 2024 and beyond. While Cision has no near-term maturities, its weak operating performance, very high adjusted leverage, and minimal cash flow generation reflects a high probability of an unsustainable capital structure. The company has no near-term maturities, with its first major maturity the first-lien term loan facilities due January 2027. It is also not currently drawing on its revolving credit facility as it has sufficient liquidity to cover its fixed charges. However, in S&P's view, the recent weak operating trends and declining cash flow generation indicate the potential that credit metrics could remain weak for a prolonged basis. Performance improvements depend on a range of factors, not all of which are within Cision's control. Some major factors include competitive pressures within its SME client base, higher costs leading to deteriorating EBITDA margins, and the general macroeconomic environment including a slowing economy and high interest rates. The negative outlook reflects S&P's view that the probable recession in the first half of 2023 and high interest rates could further deteriorate Cision's cash flow generation. The outlook also reflects the risk that further operating weakness could increase already elevated leverage and reduce liquidity S&P could lower its ratings on Cision if: -- Operating results over the next 12 months significantly underperforms our base-case expectations. This could result in a larger cash flow deficit than forecast, while elevated leverage could potentially restrict access to the revolving credit facility due to its springing covenants, constraining Cision's liquidity; or -- Cision pursues any form of debt restructuring such that current holders are not made whole at par, a scenario S&P would view as tantamount to default. S&P could raise its ratings on Cision if it expects its FOCF to debt to rise and remain above 3% on a sustained basis. This could occur if: -- The company can mitigate competitive pressures and return to top-line revenue growth of 3%-5% consistently; and -- EBITDA margins improve through its cost action initiatives ESG credit indicators: E-2, S-2, G-3 S&P said, "Governance factors are a moderately negative consideration in our credit rating analysis of Cision, as it is for most rated entities owned by private-equity sponsors. We believe the company's highly leveraged financial risk profile points to corporate decision-making that prioritizes the interests of controlling owners. This also reflects private-equity sponsors' generally finite holding periods and focus on maximizing shareholder returns." CELSIUS NETWORK: Court to Decide on Customers' Crypto Ownership --------------------------------------------------------------- Jeremy Hill of Bloomberg News reports that a federal judge will decide soon whether depositors at Celsius Network LLC gave up ownership of their cryptocurrencies in exchange for interest payments, a key legal issue that could echo through other crypto bankruptcies. Celsius has asked for US Bankruptcy Judge Martin Glenn's permission to sell $18 million of crypto on its balance sheet to keep paying its bills while it works on a way to repay creditors. But the coins in question came from Celsius users, who put the assets into interest-bearing accounts prior to the company's Chapter 11 bankruptcy in July 2022. About Celsius Network Celsius Network LLC -- http://www.celsius.network/-- is a financial services company that generates revenue through cryptocurrency trading, lending, and borrowing, as well as by engaging in proprietary trading. Celsius helps over a million customers worldwide to find the path towards financial independence through a compounding yield service and instant low-cost loans accessible via a web and mobile app. Celsius has a blockchain-based fee-free platform where membership provides access to curated financial services that are not available through traditional financial institutions. The Celsius Wallet claims to be one of the only online crypto wallets designed to allow members to use coins as collateral to get a loan in dollars, and in the future, to lend their crypto to earn interest on deposited coins (when they're lent out). Crypto lenders such as Celsius boomed during the COVID-19 pandemic, drawing depositors with high interest rates and easy access to loans rarely offered by traditional banks. But the lenders' business model came under scrutiny after a sharp sell-off in the crypto market spurred by the collapse of major tokens terraUSD and luna in May 2022. New Jersey-based Celsius froze withdrawals in June 2022, citing "extreme" market conditions, cutting off access to savings for individual investors and sending tremors through the crypto market. The list of major crypto firms that have filed for bankruptcy protection in 2022 now includes Celsius Network, Three Arrows Capital and Voyager Digital. Celsius Network, LLC and its subsidiaries sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.22-10964) on July 14, 2022. In the petition filed by CEO Alex Mashinsky, the Debtors estimated assets and liabilities between $1 billion and $10 billion. The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis International, LLP as legal counsels; Centerview Partners, LLC as investment banker; and Alvarez & Marsal North America, LLC as financial advisor. Stretto, the claims agent and administrative advisor, maintains the page https://cases.stretto.com/celsius On July 27, 2022, the U.S. Trustee appointed an official committee of unsecured creditors. The committee tapped White & Case, LLP as its bankruptcy counsel; Elementus Inc. as its blockchain forensics advisor; M3 Advisory Partners, LP as its financial advisor; and Perella Weinberg Partners, LP as its investment banker. Shoba Pillay, Esq., is the examiner appointed in the Debtors' Chapter 11 cases. Jenner & Block, LLP and Huron Consulting Services, LLC serve as the examiner's legal counsel and financial advisor, respectively. CELSIUS NETWORK: McCarter & English Advises Borrowers Group ----------------------------------------------------------- In the Chapter 11 cases of Celsius Network, et al., the law firm of McCarter & English, LLP submitted a verified statement under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose that it is representing the Ad Hoc Group of Borrowers. As of Dec. 5, 2022, members of the Ad Hoc Group of Borrowers and their disclosable economic interests are: Conlon, Michael * Earn Account Balance: BTC 0.000001367140917932 CEL 0.000831263466145782 GUSD 0.00756847601924094 * Withhold Account Balance: BTC 0.000000001626586449 CEL 1.14051896671453 GUSD 0.0326789789255594 * Borrower's Collateral: 9.43506354199158 Cioffolletti, John * Earn Account Balance: ETH 0.000172212030175011 LINK 0.0251161158097805 USDC 0.0887015326861874 * Custody Account Balance: ETH 0.0301948904062327 LINK 31.4905409533731 USDC 2.1983091751193 * Borrower's Collateral: LINK 240903.227878976 Dentzel, Zaryn * Earn Account Balance: BTC 0.151771055041482 CEL 1.15056074499931 * Borrower's Collateral: BTC 799.4382 Dernesch, Noel * Earn Account Balance: BTC 0.0757477604487051 CEL 25.50013185598 * Borrower's Collateral: BTC 9.92425223955129 Eduardo, Joseph F. * Earn Account Balance: CEL 1967.58553911546 DOT 221.738012789155 ETH 0.00215497881060097 USDC 196.828023758213 USDT ERC20 690.786699438481 * Borrower's Collateral: DOT 3375.52714009869 ETH 530.999093835483 Fahrney, David * Earn Account Balance: BTC 0.000690024413333249 ETH 0.00143499756072495 LTC 0.0233059612059635 * Custody Account Balance: BTC 5.12804355244434 ETH 1.01062203206708 LTC 55.1927442138644 * Borrower's Collateral: BTC 50.1051008391274 Foster, Michael * Earn Account Balance: BTC 0.000138760434433483 ETH 0.079590593138518 MCDAI 15.6053077799173 * Custody Account Balance: BTC 0.000000001317428654 MCDAI 5.640729 * Borrower's Collateral: BTC 0.565057167154871 Foster, Michael * Earn Account Balance: BTC 0.114214759052055 ETH 20.5543836607467 * Custody Account Balance: BTC 0.40231179043674 * Borrower's Collateral: BTC 10.2961116769455 Kieser, Greg * Earn Account Balance: BTC 6.88423000556071 CEL 28233.6870729457 USDC 287.521678 * Borrower's Collateral: BTC 7.27320959624026 ETH 8630.94776468648 Licari, Melissa * Earn Account Balance: BTC 0.000408573021993092 CEL 29.7161783581852 ETH 380.55121992054 * Custody Account Balance: ETH 0.0117494089407481 * Borrower's Collateral: ETH 2316.17545776394 Licari, Pietro * Earn Account Balance: BTC 0.0103410827543175 CEL 1178.44973856039 ETH 345.22397962013 LPT 17.5182157770284 OMG 4700.28750320428 * Custody Account Balance: ETH 0.0545297790397515 * Borrower's Collateral: ETH 2147.18574069558 Masanto, Chris * Earn Account Balance: ETH 0.97956366150695 USDC 254.578011074918 USDT ERC20 326.049530863386 ZEC 68.7249928264324 * Borrower's Collateral: ZEC 11286.6210169978 Schmidt, Erich * Earn Account Balance: BTC 0.00163367094088883 CEL 4441.91329220343 DOT 155.072119895116 LINK 1197.20775571792 MATIC 14205.8240965653 PAXG 2.0210236888628 SNX 10.0112169680033 USDC 634.789645110485 * Custody Account Balance: BTC 0.000000000643246447 MCDAI 31.1885948721635 * Borrower's Collateral: BTC 9.24634946309385 Suri, Nikhil * Earn Account Balance: BTC 1.16010731100297 CEL 237.755610301929 ETH 27.3883235293657 MANA 2706.03365641531 * Borrower's Collateral: BTC 6.42158490912318 ETH 77.8808591848711 Taiaroa, Keri * Earn Account Balance: ADA 6.08864382240108 AVAX 603.741575347579 BNB 0.0000008991957827 BTC 13.2035415120611 BUSD 0.0808805655464793 CEL 362455.988742743 DOT 6074.14072464421 EOS 0.000089901977807488 LUNC 908.315550165007 MATIC 80371.6141707264 SGB 3083.88651959793 SOL 5145.24267806903 USDC 2248.73265507859 USDT ERC20 0.249139 XRP 0.000000396438038977 * Borrower's Collateral: ADA 269987.146675159 BTC 982.958014401605 ETH 907.10250962797 LINK 12057.2670122808 XRP 13100.5136252874 Villinger, Chris * Earn Account Balance: BCH 93.6920668007351 BTC 41.5651282511923 CEL 1080541.94582672 DASH 7.25152149698846 ETH 9283.61155850899 LTC 284.401199243091 SGB 49652.4190537076 USDC 170794.684956463 XLM 15652.7225938918 XRP 324795.801019155 * Borrower's Collateral: ETH 3374.61264944819 On or about Dec. 2, 2022, the initial members of the Ad Hoc Group of Borrowers retained the McCarter Firm to represent it in connection with the Chapter 11 cases. Additional members are expected to join the Ad Hoc Group of Borrowers on an ongoing basis, and the McCarter Firm will file additional Statements as necessary to comply with Bankruptcy Rule 2019. Each member of the Ad Hoc Group of Borrowers has consented to the McCarter Firm's representation of the group. The McCarter Firm does not represent any member of the Ad Hoc Group of Borrowers in his or her individual capacity or with respect to any property interests other than in connection with the "Borrow" service offered by the Debtors. Counsel for Ad Hoc Group of Borrowers can be reached at: David J. Adler, Esq. McCARTER & ENGLISH, LLP 825 8th Avenue Worldwide Plaza New York, NY 10019 Telephone: (212) 609-6847 Facsimile: (212) 609-6921 E-mail: dadler@mccarter.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://bit.ly/3FEGgwN About Celsius Network Celsius Network LLC -- http://www.celsius.network/-- is a financial services company that generates revenue through cryptocurrency trading, lending, and borrowing, as well as by engaging in proprietary trading. Celsius helps over a million customers worldwide to find the path towards financial independence through a compounding yield service and instant low-cost loans accessible via a web and mobile app. Celsius has a blockchain-based fee-free platform where membership provides access to curated financial services that are not available through traditional financial institutions. The Celsius Wallet claims to be one of the only online crypto wallets designed to allow members to use coins as collateral to get a loan in dollars, and in the future, to lend their crypto to earn interest on deposited coins (when they're lent out). Crypto lenders such as Celsius boomed during the COVID-19 pandemic, drawing depositors with high interest rates and easy access to loans rarely offered by traditional banks. But the lenders' business model came under scrutiny after a sharp sell-off in the crypto market spurred by the collapse of major tokens terraUSD and luna in May 2022. New Jersey-based Celsius froze withdrawals in June 2022, citing "extreme" market conditions, cutting off access to savings for individual investors and sending tremors through the crypto market. The list of major crypto firms that have filed for bankruptcy protection in 2022 now includes Celsius Network, Three Arrows Capital and Voyager Digital. Celsius Network, LLC and its subsidiaries sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.22-10964) on July 14, 2022. In the petition filed by CEO Alex Mashinsky, the Debtors estimated assets and liabilities between $1 billion and $10 billion. The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis International, LLP as legal counsels; Centerview Partners, LLC as investment banker; and Alvarez & Marsal North America, LLC as financial advisor. Stretto, the claims agent and administrative advisor, maintains the page https://cases.stretto.com/celsius On July 27, 2022, the U.S. Trustee appointed an official committee of unsecured creditors. The committee tapped White & Case, LLP as its bankruptcy counsel; Elementus Inc. as its blockchain forensics advisor; M3 Advisory Partners, LP as its financial advisor; and Perella Weinberg Partners, LP as its investment banker. Shoba Pillay, Esq., is the examiner appointed in the Debtors' Chapter 11 cases. Jenner & Block, LLP and Huron Consulting Services, LLC serve as the examiner's legal counsel and financial advisor, respectively. CINEWORLD GROUP: Taps Tran Singh as Special Conflicts Counsel ------------------------------------------------------------- Cineworld Group, PLC and its subsidiaries seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Tran Singh LLP as their special conflicts counsel. The firm will provide legal advice and service with respect to any matters on which Kirkland & Ellis, LLP and Jackson Walker may have a conflict, including, but not limited to, certain lease rejection matters. The firm will be paid at these rates: Brendon Singh, Partner $500 per hour Susan Tran Adams, Partner $475 per hour Attorneys $400 to $500 per hour Paraprofessionals $85 per hour In addition, the firm will seek reimbursement for expenses incurred. Susan Tran, Esq., an attorney at Tran Singh, disclosed in a court filing that her firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, Ms. Tran disclosed that: -- it has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements for this engagement; -- none of the professionals included in the engagement vary their rate based on the geographic location of the bankruptcy case; -- the firm has not represented the Debtors in the 12 months prepetition; and -- the firm has not prepared a budget or staffing plan. The firm can be reached through: Susan Tran Adams, Esq. Tran Singh, LLP 2502 La Branch Street Houston TX 77004 Telephone: (832) 975-7300 Facsimile: (832) 975-7301 Email: stran@ts-llp.com About Cineworld Group London-based Cineworld Group PLC was founded in 1995 and is the world's second-largest cinema chain. Cineworld operates 751 sites with 9,000 screens in 10 countries, including the Cineworld and Picturehouse screens in the UK and Ireland, Yes Planet in Israel, and Regal Cinemas in the United States. According to The Guardian, the Griedinger family, including Mooky's brother and deputy chief executive, Israel, have struggled to maintain control of the ailing business but have been forced to reduce their stake from 28% in recent years. Cineworld's top five investors include the Chinese Jangho Group at 13.8%, Polaris Capital Management (7.82%), Aberdeen Standard Investments (4.98%) and Aviva Investors (4.88%). The London-listed Cineworld, which has run up debt of more than $4.8 billion after losses soared during the pandemic, is pinning its hopes on a meatier slate of movies in 2022 to bounce back from a two-year lull. Cineworld Group plc and 104 affiliates sought Chapter 11 protection (Bankr. S.D. Texas Lead Case No. 22-90168) on Sept. 7, 2022, estimating more than $1 billion in assets and debt. Judge Marvin Isgur oversees the cases. The Debtors tapped Kirkland & Ellis, LLP and Jackson Walker, LLP as bankruptcy counsels; PJT Partners, LP as investment banker; AlixPartners, LLP as restructuring advisor; and Ernst & Young, LLP as tax services provider. Kroll Restructuring Administration, LLC is the claims agent. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases on Sept. 23, 2022. The committee tapped Weil, Gotshal & Manges, LLP and Pachulski Stang Ziehl & Jones, LLP as legal counsels; FTI Consulting, Inc. as financial advisor; and Perella Weinberg Partners, LP as investment banker. CLAIM JUMPER: Committee Taps Alvarez & Marsal as Financial Advisor ------------------------------------------------------------------ The official committee of unsecured creditors of Claim Jumper Acquisition Company, LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to retain Alvarez & Marsal North America, LLC as its financial advisor. The firm can be reached through: (a) assist in the review of the sales or dispositions of the Debtors' assets, including allocation of sale proceeds; (b) assist in the assessment and monitoring of cash flow budgets, liquidity and operating results; (c) assist in cash flow analyses as it relates to debt capacity and exit financing; (d) attend meetings with the Debtors, the Debtors' creditors, the Committee, the U.S. Trustee, other parties in interest, and professionals hired by the same, as requested; (e) assist in the review and/or preparation of information and analysis necessary for the confirmation of a plan in these chapter 11 cases; (f) assist in the review of Court disclosures, including the Schedules of Assets and Liabilities, the Statements of Financial Affairs, Monthly Operating Reports, and Periodic Reports; (g) assist in the review of the Debtors' cost/benefit evaluations with respect to the assumption or rejection of executory contracts and/or unexpired leases; (h) assist in the analysis of any assets and liabilities and any proposed transactions for which Court approval is sought; (i) assist in the review of any key employee retention plan and key employee incentive plan proposed by the Debtors; (j) assist in the review of any tax issues; (k) assist in the investigation and pursuit of causes of actions; (l) assist in the review of the claims reconciliation and estimation process; (m) assist in the review of the Debtors' business plan; (n) provide testimony as needed by the Committee's counsel and the Committee; and (o) render such other general business consulting or such other assistance as the Committee or its counsel may deem necessary, consistent with the role of a financial advisor and not duplicative of services provided by other professionals in these chapter 11 cases. The firm will be paid at these hourly rates: Managing Directors $975 - $1,295 Directors $750 - $950 Associates $550 - $750 Analysts $425 - $525 A&M will be reimbursed for reasonable expenses incurred. Mark Greenberg, a managing director at Alvarez & Marsal North America, disclosed in a court filing that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Mark Greenberg Alvarez & Marsal Holdings, LLC 600 Madison Avenue, 8th Floor New York, NY 10022 Tel: +1 212 759 4433 Fax: +1 212 759 5532 Email: mgreenberg@alvarezandmarsal.com About Claim Jumper Acquisition Company Claim Jumper Acquisition Company, LLC and its affiliates operate four restaurant concepts, Claim Jumper Steakhouse & Bar, Joe's Crab Shack, Brick House Tavern + Tap, and Nashville Hot Chicken Shack, that offer a variety of food and beverages in a distinctive, casual, high-energy atmosphere. Claim Jumper closed 29 of 62 stores and then on Oct. 3, 2022, filed for Chapter 11 protection (Bankr. W.D. Pa. Lead Case No. 22-21941) along with seven affiliates, including C Jumper Restaurant, Inc. At the time of the filing, Claim Jumper Acquisition reported $1 million to $10 million in assets and $10 million to $50 million in liabilities. The Hon. Gregory L. Taddonio is the case judge. The Debtors tapped Morris, Nichols, Arsht & Tunnell, LLP as general bankruptcy counsel; Whiteford, Taylor & Preston, LLP as local bankruptcy counsel; and Wyse Advisors, LLC as restructuring advisor. Michael Wyse, managing director at Wyse Advisors, serves as the Debtors' chief restructuring officer. Stretto is the claims and noticing agent and administrative advisor. The U.S. Trustee for Regions 3 and 9 appointed an official committee of unsecured creditors on Oct. 18, 2022. The committee is represented by Kelley Drye & Warren, LLP. CLAIM JUMPER: Committee Taps Frost Brown Todd as Local Counsel -------------------------------------------------------------- The official committee of unsecured creditors of Claim Jumper Acquisition Company, LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to retain Frost Brown Todd LLC as its local counsel. The firm will render these services: a. advise the Committee regarding any contemplated sale of assets or business combinations including the negotiation of asset sales, formulation and implementation of bidding procedures, evaluation of competing offers, drafting of appropriate documents regarding proposed sales; b. advise the Committee in investigating the acts, conduct, assets, liabilities, and financial condition of the Debtors, the Debtors, operations and the desirability of the continuance of any portion of those operations, and any other matters relevant to these cases or to the formulation of a plan; c. advise the Committee on the issues concerning the appointment of a trustee or examiner under section 1104 of the Bankruptcy Code; d. advise the Committee in the evaluation of claims and on any litigation matters, including avoidance actions and claims against directors and officers and any other party; e. advise the Committee regarding prepetition and post-petition financing and cash collateral arrangements and negotiate documents relating thereto; f. advise the Committee on matters relating to Debtors, assumption, assumption and assignment and rejection of executory contracts and unexpired leases; g. advise the Committee on matters relating to the ordinary course of business including employment matters, tax, environmental, banking, insurance, corporate, business operation, contracts, real and personal property, and regulatory matters; h. review the nature and validity of any liens asserted against the Debtors, property and advise the Committee concerning the enforceability of such liens; i. negotiate and participate in the preparation of the Debtors, plan(s) of reorganization, related disclosure statement(s) and other related documents and agreements and advise and participate in the confirmation of such plan(s); j. perform all other necessary legal services and provide all necessary legal advice to the Committee in connection with the Chapter 11 Cases; k. advise the Committee on the nuances of this Court, its practices and procedures; and l. handle such other matters as may be requested by the Committee and to which FBT agrees. The firm will be paid at these hourly rates: Jordan S. Blask, Member $625 Jillian Nolan Snider, Member $525 Sloane B. O,Donnell, Senior Associate $340 Allison Gilbert, Paralegal $215 Jordan Blask, Esq., a member of Frost Brown, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, Jordan Blask disclosed that: -- it has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements for this engagement; -- none of the professionals included in the engagement vary their rate based on the geographic location of the bankruptcy case; -- the firm has not represented the Committee in the 12 months prepetition; and -- the Committee has approved the firm's proposed hourly billing rates. The firm can be reached through: Jordan S. Blask, Esq. Frost Brown Todd, LLC Union Trust Building 501 Grant St., Suite 800 Pittsburgh, PA 15219 Tel: 412-513-4300 Fax: 412-513-4299 E-mail: jblask@fbtlaw.com About Claim Jumper Acquisition Company Claim Jumper Acquisition Company, LLC and its affiliates operate four restaurant concepts, Claim Jumper Steakhouse & Bar, Joe's Crab Shack, Brick House Tavern + Tap, and Nashville Hot Chicken Shack, that offer a variety of food and beverages in a distinctive, casual, high-energy atmosphere. Claim Jumper closed 29 of 62 stores and then on Oct. 3, 2022, filed for Chapter 11 protection (Bankr. W.D. Pa. Lead Case No. 22-21941) along with seven affiliates, including C Jumper Restaurant, Inc. At the time of the filing, Claim Jumper Acquisition reported $1 million to $10 million in assets and $10 million to $50 million in liabilities. The Hon. Gregory L. Taddonio is the case judge. The Debtors tapped Morris, Nichols, Arsht & Tunnell, LLP as general bankruptcy counsel; Whiteford, Taylor & Preston, LLP as local bankruptcy counsel; and Wyse Advisors, LLC as restructuring advisor. Michael Wyse, managing director at Wyse Advisors, serves as the Debtors' chief restructuring officer. Stretto is the claims and noticing agent and administrative advisor. The U.S. Trustee for Regions 3 and 9 appointed an official committee of unsecured creditors on Oct. 18, 2022. The committee is represented by Kelley Drye & Warren, LLP. CLAIM JUMPER: Committee Taps Kelley Drye & Warren as Lead Counsel ----------------------------------------------------------------- The official committee of unsecured creditors of Claim Jumper Acquisition Company, LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to retain Kelley Drye & Warren LLP as its lead counsel. The firm will render these services: a. advise the Committee with respect to its rights, duties and powers in these chapter 11 cases; b. assist and advise the Committee in its consultations with the Debtors in connection with the administration of these chapter 11 cases; c. assist the Committee in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors; d. advise and represent the Committee in connection with matters generally arising in these chapter 11 cases; e. assist the Committee to evaluate any sale or other disposition of assets; f. assist the Committee in the negotiation, formulation, preparation and confirmation of a plan of reorganization or liquidation and the preparation and approval of a disclosure statement; g. appear before this Court, and any other federal or state court; h. prepare, on behalf of the Committee, any pleadings, including motions, memoranda, complaints, objections, and responses to any of the foregoing; and i. perform such other legal services. 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. Jason Adams, 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 Claim Jumper Acquisition Company Claim Jumper Acquisition Company, LLC and its affiliates operate four restaurant concepts, Claim Jumper Steakhouse & Bar, Joe's Crab Shack, Brick House Tavern + Tap, and Nashville Hot Chicken Shack, that offer a variety of food and beverages in a distinctive, casual, high-energy atmosphere. Claim Jumper closed 29 of 62 stores and then on Oct. 3, 2022, filed for Chapter 11 protection (Bankr. W.D. Pa. Lead Case No. 22-21941) along with seven affiliates, including C Jumper Restaurant, Inc. At the time of the filing, Claim Jumper Acquisition reported $1 million to $10 million in assets and $10 million to $50 million in liabilities. The Hon. Gregory L. Taddonio is the case judge. The Debtors tapped Morris, Nichols, Arsht & Tunnell, LLP as general bankruptcy counsel; Whiteford, Taylor & Preston, LLP as local bankruptcy counsel; and Wyse Advisors, LLC as restructuring advisor. Michael Wyse, managing director at Wyse Advisors, serves as the Debtors' chief restructuring officer. Stretto is the claims and noticing agent and administrative advisor. The U.S. Trustee for Regions 3 and 9 appointed an official committee of unsecured creditors on Oct. 18, 2022. The committee is represented by Kelley Drye & Warren, LLP. CLEANSPARK INC: Appoints Bitcoin Policy Expert to Board ------------------------------------------------------- CleanSpark Inc. announced the appointment of Amanda Cavaleri to its board of directors. "Amanda's deep experience, wisdom, and relationships in policy and advocacy, not to mention her energy-first approach to bitcoin mining, make her a valuable member of our board as regulatory and political scrutiny grows in the coming years," said Matthew Schultz, CleanSpark's executive chairman. "But what I like most about Amanda is her own experience as a bitcoin miner. She understands better than most what is at stake when it comes to proof-of-work mining -- not just for the Bitcoin system, but for the greater energy system. We are fortunate to have her join the board." Cavaleri is CEO of a Wyoming-based company that is developing a mining site leveraging stranded energy. She is also a partner at an alternative investment firm and managing director of a Bitcoin advisory firm. Cavaleri has consulted within the Bitcoin ecosystem for clients ranging from hedge and venture funds to financial services and mining. She is a former Innovation Fellow with AARP and Thought Leader with Carnegie Mellon University & UPMC's Quality of Life Technology Center. She received her Master of Science in technology commercialization from the University of Texas McCombs School of Business. "CleanSpark has a reputation for intelligently balancing growth with risk management," said Cavaleri. "The Company's leadership has what it takes to not just weather the bear market, but to be optimally positioned for sustainable growth over the coming years. "I am especially excited about CleanSpark's leadership in mining bitcoin with nuclear generated power," she added. "Bitcoin mining is poised to help balance and make our country's grid more resilient at a crucial moment in the evolution of energy infrastructure in the United States—and CleanSpark is well situated to navigate future opportunities as energy markets evolve." In addition to her commercial and private work, Cavaleri co-authored Bitcoin and the American Dream: The New Monetary Technology Transcending our Political Divide. Cavaleri chairs the Bitcoin Today Coalition's board of directors. Bitcoin Today is increasing Bitcoin literacy among America's legislators, regulators, and other policymakers in an effort to ensure that the United States maintains its competitive edge as a major innovator on the world stage. "Amanda brings an extraordinary skillset to our board as one of the most thoughtful voices and contributors in the Bitcoin community right now," said Zach Bradford, CleanSpark's CEO. "I'm excited to welcome Amanda to the CleanSpark team as a member of our board of directors." Cavaleri will also serve on the board's nomination committee, which is responsible for identifying candidates for board positions. Ms. Cavaleri will be compensated for her service as director consistent with the compensation of the Company's other Non-Employee Directors. In connection with her appointment, she was granted 88,888 restricted stock units under the Company's 2017 Equity Incentive Plan, as amended, which vest in equal quarterly installments on the last day of each fiscal quarter over the fiscal year of the Company, provided the Company obtains stockholder approval of an amendment to the Plan increasing the number of shares available under the Plan. About CleanSpark Headquartered in Bountiful, Utah, CleanSpark, Inc. -- www.cleanspark.com -- is a bitcoin mining and diversified energy company incorporated in Nevada, whose common stock is listed on the Nasdaq Capital Market. CleanSpark sustainably mine bitcoin; it also provides advanced energy technology solutions to commercial and residential customers to solve modern energy challenges. The Company, through itself and its wholly owned subsidiaries, has operated in the digital currency mining sector since December 2020, and in the alternative energy sector since March 2014. CleanSpark reported a net loss of $21.81 million for the year ended Sept. 30, 2021, a net loss of $23.35 million for the year ended Sept. 30, 2020, and a net loss of $26.12 million for the year ended Sept. 30, 2019. As of June 30, 2022, the Company had $411.06 million in total assets, $34.19 million in total liabilities, and $376.87 million in total stockholders' equity. CLOVIS ONCOLOGY: Expects Chapter 11 in 'Very Near Term' ------------------------------------------------------- Clovis Oncology currently expects to file a voluntary petition under Chapter 11 of the U.S. Bankruptcy Code in the very near term citing the company's previously disclosed liquidity situation. With bankruptcy looming for Clovis Oncology, the company has defaulted on a loan by failing to make an interest payment that was due Nov. 1—with a 30-day grace period to Dec. 1, according to a securities filing (PDF). Colorado-based Clovis also revealed in the Form 8-K filing that it decided -- at the request of the FDA -- to restrict the use of its cancer drug Rubraca to those whose tumors have BRCA mutations. FIERCE Pharma reports that both the default and the label restriction are further indications the company is on the verge of going under. "Given the company's previously disclosed liquidity situation, the company currently expects to file a voluntary petition under Chapter 11 of the U.S. Bankruptcy Code in the very near term," Clovis wrote. In the event of default, according to the filing, the trustee, The Bank of New York Mellon Trust Company, may cause the principal and interest to become "immediately due and payable." The label restriction for Rubraca comes after the FDA threatened to convene an advisory committee on the issue. Clovis made that admission in a Nov. 14 filing with the Securities and Exchange Commission. Rubraca was previously sanctioned as a second-line maintenance treatment for those with recurrent ovarian cancer who've responded to chemotherapy regardless of their BRCA biomarker status. The move is another setback for Rubraca. In June of this year, Clovis withdrew a late-line ovarian cancer indication because a study, which showed the drug could stall disease progression, also indicated an increased risk of death over chemotherapy alone. Default Under 2025 Notes According to Clovis' regulatory filing, as previously disclosed, Clovis elected to not make the interest payment (the “Interest Payment”) in respect of its 1.25% Convertible Senior Notes due 2025 (the “2025 Notes”) that was due on November 1, 2022. Under the indenture governing the 2025 Notes, the Company had a 30-day grace period from the Interest Payment Date to make the Interest Payment before such nonpayment would constitute an "event of default" under the indenture with respect to the 2025 Notes. The Company did not make the Interest Payment on December 1, 2022, and, as a result, an "event of default" has occurred under certain of the Company's debt instruments. The failure to make the Interest Payment on December 1, 2022 constitutes (whether directly or indirectly as a result of a "cross default") an “event of default” under the following debt instruments (the "Debt Instruments"): * Financing Agreement, dated as of May 1, 2019 (the "Financing Agreement") (as amended, modified or supplemented from time to time), by and among the Company, certain subsidiaries of the Company named therein, as Guarantors, the lenders party thereto and TOP IV SPV GP, LLC, as administrative agent; * Indenture, dated as of April 19, 2018 (as amended by that first supplemental indenture, dated April 19, 2018, collectively, the “2018 Indenture”), by and between the Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, governing the 1.25% Convertible Senior Notes which mature on May 1, 2025; * Indenture, dated as of August 13, 2019 (the “2019 Indenture”) (as amended, modified or supplemented from time to time), by and between the Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, governing the 4.50% Convertible Senior Notes, which mature on August 1, 2024; and * Indenture, dated as of November 17, 2020 (as amended, modified or supplemented from time to time, the "2020 Indenture" and together with the 2018 Indenture and 2019 Indenture, the “Indentures”), by and between the Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, governing the 4.50% Convertible Senior Notes which mature on August 1, 2024. The Debt Instruments provide that upon an "event of default" the trustee (under the Indentures) and the administrative agent (under the Financing Agreement) may cause the principal and interest due under Indentures and the "Discharge Amount" (as defined in the Financing Agreement and generally consisting of twice the amount borrowed thereunder) under the Financing Agreement, respectively, to become immediately due and payable. About Clovis Oncology Clovis Oncology Inc. is an American pharmaceutical company which mainly markets products for treatment in oncology. CLUB 121: Seeks to Hire Pryor & Mandelup as General Counsel ----------------------------------------------------------- Club 121 Inc., successor by merger with Kimtifco Ltd., seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Pryor & Mandelup, L.L.P. as its general counsel. The firm will render these legal services: (a) advise the Debtor regarding its powers and duties in the continued management of its business and property; (b) represent the Debtor before the bankruptcy court and at all hearings on matters pertaining to its affairs; (c) advise and assist the Debtor in the preparation and negotiation with its creditors of a plan of reorganization; (d) prepare all necessary legal papers; and (e) perform all other legal services for the Debtor which may be desirable and necessary. The firm will bill its standard billing charges which range from $550 for partners and of counsel, $450 per hour for associates, and $150 per hour for paralegals. The firm received a retainer in the amount of $25,000. As disclosed in court filings, Pryor & Mandelup is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Robert L. Pryor, Esq. Pryor & Mandelup, LLP 675 Old Country Road Westbury, NY 11590 Telephone: (516) 997-0999 Email: rlp@pryormandelup.com About Club 121 Inc. Club 121 Inc. is the fee simple owner of a commercial building and real property located at 121 W. Oak Street, Amityville, NY 11701 valued at $4 million. Club 121 sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-73005) on October 27, 2022. In the petition signed by Bruce A. Payne, president and CEO, the Debtor disclosed $4,004,100 in assets and $2,571,612 in liabilities. Judge Louis A. Scarcella oversees the case. The Debtor tapped Robert L. Pryor, Esq., at Pryor & Mandelup, LLP, as legal counsel and Global Accounting Services CPA, PC as accountants. COSMOS HOLDINGS: All Six Proposals Approved at Annual Meeting ------------------------------------------------------------- Cosmos Holdings Inc. held its Annual Meeting of Shareholders at which the shareholders: (1) elected Grigorios Siokas, Demetrios G. Demetriades, John J. Hoidas, Dr. Anastasios Aslidis, and Dr. Manfred Ziegler as directors; (2) approved the Company's 2022 equity incentive plan; (3) approved, on an advisory basis, a trinneal frequency of future advisory vote on executive compensation; (4) approved, on a non-binding advisory basis, the compensation of the Company's named executive officers; (5) approved an amendment to the Company's Articles of Incorporation to the change the Company's name; and (6) authorized the Board of Directors to amend the Articles of Incorporation to effect a reverse stock split of the Company's outstanding common stock at their discretion. About Cosmos Holdings Cosmos Holdings Inc., together with its subsidiaries, is an international pharmaceutical company with a proprietary line of nutraceuticals and distributor of branded and generic pharmaceuticals, nutraceuticals, over-the-counter (OTC) medications and medical devices through an extensive, established EU and UK distribution network. Cosmos Holdings reported a net loss of $7.96 million for the year ended Dec. 31, 2021, compared to net income of $820,786 for the year ended Dec. 31, 2020. As of Sept. 30, 2022, the Company had $45.62 million in total assets, $40.46 million in total liabilities, $1.71 million in preferred stock, and $3.44 million in total stockholders' equity. San Francisco, California-based Armanino LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company has suffered recurring losses and cash used in operations that raises substantial doubt about its ability to continue as a going concern. COVE RUN CONTRACTING: Hires Joseph Caldwell as Bankruptcy Counsel ----------------------------------------------------------------- Cove Run Contracting, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of West Virginia to employ Caldwell & Riffee, PLLC to serve as legal counsel in its Chapter 11 case. The firm's services include: a. provide the Debtor with legal advice regarding its powers and duties under the Bankruptcy Code; b. assist the Debtor in the sale of the bankruptcy estate's property; c. assist the Debtor in negotiating adequate protection payments with its secured creditor; d. prepare a disclosure statement and Chapter 11 plan; e. perform other necessary legal services. The firm will be paid at the rates of $215 to $375 per hour. As disclosed in court filings, Caldwell & Riffee does not represent any creditor or party in interest and does not have an adverse interest to any creditor in the Debtor's bankruptcy case. Caldwell & Riffee can be reached through: Joseph W. Caldwell, Esq. Caldwell & Riffee, PLLC 3818 MacCorkle Ave. S.E. Suite 101 P.O. Box 4427 Charleston, WV 25364-4427 Tel: (304) 925-2100 Email: joecaldwell@frontier.com About Cove Run Contracting Cove Run Contracting, LLC in Anmoore, WV, filed its voluntary petition for Chapter 11 protection (Bankr. N.D.W.V. Case No. 22-00478) on November 3, 2022, listing $0 to $50,000 in assets and $1 million to $10 million in liabilities. Christopher M. Wolfe as member, signed the petition. CALDWELL & RIFFEE serve as the Debtor's legal counsel. CPC ACQUISITION: $1B Bank Debt Trades at 26% Discount ----------------------------------------------------- Participations in a syndicated loan under which CPC Acquisition Corp is a borrower were trading in the secondary market around 74.4 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$1.025 billion facility is a Term loan. The loan is scheduled to mature on December 29, 2027. The amount is fully drawn and outstanding. CURIA GLOBAL: $1.19B Bank Debt Trades at 20% Discount ----------------------------------------------------- Participations in a syndicated loan under which Curia Global Inc is a borrower were trading in the secondary market around 80.5 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$1.19 billion facility is a Term loan. The loan is scheduled to mature on August 30, 2026. The amount is fully drawn and outstanding. Curia Global, Inc., operates as an integrated chemistry outsourcing company. The Company offers discovery biology, synthetic and medicinal chemistry, DMPK and bioanalytical, and small-scale manufacturing services. Curia Global serves pharmaceutical and biotech companies worldwide. CURO SUBSIDIARIES: S&P Withdraws 'B-' LT Issuer Credit Rating ------------------------------------------------------------- S&P Global Ratings withdrew its 'B-' long-term issuer credit ratings on Curo Intermediate Holdings Corp. and Curo Financial Technologies Corp. at the company's request due to not having any rated debt. At the time of withdrawal, the outlooks were negative. S&P continues to rate Curo Group Holdings Corp. at 'B-' with a negative outlook. CUSTOM ALLOY: Seeks Approval to Hire OGC Law as Special Counsel --------------------------------------------------------------- Custom Alloy Corporation and CAC Michigan, LLC seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire OGC Law, LLC as their special counsel. The firm will represent the Debtors in pending litigation entitled Custom Alloy Corporation v. Mountain Valley Pipeline LLC, et al. The firm's hourly rates range from $300 to $450 per hour. OGC Law does not represent any interest adverse to the estate, as disclosed in the court filings. The firm can be reached through: Ansley Westbrook, Esq. OGC Law, LLC 1575 McFarland Rd #201 Pittsburgh, PA 15216 Phone: +1 412-343-4400 Email: awestbrook@ogclaw.net About Custom Alloy Corporation Custom Alloy Corporation is a manufacturer of specialty metals for seamless and welded pipe fittings & forgings, predominantly for customers requiring time-critical maintenance or repair. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. N. J. Case No. 22-18143) on October 13, 2022. In the petition signed by Adam M. Ambielli, CEO and president, the Debtor disclosed up to $50 million in assets and up to $100 million in liabilities. Judge Michael B. Kaplan oversees the case. Jonathan I. Rabinowitz, Esq., at Rabinowitz, Lubetkin & Tully, LLC, is the Debtor's counsel. CYTODYN INC: Amends Surety Bond Backstop Deal With Welch, et al. ---------------------------------------------------------------- Effective Dec. 1, 2022, CytoDyn Inc. entered into an amendment to the Surety Bond Backstop Agreement, as previously amended on July 18, 2022, and initially entered into by the Company with David Fairbank Welch, both individually and in his capacity as trustee of a revocable trust, LRFA, LLC, a Delaware limited liability company, and certain other related parties (collectively, the "Indemnitors"), effective Feb. 14, 2022. As previously reported in the Company's Current Report on Form 8-K filed on Feb. 18, 2022, the Indemnitors agreed to assist the Company in obtaining a surety bond for posting in connection with the Company's ongoing litigation with Amarex Clinical Research, LLC, by, among other things, agreeing to indemnify the issuer of the Surety Bond with respect to the Company's obligations under the Surety Bond. As previously reported in the Company's Current Report on Form 8-K filed on July 25, 2022, the First Amendment provided, among other things, for the extension of the obligation of the Indemnitors to indemnify the Surety from Aug. 13, 2022 to Nov. 15, 2022. The Second Amendment provides for the extension of the obligation of the Indemnitors to indemnify the Surety from Nov. 15, 2022 to Jan. 31, 2023; provided that the Company will relieve the Indemnitors of a minimum of $1,500,000 of cash collateral currently pledged by the Indemnitors in support of the Surety Bond by January 5, 2023, with the balance of the cash collateral ($5,000,000) to be relieved by Jan. 31, 2023; and provided further that, if the balance of the cash collateral on Jan. 31, 2023, has been reduced to $1,000,000 or less, the Company, in its sole discretion, may elect to require the Indemnitors to accept shares of common stock or warrants to purchase shares of common stock in exchange for the remaining balance. The Second Amendment also provides, among other things, for: (i) the further reduction of the exercise price of the warrants to purchase a total of 30,000,000 shares of common stock issued under the original Backstop Agreement from $0.20 to $0.10 per share; (ii) the issuance to the Indemnitors of a fully exercisable new warrant to purchase 7,500,000 shares of common stock at an exercise price of $0.10 per share; and (iii) the issuance of a second warrant to the Indemnitors covering up to 7,500,000 shares of common stock with an exercise price of $0.10 per share. The ultimate number of shares to be covered by the second warrant will be calculated on or before Feb. 14, 2023, based on a formula relating to how quickly the Company relieves the balance of cash collateral pledged by the Indemnitors. The shares covered by the additional warrants are entitled to registration rights. Following the execution of the Second Amendment, Dr. Welch is deemed to beneficially own in excess of five percent of the Company's outstanding shares of common stock. About CytoDyn Inc. Headquartered in Vancouver, Washington, CytoDyn Inc. -- http://www.cytodyn.com-- is a late-stage biotechnology company focused on the clinical development and potential commercialization of leronlimab (PRO 140), a CCR5 antagonist to treat HIV infection, with the potential for multiple therapeutic indications. Cytodyn reported a net loss of $210.82 million for the year ended May 31, 2022, compared to a net loss of $176.47 million for the year ended May 31, 2021. As of Aug. 31, 2022, the Company had $28.39 million in total assets, $122.71 million in total liabilities, and a total stockholders' deficit of $94.31 million. San Jose, California-based Macias Gini & O'Connell LLP, the Company's auditor since 2022, issued a "going concern" qualification in its report dated Aug. 15, 2022, citing that the Company incurred a net loss of approximately $210,820,000 for the year ended May 31, 2022 and has an accumulated deficit of approximately $766,131,000 through May 31, 2022, which raises substantial doubt about its ability to continue as a going concern. DESERT INSTITUTE: Gets OK to Hire Russ Lyon Sotheby as Broker ------------------------------------------------------------- Desert Institute for Spine Disorders, PC received approval from the U.S. Bankruptcy Court for the District of Arizona to employ Russ Lyon Sotheby's International Realty as a professional real estate broker to assist the Trustee in selling the real property of this estate located at 24325 N. 113th Place, Scottsdale, Arizona 85255. The broker will receive 6 percent commission of the final purchase price. Russ Lyon Sotheby is a "disinterested person" as defined in 11 U.S.C. Sec. 101(14), according to court filings. The firm can be reached through: Debbie Sinagoga Russ Lyon Sotheby's International Realty 7669 E. Pinnacle Peak Road, Suite 110 Scottsdale, AZ 85255 Phone: (480) 585-7070 www.debbiesinagoga.com About Desert Institute for Spine Disorders Desert Institute for Spine Disorders, PC specializes in conservative spine treatment for neck and low back pain. It is based in Scottsdale, Ariz. Desert Institute for Spine Disorders filed its voluntary petition for relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 22-05043) on Aug. 1, 2022, listing up to $50,000 in assets and up to $10 million in liabilities. James E. Cross serves as Subchapter V trustee. Judge Madeleine C. Wanslee oversees the case. Sacks Tierney PA is the Debtor's bankruptcy counsel. DEXKO GLOBAL: EUR584M Bank Debt Trades at 15% Discount ------------------------------------------------------ Participations in a syndicated loan under which Dexko Global Inc is a borrower were trading in the secondary market around 84.6 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The EUR584 million facility is a Term loan. The loan is scheduled to mature on October 4, 2028. The amount is fully drawn and outstanding. DexKo Global, Inc. is a global manufacturer and distributor of engineered components for towable and related applications primarily in North America and Europe. The company serves a variety of markets including agriculture, commercial, construction, general industrial, livestock, landscaping, marine, military, energy, residential, recreation vehicle and many other specialized end-use segments. DIOCESE OF SANTA ROSA: Plans Chapter 11 Due to Abuse Suits ---------------------------------------------------------- Tori Gaines of Kron4 reports that the Roman Catholic Bishop of the Diocese of Santa Rosa plans to file for bankruptcy, and the Diocese is citing the large number of sexual abuse lawsuits it is facing as the key reason why, according to a statement from Bishop Robert F. Vasa. After Assembly Bill 218 lifted the statute of limitations for a three-year period, allowing victims to bring civil claims against the Diocese for sexual assault cases that occurred as early as 1962, more claims have come to light. The Diocese is now facing more than 130 sexual assault claims dating back to its establishment in 1962 until the present day. "In many ways, this is not a freely chosen decision. It is the inevitable result of an insurmountable number of claims. I am convinced, however, that choosing this path will allow us to achieve two very important goals. First, it will provide a process to carefully evaluate and compensate, as fairly as possible those who have come forward with allegations of sexual abuse. Chapter 11 is a process designed to bring all parties together in one place to resolve difficult claims fairly and finally, with the supervision of the bankruptcy court. A bankruptcy allows the Diocese to deal with all these issues collectively rather than one at a time. At the same time, the process will provide a way for the Diocese to continue the various charitable ministries in which it is engaged." The Bishop noted that the Diocese in Santa Rosa is not the only one to choose this path. Thirty-one dioceses across the U.S. had filed bankruptcy by May of this year, according to the Penn State Law Library. The statement was also careful to note that parishes and Catholic schools within the area are "separate civil corporations or separate ecclesial entities and should not be parties to this filing," according to Bishop Vasa. About Santa Rosa Roman Catholic Diocese The Roman Catholic Diocese of Santa Rosa in California is a diocese, or ecclesiastical territory, of the Roman Catholic Church in the northern California region of the United States, named in honor of St. Rose of Lima. DIV005 LLC: Seeks Approval to Hire Jones & Walden as Counsel ------------------------------------------------------------ Div005, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire Jones & Walden, LLC as its legal counsel. The firm's services include: (a) preparing pleadings and applications; (b) conducting examination; (c) advising the Debtor of its rights, duties and obligations; (d) consulting with and representing the Debtor with respect to a Chapter 11 plan; (e) performing legal services incidental and necessary to the day-to-day operations of the Debtor's business; and (f) taking all other actions incident to the proper preservation and administration of the Debtor's estate and business. The firm will be paid at these rates: Attorneys $225 - $425 per hour Paralegals $110 - $250 per hour Cameron McCord, Esq., a partner at Jones & Walden, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Cameron M. McCord, Esq. Jones & Walden, LLC 699 Piedmont Ave NE Atlanta, GA 30308 Phone: (404) 564-9300 Email: cmccord@joneswalden.com About Div005 LLC Div005, LLC is primarily engaged in manufacturing iron and steel pipe and tube, drawing steel wire, and rolling steel shapes, from purchased steel. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-21202) on November 23, 2022. In the petition signed by Harold Lerner, manager, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge James R. Sacca oversees the case. Cameron M. McCord, Esq., at Jones & Walden, LLC, represents the Debtor as counsel. DOSHI ASSOCIATES: Taps Gold, Lange, Majoros & Smalarz as Counsel ---------------------------------------------------------------- Doshi Associates, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to hire Gold, Lange, Majoros & Smalarz, P.C. as its counsel. The firm's services include: a. providing legal advice with respect to the Debtors' powers and duties in the management of their assets; b. assisting the Debtors in maximizing the value of their assets for the benefit of creditors and other parties in interest; c. commencing and prosecuting appropriate actions or proceedings on behalf of the Debtors; d. conducting negotiations with the Debtor's creditors; e. preparing legal papers; f. drafting a plan of reorganization and disclosure statement; g. appearing in court; and h. other legal services necessary to administer the Debtors' Chapter 11 cases. The firm's hourly rates are: Stuart A. Gold, Attorney $395 Elias T. Majoros, Attorney $350 John C. Lange, Attorney $350 Jason P. Smalarz, Attorney $300 Denise White, Paralegal $125 Toni Willis, Paralegal $95 Christine Wilder, Paralegal $85 The firm received a retainer in the amount of $50,000. Stuart Gold, Esq., a shareholder and officer of Gold Lange, disclosed in a court filing that his firm is a "disinterested person" as the phrase is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Stuart A. Gold, Esq. Gold, Lange & Majoros, P.C. 24901 Northwestern Hwy., Suite 444 Southfield, MI 48075 Tel: (248) 350-8220 Email: sgold@glmpc.com About Doshi Associates Inc. Doshi Associates is an architectural and engineering company. Doshi Associates, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 22-49210) on Nov. 22, 2022. The petition was signed by Shailesh Doshi as shareholder. At the time of filing, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Stuart A. Gold, Esq. at GOLD, LANGE, MAJOROS & SMALARZ, PC represents the Debtor as counsel. EASCO BOILER: Seeks to Hire CBIZ Marks Paneth as Accountant ----------------------------------------------------------- Easco Boiler Corp. and Leggett Real Estate Holdings, LLC seek approval from the U.S. Bankruptcy Court for the Southern District of New York to employ CBIZ Marks Paneth as its accountants with respect to tax and accounting, financial reporting, and related services. The main persons working on the case are Christopher Weir, a managing director and Evelina Gokhberg, a director, with respective current hourly rates of $615 and $460 per hour. The firm will be paid at these hourly rates: Associate $210 - $220 Associate II $220 - $230 Senior Associate $230 - $240 Senior Associate II $250 - $320 Manager $310 - $385 Senior Manager $350 - $480 Director $440 - $505 Managing Director $490 - $980 The accountant is "disinterested" within the meaning of Bankruptcy Code section 101(14), as disclosed in the court filings. The firm can be reached through: Christopher Weir Evelina Gokhberg CBIZ Marks Paneth 4 Manhattanville Road, Suite 402 Purchase, NY 10577 Phone: 914-524-9000 Email: christopher.weir@cbiz.com About Easco Boiler Founded in 1926, Easco Boiler Corp. is the oldest minority owned and operated steel boiler and tank manufacturer in the country. Easco Boiler and affiliate, Leggett Real Estate Holdings, LLC, filed petitions under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 22-10881) on June 27, 2022. In their petitions, Easco Boiler listed up to $10 million in assets and up to $50 million in liabilities while Leggett Real Estate Holdings listed as much as $50 million in both assets and liabilities. Tyren Eastmond, president, signed the petitions. Judge James L. Garrity, Jr. oversees the cases. The Debtors tapped Riemer & Braunstein, LLP as legal counsel and ASI Advisors, LLC as financial advisor. EAST COAST DIESEL: Trustee Taps Bert Davis as Forensic Accountant ----------------------------------------------------------------- James White, Subchapter V trustee for East Coast Diesel, LLC, received approval from the U.S. Bankruptcy Court for the Middle District of North Carolina to hire Bert Davis, Jr., principal of Davis Forensic Group, as his forensic accountant. Mr. Davis will render these services: a. examine the pre- and post-petition financial records of the Debtor; b. assist the trustee in determining whether there is fraud, waste and mismanagement; c. assess the Debtor's budgeting capability and internal financial controls; and d. assess the status, amount and collection of Debtor's accounts receivables. Mr. Davis will charge $265 per hour for his services. Mr. Davis assured the court that he is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code, as modified by Section 1107(b) of the Bankruptcy Code. Mr. Davis can be reached at: Bert Davis, Jr. CPA, CFE Davis Forensic Group, LLC 614 Willoughby Blvd. Greensboro, NC 27408 Phone: 336-543-3099 Fax: 212-858-9070 Email: bdavis@davisforensic.com About East Coast Diesel East Coast Diesel, LLC handles any major or minor truck and fleet repair. It delivers professional fleet repair and maintenance services on the East Coast since 2013. East Coast Diesel filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C. Case No. 22-80197) on Oct. 12, 2022. In the petition filed by its member and manager, Robert Michael, the Debtor reported between $1 million and $10 million in both assets and liabilities. The Debtor is represented by The Sasser Law Firm, P.A. EKSO BIONICS: Acquires HMC Business Unit From Parker for $10-Mil. ----------------------------------------------------------------- Ekso Bionics announced the acquisition of the Human Motion and Control ("HMC") Business Unit from Parker Hannifin Corporation, a global leader in motion and control technologies. The acquisition includes the Indego lower limb exoskeleton line of products as well as the planned development of robotic assisted orthotic and prosthetic devices. This complementary acquisition expands Ekso's product offering across the continuum of care to home and community use markets, grows Ekso's product pipeline and adds strategic relationships with key commercial and research partners, including Vanderbilt University. The collaboration with Vanderbilt is expected to provide a path for future research and product development. "The strategic acquisition of Parker's uniquely-powered and adjustable Indego exoskeletons significantly builds our product offering and extends our market opportunity to the home," said Steven Sherman, chairman and executive chair of Ekso Bionics. "With the addition of HMC, we intend to grow our global footprint and increase our market position in lower extremity robotic products driven by our shared innovations and leading-edge technologies." Parker's devices are FDA-cleared lower-limb powered exoskeletons that enable task-specific, overground gait training to patients with weakness or paralysis in their lower extremities. Products include Indego Personal, a light-weight exoskeleton for safe use in most home and community environments, and Indego Therapy, an adjustable exoskeleton for patients with spinal cord injury and stroke complementing Ekso’s product offering in outpatient facilities. "Indego is one of the most advanced and broadest range of powered and intelligent devices for home use, which represents a strategic fit for Ekso," said Scott Davis, chief executive officer of Ekso Bionics. "This acquisition is expected to contribute immediately to our top-line results, improve operating efficiencies and establish Ekso as a leader in lower extremity robotics. Moving forward, we plan to continue exploring future growth opportunities that align with our strategy." The combined companies have made significant investments into developing world-class technology and distribution with devices deployed in over 400 institutions used by thousands of patients worldwide. Highlighted by a product commercialization strategy with Vanderbilt University that spans a decade, the acquisition of HMC brings Ekso an elite academic partner to help power new product development. Ekso Bionics acquired all of Parker's HMC global business assets in the U.S. and Europe for an aggregate purchase price of $10 million. Ekso paid $5 million at closing and delivered a $5 million subordinated, unsecured zero coupon note payable quarterly over four years, commencing Dec. 31, 2023. "We are pleased to have finalized an agreement with Ekso Bionics as a strategic buyer for our Human Motion and Control business," said Mark Czaja, vice president - chief technology and innovation officer of Parker. "This is a great technology with an outstanding team that has built a highly differentiated product offering to help improve gait performance and outcomes for people living with mobility impairments. The acquisition will allow Ekso to leverage their robust commercial and clinical teams to ultimately enable this important technology to reach more patients in need across the continuum of care." Ekso Bionics Leadership Transition In connection with the acquisition, Mr. Sherman resigned as the Company's chief executive officer, and the Ekso Bionics Board of Directors appointed Mr. Davis as chief executive officer, each effective immediately. Mr. Davis has served as the Company's president and chief operating officer since January 2022. Mr. Sherman will continue to serve as Chairman of the Board and will begin serving as Executive Chair of the Company. "I am proud of our recent accomplishments to position Ekso for long-term growth, culminating with today's important acquisition," said Mr. Sherman. "I offer my congratulations to Scott on his well-deserved promotion. On behalf of the Board, we have the utmost confidence that he will sustain our growth momentum and maximize shareholder value." About Ekso Bionics Ekso Bionics Holdings, Inc. -- http://www.eksobionics.com-- designs, develops, and markets exoskeleton products that augment human strength, endurance and mobility. Its exoskeleton technology serves multiple markets and can be utilized both by able-bodied persons and persons with physical disabilities. Ekso Bionics reported a net loss of $9.76 million for the year ended Dec. 31, 2021, a net loss of $15.83 million for the year ended Dec. 31, 2020, a net loss of $12.13 million for the year ended Dec. 31, 2019, and a net loss of $26.99 million for the year ended Dec. 31, 2018. As of Sept. 30, 2022, the Company had $39.31 million in total assets, $10.70 million in total liabilities, and $28.61 million in total stockholders' equity. FIRST BRANDS: Fitch Affirms LongTerm IDR at 'BB-', Outlook Stable ----------------------------------------------------------------- Fitch Ratings has affirmed First Brands Group LLC's (FBG) Long-Term Issuer Default Rating (IDR) at 'BB-'. Fitch has also affirmed FBG's secured asset-based lending (ABL) revolver rating at 'BB+'/'RR1', its first lien secured term loan rating (which includes the proposed $300 million add-on) at 'BB+'/'RR2', and its second lien secured term loan rating at 'BB-'/'RR4'. The Rating Outlook is Stable. Fitch's ratings apply to a $250 million secured ABL, a $2.35 billion secured first lien term loan (pro forma for the planned add-on) and a $540 million secured second lien term loan. FBG's ratings reflect the company's strong market position in a relatively stable end-market and the expectation of improved operating and FCF margins over time. However, the company's mature product offering, limited geographic diversification and penchant for acquisitions are also incorporated into the ratings. KEY RATING DRIVERS Term Loan Add-On: FBG plans to increase its existing first lien term loan by $300 million through a non-fungible add-on. Proceeds from upsizing will be used increase the company's cash liquidity position to fund growth initiatives, new business opportunities and potential acquisitions. The upsizing follows a $350 million increase to the loan in April 2022 and a $250 million upsizing in December 2021. A portion of the proceeds from the earlier add-ons provided liquidity that was used to fund the acquisition of Pylon Manufacturing Corp. in July 2022. Following the planned term loan add-on, there will be limited headroom in FBG's ratings for additional leverage without a clear path toward de-levering. Strong Brand Portfolio: FBG maintains a strong portfolio of brands, which are market-leading across multiple categories. The company has the leading market share in North America within the aftermarket brakes, filters, fuel pumps, gas springs and wipers categories. Key brands include Centric, Raybestos and StopTech in brakes; FRAM and CHAMP in filters; Carter and Airtex-ASC in fuel & water pumps; STRONGARM in gas springs; AUTOLITE in spark plugs; and Trico, ANCO and Pylon in wipers. Pylon Acquisition: In July 2022, FBG acquired Pylon Manufacturing Corp., a manufacturer of wipers marketed under the Michelin, BF Goodrich and Pylon brands. Fitch expects FBG to realize synergy opportunities from the acquisition, including distribution and production efficiencies, as well as administrative savings. The acquisition will also expand FBG's presence in the European and Asia Pacific regions. Cost Saving Initiatives: FBG continues to identify substantial cost savings opportunities, the majority of which are related to acquisitions that were completed over the past several years. In order to achieve the anticipated savings, FBG expects to incur material restructuring charges that will be realized as the cost savings initiatives progress. Fitch views the savings as largely achievable and has incorporated much of the savings into its forecasts. The largest cost savings opportunity, which accounts for over half the total, involves in-sourcing component and parts manufacturing. Other cost savings targets involve headcount reductions, procurement savings and facilities consolidations. Localized Manufacturing: FBG has benefited from global supply chain constraints as a result of the company's decision to onshore a majority of its operations to Mexico from China several years ago. FBG's decision to onshore operations has minimized transportation risks by shortening its supply chain and limiting the effects of higher logistics costs on its profitability. It has also allowed the company to respond more quickly to customer stocking needs than competitors with longer supply chains. FBG's remaining reliance on suppliers in Asia, in particular, is likely to diminish over time as the company sources more of its braking components from factories in North America. FCF Expected to Grow: Fitch expects FBG's FCF margins (according to Fitch's methodology) to be solid but pressured a bit in the short term due to the timing of the company's restructuring activities, as well as increased interest costs on a higher debt load and increased interest rates. Higher capex could also put some pressure on FBG's near-term FCF margin. Fitch expects FBG's FCF margins to run at about 3% in 2022, and then to rise toward 4% or higher in 2023. Once the company's cost savings initiatives are fully implemented, FCF margins could rise above 5%. Fitch expects capex as a percentage of revenue to run in the 2.5%-3.0% range over the next several years. Declining Leverage Over Time: As a result of the debt increases in 2022, especially the proposed term loan add-on, Fitch expects leverage to be elevated at YE 2022. Also driving near-term leverage higher will be only a partial year's worth of results from the Pylon acquisition. As a result of both these issues, Fitch expects gross EBITDA leverage to end the year above 4.5x. Fitch expects leverage to decline toward the low 4x range by YE 2023 as the company's EBITDA reflects a full year's worth of Pylon's results. Gross EBITDA leverage could decline at a faster rate if the company uses the upcoming term loan add-on to fund an acquisition. Over time, Fitch expects FBG's gross EBITDA leverage to decline toward the mid-3x range or lower, although the company's penchant for acquisitions could keep gross leverage closer to the 4.0x level. DERIVATION SUMMARY FBG is among the smaller publicly rated automotive suppliers, with a focus on non-discretionary, branded automotive aftermarket parts and components. Compared with other rated suppliers with significant exposure to the automotive aftermarket, such as Robert Bosch GmbH (A/Stable), The Goodyear Tire & Rubber Company (BB-/Stable), Tenneco Inc. (B/Stable), and Clarios International Inc. (B/Stable), FBG is smaller, with sales that are less geographically diversified, as roughly 90% of FBG's revenue is derived in North America. Compared with other Fitch-rated auto suppliers, FBG's products contain lower levels of technology content, with key products, such as brakes, wiper blades, gas springs, fuel & water pumps, spark plugs, and automotive filters, that are more mature than those of higher-tech rated issuers such as BorgWarner Inc. (BorgWarner; BBB+/Stable) or Aptiv PLC (Aptiv; BBB/Stable). Compared with Tenneco and Clarios, FBG's EBITDA leverage is lower and its EBITDA margins are much stronger. Notably, FBG's strong EBITDA margins are expected to be nearly double those of many investment-grade auto suppliers, such as BorgWarner, Aptiv and Lear Corporation (BBB/Stable), as FBG benefits from its restructuring program over the intermediate term. Fitch expects FBG's FCF margins to be stronger than Aptiv and Clarios over time as cash restructuring expenses decline. KEY ASSUMPTIONS Fitch's Key Assumptions Within Its Rating Case for the Issuer - Revenue rises about 12% in 2022, primarily as a result of organic growth and the Pylon acquisition. Beyond 2022, organic revenue growth runs in the low-single-digit range; - EBITDA margins run in the mid-20% range over the next several years, rising toward the upper-20% range several years out, as cost-saving activities gain traction; - FCF margins run in the 3%-4% range in 2022 and 2023, and then rise toward the upper-single-digit range thereafter; - Capital intensity (capex as a percentage of revenue) runs in the 2.5%-3.0% range for the next several years; - Excess cash is primarily directed toward bolt-on acquisitions. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: - EBITDA leverage sustained below 3.0x; - FCF margins sustained above 5.0%; - Further diversification in the company's geographic and end-markets. Factors that could, individually or collectively, lead to negative rating action/downgrade: - A merger or acquisition that results in higher leverage or lower margins for a sustained period; - Debt-funded shareholder returns; - EBITDA leverage sustained above 4.0x; - FCF margins sustained below 1.0%. LIQUIDITY AND DEBT STRUCTURE Liquidity: Fitch expects FBG's liquidity position to remain solid. As of Oct. 1, 2022, FBG had $639 million of unrestricted cash (excluding Fitch's adjustments for not readily available cash). In addition to its cash, FBG maintains additional liquidity through its $250 million asset-based lending (ABL) revolver that matures in 2024. As of Oct. 1, 2022, FBG had $178 million of remaining available capacity after accounting for $71 million in LOCs outstanding. The borrowing base did not reduce the amount available on the ABL revolver at Oct. 1, 2022. Based on its criteria, Fitch treats cash needed to cover seasonal needs and other obligations as not readily available for purposes of calculating net metrics. Due to seasonality in FBG's business, Fitch has treated $75 million of FBG's cash as not readily available, based on Fitch's estimate of the amount of cash the company needs to keep on hand to cover seasonality in its business. Debt Structure: As of Oct. 1, 2022, FBG's debt structure consisted of borrowings on its secured credit facility (which includes the first lien term loan, second lien term loan, and the ABL revolver) and off-balance sheet factoring that Fitch treats as debt. Total debt, including off-balance sheet factoring, was about $3.1 billion in principal value or $3.4 billion pro forma for the planned upsizing of the term loan. FBG's off-balance sheet factoring includes supply chain financing programs that the company has with some of its aftermarket customers to whom the company has entered into extended payment terms. If the financial institutions involved in these programs were to curtail or end their participation, FBG might need to borrow from its revolver to offset the effect, but it could also mitigate at least a portion of the effect by exercising its contractual right to shorten the payment terms with these particular aftermarket customers. ISSUER PROFILE First Brands Group, LLC (FBG) is a leading manufacturer of non-discretionary, branded automotive aftermarket parts and components in North America. The company has a leading market position in the top-three categories sold at auto parts retailers. Key brands include FRAM, Trico, Centric and Raybestos. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- First Brands Group LLC LT IDR BB- Affirmed BB- senior secured LT BB+ Affirmed RR2 BB+ senior secured LT BB+ Affirmed RR1 BB+ Senior Secured 2nd Lien LT BB- Affirmed RR4 BB- FIRST LINE TACTICAL: Steel City Ammo Files Subchapter V Case ------------------------------------------------------------ First Line Tactical LLC filed for chapter 11 protection in the Western District of Pennsylvania. The Debtor elected on its voluntary petition to proceed under Subchapter V of chapter 11 of the Bankruptcy Code. According to court filings, First Line Tactical LLC estimates between $1 million to $10 million in debt owed to 1 to 49 creditors. The petition states that funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for Jan. 5, 2023, at 10:00 a.m. Proofs of claim are due by April 5, 2023. About First Line Tactical First Line Tactical LLC -- https://www.steelcityammoco.com/ -- doing business as Steel City Ammo, is an online ammunition shop that sells handgun, rifle, and shotgun ammo and all shooting accessories. First Line Tactical LLC filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 22-22395) on Dec. 2, 2022. In the petition filed by Nathan Swierkosz, as member, the Debtor reported assets up to $50,000 and liabilities between $1 million and $10 million. The Subchapter V trustee: William G. Krieger Vice President and Managing Director GLEASON One Gateway Center, Suite 525 420 Ft. Duquesne Blvd. Pittsburgh PA 15222 Phone: 412.391.9010 Email: wkrieger@gleasonexperts.com The Debtor is represented by: Brian C. Thompson Thompson Law Group, P.C. 643 Merchant Street Ambridge, PA 15003 FIRSTENERGY: Court Approves $49M Class Settlement, $13M Fees ------------------------------------------------------------ Eric Heisig of Law360 reports that an Ohio federal judge on Monday, December 5, 2022, gave his approval to a $49 million class settlement reached between FirstEnergy and its ratepayers, including more than $13 million in attorney fees, stemming from the fallout of a federal bribery probe in which the Northeast Ohio utility is entangled. As earlier reported, electric utility FirstEnergy Corp. and Energy Harbor Corp. reached a $49 million class action settlement over the House Bill 6 energy law scandal. While not admitting to any wrongdoing, First Energy has agreed to contribute $37.5 million and Energy Harbor $11.5 million to the settlement. Cleveland.com reports that under the proposed settlement, any customer of FirstEnergy subsidiaries Ohio Edison, the Cleveland Electric Illuminating Company, or Toledo Edison who paid any rates, fees, or other costs related to the HB6 scandal between Jan. 1, 2020 and June 22, 2022 would be eligible to receive a portion of the settlement money. According to Ohio Electricity Litigation, a class action lawsuit styled Smith v. FirstEnergy Corp., et al., Case No. 2:20-cv-3755, is pending in the United States District Court for the Southern District of Ohio, and a similar lawsuit styled Emmons v. FirstEnergy Corp., et al., Case No. CV-20 935557, is pending in the Cuyahoga County Court of Common Pleas. Plaintiffs in the lawsuits claim, among other matters, that Defendants FirstEnergy, FirstEnergy Service, Ohio Edison, Toledo Edison, Cleveland Electric, Charles E. Jones, James F. Pearson, Steven E. Strah, K. Jon Taylor, and Michael J. Dowling, and Energy Harbor engaged in a racketeering scheme in order to influence the passage of HB 6, thus causing some Ohio residents to pay excessive charges for electricity. Plaintiffs allege that Defendants violated the federal Racketeer Influenced Corrupt Organizations Act ("RICO"), 18 U.S.C. Secs. 1961-1968, the Ohio Corrupt Practices Act ("OCPA"), and other common and statutory law. About FirstEnergy Corp. FirstEnergy Corp is an electric utility headquartered in Akron, Ohio. It was established when Ohio Edison acquired Centerior Energy in 1997. Its subsidiaries and affiliates are involved in the distribution, transmission, and generation of electricity, as well as energy management and other energy-related services. Then a subsidiary of FirstEnergy Corp., FirstEnergy Solutions Corp., along with affiliates, on March 31, 2018, filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ohio Lead Case No. 18-50757). Judge Alan M. Koschik on Oct. 16, 2019 confirmed FirstEnergy's plan that erased $4 billion in debt and that was supported by more than 93 percent of voting creditors. FirstEnergy Solutions exited bankruptcy with a new name, Energy Harbor Corp., and ownership obtained by big bondholders Avenue Capital Group and Nuveen Asset Management LLC. Governor Mike DeWine signed House Bill 6 (HB 6) into law on July 23, 2019, approving bailouts for the Davis-Besse and Perry nuclear plants, which were owned by FirstEnergy Solutions (FES), and were previously scheduled to close in 2020 and 2021, respectively, after FES announced its bankruptcy. In July 2021, FirstEnergy Corp. said it has agreed to pay a $230 million fine for its central role in a bribery scheme -- the goal of which was to get legislation passed that included a $1 billion bailout for the two Ohio power plants. Federal prosecutors charged FirstEnergy with conspiring to commit honest services wire fraud. In a deal with the Justice department, the utility company agreed to pay the multimillion-dollar penalty as part of a deferred prosecution agreement. FirstEnergy no longer owns the Perry and Davis-Besse nuclear plants after FES emerged from bankruptcy in February 2020 as Energy Harbor. FLEXSYS HOLDINGS: US$475M Bank Debt Trades at 18% Discount ---------------------------------------------------------- Participations in a syndicated loan under which Flexsys Holdings Inc is a borrower were trading in the secondary market around 81.9 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$475 million facility is a Term loan. The loan is scheduled to mature on November 1, 2028. The amount is fully drawn and outstanding. Flexsys, Inc. was founded in 2000. The company's line of business includes developing or modifying computer software and packaging. FR BR HOLDINGS: Moody's Cuts CFR to Caa1 & Alters Outlook to Neg. ----------------------------------------------------------------- Moody's Investors Service downgraded FR BR Holdings, L.L.C.'s Corporate Family rating to Caa1 from B3, Probability of Default Rating to Caa1-PD from B3- PD and senior secured term loan to Caa1 from B3. The rating outlook was changed to negative from stable. "These actions reflect increasing refinancing risk involving FR BR's $461 million term loan that matures in December 2023," said Sajjad Alam, Moody's Vice President. "Given Moody's expectation of ongoing volatility in debt capital markets at least through early-2023, FR BR may not be able to easily refinance this debt, and terms and conditions for any new debt could turn out to be more onerous." Downgrades: Issuer: FR BR Holdings, L.L.C. - Corporate Family Rating, Downgraded to Caa1 from B3 - Probability of Default Rating, Downgraded to Caa1-PD from B3-PD - Senior Secured Bank Credit Facility, Downgraded to Caa1 (LGD4) from B3 (LGD4) Outlook Actions: Issuer: FR BR Holdings, L.L.C. - Outlook, Changed To Negative From Stable RATINGS RATIONALE FR BR's Caa1 CFR reflects its high financial leverage, looming debt maturity and weak liquidity. The rating also reflects the operational concentration in the Utica and Marcellus Shale plays, its structurally subordinated position to Blue Racer Midstream LLC's (BRM, B1 stable) cash flow, and non-operatorship of BRM. FR BR cannot materially reduce debt as long as BRM continues to focus on its own deleveraging plans, leading to limited distributions to FR BR for debt reduction at the holding company. FR BR's credit profile benefits from BRM's mostly fee-based revenue, integrated midstream business model, steady operating history since inception, and ability to generate a base level of cash flow capable of fully servicing FR BR's debt and operating costs. The structural supports in the credit agreement such as the cash flow sweep, equity cure provision, and prohibition against the issuance of preferred or subordinated debt at BRM reduce the risk of default and limit the potential for additional layering of priority claim debt at BRM. The rating also considers the governance structure of BRM, including FR BR's equal Board representation enabling its joint and equal control of the decisions of BRM. FR BR has weak liquidity owing to its December 2023 debt maturity that will go current on December 15, 2022. Moody's expects that FR BR will continue to receive enough cash distributions from BRM to cover FR BR's roughly $40 million in annual interest expense, 1% scheduled debt amortization and other fixed charges. FR BR had minimal cash at September 30, 2022 and no revolving credit facility or debt service reserve account. There is a 1.1x DSCR (debt service coverage ratio) covenant in the term loan agreement, which the company should be able to maintain based on its distribution arrangements with BRM. While FR BR's term loan facility does not mature until December 14, 2023, Moody's expects the company will refinance this debt in a timely manner. FR BR's senior secured term loan is rated Caa1, the same level as the company's Caa1 CFR, because of the preponderance of a single class of debt in the capital structure. The negative outlook reflects FR BR's increased refinancing risk involving the December 2023 maturity. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS FR BR's ratings could be upgraded if it can successfully refinance its term loan at reasonable terms. Moody's will also look for better visibility around the long-term deleveraging of the company. The ratings could be downgraded further if it appears FR BR will have difficulties in refinancing its debt maturity in a timely manner. A downgrade could also stem from a downgrade of Blue Racer's ratings or further structural subordination of FR BR's debt. FR BR is a Delaware incorporated limited liability company, which owns a 50% equity interest in Blue Racer Midstream, LLC -- an integrated midstream company focused in the Utica and Marcellus Shale plays in eastern Ohio Pennsylvania and West Virginia. The principal methodology used in these ratings was Midstream Energy published in February 2022. FTI CONSULTING: Moody's Affirms 'Ba1' CFR, Outlook Remains Stable ----------------------------------------------------------------- Moody's Investors Service affirmed FTI Consulting, Inc.'s corporate family rating at Ba1, probability of default rating at Ba1-PD and senior unsecured convertible notes due 2023 at Ba2. The speculative-grade liquidity ("SGL") rating is SGL-1. The outlook remains stable. On November 22, FTI announced that it had amended its unrated, senior secured revolving credit facility to, among other things, increase the available amount to $900 million from $550 million and extend the expiration date to November 21, 2027 from November 30, 2023. The affirmation of the Ba1 CFR reflects Moody's anticipation for low-to-mid single digit constant-currency revenue growth, especially in its counter-cyclical restructuring business, moderate debt to EBITDA around 2.5 times throughout cycles and that the company maintains a very good liquidity profile. "The large size and extended term of the amended revolver provides FTI with a flexible liquidity backstop should the company decide to repay all or part of its notes due 2023 in cash, while also providing the company with a source of cash for general corporate purposes," said Edmond DeForest, Moody's Senior Vice President. RATINGS RATIONALE The Ba1 CFR reflects FTI Consulting's over $3 billion revenue scale, global operating scope and diverse portfolio of business lines operating through about 6,000 revenue-generating professionals under its well-known, eponymous brand. Moody's considers the advisory services business highly competitive and subject to limited entry barriers, with inconsistent and difficult to forecast demand characteristics. Business success is dependent upon the efficient utilization of skilled, high-cost professionals who are difficult to source, train and retain. Given these factors and in order to maintain financial flexibility, Moody's expects FTI Consulting will maintain strong credit metrics and robust liquidity through business cycles compared to many other business services issuers also rated in the Ba1 category. An increase in travel and entertainment expenses and ramp in new hires, both associated with maintaining revenue growth, as well as transitory matters, such as revenue recognition timing for certain significant contracts, have pinched EBITA margins down to around 11% for the LTM period ended September 30, 2022, well below the low teens range recorded from 2018 to 2021. Moody's anticipates profit rates could remain pressured in 2023 by higher operating expenses, driven by FTI's revenue growth initiatives. Likewise, free cash flow is likely to be lower than it was over the last four years, but remain well above 10% of debt, while EBITA to interest expense is anticipated to around 10x. All financial metrics cited reflect Moody's standard adjustments. Moody's anticipates solid demand for business advisory services to corporate and government clients over the next 12 to 18 months, reflecting a high level of change being experienced by its customers, including due to technology-related disruption, and by growth in the number of new engagements and the average rates billed to help fuel expected revenue growth. Most of FTI's revenue is repeating, recurring or referred through long-standing relationships with many of the world's largest and most prominent law firms, investment banks and corporations, leading Moody's to expect FTI can maintain or grow its market share by broadening its business line span and geographic reach. Litigation, restructuring and other business lines are non- or counter-cyclical, but are also subject to inconsistent demand, generally triggered by large-scale litigation or defaults. Moody's expects free cash flow will be prioritized toward share repurchases and small acquisitions. The affirmation of the senior unsecured convertible notes at Ba2 incorporates FTI's overall probability of default, reflected in the affirmed Ba1-PD PDR, an average overall recovery at default assumed of 50% and a loss given default assessment of LGD5, reflecting the notes' subordination to the unrated senior secured revolver and all unsecured obligations of FTI's operating subsidiaries. The notes do not benefit from upstream subsidiary guarantees. FTI Consulting's SGL rating of SGL-1 reflects the very good liquidity profile relative to its funding requirements over the next 12-15 months. The company's liquidity is supported by $300 million of anticipated free cash flow and approximately $327 million of cash as of September 30, 2022, along with nearly full capacity under its new $900 million revolver. Moody's anticipates the revolver or other debt sources could be used to fully or partially redeem the unsecured convertible notes at or before their maturity in 2023. Cash flow from operations could fluctuate during the year due to the timing of accounts receivable collections, loans to key employees pursuant to employment contracts and earnout obligations from prior acquisitions. The company typically reports negative cash flow from operations in the first quarter of each year mainly because of the timing of the incentive compensation payments. The revolver agreement requires the company to maintain compliance with a maximum consolidated total leverage ratio test of 4.0x, or 4.5x for a period of time after certain qualifying acquisitions (as defined in the agreement). Moody's anticipates that the company will maintain an ample cushion under its covenant over the next 12-15 months. The stable outlook reflects Moody's expectation that FTI Consulting will maintain debt-to-EBITDA around 2.5 times and free cash flow-to-debt well above 10%. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if FTI: (1) sustains revenue growth in a mid-to-high single digit percentage range; (2) expands and maintains its EBITA margin at mid-teens levels; (3) sustains debt to EBITDA below 2.5 times throughout economic cycles; (4) articulates and maintains balanced financial strategies; and (5) gains greater financial flexibility through a predominately unsecured debt capital structure, inclusive of the bank credit facility. The ratings could be downgraded if: (1) revenue or profitability rates decline; (2) debt to EBITDA remains above 3.0 times; (3) free cash flow is sustained below 10% of debt, (4) the liquidity profile deteriorates; or (5) financial strategies become more aggressive by featuring material debt-funded acquisitions or shareholder returns. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. Moody's took the following actions and made the following outlook statement: Issuer: FTI Consulting, Inc. Corporate Family Rating, Affirmed Ba1 Probability of Default Rating, Affirmed Ba1-PD Senior Unsecured Convertible Notes, Affirmed Ba2 (LGD5) Outlook, Remains Stable FTI Consulting (NYSE: FCN), based in Washington, DC, is a global business advisory firm providing services through five business segments: Corporate Finance & Restructuring; Forensic and Litigation Consulting (FLC); Economic Consulting; Technology; and Strategic Communications. Moody's expects 2023 revenue to approach $3.3 billion. FTX GROUP: DOJ Watchdog Urges Independent Bankruptcy Probe ---------------------------------------------------------- The U.S. Trustee's Office, an arm of the U.S. Department of Justice, filed with the Bankruptcy Court a motion for the appointment of an examiner pursuant to 11 U.S.C. Sec. 1104(c) in the chapter 11 cases of FTX Trading Ltd., et al., to conduct an independent investigation into FTX's collapse. Andrew R. Vara, United States Trustee for Regions Three and Nine, said in court filings that given that there is a substantial basis to believe that Sam Bankman-Fried and other managers of the Debtors mismanaged the Debtors or engaged in fraudulent conduct, the Court should authorize an examiner to investigate any allegations of fraud, dishonesty, incompetence, misconduct, mismanagement, or irregularity in the management of the affairs of the Debtors of or by current or former management of the Debtors. "Over the course of eight days in November, beginning with reports of significant problems with one debtor's (Alameda Research) balance sheet, the Debtors suffered a virtually unprecedented decline in value -- from a market high of $32 billion just earlier this year -- and a severe liquidity crisis after a proverbial "run on the bank" amid revelations of multiple corporate failures and misuse of customer funds facilitated by "software to conceal" it. The result is what is likely the fastest big corporate failure in American history, resulting in these "free fall" bankruptcy cases. The Debtors' approximately one million worldwide creditors, outside investors, and regulators are demanding answers to what happened and how. John J. Ray III, who replaced SBF as CEO on the eve of the Chapter 11 filing, provided an initial answer in his "first day" testimony: there was a "complete failure of corporate controls and [] a complete absence of trustworthy financial information . . . . From compromised systems integrity . . . to the concentration of control in the hands of a very small group of inexperienced, unsophisticated and potentially compromised individuals, this situation is unprecedented,"" the U.S. Trustee tells the Court. "Like the bankruptcy cases of Lehman, Washington Mutual Bank, and New Century Financial before them, these cases are exactly the kind of cases that require the appointment of an independent fiduciary to investigate and to report on the Debtors' extraordinary collapse. The appointment of an independent examiner would be in the interests of the Debtors' creditors and other parties in interest in the Debtors' estates, consistent with Code section 1104(c)(1). An examiner could—and should—investigate the substantial and serious allegations of fraud, dishonesty, incompetence, misconduct, and mismanagement by the Debtors, the circumstances surrounding the Debtors' collapse, the apparent conversion of exchange customers' property, and whether colorable claims and causes of action exist to remedy losses." About FTX Group FTX is the world's second-largest cryptocurrency firm. FTX is a cryptocurrency exchange built by traders, for traders. FTX offers innovative products including industry-first derivatives, options, volatility products and leveraged tokens. Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that FTX paused customer withdrawals after it was hit with roughly $5 billion worth of withdrawal requests. Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell itself to its giant rival Binance, but Binance walked away from the deal the next day amid reports on FTX regarding mishandled customer funds and alleged US agency investigations. At approximately 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step aside, and restructuring vet John J. Ray III was quickly named new CEO. FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc. (d/b/a FTX US), Alameda Research Ltd. and certain affiliated companies then commenced Chapter 11 proceedings (Bankr. D. Del. Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022. Additional entities sought Chapter 11 protection on Nov. 14, 2022. A total of 102 entities related to FTX have filed for Chapter 11 protection. FTX Trading and its affiliates each listed $10 billion to $50 million in assets and liabilities, making FTX the biggest bankruptcy filer in the US this year. According to Reuters, SBF shared a document with investors on Nov. 10 showing FTX had $13.86 billion in liabilities and $14.6 billion in assets. However, only $900 million of those assets were liquid, leading to the cash crunch that ended with the company filing for bankruptcy. The Hon. John T. Dorsey is the case judge. Andrew G. Dietderich, James L. Bromley, Brian D. Glueckstein and Alexa J. Kranzley at Sullivan & Cromwell LLP in New York, serve as the Debtors' counsel. Adam G. Landis, Kimberly A. Brown and Matthew R. Pierce at LANDIS RATH & COBB LLP in Wilmington serve as local bankruptcy counsel to FTX Group. Alvarez & Marsal North America, LLC, is the Debtors' financial advisor. Kroll is the claims agent, maintaining the page https://cases.ra.kroll.com/FTX/Home-Index Lawyers at Paul Weiss represent SBF. FTX GROUP: Former Auditors, Executives Face Class Action Suits -------------------------------------------------------------- Holly Barker of Bloomberg Law reports that FTX ex-CEO Sam Bankman-Fried is facing another suit from angry customers after the implosion of the company's cryptocurrency exchange in early November 2022. A would-be class action filed in the US District Court for the Northern District of California on Dec. 2, 2022, is at least the fourth filed against Bankman-Fried since his companies, FTX Trading LTD and FTX US, froze all customer withdrawals. In the most recent lawsuit in California, plaintiff and proposed class representative Russell Hawkins claims that he and tens of thousands of others who deposited funds into yield-bearing accounts with FTX entities were told that their assets wouldn't be transferred to FTX Trading. According to CoinGeek, disgraced former FTX CEO Sam Bankman-Fried, along with several prominent backers and endorsers, including NBA team the Golden State Warriors were earlier hit with class action lawsuits in federal courts in Florida and California, alleging deceitful conduct in promoting FTX's yield-bearing accounts (YBAs). The class action lawsuit filed in Florida by U.K.-based 'tech investor' Sunil Kavuri claims that he enrolled in a yield-bearing account (YBA) after being exposed to "misrepresentations and omissions regarding the deceptive FTX platform" and that the defendants "aggressively marketed the FTX platform" and are thus liable for damages. The class action lawsuit filed in California by Hong Kong-based Canadian citizen Elliot Lam accuses the defendants of "fraudulent and deceitful conduct," specifically, in their status as 'brand ambassadors' for FTX, using their "social media reach and personal brands to induce unsophisticated investors and consumers into a relationship with the FTX entities." About FTX Group FTX is the world's second-largest cryptocurrency firm. FTX is a cryptocurrency exchange built by traders, for traders. FTX offers innovative products including industry-first derivatives, options, volatility products and leveraged tokens. Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that FTX paused customer withdrawals after it was hit with roughly $5 billion worth of withdrawal requests. Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell itself to its giant rival Binance, but Binance walked away from the deal the next day amid reports on FTX regarding mishandled customer funds and alleged US agency investigations. At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step aside, and restructuring vet John J. Ray III was quickly named new CEO. FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc. (d/b/a FTX US), Alameda Research Ltd. and certain affiliated companies then commenced Chapter 11 proceedings (Bankr. D. Del. Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022. Additional entities sought Chapter 11 protection on Nov. 14, 2022. FTX Trading and its affiliates each listed $10 billion to $50 million in assets and liabilities, making FTX the biggest bankruptcy filer in the US this year. According to Reuters, SBF shared a document with investors on Nov. 10 showing FTX had $13.86 billion in liabilities and $14.6 billion in assets. However, only $900 million of those assets were liquid, leading to the cash crunch that ended with the company filing for bankruptcy. The Hon. John T. Dorsey is the case judge. Andrew G. Dietderich, James L. Bromley, Brian D. Glueckstein and Alexa J. Kranzley at Sullivan & Cromwell LLP in New York, serve as the Debtors' counsel. Adam G. Landis, Kimberly A. Brown and Matthew R. Pierce at LANDIS RATH & COBB LLP in Wilmington serve as local bankruptcy counsel to FTX Group. Alvarez & Marsal North America, LLC, is the Debtors' financial advisor. Kroll is the claims agent, maintaining the page https://cases.ra.kroll.com/FTX/Home-Index Lawyers at Paul Weiss represented SBF but later renounced representing the entrepreneur due to a conflict of interest. FUELCELL ENERGY: Board Approves 2023 Long-Term Incentive Plan ------------------------------------------------------------- The Board of Directors of FuelCell Energy, Inc. has approved a 2023 Long-Term Incentive Plan as a sub-plan consisting of awards made under the Company's 2018 Omnibus Incentive Plan, as amended and restated. The participants in the 2023 LTI Plan are members of senior management and include the Company's named executive officers ("NEOs"). The 2023 LTI Plan consists of two award components: (1) relative total shareholder return ("TSR") performance shares and (2) time-vesting restricted stock units. The TSR performance shares granted in fiscal year 2023 will be earned over the three-year performance period ending on Oct. 31, 2025, but will remain subject to a continued service-based vesting requirement until the third anniversary of the date of grant. The performance measure for the relative TSR performance shares is the TSR of the Company relative to the TSR of the Russell 2000 from Nov. 1, 2022 through Oct. 31, 2025. For purposes of calculating TSR, the Company's stock price will be measured using the average closing price over the 60 consecutive trading days preceding the measurement date. The time-vesting restricted stock units granted in fiscal year 2023 will vest at a rate of one-third of the total number of restricted stock units on each of the first three anniversaries of the date of grant. None of the awards granted as part of the 2023 LTI Plan include any dividend equivalent or other stockholder rights. To the extent the awards are earned, they may be settled in shares or cash of an equivalent value. The target award values under the 2023 LTI Plan for the NEOs are as follows: Named Executive Officer Target 2023 LTI Plan Award ----------------------- -------------------------- Jason Few President and Chief Executive Officer $2,860,000 Michael S. Bishop Executive Vice President and Chief Financial Officer $650,000 Michael J. Lisowski Executive Vice President and Chief Operating Officer $650,000 Joshua Dolger Executive Vice President, General Counsel and Corporate Secretary $500,000 Anthony J. Leo Executive Vice President and Chief Technology Officer $400,000 In addition, the target award value under the 2023 LTI Plan for Mark Feasel, the Company's executive vice president and chief commercial officer, is $650,000. The target number of performance shares and the number of time-vesting restricted stock units granted as of Dec. 5, 2022 were determined by dividing one-half of the target 2023 LTI Plan award by the average price of the Company's common stock over the 60 consecutive trading days preceding the grant date. About FuelCell Energy Headquartered in Danbury, Connecticut, FuelCell Energy, Inc. -- http://www.fuelcellenergy.com-- is a global developer of distributed baseload power solutions through its proprietary fuel cell technology. The Company targets large-scale power users with its megawatt-class installations globally, and currently offer sub-megawatt solutions for smaller power consumers in Europe. The Company develops turn-key distributed power generation solutions and operate and provide comprehensive service for the life of the power plant. FuelCell reported a net loss of $101.03 million for the year ended Oct. 31, 2021, a net loss of $89.11 million for the year ended Oct. 31, 2020, a net loss of $77.57 million for the year ended Oct. 31, 2019, and a net loss of $47.33 million for the year ended Oct. 31, 2018. As of July 31, 2022, the Company had $944.42 million in total assets, $184.75 million in total liabilities, $59.86 million in redeemable series B preferred stock, $3.03 million in redeemable noncontrolling interest, and $696.78 million in total equity. GAMESTOP CORP: Incurs $94.7 Million Net Loss in Third Quarter ------------------------------------------------------------- Gamestop Corp. reported a net loss of $94.7 million on $1.18 billion of net sales for the three months ended Oct. 29, 2022, compared to a net loss of $105.4 million on $1.29 billion of net sales for the three months ended Oct. 30, 2021, according to the Company's Form 10-Q filed with the Securities and Exchange Commission. For the nine months ended Oct. 29, 2022, the Company reported a net loss of $361.3 million on $3.70 billion of net sales compared to a net loss of $233.8 million on $3.75 billion of net sales for the nine months ended Oct. 30, 2021. As of Oct. 29, 2022, the Company had $3.32 billion in total assets, $2.07 billion in total liabilities, and $1.24 billion in total stockholders' equity. During the nine months ended Oct. 29, 2022, cash flows from operating activities were an outflow of $230.0 million, compared with an outflow of $324.0 million during the same period last year. Cash used in operating activities during the nine months ended Oct. 29, 2022 was primarily due to an increase in net loss and the impact of merchandise inventory purchases to support seasonal sales activity. Cash used in operating activities during the nine months ended Oct. 30, 2021 was primarily due to the impact of increased merchandise inventory purchasing as a mitigation response to global supply chain issues and to support the Company's prior year product category expansion. Cash flows from investing activities were an outflow of $203.6 million during the nine months ended Oct. 29, 2022 compared to an outflow of $41.1 million during the same period last year. Cash used in investing activities during the nine months ended Oct. 29, 2022 was primarily attributable to purchases of marketable securities, technological investments, and investments in two new fulfillment centers, partially offset by proceeds from the sale of digital assets. Cash used in investing activities during the nine months ended Oct. 30, 2021 was primarily attributable to higher capital expenditures. Cash flows from financing activities were an outflow of $3.3 million during the nine months ended Oct. 29, 2022 compared to an inflow of $1,203.7 million during the comparable prior year period. Cash used in financing activities during the nine months ended Oct. 29, 2022 was primarily attributable to settlement of stock-based awards. Cash provided by financing activities during the nine months ended Oct. 30, 2021 was due to $1,672.8 million in aggregate net proceeds from the sale of shares of common stock in the ATM Offering, partially offset by the voluntary redemption of the Company's then outstanding 2023 Senior Notes for an aggregate of $234.2 million (inclusive of a $17.8 million make-whole premium), settlement of $136.6 million of stock-based awards, repayment of $73.2 million to retire at maturity the Company's then outstanding 2021 Senior Notes, repayment of $25.0 million of the Company's then outstanding borrowing under the 2022 Revolver. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1326380/000132638022000137/gme-20221029.htm About GameStop Grapevine, Texas-based GameStop Corp. is a specialty retailer offering games and entertainment products through its E-Commerce properties and thousands of stores. GameStop reported a net loss of $381.3 million in 2021, a net loss of $215.3 million in 2020, a net loss of $470.9 million in 2019, and a net loss of $673 million in 2018. As of July 30, 2022, the Company had $2.79 billion in total assets, $1.45 billion in total liabilities, and $1.34 billion in total stockholders' equity. GATHERING PLACE ORLANDO: Taps BransonLaw PLLC as Legal Counsel -------------------------------------------------------------- The Gathering Place Orlando, Inc., seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire BransonLaw, PLLC, including Jacob D. Flentke, Esq., Flentke Legal Consulting, PLLC, Of Counsel to BransonLaw, PLLC, as its counsel. The firm will render these services: (a) prosecute and defend any cause of action on behalf of the Debtor; (b) assist in the formulation of a plan of reorganization; and (c) provide all other legal services. The hourly rates of BransonLaw's attorneys and paralegals range from $495 to $200. Jeffrey Ainsworth, Esq., an attorney at BransonLaw, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jeffrey S. Ainsworth, Esq. BransonLaw, PLLC 1501 E. Concord St. Orlando, FL 32803 Telephone: (407) 894-6834 Facsimile: (407) 894-8559 Email: jeff@bransonlaw.com About The Gathering Place Orlando The Gathering Place Orlando Inc. -- https://www.tgporlando.org -- operates a church known as The Gathering Place, where everyone is welcome. Its main operations are conducted from the facilities it owns at 8287 Curry Ford Road, Orlando, Florida 32822. On June 30, 2022 The Gathering Place Orlando, Inc., filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-02342). In the petition filed by Howard Harrison, as president, the Debtor estimated assets and liabilities between $1 million and $10 million. Jarrett McConnell has been appointed as Subchapter V trustee. Jeffrey Ainsworth, Esq., at BransonLaw PLLC, is the Debtor's counsel. GENAPSYS INC: Exclusivity Period Extended to Feb. 6 --------------------------------------------------- Redwood Liquidating Co., formerly known as GenapSys Inc., obtained a court order extending its exclusive right to file a Chapter 11 plan to Feb. 6, 2023, and solicit votes on the plan to April 10, 2023. The ruling by the U.S. Bankruptcy Court for the District of Delaware allows the company to pursue its own plan without the threat of a rival plan from creditors. Redwood will use the extension to negotiate with creditors and work toward confirming its proposed Chapter 11 plan of liquidation. The company on Nov. 8 filed its proposed liquidating plan barely two months after the closing of the sale of its assets to Sequencing Health, Inc. The liquidating plan proposes to pay general unsecured creditors 17 percent of their allowed claims. The allowed unsecured claims total $6,333,208. About GenapSys Inc. GenapSys Inc. -- https://genapsys.com/ -- is a biotechnology company that transforms the human condition by building a scalable, affordable genomic sequencing ecosystem that will support research and diagnostics. It is based in Redwood City, Calif. GenapSys, now known as Redwood Liquidating Co., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10621) on July 11, 2022. In the petition filed by its chief financial officer and treasurer, Britton Russell, the Debtor listed assets between $10 million and $50 million and liabilities between $50 million and $100 million. Judge Brendan Linehan Shannon oversees the case. The Debtor tapped Richards, Layton & Finger, PA as bankruptcy counsel; Willkie Farr & Gallagher LLP as special litigation and corporate counsel; and Lazard Freres & Co. LLC as investment banker. Kroll Restructuring Administration LLC is the Debtor's claims and noticing agent and administrative advisor. The Debtor filed its combined disclosure statement and Chapter 11 plan of liquidation on Nov. 8, 2022. GENESIS GLOBAL: Creditors Explore Out-of-Bankruptcy Options ----------------------------------------------------------- Rachel Butt, Muyao Shen, and Vildana Hajric of Bloomberg News report that creditors to embattled crypto brokerage Genesis are organizing with restructuring lawyers and seeking options that would keep the firm out of bankruptcy, according to people with knowledge of the situation. One group of creditors is getting advice from law firm Proskauer Rose, while another group is working with Kirkland & Ellis, said the people, who asked not to be identified because the matter is private. Following FTX's rapid bankruptcy, the groups are seeking to avoid a similarly chaotic and costly process for Genesis, the people added. "Our goal is to resolve the current situation in the lending business without the need for any bankruptcy filing," according to a statement from a Genesis spokesperson. Representatives for Proskauer and K&E didn't immediately respond to requests for comment. The brokerage has $2.8 billion in outstanding loans on its balance sheet, with about 30% made to related parties including its parent company, Barry Silbert's Digital Currency Group. The sudden collapse of FTX, one of the world’s largest crypto exchanges, roiled the crypto market and triggered a liquidity crunch at Genesis. A representative for DCG didn't immediately respond to a request for comment. In a letter sent to clients last week and seen by Bloomberg, interim Chief Executive Officer Derar Islim said Genesis began talks with potential investors and its largest creditors and borrowers, including Gemini and DCG, on ways to boost liquidity for its lending business and address clients' needs. The company said it hired Moelis & Co. to evaluate strategies and advance negotiations. The company has been trying to raise at least $1 billion in fresh cash for its lending unit, but so far no deal has materialized. Some investors approached for the lifeline have balked at the interconnectedness between the entities. Genesis, which warned potential investors that it may need to file for bankruptcy if its efforts to raise cash fail, halted redemptions shortly after revealing on Nov. 10 that it had $175 million locked in an FTX trading account. About Genesis Genesis launched the first OTC bitcoin trading desk in 2013. Since then, it has grown to facilitate hundreds of billions in annual transactions. Genesis claims to be the biggest trading desk for professional investors in cryptocurrency markets. Genesis is a unit of Stamford, Connecticut-based Digital Currency Group, a venture capital company focusing on the digital currency market. Aside from Genesis, DCG's subsidiaries are CoinDesk, Foundry, Genesis, Grayscale Investments, and Luna. The lending arm of crypto investment bank Genesis Global Trading said mid-November 2022 that it is temporarily suspending redemptions and new loan originations in the wake of FTX's collapse. The unit, known as Genesis Global Capital, serves an institutional client base and had $2.8 billion in total active loans as of the end of the third quarter of 2022. The year 2022 has been a rough year for the crypto industry. The price of bitcoin has dropped 65% since the start of the year, the cryptocurrency Luna suffered a total collapse in value, and several crypto firms have collapsed into bankruptcy. Companies that have sought Chapter 11 protection include crytpo hedge fund Three Arrows Capital, crytpo lender Celsius Network, New Jersey-based crypto lender Voyager Digital, Bahamas-based exchange FTX Trading, and Trenton, New Jersey-based crypto lender BlockFi. Genesis Global Capital in November 2022 confirmed that it has hired investment bank Moelis & Co. to explore how to shore up its crypto-lending business' liquidity and address clients' needs, days after halting withdrawals. "We've begun discussions with potential investors and our largest creditors and borrowers, including Gemini and DCG," Genesis interim CEO Derar Islim said in a memo sent to customers. "We expect to expand these conversations in the coming days," noting that Moelis was hired to fast-track these talks. GENESISCARE USA: EUR500M Bank Debt Trades at 64% Discount --------------------------------------------------------- Participations in a syndicated loan under which Genesiscare USA Holdings Inc is a borrower were trading in the secondary market around 36.4 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The EUR500 million facility is a Term loan. The loan is scheduled to mature on May 17, 2027. The amount is fully drawn and outstanding. Genesiscare USA Holdings Inc operates as a holding company. The Company, through its subsidiaries, provides breast and colorectal surgery, gynecology, pathology, pulmonology, radiology, urology, radiation therapy, and other cancer treatments. GLOBAL MEDICAL: $1.975B Bank Debt Trades at 23% Discount -------------------------------------------------------- Participations in a syndicated loan under which Global Medical Response Inc is a borrower were trading in the secondary market around 77.2 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$1.975 billion facility is a Term loan. It is scheduled to mature on October 2, 2025. About US$1.955 billion of the loan is withdrawn and outstanding. Global Medical Response, Inc provides air, ground, specialty and residential fire services, and managed medical transportation through its wholly owned subsidiaries Air Medical Group Holdings LLC and AMR Holdco, Inc GMP BORROWER: US$69M Bank Debt Trades at 17% Discount ----------------------------------------------------- Participations in a syndicated loan under which GMP Borrower LLC is a borrower were trading in the secondary market around 82.8 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$69 million facility is a Term loan. The loan is scheduled to mature on October 28, 2027. About US$69 million of the loan is withdrawn and outstanding. GMP Borrower LLC is the owner of a pipeline system (Glass Mountain Pipeline) transporting crude oil from the Mississippi Lime, Granite Wash and STACK oilfields to Cushing, OK, where it has storage capacity and interconnects to major pipeline systems, as well as to other destinations. GOPHER RESOURCE: US$510M Bank Debt Trades at 29% Discount --------------------------------------------------------- Participations in a syndicated loan under which Gopher Resource LLC is a borrower were trading in the secondary market around 70.6 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$510 million facility is a Term loan. The loan is scheduled to mature on March 6, 2025. About US$473 million of the loan is withdrawn and outstanding. Gopher Resource, LLC provides recycling services. GPS HOSPITALITY: S&P Downgrades ICR to 'CCC+', Outlook Negative --------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on U.S. franchise operator GPS Hospitality Holding Co. LLC to 'CCC+' from 'B-' and its issue-level ratings on the company's senior secured notes to 'CCC+' from 'B-'. The negative outlook reflects the potential for a lower rating if liquidity becomes more constrained than we anticipate or if a default appears more likely. Due to weak operating performance, elevated leverage, and negative FOCF, GPS Hospitality's capital structure appears unsustainable. GPS Hospitality's recent operating results in the third quarter have been challenged by low customer traffic levels, along with elevated commodity and wage costs that have pressured cash generation and profitability. The company reported negative FOCF of approximately $22 million during the third quarter and S&P Global Ratings-adjusted leverage for 2022 is projected above 11x, with modest de-leveraging to the low-10x area in 2023. In S&P's view, these weak projected credit metrics, in addition to a challenging operating environment, leave GPS more vulnerable to business, economic, and financial conditions to meet its financial commitments. S&P said, "We believe further cash burn would result in GPS Hospitality breaching its maximum first-lien net leverage covenant if reliance on its revolving credit facility increases. GPS Hospitality's liquidity sources include $6.9 million of cash on hand and about $47 million of availability under its $70 million revolver, excluding roughly $10.2 million for letters of credit. However, the company is subject to a springing maximum first-lien net leverage covenant of 7.5x on the super priority revolver that springs when more than 35% of revolver capacity is used, which equates to $24.5 million. Given the company's current draw of $13 million, we view available liquidity as roughly $18.4 million, which factors in the current cash on hand followed by revolver usage being capped at 35%. Liquidity use in excess of $18 million would cause the company's covenant to spring, which would result in an immediate covenant breach given current first-lien net leverage is in excess of 11x as of the third quarter of 2022. Therefore, we believe GPS may need to negotiate with its lenders for covenant relief, which leads us to view its capital structure as potentially unsustainable. "We anticipate GPS will reduce capital expenditures (capex) and close underperforming units to limit its cash outflows given the ongoing uncertainty around the current operating environment. GPS has no near-term maturities, with its $70 million revolver maturing in 2026 and its $400 million of senior unsecured notes maturing in 2028. "Competition in the quick service restaurant (QSR) industry remains highly fragmented, and we believe value will be increasingly important to consumers as expectations for a shallow recessionary environment in 2023 becomes more likely. However, we expect GPS to benefit from positive tailwinds in the second half of 2023 as Burger King's "reclaim the flame" initiative, consisting of capex support for new developments along with the benefits from its rebranding strategy and revamped marketing of the Burger King concept begin flowing through in future quarters. In addition, we expect inflated commodity prices and wage pressures will begin to come down incrementally to the single-digit percent area for 2023, which will allow for improved operating performance as menu price increases taken by GPS Hospitality begin to flow through to margins in a more material way. "The negative outlook reflects the risk that GPS Hospitality will be unable to stabilize performance and restore liquidity in the next 12 months, which could lead us to downgrade the company further over that time span." S&P could lower its rating on GPS if: -- S&P envisioned a specific default scenario over the next 12 months, including the possibility of a near-term liquidity shortfall or violation of its springing leverage covenant; or -- S&P did not expect GPS to restore operating performance to levels that support the company's current capital structure, increasing the likelihood of a default. S&P could revise the outlook to stable or raise its rating on GPS if: -- Operating performance improved meaningfully, and -- S&P expected the company would generate sustained moderate positive FOCF and adequate liquidity. ESG credit indicators: E-2, S-2, G-2 GT REAL ESTATE: Faces Criminal Probe for Scraped NFL Facility ------------------------------------------------------------- Madlin Mekelburg and Amanda Albright of Bloomberg News report that billionaire David Tepper and his real estate company are facing a criminal investigation into the now-scrapped plans to build a training facility for his Carolina Panthers football team. Tepper, who bought the NFL franchise for $2.3 billion in 2018, had proposed constructing an $800 million facility in South Carolina's York County, near the team's stadium in Charlotte, North Carolina. But the plans were ditched after disputes between local officials and Tepper over the project. The South Carolina Law Enforcement Division and the York County Sheriff's Office opened an investigation into the use of public funds for the project, according to a joint statement from York County Sheriff Kevin Tolson and Solicitor Kevin Brackett. "An investigation is simply an inquiry and should not create any inference that wrongdoing has been committed by any party," the statement reads. The probe concerns the transfer of funds from York County to GT Real Estate Holdings, Tepper's company that was building the facility, and affiliates like Appaloosa Management, Tepper Sports Holding and DT Sports Holding, according to Renée Wunderlich, a spokesperson for the state agency. "It would be unfortunate if the recently announced settlement between GTRE and York County were somehow undermined by politically motivated leaks," according to a statement from GT Real Estate Holdings. "The timing of these leaks is all the more curious in light of this settlement. "This is a straightforward commercial matter that is being fully resolved," the statement continued. "The underlying disputes arise under contracts that were jointly negotiated by the parties and are publicly available. The funds paid by the County were handled consistent with the terms of those contracts. "The settlement fully compensates York County and settles all its claims related to GTRE's bankruptcy case. To this end, $21.165 million has been escrowed for months to reimburse the County with interest." Latest Salvo The investigation is the latest salvo between York County and Tepper. Earlier this year, the municipality filed a lawsuit against the billionaire's companies, including Appaloosa Management and Tepper Sports Holding. It claims they used $21 million of public funds on building the football facility -- which the lawsuit called a "vanity project" -- instead of expanding a roadway, and asks for the county to be paid back. GT Real Estate, the entity under investigation, filed for bankruptcy protection earlier this year after facing claims from creditors including York County. Tepper is one of the wealthiest owners in the NFL, with a $15.5 billion fortune, according to the Bloomberg Billionaires Index. The Appaloosa co-founder built that wealth thanks in large part to one of the best long-term track records in the money management industry. He now oversees capital for himself and a small group of investors. His years as an NFL owner have been less successful. The Panthers haven't posted a winning record since Tepper bought the team and are 4-8 this season. In October he fired head coach Matt Rhule with $40 million still left on his contract. The team recently benched quarterback Baker Mayfield in favor of Sam Darnold, who led the team to a 23-10 win over the Denver Broncos. The practice facility was set to include a 120,000-square-foot (11,148-square-meter) indoor practice facility, a 113,000-square-foot multipurpose sports and entertainment venue and outdoor practice fields, according to the Panthers. About GT Real Estate Holdings GT Real Estate Holdings is a real estate company owned by David Tepper. It was created to own and develop a mixed-use, pedestrian-friendly community, sports, and entertainment venue, that would also include a new headquarters and practice facility for the Carolina Panthers, a National Football League team, situated on a 234-acre site located in Rock Hill, South Carolina. The company suspended further development of the Project in March 2022. GT Real Estate Holdings sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10505) on June 2, 2022. In the petition filed by Jonathan Hickman, as chief restructuring officer, the Debtor reports estimated assets and liabilities between $100 million and $500 million each. The Hon. Karen B. Owens is the case judge. The Debtor tapped White & Case LLP as restructuring counsel; Farnan LLP, as Delaware counsel; and Alvarez & Marsal as financial advisor. Kroll Restructuring Administration LLC is the claims agent. GTT COMMUNICATIONS: Dec. 27 Disclosure Statement & Plan Hearing Set ------------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York approved the disclosure statement supplement for the second amended third modified joint prepackaged Chapter 11 plan of reorganization of GTT Communications Inc. and certain of its affiliates. A hearing on the adequacy of the information in the disclosure statement supplement and the confirmation of the amended plan will be held before the Hon. Michael E. Wiles, at the U.S. Bankruptcy Court for the Southern District of New York, One Bowling Green, New York, NY 10004, on Dec. 27, 2022, at 1:00 p.m. (ET). Objections, if any, must be filed no later than 5:00 p.m. (ET) on Dec. 21, 2022. Confirmation Schedule Voting Record Nov. 18, 2022 Mailing of Combined As soon as reasonably practicable Hearing following entry of the disclosure statement supplement order Solicitation Commencement One business day after entry of the Date disclosure statement supplement order, or as soon as reasonable practicable thereafter Amended Plan Supplement Dec. 13, 2022 at 11:59 p.m. (ET) Filing deadline Voting Deadline / Amended Dec. 21, 2022 at 5:00 p.m. (ET) Plan Objection Deadline Deadline to Voting Dec. 23, 2022 at 5:00 p.m. (ET) Declaration Confirmation Brief / Reply Dec. 24, 2022 at 5:00 p.m. (ET) Deadline Combined Hearing Dec. 21, 2022 at 1:00 p.m. (ET) Copies of the amended plan, disclosure statement supplement and the disclosure statement supplement order may be obtained free of charge by (i) visiting the website of the Debtors' solicitation agent, Kroll Restructuring Administration LLC fka Prime Clerk LLC at https://cases.ra.kroll.com/GTT, (ii) calling the solicitation agent at (877) 329-1803 (US toll free) or (347) 532-7908 (international toll) or (iii) sending an email to gttinfo@ra.kroll.com. About GTT Communications Inc. Headquartered in McLean, Va., GTT Communications, Inc. -- http://www.gtt.net/-- owns and operates a global Tier 1 Internet network and provides a comprehensive suite of cloud networking services. GTT and its affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 21-11880) on Oct. 31, 2021, to implement a prepackaged Chapter 11 plan. GTT had total assets of $2.8 billion and total debt of $4.1 billion as of June 30, 2021. As of the petition date, the Debtors had pre-bankruptcy funded indebtedness totaling $2.015 billion. Judge Michael E. Wiles oversees the cases. The Debtors tapped Akin Gump Strauss Hauer & Feld, LLP as legal counsel; TRS Advisors as financial advisor and investment banker; The Siegfried Group, LLP as accounting and financial resource services provider; Ernst & Young LLP as tax, valuation and accounting and advisory services provider; and Alvarez & Marsal, LLC as restructuring advisor. Brian Fox, Alvarez & Marsal's managing director, serves as the Debtors' chief restructuring officer. Prime Clerk, LLC is the claims agent and administrative advisor. On Dec. 16, 2021, the court approved the Debtors' disclosure statement and confirmed their joint prepackaged Chapter 11 plan of reorganization. HERTZ GLOBAL: Settles False Stolen Car Report Claims ---------------------------------------------------- Hertz Global Holdings, Inc. (NASDAQ: HTZ) on Dec. 5, 2022, announced the settlement of 364 pending claims relating to vehicle theft reporting, bringing resolution to more than 95% of its pending theft reporting claims. The company will pay an aggregate amount of approximately $168 million by year-end to resolve these disputes. The company believes it will recover a meaningful portion of the settlement amount from its insurance carriers. "As I have said since joining Hertz earlier this year, my intention is to lead a company that puts the customer first. In resolving these claims, we are holding ourselves to that objective," said Stephen Scherr, CEO of Hertz. "While we will not always be perfect, the professionals at Hertz will continue to work every day to provide best-in-class service to the tens of millions of people we serve each year. Moving forward, it is our intention to reshape the future of our company through electrification, shared mobility and a great digital-first customer experience." Hertz does not expect the resolution of these claims to have a material impact on its capital allocation plans for the balance of 2022 and 2023. About Hertz Corp. Hertz Corp. and its subsidiaries -- http://www.hertz.com/-- operate a worldwide vehicle rental business under the Hertz, Dollar, and Thrifty brands, with car rental locations in North America, Europe, Latin America, Africa, Asia, Australia, the Caribbean, the Middle East, and New Zealand. They also operate a vehicle leasing and fleet management solutions business. On May 22, 2020, The Hertz Corporation and certain of its U.S. and Canadian subsidiaries and affiliates filed voluntary petitions for reorganization under Chapter 11 in the U.S. Bankruptcy Court for the District of Delaware (Bankr. D. Del. Case No. 20-11218). Judge Mary F. Walrath oversees the cases. The Debtors have tapped White & Case LLP as their bankruptcy counsel, Richards, Layton & Finger, P.A., as local counsel, Moelis & Co. as investment banker, and FTI Consulting as financial advisor. The Debtors also retained the services of Boston Consulting Group to assist the Debtors in the development of their business plan. Prime Clerk LLC is the claims agent. The U.S. Trustee for Regions 3 and 9 appointed a Committee to represent unsecured creditors in Debtors' Chapter 11 cases. The Committee has tapped Kramer Levin Naftalis & Frankel LLP as its bankruptcy counsel, Benesch Friedlander Coplan & Aronoff LLP as Delaware counsel, UBS Securities LLC as investment banker, and Berkeley Research Group, LLC, as financial advisor. Ernst & Young LLP provides audit and tax services to the Committee. * * * Hertz Global and its subsidiaries emerged from Chapter 11 bankruptcy at the end of June 2021. Hertz won approval of a Plan of Reorganization that unimpaired all classes of creditors (who are legally deemed to have accepted it) and was approved by more than 97% of voting shareholders. The Plan provided for the existing shareholders to receive more than $1 billion of value. Recovery by shareholders of close to $8 a share was made possible after a fierce competition among bidders for control in the company. Initial offers from potential bidders for Hertz in its bankruptcy offered nothing for equity. Hertz in May 2021 selected investment firms Knighthead Capital Management LLC and Certares Management LLC, joined by other investors including Apollo Global Management Inc. and a group of existing shareholders, as the winning bidders for control of the bankrupt company. A rival group that included Centerbridge Partners LP, Warburg Pincus LLC and Dundon Capital Partners LLC was outbid at auction. Hertz's Plan eliminated over $5 billion of debt, including all of Hertz Europe's corporate debt, and will provide more than $2.2 billion of global liquidity to the reorganized Company. Hertz also emerged with (i) a new $2.8 billion exit credit facility consisting of at least $1.3 billion of term loans and a revolving loan facility, and (ii) an $7 billion of asset-backed vehicle financing facility, each on favorable terms. HOLY GROUND: Taps Wadsworth Garber Warner Conrardy as Counsel ------------------------------------------------------------- Holy Ground Tiny Homes, LLC and Revelations in Christ Ministries filed an amended application seeking approval from the U.S. Bankruptcy Court for the District of Colorado to employ Wadsworth Garber Warner Conrardy, PC to handle their Chapter 11 cases. The firm's services include: a. preparation on behalf of Debtor of all necessary reports, orders and other legal papers required in this chapter 11 proceeding; b. performance of all legal services for Debtor as debtor-in-possession which may become necessary; and c. representation of Debtor in any litigation which Debtor determines is in the best interest of the estate whether in state or federal court(s). The hourly rates of the firm's counsel and staff are as follows: David V. Wadsworth $450 Aaron A. Garber $450 David J. Warner $375 Aaron J. Conrardy $375 Lindsay S. Riley $300 Paralegals $125 The firm received a retainer in the amount of $17,500 from Debtor’s affiliate Holy Ground Tiny Homes, LLC. Aaron Conrardy, Esq., an attorney at Wadsworth, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: David V. Wadsworth, Esq. Aaron J. Conrardy, Esq. Wadsworth Garber Warner Conrardy, PC 2580 West Main Street, Suite 200 Littleton, CO 80120 Telephone: (303) 296-1999 Facsimile: (303) 296-7600 Email: dwadsworth@wgwc-law.com aconrardy@wgwc-law.com About Holy Ground Tiny Homes Holy Ground Tiny Homes, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 22-13918) on Oct. 10, 2022, while Revelations in Christ Ministries filed for Chapter 11 protection (Bankr. D. Colo. Case No. 22-13919) on Oct. 7, 2022. The cases are jointly administered under Case No. 22-13918. At the time of the filing, Holy Ground Tiny Homes listed as much as $1 million in both assets and liabilities while Revelations in Christ Ministries listed up to $500,000 in assets and up to $10 million in liabilities. Judge Elizabeth E. Brown oversees the cases. Wadsworth Garber Warner Conrardy, PC serves as the Debtors' legal counsel. HOSTESS BRANDS: Moody's Affirms 'B1' CFR, Outlook Remains Stable ---------------------------------------------------------------- Moody's Investors Service affirmed the ratings of Hostess Brands, LLC, including the company's B1 Corporate Family Rating, the B1-PD Probability of Default Rating, and the B1 rating on the company's first lien senior secured debt, which includes a $100 million revolver due 2024 and a $1,083 million term loan due 2025. The outlook remains stable. The affirmation reflects Moody's expectation that Hostess will maintain solid credit metrics and very good liquidity, positioning the company strongly within the B1 rating category. Hostess' financial leverage has steadily declined since the Voortman acquisition in 1Q20 when debt/EBITDA leverage increased to roughly 5.5x (on a Moody's adjusted basis), to 4.0x for the last 12 month (LTM) period ended September 30, 2022, with the deleveraging largely due to earnings growth. The affirmation also reflects that Hostess remains interested in expanding its portfolio through acquisitions that would increase leverage, involve integration risk and could alter business risk. The potential drag on earnings from cost inflation and weaker consumer demand related to a US economic slowdown could also lead to modest upward pressure on leverage in 2023 though Hostess has thus far executed well in the face of similar pressures during 2022. Because Hostess is currently operating below its 3-4x net leverage ratio target (based on the company's calculation; 2.9x as of September 2022), Moody's anticipates that leverage will ultimately move higher. Hostess has generated solid top line growth over the last two years, with 12% revenue growth in 2021 followed by 21% revenue growth for the nine months ended September 30, 2022 compared to the prior year-to-date period. The company's revenue growth over this period was driven by a combination of pricing and volume, supported by positive indulgent snacking trends in the sweet baked goods category and good execution on innovation and distribution. Volumes faced some pressure in the third quarter ended September 30, 2022, as Hostess' revenue growth of 20% was driven almost entirely by pricing/mix, while volume was flat. Despite flat volumes in the quarter, third quarter topline results were still strong given the amount of pricing the company has put in place to offset inflationary pressure – many other food companies have faced volume declines in the presence of large price increases. On profitability, inflationary and supply chain challenges have negatively impacted the EBITDA margin since mid-2021, but EBITDA (on a Moody's adjusted basis) still grew at a 14% CAGR from 2020 to the LTM period ended September 30, 2022 (compared to 16% revenue CAGR), reflecting benefits of pricing actions, volume growth, and productivity initiatives. The stable outlook reflects Moody's expectation for Hostess to maintain debt/EBITDA leverage (on a Moody's adjusted basis) of 3.5x- 4.0x over the next 12 months absent acquisitions, but that debt financed acquisitions or other actions the company may take to keep leverage within its target range are likely to increase leverage above 4.0x over the next few years. The stable outlook also reflects that despite a growing topline, the company's scale is still moderate among consumer goods companies. The following ratings/assessments are affected by the action: Affirmations: Issuer: Hostess Brands, LLC Corporate Family Rating, Affirmed B1 Probability of Default Rating, Affirmed B1-PD Senior Secured Bank Credit Facility, Affirmed B1 (LGD4) Outlook Actions: Issuer: Hostess Brands, LLC Outlook, Remains Stable RATINGS RATIONALE Hostess' B1 CFR reflects its moderate scale among consumer goods companies, product concentration in the packaged sweet baked goods category, high leverage for its business profile, and its strategy of growing through acquisitions which has historically increased leverage. While the company's net debt-to-EBITDA leverage target of 3.0x-4.0x (based on the company's definition) creates some discipline around its capital allocation strategy, it typically increases leverage above that range when acquiring companies, with the intent of deleveraging back to its target thereafter. The company benefits from well-known snack cake brands, high profit margins, very good liquidity and solid free cash flow. Absent any material acquisitions, Moody's expects the company to distribute cash to shareholders in the form of share repurchases while reducing debt/EBITDA leverage (on a Moody's adjusted basis) to a 3.5x- 4.0x over the next 12 months, relatively in line with debt/EBITDA of 4.0x for the LTM period ended September 30, 2022. Because Hostess' leverage is currently below the company's target range (2.9x as of September 2022 based on the company's definition), Moody's expects leverage to increase over the next few years through acquisitions or other corporate actions. Hostess' liquidity is very good, supported by $94 million of availability (net of $6 million outstanding letters of credit) on its $100 million revolving credit facility and $191 million of cash on the balance sheet as of September 30, 2022. Given Moody's expectation of positive free cash flow over the next twelve months, the company's revolving credit facility is likely to remain undrawn over the next year. Moody's projects free cash flow in 2022 and 2023 to be lower than the $138 million of free cash flow that Hostess generated in 2021 due to a step up in capital spending primarily related to the Arkadelphia, Arkansas capacity expansion project. Specifically, Moody's projects free cash flow of roughly $5 million in the fourth quarter of 2022, resulting in projected full year free cash flow of positive $100-110 million (includes $33 million insurance proceeds from the representation and warranty insurance policy related to the Voortman acquisition). Moody's projects free cash flow to remain relatively steady at $90-$100 million in 2023 as benefits from earnings growth offset the roll off of the Voortman insurance proceeds that were received in 2022. The company's free cash flow should improve to greater than $150 million in 2024 as capital spending begins to normalize as the Arkadelphia, Arkansas project is expected to be completed in the second half of 2023. Scheduled amortization is modest at 1% per year (paid quarterly) under the secured term loan with approximately $1.1 billion outstanding as of the end of the third quarter ended September 30, 2022. There are no meaningful debt maturities until the $100 million revolver comes due in August 2024, followed by the $1.1 billion first lien term loan that comes due in August 2025. The revolver has a springing maximum first lien net leverage covenant of 7.3x when revolver usage exceeds 30%. In the event that this covenant is triggered, Moody's expects that the company would have ample covenant cushion. There are no term loan financial maintenance covenants. Given that the bank facilities are secured by substantially all of the company's assets, alternative sources of liquidity are limited. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS A rating downgrade could occur if operating performance deteriorates, liquidity weakens, or the financial policy becomes more aggressive Quantitatively, a downgrade could also occur if debt/EBITDA is not sustained below 5.5x. A rating upgrade could occur if Hostess is able to sustain good operating performance, continue to grow scale and improve earnings diversity. Hostess would also need to sustain debt/EBITDA below 4.0x and continue to generate meaningful annual free cash flow. ESG CONSIDERATIONS Hostess' ESG Credit Impact Score is highly negative (CIS-4). The CIS score reflects the weight placed on Hostess' governance, including its high leverage for its business profile, and its strategy of growing through acquisitions that has historically increased leverage. Hostess is also moderately negatively exposed to environmental and social risks. Hostess' credit exposure to environmental risks is moderately negative (E-3). Moderately negative exposure to natural capital risks reflects the company's reliance on natural gas as fuel for firing its ovens and its reliance on food inputs, such as flour, sweeteners, and edible oils that require use of land and fertilizers that could harm the environment, and which could additionally be affected by climate change. Hostess also has moderately negative exposure to waste and pollution risks as the company creates waste in food manufacturing, packaging, and disposal. Regulations and consumer preferences are likely to evolve to reduce packaging or improve recyclability or biodegradability of packaging, which could increase the cost of compliance in the future. To manage its environmental impact, Hostess has taken initiatives, such as moving its principal distribution center to Edgerton, Kansas to reduce truck miles needed to transport its products. In addition, the company has changed the lighting in its facilities from fluorescent to LED lighting which helped to reduced energy use from lighting by 30%. Hostess' credit exposure to social risks is moderately negative (S-3). Moderately negative exposure to customer relations and responsible production risks reflects the need to invest in product development and marketing to maintain relevance with consumers and minimize exposure to potential litigation related to product labeling, marketing, recalls, and contamination. The Hostess and Voortman brands are exposed to brand perception risks related to these issues as well as the health risks related to snacks with high sugar content. Moderately negative health & safety risks reflect Hostess' exposure as a food manufacturer to protect employees from workplace injuries. Hostess' exposure to demographic and social trends is moderately negative as its products are vulnerable to changing consumer preferences including a focus on healthier foods. Credit exposure to human capital risk is neutral to low similar to other consumer good companies. Hostess' credit exposure to governance risks is highly negative (G-4). This score reflects Hostess' high leverage for its business profile, and its strategy of growing through acquisitions that have historically increased leverage. While the company's net debt-to-EBITDA leverage target of 3.0x-4.0x (based on the company's definition) creates some discipline around its capital allocation strategy, it typically increases leverage above that range when acquiring companies, with the intent of deleveraging back to its target thereafter. Hostess does not pay a dividend and the preferred mode of distributing cash to shareholders is stock buybacks. Share repurchases weaken the credit profile but are more discretionary than dividends, which allows the company flexibility to redirect free cash flow to debt reduction. The principal methodology used in these ratings was Consumer Packaged Goods published in June 2022. Headquartered in Lenexa, Kansas, Hostess develops, manufactures, markets, and sells sweet snacks in the US under the Hostess brands and in North America under the Voortman brands. Products include snack cakes, donuts, sweet rolls, breakfast pastries, snack pies, cookies, wafers, and related products. Well-known brands include Hostess CupCakes, Twinkies, Ding Dongs, Zingers, Ho Hos, Coffee Cakes, and Donettes, as well as a variety of Voortman branded cookies and wafers. Revenue for the publicly-traded company was approximately $1.3 billion for the twelve months ended September 30, 2022. IBIO INC: Thomas Isett to Resign as CEO, Director ------------------------------------------------- iBio, Inc. said that its Board of Directors and Thomas F. Isett, the Company's chief executive officer, have agreed that Mr. Isett will resign as a member of the Board and relinquish his duties, rights and obligations as an officer and CEO of the Company, effective immediately. While the Company continues its search for a successor, the leadership team will report to the current Chair of the Board, William (Chip) Clark. "Tom has helped iBio's transformation into an AI-powered antibody discovery and development organization," said Mr. Clark. "Tom's leadership in the establishment of a portfolio of drug candidates, the acquisition of RubrYc's proprietary drug discovery engine, building the leadership team, and reshaping our Board of Directors has us positioned for our next chapter." "It has been gratifying to have helped iBio through this dynamic and pivotal period of change," said Mr. Isett. "I am confident the Company is in good hands. Many thanks and best wishes for everyone at iBio in the continuing journey to help bring new and better treatments to people suffering with cancer." On Dec. 2, 2022, during the interim period while the Company continues its search of a new chief executive officer, the Board approved the creation of the office of the chief executive officer, whereby Mr. Robert Lutz, the Company's chief financial and business officer and Dr. Martin Brenner, the Company's chief scientific officer will fill such role. About iBio Inc. iBio, Inc. -- http://www.ibioinc.com-- is a plant-based biologics manufacturing company. Its FastPharming System combines vertical farming, automated hydroponics, and novel glycosylation technologies to rapidly deliver high-quality monoclonal antibodies, vaccines, bioinks and other proteins. iBio is developing proprietary products which include biopharmaceuticals for the treatment of cancers, as well as fibrotic and infectious diseases. The Company's subsidiary, iBio CDMO LLC, provides FastPharming Contract Development and Manufacturing Services along with Glycaneering Development Services for advanced recombinant protein design. iBio reported a net loss attributable to the Company of $50.30 million for the year ended June 30, 2022, a net loss attributable to the Company of $23.21 million for the year ended June 30, 2021, a net loss attributable to the company of $16.44 million for the year ended June 30, 2020, and a net loss attributable to the Company of $17.59 million for the year ended June 30, 2019. As of Sept. 30, 2022, the Company had $84.56 million in total assets, $36.20 million in total liabilities, and $48.37 million in total stockholders' equity. Holmdel, New Jersey-based CohnReznick LLP, the Company's auditor since 2010, issued a "going cocnern" qualification in its report dated Oct. 11, 2022, citing that the Company has suffered recurring losses from operations and negative cash flows from operating activities for the years ended June 30, 2022 and 2021 and has an accumulated deficit as of June 30, 2022. These matters, among others, raise substantial doubt about its ability to continue as a going concern. INFINITE SYNERGY: Hires Michael D. O'Brien as Legal Counsel ----------------------------------------------------------- Infinite Synergy Insurance Agency, LLC seeks approval from the U.S. Bankruptcy Court for the District of Oregon to hire Michael D. O'Brien & Associates P.C. as its counsel. The firm will represent the Estate for all purposes related to the petition for relief including, among other things, formulating a plan of reorganization. The firm will be paid at these rates: Michael O'Brien $430 per hour Theodore J. Piteo $350 per hour Law Clerks $160 per hour Senior Paralegal $175 per hour Paralegal $125 per hour Support Staff $60 - $100 per hour The firm received a retainer in the amount of $15,000. Michael D. O'Brien does not have any connection with Debtor's creditors, any other party in interest, or their respective attorneys or accountants, according to court filings. The firm can be reached through: Michael D. O'Brien, Esq. Theodore J. Piteo, Esq. Michael D. O'Brien & Associates, P.C. 12909 SW 68th Pkwy, Suite 160 Portland, OR 97223 Phone: (503) 786-3800 Email: enc@pdxlegal.com About Infinite Synergy Insurance Agency Infinite Synergy Insurance Agency, LLC is the fee simple owner of a property located at 6015 SE Oatfield Rd. in Milwaukie, Ore., having a comparable sale value of $975,000. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ore. Case No. 22-31983) on November 29, 2022. In the petition signed by Desiree Magcalas, member, the Debtor disclosed $1,038,510 in assets and $688,881 in liabilities. Judge Teresa H. Pearson oversees the case. Theodore J. Piteo, Esq., at Michael D. O'Brien and Associates, P.C., is the Debtor's counsel. INPIXON: All Five Proposals Passed at Annual Meeting ---------------------------------------------------- Inpixon held its Annual Meeting of Stockholders at which the stockholders: (1) elected Nadir Ali, Wendy Loundermon, Leonard A. Oppenheim, Kareem M. Irfan, and Tanveer A. Khader as directors, each to serve as a director until the next annual meeting or until the election and qualification of his or her successor; (2) ratified Marcum LLP as the Company's independent registered public accounting firm to audit the financial statements for the fiscal year ending Dec. 31, 2022; (3) approved the amendment to the Articles of Incorporation to increase of the number of authorized shares of Common Stock from 26,666,667 to 500,000,000 shares; (4) approved the Amendment of the 2018 Employee Stock Incentive Plan; and (5) approved the authorization to adjourn the Annual Meeting. About Inpixon Headquartered in Palo Alto, Calif., Inpixon (Nasdaq: INPX) is an indoor data company and specializes in indoor intelligence. The Company's indoor location data platform and patented technologies ingest and integrate data with indoor maps enabling users to harness the power of indoor data to create actionable intelligence. Inpixon reported a net loss of $70.13 million for the year ended Dec. 31, 2021, a net loss of $29.21 million for the year ended Dec. 31, 2020, a net loss of $33.98 million for the year ended Dec. 31, 2019, and a net loss of $24.56 million for the year ended Dec. 31, 2018. As of Sept. 30, 2022, the Company had $108.59 million in total assets, $21.61 million in total liabilities, $53.20 million in mezzanine equity, and $33.79 million in total stockholders' equity. JOURNEY PERSONAL: US$650M Bank Debt Trades at 26% Discount ---------------------------------------------------------- Participations in a syndicated loan under which Journey Personal Care Corp is a borrower were trading in the secondary market around 74.5 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$650 million facility is a Term loan. The loan is scheduled to mature on March 1, 2028. The amount is fully drawn and outstanding. Journey Personal Care Corp. is a manufacturer and distributor of personal care products. JUMAS FOOD: Court OKs Cash Collateral Access Thru Jan 2023 ---------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of North Carolina entered an interim order authorizing Jumas Food Mart, LLC to use cash collateral through January 10, 2023. The Debtor requires the use of cash collateral to pay on-going costs of operating the business and insuring, preserving, repairing, and protecting all its tangible assets. The Debtor obtained a loan from Civic Financial Services, LLC on December 21, 2018, in the original principal amount of $368,000 secured by a deed of trust recorded in Book 8571, Page 303 of the Durham County Register of Deeds Office, encumbering real property located at 301 E Umstead Street, Durham, North Carolina and 905 North Hyde Park, Durham, North Carolina. At present, this property is not yet generating rental income but is available to be rented. As of the Petition Date, the total principal balance to Civic Financial was approximately $164,000. As of the Petition Date, three UCC-1 Financing Statements were of record with the North Carolina Secretary of State's Office based upon merchant lender agreements between the Debtor and these merchant lenders: a. File number 20180008427C, filed on January 26, 2018, by IMS Fund LLC as the secured party, asserting a lien in all accounts and receivables, which the Debtor believes has been satisfied in full; b. File number 2021048611G, filed on April 15, 2021, by Natural Capital Investment Fund, Inc. as the secured party, asserting a lien on all inventory, chattel paper, accounts, equipment, general intangibles, consumer goods, and fixtures, with an outstanding balance of approximately $65,000; and c. File number 20210140295H, filed on October 18, 2021, by Ascendus, Inc. and LISC Fund Management LLC naming Jumas Food Mart, LLC d/b/a Jumas Food Mart and Benard Juma Ogomo as the debtors, and asserting a lien on all asserts of the debtors, with an approximate balance of $98,000 outstanding. The Debtor intends to treat this claim as an unsecured claim, as the financing statement does not appear in a standard search of the Debtor's name and is therefore seriously misleading. The Debtor has agreed to provide creditors with adequate protection for the use of cash collateral by: a. limiting the use of cash collateral as generally projected in the Budget, or as may otherwise be approved by the Court after further notice and hearing. b. providing them with a continuing post-petition lien and security interest in all property and categories of property of the Debtor in which and of the same priority as held a similar, unavoidable lien as of the Petition Date, and the proceeds thereof, whether acquired pre-petition or post-petition, equivalent to a lien granted under sections 364(c)(2) and (3) of the Bankruptcy Code, but only to the extent of any diminution in the value of the collateral from and after the Petition Date, including for avoidance of doubt the amount of any cash collateral used for purposes other than adequate protection payments. The validity, enforceability, and perfection of the aforesaid post-petition liens on the Post-petition Collateral will not depend upon filing, recordation, or any other act required under applicable state or federal law, rule, or regulation. c. paying all applicable insurance premiums, taxes and other governmental charges as they come due, and make all tax deposits and file all applicable tax returns on a timely basis. A further hearing on the matter is set for January 10, 2023 at 9:30 a.m. A copy of the order and the Debtor's budget is available at https://bit.ly/3hcXoQZ from PacerMonitor.com. The Debtor projects $13,000 in receipts and $12,126 in total expenses. About Jumas Food Mart, LLC Jumas Food Mart, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D.N.C. Case No. 22-80201) on October 17, 2022. In the petition filed by Benard Ogomo, member-manager, the Debtor disclosed up to $500,000 in both assets and liabilities. Judge Benjamin A. Kahn oversees the case. Laurie B. Biggs, Esq., at Biggs Law Firm PLLC, is the Debtor's legal counsel. KENSINGTON REALTY: Hires Fritznel J. Milfort as Tax Preparer ------------------------------------------------------------ Kensington Realty Group Corp. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire Fritznel J. Milfort, CPA, a tax preparer in Brooklyn, New York, as its accountant. The accountant will assist the Debtor in fulfilling its obligation to submit periodic reports and other financial disclosures to the Court. The Debtor also requires the accountant to assist it in preparing the necessary tax returns required by federal, state, and local governments. Ms. Milfort will charge $200 per hour for her services, while Joceline Fatal, bookkeeper/assistant, will bill $100/hour. Ms. Milfort assured the court that she does not hold or represent any interest adverse to Debtor or its bankruptcy estate, and is a "disinterested person," as that term is defined in Section 101(14) of the Bankruptcy Code. The accountant can be reached at: Fritznel J. Milfort, CPA 1468 Flatbush Ave STE 2 Brooklyn, NY 11210 Phone: +1 718-434-1799 About Kensington Realty Group Corp Kensington Realty Group Corp. filed its voluntary petition for relief under Chapter of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-42817) on Nov. 10, 2022. At the time of filing, the Debtor estimated up to $50,000 in assets and $1,000,001 to $10 million in liabilities. Judge Elizabeth S Stong presides over the case. J. Logan Rappaport, Esq. at Bronster LLP represents the Debtor as counsel. KEYSTONE CLEANING: Seeks to Hire Steidl and Steinberg as Counsel ---------------------------------------------------------------- Keystone Cleaning Services LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania Steidl and Steinberg, P.C. to handle its Chapter 11 case. The firm will be paid at the rate of $300 per hour and will be reimbursed for its out-of-pocket expenses. The firm received from the Debtor a retainer in the amount of $10,000, plus $1,738 filing fee. Christopher Frye, Esq., a partner at Steidl and Steinberg, 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. Frye, Esq. Steidl and Steinberg, P.C. 2830 Gulf Tower 707 Grant Street Pittsburgh, PA 15219 Phone: 412- 391-8000 Email: chris.frye@steidl-steinberg.com About Keystone Cleaning Services Keystone Cleaning Services LLC does business as a commercial cleaning service in Western Pennsylvania. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Penn. Case No. 22-22193) on November 11, 2022. In the petition signed by Gregory W. Hutcherson, managing member, the Debtor disclosed up to $500,000 in assets and up to $50,000 in liabilities. Christopher M. Frye, Esq., at Steidl & Steinberg, P.C., is the Debtor's legal counsel. KTS SOLUTIONS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: KTS Solutions, Inc. 12733 Torrington Street Woodbridge, VA 22192 Business Description: The Debtor provides transportation, logistics, financial management and technical solutions to government and commercial customers. Chapter 11 Petition Date: December 9, 2022 Court: United States Bankruptcy Court Eastern District of Virginia Case No.: 22-11694 Debtor's Counsel: Justin P. Fasano, Esq. MCNAMEE HOSEA, P.A. 6411 Ivy Land, Ste. 200 Geenbelt, MD 20770 Tel: 301-441-2420 Email: jfasano@mhlawyers.com Total Assets: $0 Total Liabilities: $6,215,597 The petition was signed by Kelvin Smith as chief executive officer. 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/4IAMX5A/KTS_Solutions_Inc__vaebke-22-11694__0001.0.pdf?mcid=tGE4TAMA LACHAETINERIA LLC: Files for Chapter 11 Bankruptcy -------------------------------------------------- Lachaetineria LLC filed for chapter 11 protection in the Northern District of Georgia without stating a reason. According to court filings, Lachaetineria LLC estimates between $1 million to $10 million in debt owed to 1 to 49 creditors. The petition states that funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for Jan. 4, 2023, at 1:00 P.M. About Lachaetineria LLC Lachaetineria LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)). The company's principal asset is located at 2756 Calloway Court Duluth, GA 30097. Lachaetineria LLC filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-59772) on Dec. 2, 2022. In the petition filed by LaShonda Rawls, as manager, the Debtor reported assets and liabilities between $1 million and $10 million. The Debtor is represented by: Leslie M. Pineyro, Esq. Jones and Walden, LLC 2756 Calloway Court Duluth, GA 30097 LARRY BARBER: Taps Accounting & Business Partners as Accountant --------------------------------------------------------------- Larry Barber Enterprises, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Accounting & Business Partners to provide traditional bookkeeping, payroll, and accounting services. The firm will be paid as follows: -- traditional bookkeeping and payroll beginning Dec 1, 2022 will be billed at a flat rate of $5,200 per month; -- payroll services staring Jan. 1, 2023 will be billed at a flat rate of $975 per month; -- additional accounting services will be billed at an hourly rate of $75; and -- bankruptcy services will be billed at these hourly rates: a. Administrative services $45 b. Bookkeeping $75 c. Payroll & Tax services $125 d. CPA services $225 The firm requires a post petition retainer in the amount of $15,000. Accounting & Business Partners is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Andrea Bone, CPA Accounting & Business Partners 10730 102nd Ave Unit B Seminole, FL 33778 Phone: (727) 828-9945 Email: info@yourabpartners.com About Larry Barber Enterprises Established by Larry Barber, Larry Barber Enterprises Inc. is a full-service provider of tower civil design, construction and maintenance services across the United States, Puerto Rico, and the U.S. Virgin Islands. On the Web: http://www.larrybarberenterprises.com/ Larry Barber Enterprises sought bankruptcy protection under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-02083) on May 24, 2022, listing up to $50,000 in assets and up to $10 million in liabilities. Amy Denton Mayer has been appointed as Subchapter V trustee. Judge Caryl E. Delano oversees the case. Jake C. Blanchard, Esq., at Blanchard Law, P.A. is the Debtor's counsel. LIVEWELL ASSISTED: Asset Sale Proceeds to Fund Plan Payments ------------------------------------------------------------ Livewell Assisted Living, Inc., filed with the U.S. Bankruptcy Court for the Eastern District of North Carolina a Disclosure Statement describing Chapter 11 Plan dated December 5, 2022. The Debtor was the operator of a number of assisted living homes. Justin Beckett is the President of the Debtor. The Debtor's pre-bankruptcy operations were intertwined with the operations of its affiliated entities, Income Fund and Elder Care, such that it was difficult, if not impossible, to separate the assets and operations of such entities. The Trustee believes that the sale process that this Court approved generated the best possible outcome to the creditors of each of the Sellers is the sale of substantially all of the assets of the Sellers (collectively, the "Sale Assets"). The Plan proposes the distribution of proceeds from such sale, assets on hand, and recoveries/settlements from pending (or future) adversary proceedings. This Plan proposes to treat all creditors of the Debtor, Income Fund and Elder Care who hold valid claims as parties entitled to share in the distribution of assets under the Plan. The Trustee believes such treatment is necessary as it was a condition of the court-approved sale. Such treatment is also consistent with the pre-petition operations of the business enterprise. Prior to the sale, the Debtor's assets were encumbered by a first lien in favor of United States Small Business Administration ("SBA"). Based on the Proof of Claim (Claim #1) filed by the SBA on February 9, 2022, the SBA was owed $510,017.13 as of the Petition Date. The secured claim of the SBA is based on a loan ("SBA Loan") evidenced by a Note dated June 20, 2020, 1st Amendment to Note dated January 9, 2022, and all attendant and related loan documents (collectively, the "SBA Loan Documents"). As part of the sale, the SBA consented to the assumption by the Prevailing Bidder of all but $75,000.00 of the SBA Loan. Based on a sale price of $1,737,000.00 and with a payoff of $525,222.61 (including payment and assumption) as of the closing on November 30, 2022, the closing resulted in net proceeds of $1,211,777.39 being paid to the Trustee for the benefit of the Debtor. In addition to the sale proceeds, the Trustee has commenced certain adversary proceedings against certain merchant cash advance lenders ("MCA Lenders"). As of the date of this Disclosure Statement, the Trustee has reached settlements, subject to the approval of the Court, whereby certain of the MCA Lenders will pay at least $26,221.25 to the Debtor's estate. The Trustee anticipates additional recovery against the MCA Lenders. The Trustee also settled an Adversary Proceeding against Fourscore Business Law for the sum of $6,600.00. Except as otherwise provided in Section 1141 of the Bankruptcy Code, or the Plan, the payments and distributions made pursuant to the Plan will be in full and final satisfaction, settlement, release, and discharge, as against the Debtor, of any and all Claims against, and interests in, the Debtor, including, without limitation, any Claim or Equity Interest accrued or incurred on or before the Confirmation Date, whether or not (i) a proof of claim or interest is filed or deemed filed under section 501 of the Bankruptcy Code, (ii) such Claim or Equity Interest is allowed under section 501 of the Bankruptcy Code, or (iii) the holder of such Claim or Equity Interest has accepted the Plan. The Plan contemplates the inclusion of creditors of the Income Fund and Elder Care with the creditors of the Debtor for distributions under the Plan. The Trustee estimates that the total non-insider General Unsecured Claims will approximate $3,000,000 to 3,500,000.00 (subject to claim objections). That number is based on the Claims filed as of the date the Plan was filed, the Claims scheduled by the Debtor, claims of the Income Fund, and estimated deficiency claims. The last day for Creditors to file Claims was June 13, 2022 for non-governmental Creditors and August 6, 2022 for governmental Creditors. The Trustee reserves the right to object to any Claims. The Debtor's liabilities will be paid according to the priorities of the Bankruptcy Code, Orders of the Court, and the Plan. The Plan addresses the following types of Claims: * Administrative Expense Costs. Administrative costs are those costs and expenses of administering the Debtor's Chapter 11 case which are allowed. Administrative Expense Costs may also include the value of any goods sold to the Debtor in the ordinary course of business and received within 20 days before the date of the bankruptcy petition. * Priority Tax Claims: Priority tax claims are unsecured income, employment, and other taxes. Unless the holder of such a § 507(a)(8) priority tax claim agrees otherwise, it must receive the present value of such Claim, in regular installments paid over a period not exceeding 5 years. The Plan reserves the right to pay such claims on a shorter time period. * Classes of Secured Claims. Allowed Secured Claims are Claims secured by property of the Debtor's Bankruptcy Estate (or that are subject to setoff) to the extent allowed as Secured Claims under. If the value of the collateral or setoffs securing the Creditor's Claim is less than the amount of the Creditor's Allowed Claim, the deficiency will be classified as a general unsecured claim. * Classes of Priority Unsecured Claims. Certain priority Claims that are referred to in §§ 507(a)(1), (4), (5), (6), and (7) of the Bankruptcy Code are required to be placed in Classes. The Bankruptcy Code requires that each holder of such a Claim receive cash on the Effective Date equal to the allowed amount of such claim. However, a class of Priority Claims may vote to accept different treatment. * Class of General Unsecured Claims. General unsecured claims are not secured by property of the Bankruptcy Estate and are not entitled to priority. * Class of Equity Interest Holders. Equity interest holders are parties who hold an ownership interest in the Debtor. In a corporation, persons and/or entities holding preferred or common stock are equity interest holders. A full-text copy of the Disclosure Statement dated December 5, 2022, is available at https://bit.ly/3iS4zyn from PacerMonitor.com at no charge. Debtor's Counsel: Kevin L. Sink Waldrep Wall Babcock & Bailey, PLLC 3600 Glenwood, Suite 210 Raleigh, NC 27612 Tel: (919) 589-7985 Email: ksink@waldrepwall.com About Livewell Assisted Living Livewell Assisted Living, Inc., a part of the continuing care retirement communities industry, filed its voluntary petition for Chapter 11 protection (Bankr. E.D.N.C. Case No. 22-00264) on Feb. 7, 2022, listing up to $500,000 in assets and up to $10 million in liabilities. Justin Beckett, president, signed the petition. Judge David M. Warren oversees the case. Travis Sasser, Esq., at Sasser Law Firm, is the Debtor's legal counsel. LOTUS SKY: Court OKs Interim Cash Collateral Access --------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, authorized Lotus Sky, LLC to use cash collateral on an interim basis in accordance with the budget, with a 15% variance. An immediate and critical need exists for the Debtor to obtain funds to continue the operation of its business. New Millennium Bank may claim that substantially all of the Debtor's assets are subject to its Prepetition Liens as a secured lender. To the extent of any diminution in value in the Pre-Petition Collateral of the Secured Lender, New Millennium Bank is granted valid, binding, enforceable, and perfected liens co-extensive with the Secured Lender's pre-petition liens in all currently owned or hereafter acquired property and assets of the Debtor. The replacement liens granted are automatically perfected without the need for filing of a UCC-1 financing statement with the Secretary of State's Office or any other such act of perfection. The Debtor will pay the Secured Lender $4,000 on or before the 5th of each month starting in October 2022, as adequate protection for use of cash collateral. The final hearing on the matter is set for January 10, 2023 at 1:30 p.m. A copy of the order and the Debtor's budget is available at https://bit.ly/3uyfArv from PacerMonitor.com. The Debtor projects $40,000 in gross revenue and $34,718 in total expenses for one month. About Lotus Sky, LLC Lotus Sky, LLC operates as an OYO Hotel in Amarillo, Texas. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 22-31618) on September 2, 2022. In the petition signed by Kunal Patel, owner, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Michelle V. Larson oversees the case. Joyce Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC is the Debtor's counsel. MACTAVISH PUBS: Hires Herron Business Law as Bankruptcy Counsel --------------------------------------------------------------- MacTavish Pubs, Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to hire Herron Business Law as its bankruptcy counsel. The firm's services include: a. preparation of the bankruptcy petition and attendance at the first Meeting of Creditors; b. advising the Debtor with regard to its rights and obligations during the chapter 11 reorganization; c. representation of the Debtor with any motions to convert or dismiss the chapter 11; d. representation of the Debtor in relation to any motions for relief from stay filed by creditors; e. preparation of the Plan of Reorganization and Disclosure Statement; f. preparation of any objections to claims or secured status; and g. otherwise, representing the Debtor in general. The firm will be paid at these hourly rates: Matthew M. Herron, Esq. $360 Amy L. Buchanan, Esq. $265 Paralegal $130 Herron Business Law is a disinterested person as defined in Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Matthew M. Herron, Esq. Herron Business Law 607 College Street, Suite 101 Pittsburgh, PA 15232 Phone: (412) 395-6001 Email: mmh@thedebtdoctors.com About MacTavish Pubs acTavish Pubs Inc. is a Pub in Pittsburgh Pennsylvania. MacTavish Pubs, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 22-22310) on Nov. 21, 2022. The petition was signed by Andrew Topping as president. At the time of filing, the Debtor estimated up to $50,000 in assets and $1 million to $10 million in liabilities. Matthew M. Herron, Esq. at The Debtor Doctors, LLC represents the Debtor as counsel. MAD ENGINE: $275M Bank Debt Trades at 16% Discount -------------------------------------------------- Participations in a syndicated loan under which Mad Engine Global LLC is a borrower were trading in the secondary market around 84.3 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$275 million facility is a Term loan. The loan is scheduled to mature on July 16, 2027. About US$268 million of the loan is withdrawn and outstanding. Mad Engine is engaged in the design, manufacture and wholesale distribution of licensed and branded apparel to retailers throughout the United States. MARINER WEALTH: Moody's Affirms B1 CFR & Rates New $100MM Loan Ba3 ------------------------------------------------------------------ Moody's Investors Service affirmed Mariner Wealth Advisors, LLC's B1 Corporate Family Rating following the company's announced placement of a new $100 million non-fungible incremental first lien term loan B. The incremental loan, which matures on the same date as the company's existing first-lien term loan in August 2028, is assigned a Ba3 rating. The company is also upsizing its Ba3-rated credit facility by $25 million to $125 million. The credit facility remains undrawn. Concurrent with the incremental term loan, Leonard Green Partners is investing an additional $200 million cash equity into Mariner. Total debt, including the company's unrated $150 million second-lien term loan, rises to $820 million. Outlook remains stable. The following ratings actions were taken: Assignments: Issuer: Mariner Wealth Advisors, LLC Senior Secured First Lien Term Loan, Assigned Ba3 Affirmations: Issuer: Mariner Wealth Advisors, LLC Corporate Family Rating, Affirmed B1 Probability of Default Rating, Affirmed B1-PD Senior Secured First Lien Term Loan, Affirmed Ba3 Senior Secured First Lien Revolving Credit Facility, Affirmed Ba3 Outlook Actions: Issuer: Mariner Wealth Advisors, LLC Outlook, Remains Stable RATINGS RATIONALE Mariner's B1 CFR reflects its leading position as a consolidator of wealth advisors, its strong AUM resilience and organic growth rate, and its relatively high financial leverage, a product of its acquisition-driven strategy. The company has relied on a balanced use of debt, sponsor equity, and internally generated cash to support its acquisition strategy and grow its business since its founding in 2006. The Ba3 ratings on Mariner's first-lien loans are supported by Mariner's outstanding second lien term loan due 2029 (unrated), which acts as a loss-absorbing cushion in Mariner's capital structure. Were Mariner to further increase the size of its first lien loan without increasing the size of the second lien, the rating uplift on the first lien loan relative to the CFR could be eroded to the point where the first lien rating would fall back in line with the CFR. The incremental first lien loan increases the size of the first lien loans relative to the total debt, which has the effect of modestly reducing the support of the subordinated debt. Mariner's gross leverage of 6.8x pro forma LTM EBITDA will be elevated above the level Moody's might otherwise associate with an asset manager at its rating level. Nonetheless, the company's strong liquidity position, with cash of approximately $245 million remaining after funding its current acquisition pipeline, provides ratings stability. The company's financial flexibility is supported by Leonard Green Partner's additional commitment of $200 million cash equity. Cash will be equivalent to approximately two years of EBITDA. There have been no meaningful dividend distributions to owners, who continue to prioritize investment in the company's growth. Mariner's Q3 2022 acquisition of The Financial Services Network diversified further its sources of revenue. Rebranded as Mariner Advisor Network, it added approximately $28 billion to assets under administration and increased the range of services Mariner's existing service platform, Mariner Platform Solutions, provides to support the wealth management practice of non-affiliated RIAs. Mariner currently is active in 75 locations across the United States. The company's strong organic growth, which has exceeded 10 percent given the company's excellent client retention and sales record, could reduce leverage over time, as revenues grow, and the company invests in efficiencies that accelerate gains in operating leverage. However, Moody's noted the potential for slower growth, as Mariner confronts greater market volatility and prioritizes consolidation of its strong inorganic growth of recent years. Moody's expect Mariner will be an active participant in the ongoing consolidation of the wealth advisory industry, but with multiples for quality RIA acquisitions averaging 10x acquired EBITDA, Moody's do not expect significant deleveraging for the next 12 to 18 months. Marty Bicknell, a founder of Mariner and its CEO and president, has been instrumental in fashioning the firm's strategic objectives, and he maintains oversight of the firm's critical M&A program. Thus, Mariner is exposed to the "key person" risk that he might be unable to continue in his duties for any reason. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The factors that could lead to an upgrade of Mariner's rating include: 1) scale (net revenue) exceeding $400 million; 2) steady-state leverage multiple below 3.5x; and 3) pre-tax margins in excess of 15%. Conversely, factors that could lead to a downgrade included: 1) scale declining below $150 million; 2) leverage rising on decline in earnings, to exceed 6.0x; 3) breakdown of advisor and client retention metrics; and 4) sustained decline in wealth management fee rates or loss of pricing power. The last rating action on Mariner Wealth Advisors, LLC was April 27, 2022 when Moody's assigned ratings to Mariner's incremental first lien term loan facilities due 2028. Mariner Wealth Advisors, LLC is a national wealth advisory firm founded in 2006 with $95.8 billion of assets under management and advisement as of September 30, 2022. The principal methodology used in these ratings was Asset Managers Methodology published in November 2019. MARINER WEALTH: S&P Assigns 'B-' Rating on New $100MM Term Loan B ----------------------------------------------------------------- S&P Global Ratings assigned its 'B-' issue rating to Mariner Wealth Advisors LLC's (B-/Stable/--) proposed $100 million nonfungible term loan B due 2028. S&P's recovery rating on the company's first-lien debt (including the proposed issuance) remains '4' (45%), indicating its expectation for an average recovery in the event of a default. In conjunction with the proposed issuance, Mariner will receive a $200 million new cash equity investment from its sponsor, Leonard Green & Partners (LPG), bringing the sponsor's stake in the company to 43%. The company will also upsize its revolver to $125 million from $100 million, increase the springing financial covenant revolver utilization threshold to 40% from 35%, and increase the revolver's first-lien net leverage financial covenant to 7.0x from 6.5x. The revolver is currently undrawn. S&P expects Mariner to remain acquisitive in 2023 and use the proceeds from the proposed transaction to fund acquisitions of registered investment advisers. Pro forma for the transaction, we expect Mariner to continue to operate with weighted average EBITDA interest coverage above 1.5x and debt to EBITDA above 5.0x, per S&P Global Ratings' calculations. Liquidity is adequate, bolstered by the additional investment from LPG. S&P could lower the rating if operating performance deteriorates such that interest coverage converges to 1.5x or if liquidity becomes strained. MARY A II: Jeffrey Tennis Selected as Committee Chairperson ----------------------------------------------------------- The U.S. Trustee for Region 21 announced that Jeffrey Tennis has been selected as chairperson of the official committee of unsecured creditors appointed in the Chapter 11 case of The Mary A II, LLC. The current members of the committee are: 1. Jeffrey A. Tennis 15 Tennis Court Lititz, PA 17543 Phone: 717-368-8630 Email: jtennis@ptd.net 2. Dana Bradley Erndit, LLC 7428 Waterview DR Cornelius, NC 28031 Phone: 704-236-2357 Email: Dana@performanceholdings.com 3. Keith Snyder 900 Northside Ct., Apt. 921 Lititz, PA 17543 Phone: 717-898-2835 Email: Kamesnyder@gmail.com 4. Paul C. Drago 1004 Harbor Oaks Drive Charleston, SC 29412 Phone: 803-567-0150 Email: dragomdnc@aol.com 5. Amarpreet Singh Malik Garment District Holdings, LLC La Canada, CA 91011 Phone: 818-631-2627 Email: Amarsmalik@gmail.com About The Mary A II The Mary A II, LLC, a company based in Tampa, Fla., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-01177) on March 25, 2022, with as much as $10 million in both assets and liabilities. Ruediger Mueller serves as Subchapter V trustee. Judge Caryl E. Delano oversees the case. Alberto F. Gomez, Jr., Esq., at Johnson Pope Bokor Ruppel & Burns, LLP serves as the Debtor's legal counsel and William Long, Jr. at Jonah Consulting Group, LLC, serves as is chief restructuring officer. The U.S. Trustee for Region 21 appointed an official committee of unsecured creditors in the Debtor's Chapter 11 case on Nov. 22, 2022. The committee is represented by Trenam, Kemker, Scharf, Barkin, Frye, O'Neill & Mullis, P.A. MBMK PROPERTY: Seeks to Hire Foehl & Eyre as Bankruptcy Counsel --------------------------------------------------------------- MBMK Property Holdings LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to employ The Law Offices of Foehl & Eyre, P.C. as its counsel. The firm's services include: a. analysis of the Debtor's financial situation, and rendering advice to the Debtor in determining strategies and actions to be taken in the bankruptcy; b. preparation and filing of any, schedules, statements of affairs, plan of reorganization and other documents, motions, applications or pleadings which may be required after commencement of the case; c. representation at the meeting of creditors and confirmation hearing and any adjourned hearings thereof; d. representation of the Debtor in adversary proceedings and other contested bankruptcy matters; and e. other actions, advice and legal services beneficial to the Debtor. The firm will be paid at these rates: Shareholders/Counsel $250 - $350 per hour Associates $150 - $250 per hour Paralegal/Law Clerk $50 - $100 per hour The firm received a retainer in the amount of $5,000. Robert B. Eyre, Esq., a shareholder of Foehl & Eyre, 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: Robert B. Eyre, Esq. Law Offices of Foehl & Eyre, PC 432 North Easton Road Glenside, PA 19038 Phone: (610)-566-5926, ex. 115 Email: rob@foehllaw.com About MBMK Property Holdings MBMK Property Holdings LLC is a limited liability company in Pennsylvania. MBMK Property Holdings LLC filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 22-13121) on Nov. 21, 2022. In the petition filed by Mohsin Khawaja, as secretary and member, the Debtor reported assets and liabilities between $1 million and $10 million each. MBMK Property Holdings, LLC previously filed for bankruptcy (Bankr. E.D. Pa. Case No. 21-10332) on Feb. 10, 2021. At the behest of the United States Trustee, the case was dismissed by the Hon. Magdeline D. Coleman on Jan. 25, 2022. Judge Coleman presides over the 2022 case. In the 2022 case, the Debtor is represented by Robert B. Eyre, Esq. at the Law Offices of Foehl & Eyre, PC. MEDLY HEALTH: Case Summary & 30 Largest Unsecured Creditors ----------------------------------------------------------- Lead Debtor: Medly Health Inc. 7088 Winchester Circle Suite 100 Boulder, CO 80301 Business Description: The Debtors operate four full service digital pharmacies, 21 brick-and- mortar, full-service specialty pharmacies serving 20 markets across nine states, and one health and wellness store in Seattle, Washington. The Debtors also operate an e- commerce business through the "Pharmaca.com" site. The Debtors offer orchestrated consumer services such as delivery, prior authorization coordination, copay management, refill management, and much more. Chapter 11 Petition Date: December 9, 2022 Court: United States Bankruptcy Court District of Delaware Thirty-two affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Medly Health Inc. (Lead Debtor) 22-11257 Care Well Pharmacy, Inc. 22-11258 Grubbs Care Pharmacy NW Inc. 22-11259 Marg Pharmacy, Inc. 22-11260 Medly Atlanta Inc. 22-11261 Medly Enterprise LLC 22-11262 Medly Baltimore Inc. 22-11263 Medly Queens Inc. 22-11264 Medly Bedford Ave Pharmacy Inc. 22-11265 Medly Grand Central Inc. 22-11266 Medly Raleigh Inc. 22-11267 Medly Bristol Inc. 22-11268 Medly Bronx Inc. 22-11269 Medly San Antonio Inc. 22-11270 Medly Houston Inc. 22-11271 Medly Chicago Inc. 22-11272 Medly Dallas Inc. 22-11273 Medly Jersey City Inc. 22-11274 Medly Stamford Inc. 22-11275 Medly DC Inc. 22-11276 Medly Orlando Inc. 22-11277 Medly Tampa Inc. 22-11278 Medly Mail Service Pharmacy LLC 22-11279 Medly UCHC Pharmacy Inc. 22-11280 Medly Utah Inc. 22-11281 Medly Miami Inc. 22-11282 Medly Pharmacy Inc. 22-11283 Pharmaca Integrative Pharmacy, Inc. 22-11284 Medly Pharmacy PA Inc. 22-11285 Tango340B LLC 22-11286 Medly Pittsburgh Inc. 22-11287 West Campbell Pharmacy Inc. 22-11288 Debtors' Bankruptcy Counsel: Laura Davis Jones, Esq. David M. Bertenthal, Esq. Timothy P. Cairns, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, Delaware 19899-8705 Tel: 302-652-4100 Fax: 302-652-4400 Email: ljones@pszjlaw.com dbertenthal@pszjlaw.com tcairns@pszjlaw.com Debtors' Claims & Noticing Agent: EPIQ CORPORATE RESTRUCTURING, LLC Estimated Assets: $100 million to $500 million Estimated Liabilities: $100 million to $500 million The petitions were signed by Richard S. Willis as chief executive officer & chief financial officer. Full-text copies of five of the Debtors' petitions are available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/LO2F7GI/Medly_Health_Inc__debke-22-11257__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/XGUL3TA/Care_Well_Pharmacy_Inc__debke-22-11258__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/XN653EI/Grubbs_Care_Pharmacy_NW_Inc__debke-22-11259__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/AWOOVOY/Marg_Pharmacy_Inc__debke-22-11260__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/A4V2FNY/Medly_Atlanta_Inc__debke-22-11261__0001.0.pdf?mcid=tGE4TAMA Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Cardinal Health Trade Debt $9,999,983 7000 Cardinal Place Dublin, OH 43017 Tel. (614) 757-5000 Email: GMB-FSSW-PD- Vendor_M@cardinalhealth.com 2. Anda Inc Trade Debt $1,225,240 420 Montgomery Street San Francisco, CA 94104 David Swanson Email: David.Swanson@andanet.com 3. Morgan Lewis & Bockius LLP Professional $1,063,361 One Federal Street Fees Boston, MA 2110 Tatiana Savin Email: tatiana.savin@morganlewis.com 4. JA Carpentry Inc. Leasehold $1,059,991 150 English Street Improvements Hackensack, NJ 7601 Jim Agresta Email: jim@jacbuild.com 5. Workday Inc. Saas $891,897 PO Box 886106 Subscription Los Angeles, CA 90088 Seslie Sisneros Email: seslie.sisneros@workday.com 6. Seqirus Trade Debt $830,292 PO Box 745986 Atlanta, GA 30374 Sara Flubacher Email: sara.flubacher@seqirus.com 7. New York City Health and 340B $661,369 Hospital (2220) Reimbursement c/o RxStrategies 1900 Glades Road, Boca Raton, FL 33431 Casey McLennan Email: cmclennan@rxstrategies.com 8. ZS Associates, Inc. Professional $562,000 1560 Sherman Avenue Fees Evanston, IL 60201 Peter Manoogian Email: peter.manoogian@zs.com 9. Natural Factors Trade Debt $520,835 14224 167th Ave. SE Monroe, WA 98272-2810 Estela Alcaraz Email: ealcaraz@factorsgroup.com 10. Uniweb Inc. Furniture & $506,112 222 S Promenade Ave Fixtures Corona, CA 92879 Marie Dare Email: mdare@uniwebinc.com 11. Garden of Life Trade Debt $426,852 4200 Northcorp Parkway, Ste 200 Palm Beach Gardens, FL 33410 Gertrude Morrow Email: gmorrow@gardenoflife.com 12. New Chapter Trade Debt $419,042 PO Box 6055 Brattleboro, VT 05302-6055 Joanne Scott Email: jscott@new-chapter.com 13. Nordic Naturals Trade Debt $404,295 P.O. Box 45845 San Francisco, CA 94145-0845 Jeannie Durksen Email: jdurksen@nordic.com 14. Impact Tech, Inc. Professional $402,981 223 E. De La Guerra Street Fees Santa Barbara, CA 93101 Erik Jacobsen Email: erik.jacobsen@impact.com 15. Hudson River Healthcare 340B $356,406 248 West 35th Street Reimbursement New York, NY 10001 Dora Badics Email: dbadics@rxstrategies.com 16. Zendesk, Inc Saas $346,975 989 Market St Subscription San Francisco, CA 94103 Belen Martinez Email: belen.martinez@zendesk.com 17. Pure Encapsulation Trade Debt $323,414 112 Technology Drive Pittsburgh, PA 15275 Jessica Colbert Email: jcolbert@atrium-innovations.com 18. Brightpoint Health 340B $308,293 71 W 23rd Street Reimbursement New York, NY 10001 Dora Badics Email: dbadics@rxstrategies.com 19. Jarrow Formulas Trade Debt $294,808 PO Box 51916 Los Angeles, CA 90051-6216 Email: monira@vytalogy.com 20. CuraScript SD Trade Debt $282,121 PO Box 978510 Dallas, TX 75397 Luisa Olan Email: lolan2@curascript.com 21. LinkedIn Professional $280,084 GF 11, Park Avenue, Parimal Fees Gardens Cross Road, Ellisbridge Ahmedabad, Gujarat 380006 Francis Valderama Email: fvalderama@linkedin.com 22. Sun River Health 340B $276,038 1037 Main St. Reimbursement Peekskill, NY 10566 Dora Badics Email: dbadics@rxstrategies.com 23. Dr. Hauschka Skin Care Trade Debt $270,160 79 Main Street Hartfield, MA 01038 Kate Martin Email: KateM@drhauschka.com 24. Gaia Herbs Inc. Trade Debt $269,260 P.O. BOX 639306 Cincinnati, OH 45263-930 Misty A. Worley Email: maw@gaiaherbs.com 25. Anro Inc. Storage Fees $248,690 931 S. Matlack Street West Chester, PA 19382 Jeanne Detwiler Email: jeanne.detwiler@anro.com 26. Fungi Perfecti, LLC Trade Debt $248,686 P.O. Box 7634 Olympia, WA 98507 Kay Briggs Email: kay.b@fungi.com 27. Mintz, Levin, Professional $233,200 Cohn, Ferris, Fees Glovsky & Popeo P.C. PO Box 4539 Boston, MA 02212 Samuel Effron Email: LMMoldawer@mintz.com 28. Avtex Solutions LLC Utilities $229,866 PO Box 85660 Minneapolis, MN 55485 Michelle Doy Email: lweierke@Avtex.com 29. Thorne Research Inc. Trade Debt $222,552 620 Omni Industrial Blvd Summerville, SC 29486 Shelli Vaughn Email: SVaughn@thorne.com 30. Zufall Health Center Inc. 340B $220,836 18 W Blackwell St Reimbursement Dover, NJ 7801 Tel: (973) 328-9100 Fax: (973) 328-9101 MERCURITY FINTECH: Closes $5 Million Pipe Financing --------------------------------------------------- Mercurity Fintech Holding Inc. said it entered into a Securities Purchase Agreement with two investors to offer and sell the Company's units, each consisting of one ordinary share and three warrants for total gross proceeds of $5 million. Net proceeds from the PIPE financing are expected to be used to advance the Company's business development activities for working capital and other general corporate purposes. Among other purposes, the Company intends to use part of the proceeds to grow its cryptocurrency consultation services in the U.S., including obtaining the "BitLicense" from New York State Department of Financial Services for digital currency related activities although the Company cannot provide any assurance on actually obtaining the "BitLicense" in the near future or at all. "We thank our investors for their confidence in the broad potential of the Company and their support that allows us to accelerate the development of the existing pipeline and further expand the platform," said the CEO of the Company Shi Qiu. Pursuant to the SPA, the Company shall issue an aggregate of 3,676,470,589 units at a purchase price of $0.00136 per unit for a total of approximately $5,000,000. Each unit shall consist of one ordinary share and three warrants, with each warrant entitling the investor to purchase one ordinary share at the exercise price of $1/360th per ordinary share subject to certain adjustments and conditions set forth therein. The warrants shall have a term of three years from the issuance date. In connection with the consummation of the PIPE offering, the Company shall pay its financial advisor up to $250,000 out of the gross proceeds as compensation for the advisor's business and financial advisory services. The securities described above were sold in a private placement and have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or an applicable exemption from such registration requirements. About Mercurity Formerly known as JMU Limited, Mercurity Fintech Holding Inc. is a digital fintech group powered by blockchain technology. The Company's primary business scope includes digital asset trading, asset digitization, cross-border remittance and other services, providing compliant, professional, and highly efficient digital financial services to its customers. The Company recently began to narrow in on Bitcoin mining, digital currency investment and trading, and other related fields. This shift has enabled the company to deepen its involvement in all aspects of the blockchain industry, from production to circulation. Mercurity reported a net loss of $20.75 million for the year ended Dec. 31, 2021, a net loss of $1.65 million for the year ended Dec. 31, 2020, a net loss of $1.22 million for the year ended Dec. 31, 2019, a net loss of $123.24 million for the year ended Dec. 31, 2018, and a net loss of $161.90 million for the year ended Dec. 31, 2017. METAL BENDERS: Seeks Approval to Hire Jones & Walden as Counsel --------------------------------------------------------------- Metal Benders USA, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire Jones & Walden, LLC as its legal counsel. The firm's services include: (a) preparing pleadings and applications; (b) conducting examination; (c) advising the Debtor of its rights, duties and obligations; (d) consulting with and representing the Debtor with respect to a Chapter 11 plan; (e) performing legal services incidental and necessary to the day-to-day operations of the Debtor's business; and (f) taking all other actions incident to the proper preservation and administration of the Debtor's estate and business. The firm will be paid at these rates: Attorneys $225 - $425 per hour Paralegals $110 - $250 per hour Cameron McCord, Esq., a partner at Jones & Walden, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Cameron M. McCord, Esq. Jones & Walden, LLC 699 Piedmont Ave NE Atlanta, GA 30308 Phone: (404) 564-9300 Email: cmccord@joneswalden.com About Metal Benders USA Metal Benders USA is engaged in the manufacturing of steel products from purchased steel. Metal Benders USA LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-21201) on Nov. 23, 2022. The petition was signed by Harold Lerner as manager. At the time of filing, the Debtor estimated up to $50,000 in assets and $1 million to $10 million in liabilities. Cameron M. McCord, Esq. at JONES & WALDEN, LLC represents the Debtor as counsel. MICHIGAN MEDICAL: Seeks to Hire Osipov Bigelman as Legal Counsel ---------------------------------------------------------------- Michigan Medical Hemp, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to hire Osipov Bigelman, P.C. as its counsel. The firm will represent and assist the Debtor in all facets of this case. The firm received a retainer in the amount of $12,500. The firm will be paid at these rates: Jeffrey H. Bigelman, Esq. $400/hour Yuliy Osipov, Esq. $400/hour Anthony Miller, Esq. $350/hour David P. Miller, Esq. $325/hour Thomas DeCarlo, Esq. $350/hour Paralegal $125/hour The partners and associates of Osipov Bigelman, P.C. are disinterested pursuant to Sec. 101(14) of the Code, as disclosed in the court filings. The firm can be reached through: Jeffrey H. Bigelman, Esq. Osipov Bigelman, P.C. 20700 Civic Center Dr., Ste. 420 Southfield, MI 48076 Tel: (248) 663-1800 Fax: (248) 663-1801 Email: jhb_ecf@osbig.com About Michigan Medical Hemp Michigan Medical Hemp, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 22-21106) on Nov. 5, 2022, listing $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Daniel S Oppermanbaycity presides over the case. Jeffrey H. Bigelman, Esq. at Osipov Bigelman, P.C. represents the Debtor as counsel. MINERVA RESOURCES: Seeks More Time to File Bankruptcy Plan ---------------------------------------------------------- Minerva Resources, LLC and Cronus Mineral Holdings, LLC asked the U.S. Bankruptcy Court for the Southern District of Texas to extend the exclusivity period to file a Chapter 11 plan to March 8, 2023, and the period to solicit votes on the plan to May 8, 2023. Under U.S. bankruptcy rules, companies in Chapter 11 protection have the sole right to craft and formally propose turnaround plans unless a judge strips them of that right. The companies will use the extension to fully implement a sale process and negotiate and finalize a liquidating plan, according to their attorney, Aaron Power, Esq., at Porter Hedges, LLP. About Minerva Resources Minerva Resources LLC was formed for the purpose of owning non-operated working interests in various oil and gas assets. Cronus Mineral Holdings, LLC was formed for the purpose of holding certain overriding royalty interests in oil and gas properties. Cronus is also one of the owners of the company that manages Minerva. Minerva Resources and affiliate Cronus Mineral Holdings sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-32291) on Aug. 11, 2022. At the time of the filing, Minerva Resources listed as much as $50 million in both assets and liabilities while Cronus Mineral Holdings listed up to $1 million in assets and up to $50,000 in liabilities. Judge Christopher M. Lopez oversees the cases. The Debtors tapped Porter Hedges, LLP as bankruptcy counsel, Ahmad Zavitsanos & Mensing, PC as special counsel, and MACCO Restructuring Group, LLC as financial advisor. Drew McManigle, managing director at MACCO, serves as the Debtors' chief restructuring officer. EnergyNet.com, LLC has been tapped to preform sales brokerage and consulting services for the disposition of the Debtors' assets. MOHEGAN TRIBAL: May Restate Previously Filed Financial Statements ----------------------------------------------------------------- Management and the Audit Committee of the Management Board of the Mohegan Tribal Gaming Authority determined that Mohegan's unaudited financial statements included in the Company's Quarterly Reports on Form 10-Q for the periods ended Dec. 31, 2021, March 31, 2022, and June 30, 2022 originally filed with the U.S. Securities and Exchange Commission on Feb .9, 2022, May 12, 2022, and Aug. 11, 2022, respectively, do not reflect the correct estimated fair value of the warrant and put option liability in connection with the Company's MGE Korea Term Loan (disclosed in Note 2 of its Original Reports). Mohegan stated in a Form 8-K filed with the Securities and Exchange Commission that, "We have not yet determined if correcting these errors will have a material impact on any of our Original Reports, but it may be necessary to restate our unaudited financial statements included in our Quarterly Reports on Form 10-Q for the periods ended December 31, 2021, March 31, 2022, or June 30, 2022, as applicable, if there has been a material impact in any of those periods. If we are required to restate any of our Original Reports, (1) we expect that there would be an impact to net income for each of these periods; (2) we expect that there would be no impact to net revenues for any of these periods; and (3) we expect that any impact on income from operations, Adjusted EBITDA, or net cash flows provided by operating activities for any of these periods would be immaterial." In connection with the corrections discussed above, management has also determined that a review of the effectiveness of the Company's internal control over financial reporting is now warranted, which may result in a change to previously reported conclusions, including a conclusion that there is a significant deficiency or a material weakness regarding the fair value measurement of the warrant and put option liability. The Company currently does not anticipate that the matters referenced above will have an effect on its ability to file its Annual Report on Form 10-K for the fiscal year ended Sept. 30, 2022, in a timely manner. About Mohegan Gaming Mohegan Tribal Gaming Authority d/b/a Mohegan Gaming & Entertainment is a master developer and operator of premier global integrated entertainment resorts, including Mohegan Sun in Uncasville, Connecticut, Inspire in Incheon, South Korea and Niagara Casinos in Niagara, Canada. MGE is owner, developer, and/or manager of integrated entertainment resorts throughout the United States, including Connecticut, New Jersey, Washington, Pennsylvania, Louisiana, as well as Northern Asia and Niagara Falls, Canada, and coming soon pending regulatory approval, Las Vegas, Nevada. MGE is owner and operator of Connecticut Sun, a professional basketball team in the WNBA and New England Black Wolves, a professional lacrosse team in the National Lacrosse League. For more information on MGE and its properties, visit www.mohegangaming.com. Mohegan Gaming reported net income of $7.35 million for the year ended Sept. 30, 2021, a net loss of $162.02 million for the year ended Sept. 30, 2020, and a net loss of $2.37 million for the year ended Sept. 30, 2019. As of March 31, 2022, the Company had $3.09 billion in total assets, $3.28 billion in total liabilities, and a total capital of ($188.95) million. * * * As reported by the TCR on Feb. 4, 2021, Moody's Investors Service upgraded Mohegan Tribal Gaming Authority's ("MTGA") Corporate Family Rating to Caa1 from Caa2 and Probability of Default Rating to Caa1-PD from Caa2-PD. The upgrade considers that on January 26, MTGA closed on a refinancing that had a meaningful positive impact on the company's liquidity. MOHEGAN TRIBAL: Signs $475 Million Note Exchange Agreement ---------------------------------------------------------- Mohegan Tribal Gaming Authority said it has entered into an agreement providing for the exchange of approximately $475 million in aggregate principal amount of the Company's outstanding 7.875% senior notes due 2024 held by an existing investor and its affiliates for approximately $500 million in aggregate principal amount of new Mohegan 13.25% senior unsecured notes due 2027. On Nov. 29, 2022, Mohegan entered into a private exchange agreement with an investor pursuant to which Mohegan will exchange approximately $475 million in aggregate principal amount of the Old Notes held by such investor and its affiliates for New Notes at a ratio of $1,052.63 principal amount of New Notes for each $1,000.00 principal amount of Old Notes, plus accrued and unpaid interest on the exchanged Old Notes up to but not including the date of the exchange. The New Notes will be guaranteed on an unsecured, senior basis by all of Mohegan's existing subsidiaries that guarantee the Old Notes, plus certain future subsidiaries that guarantee other indebtedness of Mohegan or incur indebtedness in excess of $25.0 million. The New Notes will mature on Dec. 15, 2027 and bear interest at a rate of 13.25% per annum, payable semiannually in arrears on June 15 and December 15 of each year, commencing on June 15, 2023. The New Notes will be redeemable by the Company at a price equal to 100% of the principal amount thereof through June 15, 2024 and at specified, fixed premiums thereafter, in each case with accrued and unpaid interest thereon. The Exchange Agreement provides for settlements in December 2022 and January 2023, subject to the satisfaction or waiver of the conditions set forth in the Exchange Agreement. Pursuant to the Exchange Agreement, the investor has agreed to deliver to the trustee for the Old Notes a written consent providing for, among other things, the amendment of certain covenants governing the Old Notes, subject to the initial settlement of the Notes Exchange, and the elimination of substantially all of the restrictive covenants and certain events of default contained in the indenture governing the Old Notes, subject to the final settlement of the Notes Exchange. A supplemental indenture relating to such amendments is expected to be entered into with the trustee in respect of the Old Notes simultaneously with the initial closing of the Notes Exchange. The New Notes will be general unsecured senior obligations of the Company and will rank equally in right of payment with all of the Company's other senior indebtedness from time to time outstanding and senior in right of payment to all of the Company's indebtedness from time to time outstanding that is expressly subordinated in right of payment to the New Notes. Mohegan has not registered, and does not currently intend to register, the New Notes under the U.S. Securities Act of 1933, as amended, or under any state securities laws, and the New Notes will be issued in a private transaction in reliance on an exemption from the registration requirements of the Securities Act. The New Notes may not be offered, sold or otherwise transferred within the United States or to or for the account or benefit of any U.S. person, absent registration or an applicable exemption from registration requirements. About Mohegan Gaming Mohegan Tribal Gaming Authority d/b/a Mohegan Gaming & Entertainment is a master developer and operator of premier global integrated entertainment resorts, including Mohegan Sun in Uncasville, Connecticut, Inspire in Incheon, South Korea and Niagara Casinos in Niagara, Canada. MGE is owner, developer, and/or manager of integrated entertainment resorts throughout the United States, including Connecticut, New Jersey, Washington, Pennsylvania, Louisiana, as well as Northern Asia and Niagara Falls, Canada, and coming soon pending regulatory approval, Las Vegas, Nevada. MGE is owner and operator of Connecticut Sun, a professional basketball team in the WNBA and New England Black Wolves, a professional lacrosse team in the National Lacrosse League. For more information on MGE and its properties, visit www.mohegangaming.com. Mohegan Gaming reported net income of $7.35 million for the year ended Sept. 30, 2021, a net loss of $162.02 million for the year ended Sept. 30, 2020, and a net loss of $2.37 million for the year ended Sept. 30, 2019. As of March 31, 2022, the Company had $3.09 billion in total assets, $3.28 billion in total liabilities, and a total capital of ($188.95) million. * * * As reported by the TCR on Feb. 4, 2021, Moody's Investors Service upgraded Mohegan Tribal Gaming Authority's ("MTGA") Corporate Family Rating to Caa1 from Caa2 and Probability of Default Rating to Caa1-PD from Caa2-PD. The upgrade considers that on January 26, MTGA closed on a refinancing that had a meaningful positive impact on the company's liquidity. MONSTER INVESTMENTS: Bid to Use Cash Collateral Denied ------------------------------------------------------ The U.S. Bankruptcy Court for the District of Maryland, Greenbelt Division, denied the motion to use cash collateral filed by Monster Investment, Inc., LLC as the case has been dismissed. As previously reported by the Troubled Company Reporter, the Debtor sought to use cash collateral to continue and maintain the operation of its business. WCP Fund I LLC, as servicer for LH-NPABS Income Owner Trust, Cayman LLC, 1Sharpe Opportunity Intermediate Trust, and potentially other entities, is the beneficiary of Deeds of Trust on the properties owned by the Debtor, including the Shelton Properties, which are a combination of end and center unit townhomes. WCP is also the beneficiary of a Deed of Trust on the Debtor's real property located at 3781 Red Berry Drive, Pt. Republic, MD 20676. The Red Berry Property is a single-family home on 2.5 acres of land with 2,428 square feet of above ground living space and no finished basement. The Debtor's case was precipitated by the Debtor's discovery that several real estate settlements conducted by Soledad Herrera and Avance Title Company had been closed without in a manner inconsistent with directions provided by the lenders and in a manner that was inconsistent with the documented transactions. In light of the complex web of fraud committed by Avance Title, and to avoid any appearance of bias in the resolution of claim validity and seniority or competing liens, on May 27, 2022, the Debtor took the highly unusual step of asking the Court to appoint an examiner in its own case to investigate the real estate transactions and led by Avance Title and to provide a report that would identify claims and targets of those claims to allow those claims to be pursued against appropriate parties, whoever they may be. Until the Examiner is appointed and completes its work, the Debtor, the various parties-in-interest and the Court cannot be sure which real estate transactions are genuine and which are void, and the Debtor cannot determine what claims need to be pursued for the benefit of the estate. Because the Debtor, through no fault of its own, does not know who to pay, what amounts to pay, and what creditors are actually secured or unsecured, it is impossible for the Debtor to propose a suitable and equitable Plan until the creditors' competing claims are resolved by the Examiner. A copy of the order is available at https://bit.ly/3iNKiKq from PacerMonitor.com. About Monster Investments Monster Investments, Inc. is a Hughesville, Md.-based company primarily engaged in renting and leasing real estate properties. It is the fee simple owner of 28 real properties in Maryland and Florida having an aggregate value of $9.95 million. Monster Investments filed its voluntary petition for Chapter 11 protection (Bankr. D. Md. Case No. 21-16592) on Oct. 19, 2021, listing $10,018,848 in assets and $16,529,878 in liabilities. Donald Bernard, president, signed the petition. Judge Lori S. Simpson oversees the case. Michael G. Wolff, Esq., at Wolff & Orenstein, LLC represents the Debtor as legal counsel. On November 17, 2022, the Court entered a Consent Order Dismissing Case. MONTROSE MULTIFAMILY: Court OKs Cash Collateral Access Thru Dec 19 ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, authorized Montrose Multifamily Members, LLC and affiliates to use cash collateral on an interim basis in accordance with the budget. The Debtors require the use of cash collateral in which DLP Capital Servicing LLC may assert an interest, in order to continue its ordinary course business operations and to maintain the value of their bankruptcy estate. DLP is the servicer for lender DLP Lending Fund, LLC, DLP Housing Loans, LLC, DLP Income & Growth Fund LLC, and its related entities. The Debtors are permitted to use cash collateral from December 1 through December 19, 2022, solely to pay the expenses described in the expenditures contained in the budget, with a 15% variance. As adequate protection, DLP Capital is granted valid, binding, enforceable, and automatically perfected replacement security interests in, and liens upon all of the Debtor's assets. To the extent of Diminution of Value, if any, of their respective interests in the cash collateral, and subject to the Carve-Out, DLP Capital is granted, in addition to claims under section 503(b) of the Bankruptcy Code, an allowed superpriority administrative expense claim against each Debtor and its respective estate pursuant to the fullest extent provided for in section 507(b) of the Bankruptcy Code. DLP Capital will also be provided adequate protection payments. A final hearing on the matter is set for December 19, 2022 at 1:30 p.m. A copy of the order and the Debtor's budget is available at https://bit.ly/3VMnHfW from PacerMonitor.com. The Debtor projects $210,916 in total income and $199,473 in total operating expenses. About Montrose Multifamily Members, LLC Montrose Multifamily Members, LLC own and manage 14 multifamily apartment complexes in the Montrose neighborhood of Houston, Texas. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-90323) on October 4, 2022. In the petition signed by Christopher Bran, managing partner, the Debtor disclosed up to $10 million in both assets and liabilities. Judge David R. Jones oversees the case. Susan Tran Adams, Esq., at Tran Singh, LLP, is the Debtor's counsel. Attorneys for DLP Capital LLC, as servicer for DLP Lending Fund, LLC, DLP Housing Loans, LLC, DLP Income & Growth Fund, LLC, are Lloyd Andrew Lim, Esq., Rachel Thompson Kubanda, Esq., and James Eric Lockridge, Esq. at KEAN MILLER LLP. MORA HOUSE: Unsecureds Will Get 100% of Claims in Sale Plan ----------------------------------------------------------- Mora House One, LLC, filed with the U.S. Bankruptcy Court for the Northern District of California a Plan of Reorganization and a Disclosure Statement. On Oct. 7, 2022, the Debtor filed the instant Chapter 11 case to stop the attempted foreclosure of the real property located at 10718 Mora Drive, Los Altos, CA 94024 ("Property") by his senior mortgage holder, OKOA Capital LLC. Mr. Vaughn, the sole member and manager of the LLC, was appointed as the responsible individual for Debtor and has managed Debtor since the filing of the Chapter 11 Petition. Mr. Vaughn is the only insider of the Debtor. The Debtor had previously filed a Chapter 11 under FRE 355 Investment Group, LLC, case number 20-50628, on April 13, 2020 that was consolidated with case number 20-50631, titled In Re Mora House, LLC. The prior Chapter 11 case not successful due to the value of the Property at that time and an aggressive predatory (negative amortization) first lien creditor. The Property located at 10718 Mora Drive, Los Altos, CA 94024 is valued at -$25,000,000 based on an appraisal dated May 21, 2022. Regardless, in order to sell as quickly as possible, the Debtor plans to list the Property for significantly less. Class 3 consists of General Unsecured Claims. Creditors will receive 100 percent of their allowed claims in 1 payment made at the close of escrow upon the sale of the Property. This class is impaired and is entitled to vote on confirmation of the Plan with exception to creditor Melvin Vaughn who is an insider of the Debtor and is not entitled to vote. * Simon Yiu (general unsecured creditor who is currently suing the Debtor and its principal in State Court for Breach of Contract) with $860,000.00 amount of claim. To be paid in full upon sale of Property. * Melvin Vaughn (not entitled to vote as an insider-personal loan provided to Debtor) with $500,000.00 amount of claim. To be paid in full upon sale of Property. * Melvin Vaughn (not entitled to vote as an insider-attorney and court filing fee) with $13,738.00 amount of claim. To be paid in full upon sale of Property. Class 4 consists of Equity Interest Holder Mr. Melvin Vaughn who is 100% of the subject LLC. Shall be entitled to the net funds after sale of the subject property and after ordinary and necessary expenses and plan payments Payments and distributions under the Plan will be funded by the sale of the Property. The Debtor's Manager resides in Los Altos Hills, California next to the Property and is managing the Property almost daily to ensure its safety/preservation. The Debtor wants nothing more than to sell the Property as he is owed money (personal money that he saved) by the Debtor and also dedicated a significant amount of time, energy, and effort in developing this estate for sale. The Debtor understands that this his last opportunity to sell and pay off the creditors and walk with a likely decent profit and so he's working hard towards that goal. Creditors should take this into account as they are voting on the proposed Plan. Only recently two other similar estates sold for above $20,000,000 and this large estate market is not affected by the Federal interest rates as the buyers generally offer cash/no financing. A full-text copy of the Disclosure Statement dated Dec. 5, 2022, is available at https://bit.ly/3HrC5Wy from PacerMonitor.com at no charge. Attorneys for Debtor: Arasto Farsad, Esq. Nancy Weng, Esq. Farsad Law Office, P.C. 1625 The Alameda Suite 525 San Jose, CA 95126 Tel: (408) 641-9966 Fax: (408) 866-7334 Email: farsadlaw1@gmail.com About Mora House One Mora House One, LLC, is a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). Mora House One filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 22-50917) on Oct. 7, 2022. The petition was signed by Melvin Vaughn as managing member. At the time of filing, the Debtor estimated $10 million to $50 million in both assets and liabilities. Arasto Farsad, Esq., at Farsad Law Office, P.C., is the Debtor's counsel. MUSCLE MAKER: Joey Giamichael Reports 5.4% Equity Stake ------------------------------------------------------- Joey Giamichael disclosed in a Schedule 13G filed with the Securities and Exchange Commission that as of Nov. 18, 2022, he beneficially owns 1,575,500 shares of common stock of Muscle Maker Inc., representing 5.4 percent of the shares outstanding. 1,365,000 of these shares are owned by Thoroughbred Diagnostics, LLC, a Delaware limited liability company, of which Mr. Giamichael is the sole manager. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1638783/000157587222001176/cm195_13g.htm About Muscle Maker Headquartered in League City, Texas, Muscle Maker, Inc. is the parent company of "healthier for you" brands delivering food options to consumers through traditional and non-traditional locations such as military bases, universities, ghost kitchens, delivery and direct to consumer ready-made meal prep options. Brands include Muscle Maker Grill restaurants, Pokemoto Hawaiian Poke, SuperFit Foods meal prep and multiple ghost kitchen brands such as Meal Plan AF, Wrap it up Wraps, Bowls Deep, Burger Joe's, MMG Smoothies, Mr. Tea's House of Boba, Gourmet Sandwich Co and Salad Vibes. Muscle Maker reported a net loss of $8.18 million for the year ended Dec. 31, 2021, a net loss of $10.10 million for the year ended Dec. 31, 2020, and a net loss of $28.39 million for the year ended Dec. 31, 2019. As of Sept. 30, 2022, the Company had $25.38 million in total assets, $6.45 million in total liabilities, and $18.93 million in total stockholders' equity. MUSCLEPHARM CORP: December 15 Asset Sale Set -------------------------------------------- Some or all of the assets of MusclePharm Corporation will be sold to the highest bidder on Dec. 15, 2022, at 1:00 p.m. PST at 7251 Amigo Street, Suite 210, Las Vegas, NV 89119. The sale is due to defaults on certain notes. To qualify as a bidder or to participate via teleconference, email mfrochauer@sherwoodpartners.com or call 310-295-2130 by Dec. 13, 2022. About MusclePharm Headquartered in Denver, Colorado, MusclePharm Corporation (OTCQB:MSLP) -- http://www.musclepharm.comand http://www.musclepharmcorp.com-- is a lifestyle company that develops, manufactures, markets and distributes branded nutritional supplements. The Company offers a broad range of performance powders, capsules, tablets, gels and on-the-go ready to eat snacks that satisfy the needs of enthusiasts and professionals alike. MusclePharm reported a net loss of $12.87 million for the year ended Dec. 31, 2021. As of March 31, 2022, the Company had $11.98 million in total assets, $50.03 million in total liabilities, and a total stockholders' deficit of $38.06 million. Orange County, California-based Moss Adams LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. MYMD DIRECT: Gets OK to Hire Grier Wright Martinez as Attorney -------------------------------------------------------------- MyMD Direct, PLLC received approval from the U.S. Bankruptcy Court for the Western District of North Carolina to hire Grier Wright Martinez, PA as its attorneys. The firm will render these legal services: (a) advise the Debtor regarding its powers and duties; (b) negotiate, prepare, and pursue confirmation of a Chapter 11, subchapter V plan and all related agreements and/or documents; (c) take all necessary action to protect and preserve the Debtor's estate; (d) prepare legal papers; (e) perform any and all other legal services for the Debtor in connection with this Chapter 11 case; (f) advise and assist the Debtor regarding all aspects of the plan and confirmation process at the earliest possible date; and (g) give legal advice and perform legal services with respect to other issues relating to the foregoing. The firm received a retainer in the amount of $15,000. The hourly rates of the firm's counsel and staff are as follows: Joseph W. Grier, III $650 A. Cotten Wright $425 Michael L. Martinez $385 Anna S. Gorman $375 Paraprofessionals $175 In addition, the firm will seek reimbursement for expenses incurred. Michael Martinez, Esq., an attorney at Grier Wright Martinez, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael L. Martinez, Esq. Grier Wright Martinez, PA 521 E. Morehead St., Ste. 440 Charlotte, NC 28202 Telephone: (704) 375-3720 Facsimile: (704) 332-0215 Email: mmartinez@grierlaw.com About MyMD Direct MyMD provides personalized, one-on-one and comprehensive medical care. MyMD Direct, PLLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.C. Case No. 22-30573) on Nov. 22, 2022. The petition was signed by David B. Mabry as member-manager. At the time of filing, the Debtor estimated $737,150 in assets and $1,143,679 in liabilities. Judge J. Craig Whitley presides over the case. Anna S. Gorman, Esq. at Grier Wright Martinez, PA, represents the Debtor as counsel. NANO MAGIC: Board Elects Raymond Gunn as Director ------------------------------------------------- Nano Magic Holdings Inc.'s Board of Directors has elected Raymond Gunn as a director, according to a Form 8-K filed by the Company with the Securities and Exchange Commission. According to the Company, Mr. Gunn is an experienced chief executive officer, chief financial officer, and board member. In 2006, Ray co-founded Wingspan Capital Partners, a private equity and consulting firm. That became Wingspan Group in 2017, and Ray became, and continues as, its CEO. Since January 2018 he has also been the CEO and CFO of Blakes Family of Companies and in 2022 he became the Chairman and CEO of FSB Holdings, In., a bank holding company. He currently serves on the boards of TrillaMed, LLC., Cadillac Products Packaging Company, Blake’s Family of Companies, Central Michigan University Research Corp., the Eastern Division of The Salvation Army and he is vice chairman of the Board of Visitors for the School of Business at Oakland University. He is a graduate of Oakland University and pursued a Masters in Taxation from Walsh College. He is a CPA and is 64 years old. On Dec. 5, 2022, Lara Hodgson O'Connor submitted her resignation as a director. About Nano Magic Headquartered in Madison Heights, Michigan, Nano Magic Holdings Inc. -- www.nanomagic.com -- develops, commercializes and markets consumer and industrial products powered by nanotechnology that solve everyday problems for customers in the optical, transportation, military, sports and safety industries. Nano Magic reported a net loss of $1.57 million for the year ended Dec. 31, 2021, compared to a net loss of $781,055 for the year ended Dec. 31, 2020. As of Sept. 30, 2022, the Company had $4.33 million in total assets, $2.24 million in total liabilities, and $2.08 million in total stockholders' equity. Sterling Heights, Michigan-based UHY LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated March 30, 2022, citing that the Company has recurring losses from operations, negative cash flow from operations, and an accumulated deficit. These conditions raise substantial doubt about the Company's ability to continue as a going concern. NEONODE INC: Forsakringsaktiebolaget Reports 10.1% Equity Stake --------------------------------------------------------------- Forsakringsaktiebolaget Avanza Pension disclosed in a Schedule 13G/A filed with the Securities and Exchange Commission that as of Dec. 1, 2022, it beneficially owns 1,371,254 shares of common stock of Neonode, Inc., representing 10.10 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/87050/000110465922123879/tm2231855d1_sc13ga.htm About Neonode Neonode Inc. (NASDAQ:NEON) -- http://www.neonode.com-- provides advanced optical sensing solutions for contactless touch, touch, gesture control, and in-cabin monitoring. Neonode reported a net loss attributable to the company of $6.45 million for the year ended Dec. 31, 2021, a net loss attributable to the company of $5.61 million for the year ended Dec. 31, 2020, and a net loss attributable to the Company of $5.30 million for the year ended Dec. 31, 2019. As of Sept. 30, 2022, the Company had $17.79 million in total assets, $1.90 million in total liabilities, and $15.89 million in total stockholders' equity. NEOVIA LOGISTICS: Moody's Gives Caa1 CFR, Outlook Stable -------------------------------------------------------- Moody's Investors Service assigned a Caa1 corporate family rating and a Caa1-PD probability of default rating to Neovia Logistics, LP (New). Concurrently, Moody's assigned a B2 rating to Neovia's new super-senior secured revolving credit facility. The rating agency also assigned Caa1 ratings to Neovia's new first lien senior secured debts which include a $248 million term loan and a $15 million delayed draw term loan. The rating outlook is stable. Proceeds from the new term loan were used in part to complete a full restructuring of Neovia's balance sheet in November 2022. The out-of-court restructuring reduced total funded debt by approximately $400 million to a new total of $353 million. Neovia's post-restructuring credit profile reflects its improved financial flexibility with adjusted debt/EBTDA expected to be in the 5x-6x range over the next 12-18 months. The company's liquidity is also improved with lower cash interest costs and new money investment from its new equity owners. However, Moody's expects free cash flow to be modestly negative over the next two years as capital expenditure needs increase. Governance risks, which have had a highly negative impact to Neovia's credit profile, remain a key consideration to the ratings. Notably, Neovia has a demonstrated history of pursuing balance sheet restructurings which Moody's have viewed to be distressed exchanges. Assignments: Issuer: Neovia Logistics, LP (New) - Corporate Family Rating, Assigned Caa1 - Probability of Default Rating, Assigned Caa1-PD - Gtd Senior Secured First Lien Term Loan, Assigned Caa1 (LGD3) - Gtd Senior Secured First Lien Delayed Draw Term Loan, Assigned Caa1 (LGD3) - Gtd Senior Secured First Lien Revolving Credit Facility, Assigned B2 (LGD2) Outlook Actions: Issuer: Neovia Logistics, LP (New) - Outlook, Assigned Stable RATINGS RATIONALE The Caa1 rating reflects Neovia's modest size within the highly competitive third-party logistics ("3PL") market and history of weak operating performance and cash generation. Moody's expects Neovia's earnings profile to stabilize over the next year as the company benefits from renegotiated pricing across a majority of its contracts and expands efforts to improve operating efficiencies throughout its logistics network. Moody's expects that revenue growth will be muted over the next 12-18 months as increased pricing and potential new business wins are offset by softer volumes and loss of certain customer contracts. Neovia's pro forma debt/EBITDA will be around 5x following its November 2022 balance sheet restructuring. Moody's expects debt/EBITDA to increase toward 6x over the next 12-18 months given the company's election to accrue PIK interest on the majority of its first lien term loan, and an expectation that the $15 million delayed draw term loan will be utilized. The debt restructuring also significantly lowered Neovia's refinancing risk, with the nearest maturity now being in August 2025. The stable outlook reflects Moody's expectation for Neovia to maintain high financial leverage and adequate liquidity as it navigates a challenging macroeconomic environment over the next 12-18 months. Moody's expects Neovia to maintain adequate liquidity over the next twelve months. Moody's expects Neovia to operate with cash of approximately $20 million and modestly negative free cash flow over the next 12-18 months due to elevated capex spend. External liquidity is provided by a new $65 million super-senior secured revolving credit facility that expires in 2025. Despite being largely drawn following the November 2022 debt restructuring, Moody's expects outstanding borrowings on this facility will be repaid in the near-term with excess cash. Moody's expects Neovia to maintain around $40 million in availability (net of letters of credit) on this facility. Liquidity will be further supported by Neovia's $80 million accounts receivable facility, the utilization of which will fund working capital needs. The super-senior revolver is subject to a $25 million minimum liquidity test, which Moody's expects Neovia to remain well in compliance over the next 12 months. In terms of ESG considerations, Moody's expects governance risks to maintain a very highly negative impact on Neovia's ratings. In addition to the most recent debt restructuring, Neovia has undertaken other transactions in past years which Moody's has viewed to be a distressed exchange. Moody's notes, though, that there is better alignment between equity and debt holders going forward as Neovia's former creditors are now majority equity owners. Environmental and social risks are expected to have a moderate impact on Neovia's ratings. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS A ratings upgrade would be predicated on Neovia sustaining its improved liquidity along with Moody's expectations for consistently positive free cash generation. Financial policies while maintaining debt/EBITDA at or below 5.5x could also support an upgrade. The rating could be downgraded if Neovia's liquidity erodes or if Moody's views the company's capital structure to be untenable. Persistently negative free cash flow, weak operating performance, or the loss of a large customer could also lead to the ratings being downgraded. The principal methodology used in these ratings was Surface Transportation and Logistics published in December 2021. Neovia Logistics, LP (New) is a global provider of logistics services. The company offers integrated supply chain solutions to its clients, primarily in the automotive, industrial and aerospace service parts, as well as retail, fulfillment and inbound to manufacturing logistics. Revenue for the twelve months ended September 30, 2022 was approximately $854 million. NEW INSIGHT: S&P Downgrades ICR to 'CCC+', Outlook Negative ----------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on New Insight Holdings Inc. to 'CCC+' from 'B-'. S&P also lowered its issue-level rating on its first-lien debt to 'B-' from 'B' and its issue-level rating on its second-lien debt to 'CCC' from 'CCC+'. S&P's recovery ratings are unchanged. The negative outlook reflects the potential for a lower rating if liquidity becomes more constrained than S&P anticipates or a debt restructuring appears more likely. S&P said, "The downgrade to 'CCC+' and less than adequate liquidity assessment reflect our view that New Insight's capital structure is unsustainable because of weakening operating performance, elevated leverage, and negative free cash flow. The company has limited liquidity with about $36 million cash and about $34 million available under its $84 million revolving credit facility as of Sept. 30, 2022. A $20 million portion of the revolver matures in December 2023 and the remaining portion of $64 million matures in June 2024. We believe New Insight could face difficulty repaying its revolver in full because of expected cash burn. We expect it will burn reported free cash flow in the $15 million-$20 million range in 2022 and $5 million-$10 million in 2023, largely due to rising interest expense from variable rate debt and recent underperformance." Furthermore, New Insight has a seller's promissory note of $47 million and earn-out liability of $18 million (relating to the June 2022 Branded Research acquisition) due within the next 24 months. The company's revolving credit facility includes a springing maximum first-lien net leverage ratio covenant of 5.5x. As of Sept. 30, it had a very thin covenant headroom of about 5%. As per S&P's base-case expectation of adjusted EBITDA for the next 12 months, it estimates New Insight will continue to have tight covenant headroom of less than 10% in the next 12 months. S&P said, "We expect New Insight's operating performance will remain pressured due to less demand in a softening macroeconomic environment. We expect weak operating performance for the next several quarters, with reduced demand driven by constrained advertising budgets and tightening client budgets for research data and analytics. Key customers, such as marketing research firms and branded companies, are becoming increasingly price-sensitive and rationalizing research budgets through product cycles. We forecast revenue growth for 2023 to be flat to slightly declining as we expect the U.S. to fall into recession next year. "We expect the company's adjusted leverage to decrease but remain elevated at about 7.5x in 2023. Weakened market demand for New Insight's offerings from the consulting sector, higher panel recruitment costs, and increased debt from recent acquisitions has driven leverage to the mid-9x area for the 12 months ended Sept. 30 from 7x as of Dec. 31, 2021. The company's EBITDA margin similarly contracted roughly 500 basis points (bps) to about 20.5%. While we expect cost savings from its Branded Research acquisition and planned cost restructuring program to improve leverage to about 7.5x in 2023, we believe New Insight could face refinancing risk when its first-lien term loan matures in June 2024 if operating missteps and integration challenges persist. "The negative outlook reflects the possibility that we could lower the rating further if New Insight cannot stabilize performance and improve its liquidity position through cash generation, revolver refinancing, and lower borrowings, which would increase the risk of debt restructuring or liquidity crisis." S&P could lower its rating on New Insight if: -- S&P envisions a specific default scenario over the next 12 months, including a near-term liquidity crisis or violation of its springing first-lien net leverage covenant; or -- S&P does not expect New Insight to improve operating performance to support its capital structure, increasing the likelihood of a debt restructuring. S&P could raise its rating if the company demonstrates that it can organically increase revenue and EBITDA such that: -- It generates sustained positive FOCF annually; -- It improves its liquidity position; and -- S&P expects it can refinance its capital structure at par. ESG credit indicators: E-2, S-2, G-3 S&P said, "Governance factors are a moderately negative consideration in our credit rating analysis of New Insight, as it is for most rated entities owned by private-equity sponsors. We believe the company's highly leveraged financial risk profile points to corporate decision-making that prioritizes the interests of controlling owners. This also reflects private-equity sponsors' generally finite holding periods and focus on maximizing shareholder returns." NEXANT INC: $56M Bank Debt Trades at 15% Discount ------------------------------------------------- Participations in a syndicated loan under which Nexant Inc is a borrower were trading in the secondary market around 84.6 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$56 million facility is a Term loan. The loan is scheduled to mature on May 11, 2027. The amount is fully drawn and outstanding. Nexant, Inc. provides software and consulting services. The Company offers electric power consulting, large-scale renewables integration, power network analysis, market design and development, power system planning, and energy restructuring services. NEXTPLAY TECHNOLOGIES: Board Names Interim CFO ---------------------------------------------- The board of directors of NextPlay Technologies, Inc., appointed Mr. Nutthaphol Rungsakhon to serve as the Company's interim chief financial officer, effective immediately. His appointment fills the vacant position resulting from Kent Taepakdee's resignation on Nov. 18, 2022. Mr. Rungsakhon will hold this interim position until his successor is duly elected and qualified, subject to his earlier death, resignation, or removal. Mr. Rungsakhon, 37, served as the Company's vice president of Finance since November 2021 and until he was appointed as the interim CFO of the Company. Mr. Rungsakhon appointment as the Interim CFO was based on various considerations, including his 14 years of experience in the accounting and finance industry, and his experience with financial reporting obligations of multi-national businesses. Prior to joining the Company, from October 2020 until October 2021, Mr. Rungsakhon served as an Audit Director at KPMG Thailand where he was directly responsible for managing the audit teams and audit engagement process for clients of KPMG Thailand, of which required Mr. Rungsakhon to oversee the audit controls and processes, to prepare and review audit documentations and reports generated by the audit teams, and to monitor the overall engagement process. From October 2016 to October 2020, Mr. Rungsakhon served as an associate director at KPMG Thailand where he was responsible for the day-to-day management of numerous internal audit engagements with clients of KPMG Thailand, the preparation of audit reports and supporting documentation for such engagements, and the development of new and enhanced audit programs and approaches to better the audit program of KPMG Thailand. Mr. Rungsakhon earned his B.S. degree in Accounting from Thammasat University, a public university in Bangkok, Thailand. Mr. Rungsakhon is also a member of the Federation of Accounting Professions and has obtained his CPA license in Thailand. According to the Company, there is no arrangement or understanding between Mr. Rungsakhon and any other person pursuant to which Mr. Rungsakhon was appointed as the Interim CFO of the Company. There are no family relationships between Mr. Rungsakhon and any of the Company's directors, executive officers or persons nominated or chosen by the Company to become a director or executive officer. Mr. Rungsakhon is not a participant in, nor is Mr. Rungsakhon to be a participant in, any related-person transaction or proposed related-person transaction required to be disclosed by Item 404(a) of Regulation S-K under the Securities Exchange Act of 1934, as amended. About NextPlay Technologies NextPlay Technologies, Inc. (formerly known as Monaker Group Inc.) -- nextplaytechnologies.com -- is a technology solutions company offering games, in-game advertising, crypto-banking, connected TV and travel booking services to consumers and corporations within a growing worldwide digital ecosystem. NextPlay's engaging products and services utilize innovative AdTech, Artificial Intelligence and Fintech solutions to leverage the strengths and channels of its existing and acquired technologies. NextPlay reported a net loss of $40.41 million for the year ended Feb. 28, 2022, compared to a net loss of $1.63 million for the period from March 6, 2020 to February 28, 2021. As of Aug. 31, 2022, the Company had $101.47 million in total assets, $52.93 million in total liabilities, and $48.54 million in total stockholders' equity. Sugar Land, Texas-based TPS Thayer, LLC, the Company's auditor since 2020, issued a "going concern" qualification in its report dated June 17, 2022, citing that the Company has suffered recurring losses from operations and has stockholders' deficit that raise substantial doubt about its ability to continue as a going concern. NXT ENERGY: Raises $387K From Rights Offering --------------------------------------------- NXT Energy Solutions Inc. said it closed the rights offering previously announced on Oct. 31, 2022. The Company will issue 2,149,180 common shares at a price of $0.18 per common share, for aggregate gross proceeds of $386,852.40. The proceeds will be used to support the working capital requirements to commence SFD surveys and for the related general and administrative costs required to transform the existing pipeline of opportunities into firm contracts. 1,543,148 shares were issued in the basic subscription. A total of 606,032 shares were applied for under the additional subscription provision. A total of 2,149,180 shares were issued collectively under the basic and additional subscription provisions. There was no standby commitment agreement. As a result of the completion of the Offering, a total of 67,776,293 common shares of NXT are now issued and outstanding. About NXT Energy NXT Energy Solutions Inc. is a Calgary-based technology company whose proprietary SFD survey system utilizes quantum-scale sensors to detect gravity field perturbations in an airborne survey method which can be used both onshore and offshore to remotely identify areas with exploration potential for traps and reservoirs. The SFD survey system enables the Company's clients to focus their hydrocarbon exploration decisions concerning land commitments, data acquisition expenditures and prospect prioritization on areas with the greatest potential. SFD is environmentally friendly and unaffected by ground security issues or difficult terrain and is the registered trademark of NXT Energy Solutions Inc. NXT Energy Solutions provides its clients with an effective and reliable method to reduce time, costs, and risks related to exploration. NXT Energy reported a net loss and comprehensive loss of C$3.12 million for the year ended Dec. 31, 2021, compared to a net loss and comprehensive loss of $6.03 million for the year ended Dec. 31, 2020. As of June 30, 2022, the Company had C$17.96 million in total assets, C$3.35 million in total liabilities, and C$14.61 million in shareholders' equity. Calgary, Canada-based KPMG LLP, the Company's auditor since 2006, issued a "going concern" qualification in its report dated March 31, 2022, citing that the Company's current and forecasted cash and cash equivalents and short-term investments position are not expected to be sufficient to meet its obligations that raises substantial doubt about its ability to continue as a going concern. O'CONNOR CONSTRUCTION: Plan Solicitation Period Extended to Feb. 28 ------------------------------------------------------------------- O'Connor Construction Group, LLC obtained an order from the U.S. Bankruptcy Court for the Northern District of Texas, which extended its exclusive right to solicit votes on its proposed Chapter 11 plan of reorganization to Feb. 28, 2023. The extension is necessary in light of the recent negotiation of a settlement agreement with respect to the adversary proceeding (Case No. 22-04009) and with respect to the $1,280,780 of interplead funds held in the Court's Registry. The company intends to incorporate the terms of the settlement agreement into an amended Chapter 11 plan, according to court filings. O'Connor on May 27 filed its reorganization plan, which proposes to pay in full unsecured creditors that hold claims of $1,000 or less. These creditors will receive a single payment to be made on or before the initial distribution. About O'Connor Construction Group Based in Poolville, Texas, O'Connor Construction Group, LLC has over 30 years of experience as a commercial and industrial contractor specializing in food storage and processing facilities, and provides turnkey design, construction and construction management services for projects nationwide, but focusing primarily in the South and Southwest. O'Connor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 22-40187) on Jan. 28, 2022. In the petition signed by Paul O'Connor, member and manager, the Debtor disclosed up to $10 million in assets and up to $50 million in liabilities. Judge Edward L. Morris oversees the case. The Debtor tapped the Law Offices of Joseph F. Postnikoff, PLLC as its bankruptcy counsel; Underwood Law Firm, PC as special counsel; Benchmark Tax Group, LLC as consultant; and Chuck Blanton, CPA, PLLC and Stephanie Shaner, CPA, PLLC as accountants. Union Funding Source, Inc., as secured creditor, is represented by Shanna M. Kaminski, Esq., at Kaminski Law, PLLC. The Debtor filed its Chapter 11 plan of reorganization and disclosure statement on May 27, 2022. OCCUPY REAL ESTATE: Seeks to Hire BransonLaw as Bankruptcy Counsel ------------------------------------------------------------------ Occupy Real Estate Group LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ BransonLaw, PLLC as its counsel. The firm will render these services: a. prosecute and defend any causes of action on behalf of the Debtor; prepare, on behalf of the Debtor, all necessary applications, motions, reports and other legal papers; b. assist in the formulation of a plan of reorganization; c. provide all other services of a legal nature. The hourly rates of BransonLaw's attorneys and paralegals range from $495 to $200. Prior to the petition date, the Debtor paid the firm an advance fee of $215.50 for post-petition services and expenses, and the filing fee of $1,738. Jeffrey Ainsworth, Esq., an attorney at BransonLaw, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jeffrey S. Ainsworth, Esq. BransonLaw, PLLC 1501 E. Concord St. Orlando, FL 32803 Telephone: (407) 894-6834 Facsimile: (407) 894-8559 Email: jeff@bransonlaw.com About Occupy Real Estate Group Occupy Real Estate Group LLC is a full-service real estate brokerage and property management company, with 54 real estate agents, headquartered in Jacksonville, Florida. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 3:22-bk-02240) on November 2, 2022. In the petition signed by Trevaris Tutt, manager, the Debtor disclosed up to $50,000 in assets and up to $1 million in liabilities. Judge Jacob A. Brown oversees the case. Jeffrey S. Ainsworth, Esq., at BransonLaw, PLLC, is the Debtor's counsel. OLD FIELD: Seeks Approval to Hire Aliano as Real Estate Broker -------------------------------------------------------------- Old Field Holdings Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire Aliano Real Estate as its real estate broker. The firm will assist the Debtor in the marketing and sale of the real property located at 190 Old Field Road, East Setauket, New York 11733. The broker will receive a commission equal to 5 percent of the gross sales price of the property. Aliano Real Estate is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Dennis P. Consalvo Aliano Real Estate 970 NY-25A Miller Place, NY 11764 Work: (631) 724-1000 Cell: (631) 418-7968 Fax: (631) 744-1414 Email: info@longisland-realestate.net About Old Field Holdings Old Field Holdings Inc. filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-73213) on Nov. 16, 2022. In the petition filed by Jorge Villar, as president, the Debtor reported assets and liabilities between $1 million and $10 million. The Debtor is represented by Theresa A Driscoll, Esq. at Moritt Hock & Hamroff LLP. OLD FIELD: Seeks to Hire Moritt Hock & Hamroff as Attorney ---------------------------------------------------------- Old Field Holdings Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire Moritt Hock & Hamroff LLP as its attorneys. The firm's services include: a. advising the Debtor with respect to its powers and duties in the continued management and operation of its property; b. advising and consulting on the conduct of this chapter 11 case, including all of the legal and administrative requirements of operating in chapter 11; c. attending meetings and negotiating with representation of creditors and other parties in interest; d. taking all necessary actions to protect and preserve the Debtor's estate; e. preparing pleadings in connection with these chapter 11 cases, including motions, applications, answers, orders, reports, and papers necessary or otherwise beneficial to the administration of the Debtor's estate; f. advising the Debtor in connection with a potential sale of its real property; g. appearing before the court to represent the interest of the Debtor's estate; h. taking any necessary action to negotiate prepare and obtain approval of a disclosure statement and confirmation of a chapter 11 plan and all documents; and i. preforming all other necessary legal services. Moritt Hock's hourly rates are as follows: Partners $410 - $745 Counsel Lawyers $395 - $680 Associate Lawyers $325 - $550 Paralegals $225 - $305 The firm seeks a post-petition retainer in the amount of $25,000. Theresa Driscoll, Esq., a partner at Moritt Hock & Hamroff, disclosed in a court filing that his firm does not hold an interest adverse to the Debtor's estate. The firm can be reached through: Theresa A. Driscoll, Esq. Moritt Hock & Hamroff LLP 400 Garden City Plaza Garden City, NY 11530 Tel: (516) 873-2000 Ext. 283 Fax: (516) 873-2010 Email: tdriscoll@moritthock.com About Old Field Holdings Old Field Holdings Inc. filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-73213) on Nov. 16, 2022. In the petition filed by Jorge Villar, as president, the Debtor reported assets and liabilities between $1 million and $10 million. The Debtor is represented by Theresa A Driscoll, Esq. at Moritt Hock & Hamroff LLP. ONE CALL: US$700M Bank Debt Trades at 22% Discount -------------------------------------------------- Participations in a syndicated loan under which One Call Corp is a borrower were trading in the secondary market around 78.0 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$700 million facility is a Term loan. The loan is scheduled to mature on April 22, 2027. The amount is fully drawn and outstanding. One Call is a provider of healthcare solutions for the workers' compensation industry. OU MEDICINE: Moody's Cuts Rating to Ba3, Outlook Remains Negative ----------------------------------------------------------------- Moody's Investors Service downgraded OU Medicine, Inc.'s (now OU Health, OUH)(OK) rating to Ba3 from Ba2. The outlook remains negative. The system had $1.3 billion of debt at fiscal yearend 2022. RATINGS RATIONALE The downgrade to Ba3 reflects the likelihood that OUH's cashflow will continue to be well below historical levels and expectations, which will contribute to further declines in an already weak liquidity position and increase the risk of a covenant breach. Despite declines in temporary staff and strategies to increase access, improvement upon low first quarter cashflow margins will be difficult due to labor costs that are above pre-pandemic levels, related issues accommodating demand, and the resumption of academic support payments to Oklahoma University. Without one-time cash infusions or advances, like at the end of fiscal 2022, a continuation of the current cash burn rate would jeopardize OUH's ability to meet its liquidity covenant at fiscal yearend 2023. Also, the rating action reflects execution risk given a prolonged period of management turnover, with several interim leaders and the short tenure of recent senior appointments, a governance consideration under Moody's ESG classification. The rating continues to reflect OUH's high leverage following its buyout from HCA in 2018 and high competition from other healthcare systems and physician-owned facilities in the absence of Certificate of Need regulations. Despite these significant challenges, the rating very heavily incorporates the expectation that several closely affiliated public bodies would provide financial assistance to slow the decline in cash and/or help avoid a covenant breach and event of default in fiscal 2023. The system's unique ties to the State of Oklahoma through The University Hospitals Trust (the Trust), OUH's sole corporate member and a public body with state board representatives, will continue to facilitate large and growing supplemental reimbursement. Additionally, the Trust's financial resources and commitment to OUH's mission indicate an ongoing willingness to provide support to OUM for capital projects and/or temporary liquidity for cashflow management as it did in fiscal 2022. Sizable and appropriated or approved grants from the State of Oklahoma will help fund OUH's electronic medical record and capital projects planned by the Trust for the benefit of OUH. Liquidity will also come from the prior Series 2022A bonds. Starting October 2023, OUH could see a material increase in cashflow from a new Medicaid directed payment program passed by the State of Oklahoma and under review by CMS. Also, ongoing benefits from Medicaid expansion and growing retail and contract pharmacy revenue will continue to help margins. RATING OUTLOOK The negative outlook reflects risks that cashflow in fiscal year 2023 will be materially less than budget and the system will require sizable external financing assistance to support liquidity and avoid a covenant breach. The outlook reflects risks of installing an electronic medical record in June 2023, which could impair liquidity in the subsequent months as collections temporarily slow. While not very likely, the outlook also reflects the risk that the new Medicaid directed payment program is not approved by CMS or delayed. FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATINGS -- Meaningful and sustained liquidity growth -- Material reduction in balance sheet and operating leverage -- Notable improvement in and maintenance of cashflow margins FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATINGS -- Increased risk of covenant breach -- Inability to improve margins in fiscal 2023, compared with fiscal 2022 -- Absolute liquidity below expectations -- Adverse change in relationships with related entities -- Incremental leverage or weakening of leverage metrics beyond expectations -- Dilutive acquisition or merger LEGAL SECURITY OU Medicine, Inc. is the borrower and sole member of the obligated group. OU Medicine, Inc. owns (in the case of Oklahoma Children's Hospital leases) and operates the three hospitals and 80 clinics whose assets and operations are included in the obligated group. OU Health Partners is currently not part of the obligated group. Security for the bonds includes unrestricted receivables and a mortgage on certain property (including University of Oklahoma Medical Center and Edmond Medical Center). The MTI allows for a replacement master indenture if certain rating and financial tests are met. PROFILE Effective February 1, 2018, OU Medicine, Inc. (OUM) became the owner and operator of the health system previously known as OU Medical System. OU Medicine is a system of three acute care hospitals, an ambulatory surgery center and operates other related clinics and other access points, composed of: University of Oklahoma Medical Center in Oklahoma City, Edmond Medical Center in Edmond, Oklahoma and Oklahoma Children's Hospital in Oklahoma City. The hospitals serve as teaching and training facilities for students enrolled at the University of Oklahoma Health Sciences Center. Effective July 1, 2021, OUM combined with OU Physicians, the faculty practice plan, to form OU Health. METHODOLOGY The principal methodology used in these ratings was Not-For-Profit Healthcare published in December 2018. PACTIV EVERGREEN: Moody's Alters Outlook on 'B2' CFR to Stable -------------------------------------------------------------- Moody's Investors Service affirmed Pactiv Evergreen Inc.'s B2 corporate family rating, B2-PD Probability of Default Rating, and all other ratings. The outlook has been changed to stable from negative. Pactiv Evergreen's SGL-2 Speculative Grade Liquidity Rating is maintained. The change in outlook reflects Moody's expectation for continued improvement in Pactiv Evergreen's credit profile, higher predictability in revenue and profitability, and commitment from the management team towards lower leverage. "Despite a deteriorating global economic environment, since May 2022, Pactiv Evergreen's management team has materially improved revenue and profitability, and used cash proceeds from recently completed asset divestitures and with excess cash to tender for a material amount of outstanding debt, delivering on its commitment to reduce leverage." said Emile El Nems, a Moody's VP-Senior Credit Officer. Affirmations: Issuer: Pactiv Evergreen Inc. Corporate Family Rating, Affirmed B2 Probability of Default Rating, Affirmed B2-PD Issuer: Pactiv Evergreen Group Holdings Inc. Senior Secured Bank Credit Facility, Affirmed B1 (LGD3) Issuer: Pactiv Evergreen Group Issuer Inc. Senior Secured Regular Bond/Debenture, Affirmed B1 (LGD3) Issuer: Pactiv LLC Senior Unsecured Regular Bond/Debenture, Affirmed Caa1 (LGD6) Outlook Actions: Issuer: Pactiv Evergreen Inc. Outlook, Changed To Stable From Negative Issuer: Pactiv Evergreen Group Holdings Inc. Outlook, Changed To Stable From Negative Issuer: Pactiv Evergreen Group Issuer Inc. Outlook, Changed To Stable From Negative Issuer: Pactiv LLC Outlook, Changed To Stable From Negative RATINGS RATIONALE On December 1, 2022, Pactiv Evergreen announced a tender offer to purchase for cash any and all of Pactiv LLC's outstanding $276.4 million 7.950% debentures due 2025. At the close of the transaction, Pactiv Evergreen successfully purchased $59.1 million. Pro forma for amount purchased, Moody's projects total debt-to-EBITDA (inclusive of Moody's adjustments) will be around 5.3x at year-end December 31, 2022. Pactiv Evergreen's secured debt is currently rated one notch above the CFR at B1, and its unsecured notes are rated two notches below the CFR at Caa1. However, any future material reduction in the unsecured debt levels relative to secured debt could reduce the notching support provided to the senior secured debt from the unsecured debt. Pactiv Evergreen's B2 CFR reflects the company's leading market position as the largest manufacturer of fresh food and beverage packaging in North America (measured by revenue). With 14,000 products ranging from food containers, plates and bowls, hot and cold cups, and lids, the company is the one-stop-shop for foodservice distributors, supermarkets, restaurants, and food and beverage retailers. In addition, the rating is supported by the company's stable end markets and differentiated product offering including recyclable materials. At the same time, the rating takes into consideration the company's high leverage, customer concentration and the competitive nature of the packaging industry. Pactiv Evergreen's SGL-2 Speculative Grade Liquidity Rating reflects Moody's expectation that the company will maintain good liquidity over the next 12 months, generate free cash flow and maintain revolver availability. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if: (i) Debt-to-EBITDA is below 5.3x, (ii) EBITDA-to-interest expense is above 3.5x, and (iii) the company improves its operating performance and liquidity. The ratings could be downgraded if: (i) Debt-to-EBITDA is above 6.3x, (ii) EBITDA-to-interest expense is below 2.5x and (iii) the company's operating performance and liquidity deteriorates. The principal methodology used in these ratings was Packaging Manufacturers: Metal, Glass and Plastic Containers published in December 2021. Based in Lake Forest, Pactiv Evergreen Inc., is a publicly traded company on the NASDAQ with the symbol [PTVE]. Pactiv Evergreen Inc is controlled by financier Graeme Hart. PAI HOLDCO: Moody's Lowers CFR to Caa1 & Alters Outlook to Stable ----------------------------------------------------------------- Moody's Investors Service downgraded PAI Holdco, Inc.'s (Parts Authority) Corporate Family Rating to Caa1 from B2 and Probability of Default Rating to Caa1-PD from B2-PD. Moody's also downgraded the company's senior secured first lien term loan rating to B3 from B1. The outlook was changed to stable from negative. The downgrades reflect very high leverage (debt-to-EBITDA near 10x) due to rising term loan debt and greater utilization of the asset-based lending (ABL) facility to fund higher levels of inventory. Modestly stronger earnings over the next twelve months, boosted by earnings from recent acquisitions, will still result in leverage near 7.5x at year-end 2023. The buildup in inventory has also resulted in negative free cash flow the last four quarters, considerably weaker than the greater than $20 million Moody's expected for 2022 at the time of the debt funded dividend to shareholders in November of 2021. Further, Parts Authority is operating with significantly higher leverage than anticipated at the time of the rating assignment in October 2020. Liquidity is also weak, with Moody's expecting a continuation of negative free cash flow as the company remains focused on top-line growth and inventory expansion. Moody's took the following actions on PAI Holdco, Inc.: Downgrades: Issuer: PAI Holdco, Inc. - Corporate Family Rating, Downgraded to Caa1 from B2 - Probability of Default Rating, Downgraded to Caa1-PD from B2-PD - Senior Secured First Lien Term Loan, Downgraded to B3 (LGD3) from B1 (LGD3) Outlook Actions: Issuer: PAI Holdco, Inc. - Outlook, Changed To Stable From Negative RATINGS RATIONALE The ratings reflect Parts Authority's good scale and diversification as an aftermarket parts distributor serving a large and aging North American car parc. Parts Authority benefits from the favorable dynamics of the automotive aftermarket parts sector, including limited flexibility to defer critical replacement parts, which has allowed it to generate relatively consistent organic revenue growth. Acquisitions have supplemented organic growth, illustrating the large and fragmented nature of the automotive aftermarket. The business model is highlighted by maintaining a large inventory of product SKUs distributed through a hub and spoke system capable of delivering parts quickly. This enables Parts Authority to capitalize on the increasing trend of do-it-for-me demand as car repairs have become increasingly more complex and challenging. In addition to high leverage, the ratings also consider Parts Authority's weak track record of free cash flow, primarily due to the need to maintain expansive inventories within its distribution network. The ratings also reflect a top-line growth strategy expected to include debt funded acquisitions and elevated investment in inventory even during periods of weaker demand and earnings. Moody's adjusted debt-to-EBITDA is expected to remain above 8x for 2022 and free cash flow will continue to be negative. Earnings should improve in 2023, enabling leverage to fall below 8x, which is still high for the rating. Free cash flow is expected to improve but again be negative in 2023 as a new distribution facility becomes fully operational following the inventory stocking this year. The stable outlook reflects Moody's view that the aftermarket automotive parts sector is typically resilient during economic downturns. Parts Authority's earnings are expected to demonstrate modest growth even as macroeconomic concerns mount. However, rising debt levels reduce the company's ability to absorb a weaker demand environment or any other negative shock. Parts Authority has weak liquidity with Moody's expectations for a negligible cash balance and negative free cash flow over the next twelve months. The $300 million ABL facility expiring in 2026 is expected to maintain availability of at least $100 million but will continue to incur significant usage, as demonstrated by the need to term out outstanding borrowings earlier this year. The facility is subject to a springing fixed charge covenant tested when availability is less than the greater of 10% of current availability and $30 million. The term loans do not have financial maintenance covenants. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded with expectations for meaningful progress towards breakeven free cash flow to complement strengthening earnings. Sustained improvement in margins would also be viewed favorably. Debt-to-EBITDA approaching 6.5x and EBITA-to-interest maintained above 1.5x would be critical elements for an upgrade. The ratings could be downgraded if revenue growth continues to result in rising inventory levels and the continuation of negative free cash flow. The inability to improve liquidity (e.g. higher cash position and/or restoring availability on the ABL), debt-to-EBITDA remaining near 7.5x and failure to stem current margin erosion could also result in a downgrade of the ratings. Further evidence of aggressive financial policies could also be a precursor for a downgrade. The principal methodology used in these ratings was Distribution & Supply Chain Services Industry published in June 2018. Parts Authority, Inc. is a leading automotive aftermarket replacement parts distributor serving the do-it-for-me (DIFM) and do-it-yourself (DIY) e-commerce channels of the automotive aftermarket. Parts Authority purchases parts from manufacturers for resale (all branded parts, no private label) and distributes --600,000 SKUs to customers across the US through a national footprint of 230+ locations. Revenue for the twelve months ended September 30, 2022 was nearly $2 billion. Parts Authority is majority-owned by private equity sponsor Kohlberg & Company following a leveraged buyout in October 2020. PAPACINO'S BAGELS: Hearing on Exclusivity Bid Set for Dec. 15 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of New York is set to hold a hearing on Dec. 15 to consider the motion filed by Papacino's Bagels & Deli Catering, Inc. to extend the time it can keep exclusive control of its bankruptcy case. The motion seeks to extend the company's exclusivity period to file a Chapter 11 plan of reorganization to Sept. 9, 2023, and solicit votes on the plan to Dec. 9, 2023. Papacino's needs time to operate profitably in order to assume its lease with SNY Summer, LLC. The company was able to re-establish its catering business only recently since the pandemic, which prevented it from operating, according to court filings. About Papacino's Bagels, Deli & Catering Papacino's Bagels, Deli & Catering, Inc. filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 22-72367) on Sept. 9, 2022, with up to $1 million in both assets and liabilities. Judge Louis A. Scarcella oversees the case. The Debtor is represented by Ronald D. Weiss, P.C. PEAK THEORY: Creditors to Get Proceeds From Liquidation ------------------------------------------------------- Peak Theory, Inc., d/b/a Cubcoats, filed with the U.S. Bankruptcy Court for the District of Utah a Chapter 11 Plan of Liquidation dated December 5, 2022. The Plan Administrator shall administer the Estate on and after the Effective Date. As of the Effective Date, all officers of the Debtor, will be deemed terminated. The Plan Administrator shall hold all rights, powers, and duties of a trustee of the Estate under Chapter 11 of the Bankruptcy Code. The Plan Administrator shall, within their reasonable discretion, manage the Estate's Assets and Causes of Action for the purpose of maximizing the value of the Estate and its effective administration. The Plan Administrator shall jointly reduce all property of the Estate and Causes of Action to Cash and distribute such Cash pursuant to the provisions of this Plan. The Plan Administrator shall use such Cash to pay the holders of Allowed Claims until such Cash is exhausted. Class 1 shall consist of all Priority Claims that are Allowed against the Debtor. The Plan Administrator shall pay holders of Allowed Class 1 Claims, in full satisfaction of their Claims, in accordance with section 1129(a)(9) of the Bankruptcy Code, either (i) deferred cash payments beginning on the Effective Date of a value equal to the Allowed amount of such Priority Claim; or (ii) regular cash annual installment payments over a period ending no later than 5 years after the Effective Date equal to the Allowed amount of such Priority Claim. Class 2 consists of the secured claim of AppleTree Capital, LLC. The Plan Administrator shall pay AppleTree the total amount of its claim not to exceed $250,000 through the proceeds of the liquidation of its Collateral through a 11 U.S.C. § 363 sale to be brought by the Debtor or Plan Administrator. Class 3 consists of the secured claim of Attanasio Revocable Trust dated November 1, 1996. The Plan Administrator shall pay Attanasio Trust the total amount of its claim not to exceed $250,000 through the proceeds of the liquidation of its Collateral through a 11 U.S.C. § 363 sale to be brought by the Debtor or Plan Administrator. Class 4 shall consist of all General Unsecured Claims that are Allowed against the Debtor. Class 4 is impaired under the Plan. In full satisfaction of their Claims, Holders of Allowed Class 4 Claims shall be given their Pro Rata share of distributions as beneficiaries of the Liquidating Debtor. The Plan Administrator shall pay holders of Allowed Class 4 Claims their Pro Rata share as funds become available in the Distribution Account, subject to the Plan Administrator's discretion. When the Bankruptcy Case is closed with the entry of the final decree, the Plan Administrator shall distribute the net amount available amount of their Pro Rata share of available funds. In the event that a Person has become the transferee of a General Unsecured Claim that is Allowed after the Petition Date and before the date set by the Court for determining the identity of the holders of Claims entitled to vote on the Plan, such transferee shall be entitled to a separate vote pursuant to this Section for each such Allowed General Unsecured Claim. In the event that a Person has become the transferee of an Allowed General Unsecured Claim after the Petition Date and before the Distribution Record Date, such transferee shall be entitled to a distribution pursuant to this Section 4 for each such Allowed General Unsecured Claim. Class 5 shall consist of all Equity Interests in the Debtor. Class 5 is impaired under the Plan. On the Effective Date, all Equity Interests in the Debtor shall be cancelled. No holder of an Equity Interest in the Debtor shall receive or retain any property under the Plan. Each holder of an Equity Interest in the Debtor is deemed to have rejected the Plan and is not entitled to vote to accept or reject the Plan. On the Effective Date, the Estate's Assets, without any further act or deed of the Plan Administrator or of the Bankruptcy Court, shall be transferred from the Debtor to the Plan Administrator, free and clear of all liens, Claims, and interests (except to the extent the Plan specifically provides otherwise. On and after the Effective Date, the Debtor shall execute and deliver such instruments and other documents as are necessary, appropriate or deemed advisable by the Plan Administrator, to transfer title to and ownership of the Estate Assets to the Plan Administrator. Following the Effective Date, the Plan Administrator shall conduct an orderly liquidation of the remaining property of the Estate consistent with the terms of the Plan and the Liquidating Trust. A full-text copy of the Liquidating Plan dated December 5, 2022, is available at https://bit.ly/3USn0k8 from PacerMonitor.com at no charge. Attorneys for the Debtor: Brian M. Rothschild, Esq. Darren Neilson, Esq. Parsons Behle & Latimer 201 South Main Street, Suite 1800 Salt Lake City, UT 84111 Telephone: 801-532-1234 Facsimile: 801-536-6111 Email: BRothschild@parsonsbehle.com DNeilson@parsonsbehle.com About Peak Theory Peak Theory Inc. is a Salt Lake City-based company, which owns and operates retail stores. Peak Theory sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Utah Case No. 22-23480) on Sept. 5, 2022, with between $100,000 and $500,000 in assets and between $1 million and $10 million in liabilities. Zac Park, president of Peak Theory, signed the petition. Judge Joel T. Marker oversees the case. The Debtor tapped Darren Neilson, Esq., at Parsons Behle & Latimer as legal counsel and CFO Solutions LLC, doing business as Ampleo, as accountant and financial advisor. PIZZA TEMPO: Seeks to Hire Richard B. Rosenblatt as Legal Counsel ----------------------------------------------------------------- Pizza Tempo, LLC seeks approval from the U.S. Bankruptcy Court for the District of Maryland to hire the Law Offices of Richard B. Rosenblatt, PC as its legal counsel. The firm's services include: a. giving the Debtor legal advice with respect to her powers and duties as Debtor-in-Possession; b. preparing, as necessary, applications, answers, orders, reports and other legal papers filed by the Debtor; c. preparing a Disclosure Statement and Plan of Reorganization; and d. performing all other legal services for the Debtor which may be necessary. The firm's hourly rates are as follows: Richard B. Rosenblatt, Esq. $400 per hour Linda M. Dorney, Esq. $400 per hour Other attorneys $295 per hour Paralegal $200 per hour The Debtor paid $10,000 to the law firm as a retainer fee, plus $1,738 filing fee. Richard Rosenblatt, Esq., one of the firm's attorneys who will be providing the services, disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Richard B. Rosenblatt, Esq. Law Offices of Richard B. Rosenblatt, PC 30 Courthouse Square, Suite 302 Rockville, MD 20850 Tel.: 866-930-0413 Fax: 301-838-3498 About Pizza Tempo Pizza Tempo, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 22-16528) on Nov. 22, 2022, listing $100,001 to $500,000 in both assets and liabilities. Richard B. Rosenblatt, Esq. at The Law Offices Of Richard B. Rosenblatt serves as legal counsel. POMPANO SENIOR: Gets OK to Hire Raymond C. Cahill as Accountant --------------------------------------------------------------- Pompano Senior Squadron Flying Club, Inc. received approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Raymond C. Cahill, CPA, PA as its accountant. The firm will assist the Debtor with the filing of necessary documents with respect to its tax exempt status, required tax returns, and preparation of financial statements and reports related to tax preparation. The firm received a retainer in the amount of $10,000. Cahill does not hold or represent any interest adverse to the Debtor or the bankruptcy estate for the matters for which Cahill is to be retained, according to court filings. The firm can be reached through: Raymond C. Cahill, CPA Raymond C. Cahill, CPA, PA 4801 S. Univ. Dr. #2080 Davie, FL 33328 Phone: (954) 862-1466 Fax: (954) 862-1476 About Pompano Senior Squadron Flying Club Pompano Senior Squadron Flying Club, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-15714) on July 26, 2022, listing $100,001 to $500,000 in both assets and liabilities. Craig A. Pugatch, Esq. at LORIUM LAW represents the Debtor as counsel. PREMIER GRILLING: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Two affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Premier Grilling LLC 22-41727 4775 Eldorado Pkwy, #300 Frisco, TX 75033 Premier Grilling Outdoors LLC 22-41728 4775 Eldorado Pkwy, #300 Frisco, TX 75033 Business Description: Premier Grilling is a grill store in Texas offering BBQ smokers, charcoal grills, flat- top grills & griddles, gas grills, infrared grills, kamado grills, and pellet grills. Chapter 11 Petition Date: December 9, 2022 Court: United States Bankruptcy Court Eastern District of Texas Judge: Hon. Brenda T. Rhoades Debtors' Counsel: Melissa S. Hayward, Esq. HAYWARD PLLC 10501 N. Central Expressway Suite 106 Dallas, TX 75231 Tel: 972-755-7100 Email: mhayward@haywardfirm.com Premier Grilling LLC's Estimated Assets: $1 million to $10 million Premier Grilling LLC's Estimated Liabilities: $1 million to $10 million Premier Grilling Outdoors' Estimated Assets: $100,000 to $500,000 Premier Grilling Outdoors' Estimated Liabilities: $1 million to $10 million The petitions were signed by Brian Rush as CEO of Premier Grilling LLC and Dan Ferguson as president of Premier Grilling Outdoors. Copies of the Debtors' list of 20 largest unsecured creditors are available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/5JEVHUY/Premier_Grilling_LLC__txebke-22-41727__0002.0.pdf?mcid=tGE4TAMA Full-text copies of the petitions are available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/5NAPF7A/Premier_Grilling_LLC__txebke-22-41727__0001.0.pdf?mcid=tGE4TAMA PRETIUM PKG: $1.25B Bank Debt Trades at 20% Discount ---------------------------------------------------- Participations in a syndicated loan under which Pretium PKG Holdings Inc is a borrower were trading in the secondary market around 79.9 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$1.250 billion facility is a Term loan. The loan is scheduled to mature on October 1, 2028. The amount is fully drawn and outstanding. Headquartered in Chesterfield, Missouri, Pretium PKG Holdings, Inc. is a manufacturer of rigid plastic containers. PROVIDENT GROUP-KEAN: S&P Affirms 'B' Rating on 2017A Rev. Bonds ---------------------------------------------------------------- S&P Global Ratings revised its outlook to positive from stable and affirmed its 'B' long-term rating on New Jersey Economic Development Authority's series 2017A housing revenue bonds, issued for Provident Group-Kean Properties LLC (Provident). "The outlook revision reflects our expectation that the project will achieve a 1.28x debt service coverage) in fiscal 2022 and has the potential to continue meeting the 1.2x DSC covenant as occupancy rebounds and expenses are kept in line," said S&P Global Ratings credit analyst Stephanie Wang. "However, uncertainty remains around occupancy and inflationary pressures that could greatly affect demand and finances; this might continue to stress coverage levels." REMOTEMD LLC: Seeks to Hire Heller Draper & Horn as Counsel ----------------------------------------------------------- RemoteMD, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Louisiana to hire Heller, Draper & Horn, L.L.C. as its counsel. The firm's services include: a. advising the Debtor with respect to its rights, powers and duties in the continued operation and management of its businesses and property, and compliance with the Chapter 11 operating guidelines and reporting requirements for Region 5, including the preparation of documents and reports; b. preparing and pursuing confirmation of a plan of reorganization and approval of a disclosure statement; c. preparing legal documents and reviewing all financial reports to be filed; d. preparing responses to legal documents, which may be filed by other parties; e. appearing in court; f. representing the Debtor in connection with obtaining post-petition financing; g. assisting in the negotiation and documentation of financing agreements and related transactions; h. investigating the nature and validity of liens asserted against the property of the Debtor, and advising the Debtor concerning the enforceability of said liens; i. investigating and advising the Debtor concerning, and taking such action as may be necessary to collect, income and assets in accordance with applicable law, and the recovery of property for the benefit of the Debtor's estate; j. advising and assisting the Debtor in connection with any potential property dispositions; k. advising the Debtor concerning the assumption, assignment, rejection, restructuring or recharacterization of executory contracts and leases; l. assisting the Debtor in reviewing, estimating and resolving claims asserted against the estate; m. commencing and conducting litigation necessary and appropriate to assert rights held by the Debtor, protect assets of the estate or otherwise further the goal of completing the Debtor's successful reorganization; and n. performing all other necessary legal services for the Debtor. The firm's hourly rates are as follows: Douglas S. Draper $550 Constant G. Marquer III $500 Leslie A. Collins $475 Greta M. Brouphy $450 Michael E. Landis $400 Paralegals $125 Paralegals $150 As disclosed in court filings, Heller, Draper & Horn is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Douglas S. Draper, Esq. Heller, Draper, Patrick, Horn & Manthey, LLC 650 Poydras Street, Suite 2500 New Orleans, LA 70130 Phone: (504) 299-3300 Email: ddraper@hellerdraper.com About RemoteMD LLC On Oct. 18, 2022, Robert Dudley, Premier Laboratory Services, Inc., Steele Strategies, Inc., Securitas Security Services USA, Inc. and KJG Strategies, filed an involuntary petition against RemoteMD, LLC. On Nov 4, 2022, the court entered the order converting the involuntary bankruptcy case to a case under Chapter 11 of the Bankruptcy Code. RemoteMD, LLC filed its amended voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No. 22-11254) on Nov. 7, 2022. Douglas S. Draper, Esq. at the law firm of Heller, Draper & Horn, L.L.C. represents the Debtor as counsel. REPLICEL LIFE: Provides Shareholders With Corporate Update ---------------------------------------------------------- RepliCel Life Sciences Inc. has provided the following corporate update. Dear Shareholders and Stakeholders, RepliCel is pleased to announce that Andrew Schutte has accepted the role of President and CEO. Mr. Schutte has served as a Director and been a member of both the Science and Operations Committees since 2018. "Many of us at the company have revolved our lives around ensuring these products get to market," Schutte stated. "RepliCel can transform the quality of life for patients by creating a functional cure for hair loss, providing treatment for UV damaged aging skin, and treating chronic tendinosis. I also believe the company is poised for success in 2023, and executing on our milestones holds the promise to create immense shareholder value. RepliCel's treatments can validate regenerative medicine as a panacea for common ailments, which will drive growth across the cell therapy space." RepliCel's current President and CEO has resigned these roles and will work with the Board on an ongoing basis. The Company thanks Mr. Buckler for his past service and ongoing commitment to the Company's success. Kevin McElwee, co-founder and chief science officer has agreed to oversee a robust and expanding set of research initiatives. In addition, Ben Austring has been appointed chief legal officer and operations manager. "Ben and Kevin are invaluable assets to the company, having worked regularly with them as a member of the Operations and Science Committee. I am excited to continue working with them in my new role," Schutte stated. "The Operations Committee, comprised of David Hall, Peter Lowry and myself will continue to support day to day operations." "The Company is positioned to advance on near term events and revenue generating opportunities which can drive shareholder value. It is exciting to lead the Company through such a defining period," Schutte stated. The Company is happy to provide updates on key areas of focus: RCH-01, DermaPrecise, Financing, RCT-01, RCS-01, and Research and Development. RCH-01 Arbitration with Shiseido – On October 18, 2021 RepliCel filed an arbitration claim seeking Shiseido's return of the license and all collaboration data and innovations related to its cell therapy treatment for male and female pattern hair loss. On December 21, 2021 the Company announced it had legally terminated the Agreement with Shiseido. RepliCel and Shiseido have submitted their Statement of Claim and Statement of Defense, respectively. A round of procedural orders in November culminated in a Hearing date having been set for May 29, 2023; a ruling from the tribunal is expected by or before Q4 2023. The company continues to be represented by top international law firm, Aceris Law, and outstanding legal advisors. "With an excellent legal team, a positive resolution to the ongoing proceedings with Shiseido remain a top priority for the company," Schutte stated. RCH-01 in Japan – With our understanding of the ASRM regulations in Japan, coupled with the clinical results to date, we believe the product has the necessary clinical and safety profile to pass regulatory clearance. We are preparing for all eventualities in Japan. RCH-01 Offshore Strategy– RepliCel is progressing the commercialization of RCH-01 and intends to partner with clinics in regions adjacent to the United States. "We believe RCH-01 represents the first major step forward in the treatment for hair loss in nearly a quarter of a century," Schutte stated. RepliCel has a strong commitment to upholding clinical and manufacturing standards, and fully intends to have third party validation. As agreements materialize, we will update the market accordingly. RCH-01 in Europe and the United States – RepliCel remains committed to launching RCH-01 in the United States and Europe. Once the ongoing litigation with Shiseido is resolved, RepliCel intends to begin developing the infrastructure to launch next phase clinical trials in the U.S and/or Europe as finances, synergies, and regulatory frameworks permit. "The company remains committed to launching next phase clinical trials in the U.S and Europe at the earliest opportune time," Schutte stated. "We are eager to incorporate research and development findings into our next phase clinical trials." DermaPrecise Development – DermaPrecise incurred numerous COVID related supply chain difficulties but is now in the final phase of product validation testing. "The Monasterium and Innovacell data illustrate the exciting value proposition of DermaPrecise: the ability to control for depth, volume and sheer force in a repeatable, time efficient manner while ensuring cell viability," Schutte stated. This data will allow the company to pursue numerous other indications. "The Agency for Medical Innovations in Feldkirch, Austria, with our science team, has brought together a multitude of vendors and constructed a world class medical device," Schutte stated. "We are excited to move from the development phase and focus on commercializing DermaPrecise." RepliCel's initial targeted indications include the use of corticosteroids for the treatment of alopecia areata, the use of corticosteroids for the treatment of scalp psoriasis and mesotherapy for the treatment of androgenetic hair loss. Other treatments, like platelet rich plasma for the treatment of androgenetic alopecia, are under review. Regulatory Approval – Once validation testing is completed, which we project will conclude before or during Q2 2023, RepliCel and MainPointe Pharmaceuticals will pursue a 510k approval in the United States and work with our partner YOFOTO to obtain approval in Hong Kong. "Working with two experienced partners will be a game changer as the company continues to pursue near term revenue opportunities." RepliCel additionally is seeking partners to launch DermaPrecise with PMDA approval in Japan. Once the device is approved in major markets, RepliCel will be able to leverage these regulatory approvals to find partners and distributors in other markets around the world. Business Development - The Company is engaged in numerous business development conversations, which we expect to accelerate upon the delivery of a final clinical grade prototype. With a validated clinical grade prototype, the company will engage our early adaptor program and ensure the device is well positioned for broad market adaption. Concurrently, the company will pursue additional opportunities for further clinical testing to validate additional device applications. Financing As the market is aware, we have raised our financing limit from CAD $800,000CAD to CAD $1,050,000 due to increased demand. "As CEO, I am grateful to be in a position to support our ongoing developments with an investment of more than CAD $400,000, adding substantially to my current holdings," Schutte stated. RepliCel remains in talks with multiple investors, current and new, and is witnessing increased interest. "To our shareholders who continue to support us and to the individuals taking their first look at the company we greatly appreciate your belief in RepliCel’s products." RCS-01 RepliCel continues to work with clinical advisors and investigators to plan and conduct the next clinical study of RCS-01. A single, successful study could be the basis for a commercial launch of the product in Japan. A well-designed full clinical protocol has now been delivered by the clinical regulatory team and at least two clinical investigators have expressed interest in involving their clinics in the study. A launch of the next-phase clinical study of RCS-01 in Japan will be dependent upon funding being procured from a partner, or as value is unlocked by RCH-01 and DermaPrecise. RCS-01 is a valuable part of our development pipeline. RCT-01 RepliCel continues to work with clinical advisors and investigators to plan and conduct the next clinical study of RCT-01 for chronic tendinopathy in Japan. A single, successful study could be the basis for a commercial launch of the product in Japan. A well-designed clinical protocol synopsis is nearing completion and involves the evaluation of using RCT-01 for the treatment of two different chronic tendinopathies including achilles tendinopathy which was the subject of a successful Phase I study with promising indications of efficacy. A launch of the next-phase clinical study of RCT-01 in Japan will be dependent upon funding being procured from a partner or as value is unlocked by RCH-01 and DermaPrecise. RCT-01 is a valuable part of our development pipeline. Research and Development The ongoing grant-funded research project being conducted at the University of Victoria (UVic) continues to generate data expected to result in near-term patent applications and significant manufacturing innovations for cell production even beyond RepliCel's therapies. RepliCel will continue ongoing cell marker research, which is nearing completion and is expected to result in patent applications particularly focused on the dermal sheath cup cells which comprise RepliCel's RCH-01. Data from the project to-date points to several cell identity markers of significant interest for use in isolating specific cell populations from the tissue biopsy. Potential benefits include optimized manufacturing processes, more consistent product profiles, enhanced product identity assays, stronger patent protections, and correlating sub-populations with the best clinical outcomes. RepliCel is engaging other universities and laboratories to begin further research initiatives. "Kevin's knowledge and vision will drive the development of next generation products" Schutte stated, "With the success of our fundraising efforts and a measure of certainty around our near-term milestones, we are able to expand our research initiatives." Respectfully yours, Andrew Schutte, Incoming President & CEO R. Lee Buckler, Outgoing President & CEO David Hall, Board Chairman About Replicel RepliCel Life Sciences Inc. is a regenerative medicine company focused on developing cell therapies for aesthetic and orthopedic conditions affecting what the Company believes is approximately one in three people in industrialized nations, including aging/sun-damaged skin, pattern baldness, and chronic tendon degeneration. These conditions, often associated with aging, are caused by a deficit of healthy cells required for normal tissue healing and function. These cell therapy product candidates are based on RepliCel's innovative technology, utilizing cell populations isolated from a patient's healthy hair follicles. Replicel Life reported a net loss and comprehensive loss of C$4.07 million for the year ended Dec. 31, 2021, compared to a net loss and comprehensive loss of C$1.58 million for the year ended Dec. 31, 2020. As at Dec. 31, 2021, the Company had C$591,794 in total assets, C$7.43 million in total liabilities, and a total shareholders' deficiency of C$6.84 million. Vancouver, British Columbia-based BDO Canada LLP, the Company's auditor since 2010, issued a "going concern" qualification in its report dated June 28, 2022, citing that the Company has accumulated losses of $42,231,642 since its inception and incurred a loss of $4,073,315 during the year ended Dec. 31, 2021. These events or conditions, along with other matters, indicate that a material uncertainty exists that may cast substantial doubt about its ability to continue as a going concern. REVERSE MORTGAGE: Approved for $13 Million Financing From Parent ---------------------------------------------------------------- Leslie A. Pappas of Law360 reports that Reverse Mortgage Investment Trust Inc. received a Delaware bankruptcy court's approval Monday, December 5, 2022, to tap into $13 million of unsecured bankruptcy financing, allowing it to keep making payments on its $25.57 billion portfolio of reverse mortgages as it restructures and winds down in Chapter 11. The Interim Order signed by Judge Walrath on Dec. 5, 2022, authorizes the Debtor to obtain postpetition financing of up to $13 million in accordance with the DIP Loan Documents by and among the Debtors and BNGL Holdings, L.L.C. ("Parent" or the "DIP Lender"), consisting of (x) $10 million in loans to be funded within one business day of entry of the Interim Order (the "Initial DIP Loans") and (y) $3 million in loans to funded no earlier than December 12, 2022. The final hearing on the $13 million financing will be held on Jan. 5, 2023, at 10:30 a.m., prevailing Eastern Time. As reported in the TCR, the Debtors earlier filed a motion to obtain post-petition debtor in possession financing pursuant to a secured debtor-in-possession new money facility in an aggregate amount of no less than $20 million from Leadenhall Capital Partners LLP, as agent on behalf of the lenders ("Original DIP Proposal"). The Original DIP Proposal contemplated a financing facility that would provide the liquidity to transfer the Ginnie Mae HECM MSR business ("GNMA MSR") to Longbridge Financial, LLC, and subsequently conduct an orderly winddown of the chapter 11 cases following such transition. This proposal provided a potential pathway to a value-maximizing transition. However, as noted within the Original DIP Motion, the terms of the Original DIP Proposal remained subject to ongoing negotiations. The negotiations related to the DIP facility contemplated pursuant to the Original DIP Motion continued at a rigorous pace in the days following the Petition Date, including both leading up to and following an emergency hearing on Dec. 2, 2022 (the "Emergency Hearing") at which the Debtors planned to seek approval of a pending stipulation, by and between the Debtors and two of their prepetition lenders -- Leadenhall Capital Partners, LLP ("Leadenhall") and Texas Capital Bank, National Association ("TCB", and along with Leadenhall, the "Proposed Stipulation Counterparties") -- to fund obligations owed by the Debtors to consumer borrowers that had accrued or would accrue between the Petition Date and the December 5, 2022 hearing on the Debtors' first day motions (the "First Day Hearing"). The Emergency Hearing was adjourned after the Debtors and the Proposed Stipulation Counterparties were unable to finalize the agreement to the pending stipulation or to an alternative proposal for emergency funding. Notwithstanding the Debtors' best efforts to achieve the necessary consensus to effectuate the Original DIP Proposal, at this time the parties to the Original DIP Proposal have been unable to reach final agreement on the terms in a timely manner in advance of the First Day Hearing. The Debtors and the Proposed Stipulation Counterparties are continuing discussions on the terms of a proposal that will allow the Debtors to facilitate a transfer of the GNMA MSR assets to Longbridge, and are optimistic that a consensual solution will be reached in the near future. Notwithstanding these continuing efforts, as an immediate priority, the Debtors need financing on an emergency basis to meet their obligations to consumer borrowers who are back-owed payments from the Debtors. To fill this gap, Parent has agreed to fund the DIP Facility to the Debtors to facilitate immediate payment to the Debtors’ consumer borrowers, and to provide operational funding that will allow the Debtors to continue negotiations with all constituents on a value-maximizing path forward. Specifically, the DIP Facility will provide the Debtors with financing for an estimated 2-week period to (a) evaluate all options to transfer the GNMA MSR to either the Governmental National Mortgage Association ("Ginnie Mae") or, ideally, to Longbridge (any such transfer, the "MSR Transfer"), (b) commence the process for monetization of other Debtor assets, such as the Home Equity Conversion Mortgage loans that are in active status ("ABO Loans") or have become due-and-payable, most commonly because the borrower has passed away ("NABO Loans") and the Debtors' Equity Elite portfolio (the "Asset Monetization"), and (c) plan an orderly winddown of the Debtors' estates following the MSR Transfer and the Asset Monetization. About Reverse Mortgage Investment Trust Reverse Mortgage Investment Trust Inc. is an originator and servicer of reverse mortgage loans. Reverse Mortgage and four of its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 22-11225) on Nov. 30, 2022. In the petition signed by Craig Corn, chief executive officer, the Debtors disclosed up to $50 billion in both assets and liabilities. Judge Mary F. Walrath oversees the case. The Debtors tapped Sidley Austin LLP as general bankruptcy counsel, Benesch, Friedlander, Coplan, and Aronoff LLO as local bankruptcy counsel, FTI Consulting Inc. as financial advisor, and Kroll Restructuring Administration LLC as noticing and claims agent. Leadenhall Capital Partners LLP, as agent to the postpetition secured lenders, is advised by Latham & Watkins LLP and Young, Conaway Stargatt & Taylor LLP, as counsel; BRG, as financial advisor; and Moelis as investment banker. RP RUIZ: Wins Cash Collateral Access Thru April 2023 ---------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California, Santa Barbara Division, authorized R. P. Ruiz, Corporation to use cash collateral on an interim basis in accordance with the budget, with a 20% variance, through the week ending April 29, 2023. The Debtor requires the use of cash collateral to avoid immediate and irreparable harm. As previously reported by the Troubled Company Reporter, the Debtor and its senior lender, Commercial Credit Group, entered into a stipulation that the Court approved. The relevant provisions of the stipulation concerning cash collateral are included in the Second Supplement. The Debtor believes these entities hold interest in cash collateral: -- CCG is owed $70,148. CCG holds the senior interest in cash collateral. Its interest is protected in many ways including (1) the difference between the amount CCG states it is owed vs. the higher value of cash collateral and other assets, (2) by virtue of the Stipulation which provides for regular payments and a post-petition lien (3) the other methods of adequate protection. -- NewCo Credit is likely the next senior lienholder. Its claim amount is $383,924. It asserts a security interest in all assets. Given the value of the assets, this claim is partially secured. -- Samson MCA LLC has not filed a proof of claim. Its scheduled amount is $466,075. The UCC 1 filing that the Debtor believes could be is Samson's financing statement asserts a security interest in all assets including accounts. In a security agreement, Samson asserts an interest in all assets including accounts. Given the value of the Debtor's assets, and the claims CCG and NewCo assert, Samson is a wholly undersecured creditor and the Court should not grant to Samson a post-petition lien in assets of the estate. As adequate protection, the Secured Creditors are granted replacement lien in all post-petition assets of the Debtor, other than avoidance power actions and recoveries. The replacement liens will have the same validity, extent and priority as the Secured Creditors liens held in prepetition collateral. The Debtor is permitted to perform under the terms of the Stipulation with Commercial Credit Group, Inc. All terms of the Stipulation are approved including the provision that CCG is granting a post-petition lien against the same types of property of the estate and the Debtor with the same validity, extent and priority as existed as of the petition date in this chapter 11 case, effective as of July 5, 2022. Said post-petition lien shall be deemed for all purposes to have been properly perfected without filing, as of July 5, 2022. A hearing on the further use of cash collateral is set for April 18, 2023 at 2 p.m. A copy of the order is available at https://bit.ly/3HngXAE from PacerMonitor.com. About R. P. Ruiz, Corporation R. P. Ruiz, Corporation is a concrete subcontractor. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-10501) on July 5, 2022. In the petition signed by Richard Ruiz, Jr., president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Ronald A. Clifford III oversees the case. Steven R. Fox, Esq., at The Fox Law Corporation, Inc. is the Debtor's counsel. SALLY BEAUTY: S&P Alters Outlook to Stable, Affirms 'BB-' ICR ------------------------------------------------------------- S&P Global Ratings revised its outlook to stable from positive and affirmed all its ratings on Denton, Texas-based beauty supply retailer Sally Beauty Holdings Inc. (SBH), including its 'BB-' issuer credit rating. The stable outlook reflects S&P's view that, although sales and profitability will likely stay pressured over the next year amid a challenging operating environment, the company will sustain leverage of about 3x. Challenging macroeconomic conditions and accelerated store closures will further impede SBH's growth prospects over the next 12 months. The company reported slowing performance trends in fiscal 2022 ended Sept. 30, 2022, including a 1.5% decline in revenue and 0.6% increase in comparable sales, which were negative 0.6% at Sally Beauty Supply (SBS) stores and positive 2.3% at Beauty Systems Group (BSG) locations. S&P said, "This was primarily driven by inflationary pressures, store closures, and unfavorable foreign currency translation on reported sales, trends we anticipate will persist through 2023. We expect consumers to stretch visits and limit basket add-ons given lower discretionary dollars available for beauty supply products. Moreover, the company announced the acceleration of its store optimization program, including the closure of approximately 350 stores (approximately 7% of the base), which will weigh on near-term sales prospects. We expect these store closings will largely pertain to U.S. SBS stores, in December. As such, we forecast a low-single-digit percentage decline in revenue for fiscal 2023 and roughly flat revenue growth in fiscal 2024." S&P said, "We note that global e-commerce sales increased 20% in fiscal 2022 and believe this may indicate further traction with customer engagement through expanding digital capabilities. In addition, we view Sally's loyal consumer base, attributed to its personalization, education, and targeted marketing initiatives, as key to its ability to navigate more challenging macroeconomic environments." Strategic investments in labor and other initiatives will compound top-line pressures and continue to hurt margins. Fiscal 2022 S&P Global Ratings-adjusted EBITDA margins declined 200 basis points (bps) to 16.7% on higher wage costs and re-opening expenses in international markets at its SBS segment, and higher freight costs and advertising spending at BSG. The company also incurred higher costs associated with its transformation plan, including distribution center consolidation and store-closing costs. S&P anticipates incremental labor investments and transformation plan costs will continue to weigh on profitability through fiscal 2023. Recent debt paydown, relatively low leverage, and solid cash flow continue to support the rating on SBH. The company used excess cash and a loan advance under its revolving line of credit to fund the full redemption of its 8.75% senior secured notes in the third quarter of fiscal 2022. S&P said, "While the repayment was largely leverage neutral given that we net a significant portion of cash against debt in our adjusted leverage calculation, we believe it indicates sustained conservatism in the capital structure. Moreover, Sally's solid cash flow and relatively low leverage support our ratings and outlook. We forecast good free operating cash flow of more than $175 million in fiscal 2023, improving to more than $200 million annually thereafter. Nonetheless, we now expect S&P Global Ratings-adjusted leverage will remain in the high-2x to low-3x area (relative to our prior expectation for leverage in the mid-2x area) through fiscal 2024 on sustained top-line and profitability headwinds." The stable outlook reflects S&P's view that, although sales and profitability will likely stay pressured over the next year amid a challenging operating environment, SBH will sustain leverage at about 3x. S&P could lower the rating on SBH if: -- Performance deteriorates beyond our expectations because of prolonged macroeconomic pressures, such that we forecast leverage will increase to the high-3x area and funds from operations (FFO) to debt declines below 20%; or -- It falters in its digital transformation and growth initiatives, leading to market share loss and a weaker competitive position. This would be seen in sustained negative same-store sales at SBS and BSG. S&P could raise the rating if: -- The company continues progress in its digital transformation, such that S&P anticipates growth in omnichannel sales at both segments, and leads it to believe it is well positioned to fend off potential competitive threats and strengthen its niche market position; -- S&P forecasts leverage sustained in the mid-2x area or better and FFO to debt greater than 30%; and -- S&P believes its financial policy supports maintenance of improved credit metrics. ESG credit indicators: E-2, S-2, G-2 SC BEACH: Seeks Approval to Hire Nexsen Pruet as Legal Counsel -------------------------------------------------------------- SC Beach Partnership, LLC DBA Edisto Vacay seeks approval from the U.S. Bankruptcy Court for the District of South Carolina to hire Nexsen Pruet, LLC as its counsel. The firm will render these services: a. advise the Debtor of its rights, powers and duties; b. attend meetings with the Debtor's representatives and hearings before the Bankruptcy Court; c. assist other professionals retained by the Debtor in the investigation of the acts, conduct, assets, liabilities and financial condition of the Debtor, and any other matters relevant to the bankruptcy case or to the formulation of a plan of reorganization or liquidation; d. review and investigate the validity, extent and priority of any secured claims against the Debtor's estate, and review and investigate the acts and conduct of such secured creditors and other parties to determine whether any causes of action may exist; e. advise the Debtor with regard to the preparation and filing of all necessary and appropriate applications, motions, pleadings, draft orders, notices, schedules and other documents; draft, prepare and file such documents; and review all financial and other reports to be filed in the bankruptcy case; f. advise the Debtor with regard to the preparation and filing of responses to applications, motions, pleadings, notices and other papers that may be filed and served in the Chapter 11 cases, and draft, prepare and file such responses; and g. perform other legal services for and in behalf of the Debtor that may be necessary or appropriate in the administration and progress of the Chapter 11 case. The firm will be paid at these hourly rates: Julio E. Mendoza, Jr. $570 Kyle A. Brannon $380 Carl H. Petkoff $250 Janette P. Carter (Paralegal) $230 The Debtor provided the counsel with a $35,000 retainer. Julio Mendoza Jr., Esq., a partner at Nexsen Pruet, assured the court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Nexsen Pruet can be reached at: Julio E. Mendoza, Jr., Esq. Nexsen Pruet, LLC 1230 Main Street, Suite 700 (29201) Post Office Drawer 2426 Columbia, SC 29202 Telephone: 803-540-2026 Email: rmendoza@nexsenpruet.com About SC Beach Partnership SC Beach Partnership owns fractional tenant in common ownership interest in 159 apartment units of The Yachtsman Resort (Horizontal Property Regime), located at 1304 N. Ocean Blvd. in Myrtle Beach, SC. The value of Debtor's interest is $993,343. SC Beach Partnership, LLC DBA Edisto Vacay filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.S.C. Case No. 22-03258) on Nov. 29, 2022. The petition was signed by Alexander Krakovsky as manager. At the time of filing, the Debtor estimated $1,098,058 in assets and $2,902,370 in liabilities. Judge Elisabetta Gm Gasparini presides over the case. Julio E. Mendoza, Jr., Esq. at NEXSEN PRUET, LLC serves as the Debtor's counsel. SEARS HOLDINGS: Owner Tells Court No Remedy for Mall of America --------------------------------------------------------------- Alex Wolf of Bloomberg Law reports that Transform Holdco LLC, a company founded by former Sears CEO Eddie Lampert, told the US Supreme Court that "the ship has sailed" on the Mall of America's opportunity to unwind the bankruptcy sale of the retail company. MOAC Mall Holdings LLC has no remedy options in a fight over Transform's transfer of a Sears department store lease at the nation's largest mall after buying the iconic chain out of bankruptcy, Transform said during oral arguments Monday. "There is no way to undo the sale in this instance," Transform attorney G. Eric Brunstad Jr. of Dechert LLP said. About Sears Holdings Corp. Sears Holdings Corporation -- http://www.searsholdings.com/-- began as a mail ordering catalog company in 1887 and became the world's largest retailer in the 1960s. At its peak, Sears was present in almost every big mall across the U.S., and sold everything from toys and auto parts to mail-order homes. Sears claims to be a market leader in the appliance, tool, lawn and garden, fitness equipment, and automotive repair and maintenance retail sectors. Sears and Kmart merged to form Sears Holdings in 2005 when they had 3,500 US stores between them. Kmart emerged in 2005 from its own bankruptcy. Unable to keep up with online stores and other brick-and-mortar retailers, a long series of store closings left it with 687 retail stores in 49 states, Guam, Puerto Rico, and the U.S. Virgin Islands as of mid-October 2018. At that time, the Company employed 68,000 individuals. As of Aug. 4, 2018, Sears Holdings had $6.93 billion in total assets against $11.33 billion in total liabilities. Unable to cover a $134 million debt payment due Oct. 15, 2018, Sears Holdings Corporation and 49 subsidiaries sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 18-23538) on Oct. 15, 2018. The Hon. Robert D. Drain is the case judge. The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel; M-III Partners as restructuring advisor; Lazard Freres & Co. LLC as investment banker; DLA Piper LLP as real estate advisor; and Prime Clerk as claims and noticing agent. The U.S. Trustee for Region 2 appointed nine creditors, including the Pension Benefit Guaranty Corp., and landlord Simon Property Group, L.P., to serve on the official committee of unsecured creditors. The committee tapped Akin Gump Strauss Hauer & Feld LLP as legal counsel; FTI Consulting as financial advisor; and Houlihan Lokey Capital, Inc. as investment banker. The U.S. Trustee for Region 2 on July 9, 2019, appointed five retirees to serve on the committee representing retirees with life insurance benefits in the Chapter 11 cases. In February 2019, Bankruptcy Judge Robert Drain authorized Sears Holdings approval to sell the business to majority shareholder and CEO Eddie Lampert for approximately $5.2 billion. Lampert's ESL Investments, Inc., won an auction to acquire substantially all of Sears' assets, including the "Go Forward Stores" on a going-concern basis. The proposal allowed 425 stores to remain open and provided ongoing employment to 45,000 employees. The new parent is Transform SR Brands LLC, doing business as Transformco, referred to as "New Sears". Transform is an American privately held company formed on Feb. 11, 2019, to acquire some of the assets of Sears Holdings Corporation. The new company is owned by Eddie Lampert's ESL Investments. SERENITY HOUSE: Seeks to Hire Adam I. Skolnik as Legal Counsel -------------------------------------------------------------- Serenity House Detox Palm Beach, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Adam I. Skolnik, P.A. as its counsel. The firm will render these services: (a) advise the Debtor with respect to its powers and duties; (b) advise the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements, the requirements of the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, and applicable bankruptcy rules; (c) assist the Debtor in the investigation and pursuit of property of the estate, and the sale of some or all of its assets, if needed; (d) assist the Debtor in the formulation, dissemination and approval of a disclosure statement and Chapter 11 plan; (e) prepare legal documents; (f) protect the interest of the Debtor in all matters pending before the court; (g) represent the Debtor in negotiation with its creditors in the preparation of a plan; and (h) perform all other necessary functions for the proper administration of the bankruptcy estate. The hourly rates of the firm's professionals are as follows: Adam I. Skolnik, Esq. $500 Paralegals $155 In addition, the firm will seek reimbursement for expenses incurred. Prior to the petition date, the firm received a retainer of $19,500 from the Debtor's trustee. Mr. Skolnik 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: Adam I. Skolnik, Esq. Law Office of Adam I. Skolnik, PA 1761 West Hillsboro Boulevard, Suite 201 Deerfield Beach, FL 33442 Telephone: (561) 265-1120 Email: askolnik@skolniklawpa.com About Serenity House Detox Palm Beach Serenity House Detox Palm Beach, LLC sought protection for relief under Chapter 11 of the Bankruptcy Court (Bankr. S.D. Fla. Case No. 22-18717) on Nov. 11, 2022, listing up to $50,000 in both assets and liabilities. Adam I Skolnik, Esq. at the Law Office Of Adam I. Skolnik, P.A. represents the Debtor as counsel. SMARTPAC INC: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Smartpac, Inc. 4750 Earth City Expressway Bridgeton, MO 63044 Business Description: Smartpac Inc. is a manufacturer of food and drink packaging in the foodservice industry. Chapter 11 Petition Date: December 9, 2022 Court: United States Bankruptcy Court Eastern District of Missouri Case No.: 22-43840 Judge: Hon. Bonnie L. Clair Debtor's Counsel: David M. Dare, Esq. HERREN, DARE & STREETT 439 S. Kirkwood Road, Suite 204 St. Louis, MO 63122 Tel: 314-965-3373 Fax: 314-965-2225 Email: hdsstl@hdsstl.com Total Assets: $2,854,593 Total Liabilities: $6,484,063 The petition was signed by Cary Edwards as owner. 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/7EAT3CA/Smartpac_Inc__moebke-22-43840__0001.0.pdf?mcid=tGE4TAMA SUMMIT LLC: Seeks More Time to File Bankruptcy Plan --------------------------------------------------- Summit, LLC is seeking court approval to remain in control of its bankruptcy until early next year. In its motion, Summit asked the U.S. Bankruptcy Court for the Central District of California to extend its exclusive right to file a plan to exit Chapter 11 protection to Jan. 20 next year. The company will use the extension to resolve disputes with its secured lenders, evaluate the validity of claims, assess profitability and provide projections to support feasibility of its bankruptcy plan. About Summit LLC Summit, LLC, a California-based company, sought bankruptcy protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-13853) on July 15, 2022. In the petition filed by its managing member, Moussa Kashani, the Debtor listed assets between $10 million and $50 million and liabilities between $10 million-$50 million. Judge Ernest M. Robles oversees the case. David R. Haberbush, Esq., at Haberbush, LLP is the Debtors' legal counsel. SUNSET DEBT: US$1.6B Bank Debt Trades at 19% Discount ----------------------------------------------------- Participations in a syndicated loan under which Sunset Debt Merger Sub Inc is a borrower were trading in the secondary market around 81.4 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$1.625 billion facility is a Term loan. The loan is scheduled to mature on October 6, 2028. The amount is fully drawn and outstanding. SIWF Holdings Inc. (Sunset Debt Merger Sub Inc.) was formed by AEA Investors LP and British Columbia Investment Management Corporation to facilitate their acquisition of Springs Window Fashions LLC from Golden Gate Capital. Springs Window Fashions supplies retailers and distributors with a line of blinds, shades, specialty treatments and window hardware. SYMBIONT.IO LLC: Files for Chapter 11 Bankruptcy ------------------------------------------------ Symbiont.IO LLC filed for chapter 11 protection in the Southern District of New York. According to court filings, Symbiont.IO LLC estimates between $1 million and $10 million in debt owed to 1 to 49 creditors. The petition states that funds will be available to unsecured creditors. Trinet ($1,203,924 claim), DoiT International (owed $240,849) and Blueback Global (UK) Limited (owed $172,644) sit atop the list of largest unsecured creditors. A copy of the Company's list of 20 largest unsecured claims is available at: https://www.pacermonitor.com/view/2ONK2MI/Symbiontio_LLC__nysbke-22-11620__0005.0.pdf?mcid=tGE4TAMA About Symbiont.IO LLC Symbiont.IO LLC is a leading technology company focused on solving complex global finance problems using a novel enterprise blockchain solution. Symbiont.IO LLC filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bank. S.D.N.Y. Case No. 22-11620) on December 1, 2022. In the petition filed by Mark Smith, as CEO, the Debtor reported assets and liabilities between $1 million and $10 million. The case is overseen by Honorable Bankruptcy Judge Philip Bentley. The Debtor is represented by: Lawrence Morrison, Esq. 64 Bleeker Street, #165 New York, NY 10012 SYMPLR SOFTWARE: S&P Downgrades ICR to 'CCC+', Outlook Negative --------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Houston-based Symplr Software Intermediate Holdings Inc. to 'CCC+' from 'B-'. S&P lowered its issue-level rating on the company's first-lien term loan to 'B-' from 'B'. The '2' recovery rating remains unchanged, indicating its expectation for meaningful (50%-70%; rounded estimate: 75%) recovery in the event of a default. The negative outlook reflects Symplr's highly leveraged capital structure, which we view as unsustainable, combined with its rising interest rates that could further erode its increasingly tight liquidity position. We continue to believe there is significant execution risk to drive profitability and to meet financial commitments. S&P said, "The downgrade and negative outlook reflect our expectations that EBITDA growth is not rapid enough to cover the company's increasing fixed costs, leading to persistent FOCF deficits, deteriorating liquidity, and an unsustainable capital structure. We forecast the company's debt to EBITDA will be well above 10x in fiscal-years 2022 and 2023. While the company has experienced double digit growth year-on-year in software/recurring services bookings, a greater mix is coming from recurring services and access management products, which have longer billings recognition periods. While we believe these bookings strengthen the company in the long run, adding to visibility and stability, in the short run they add lower immediate revenue and have lower non-recurring revenue attach rates, as they do not have associated implementation and hardware needs. Additionally, the company is experiencing top-line pressure caused by longer decision- cycles from hospitals as they scrutinize their spending in light of the macro-economic environment, resulting in bookings being pushed out. With S&P Global Ratings forecasting a recession in 2023, we expect this pressure may persist longer than expected. Our base-case forecast now assumes a FOCF deficit of $55 million in fiscal-year 2022, as interest rates remain elevated. The company has cut costs materially, and we expect a smaller FOCF deficit in 2023. "A significant increase in revenue and cost management will be required to raise EBITDA to sustainable levels. Burdened by acquisition and integration costs, we expect the company to report its third consecutive year of FOCF deficits in 2022. We expect below-1x EBITDA interest coverage in 2022 and 2023 and diminished liquidity, leading us to believe it may not independently sustain its capital structure over the next several years. Without the significant improvement in EBITDA we previously expected in the second half of 2022, we no longer believe Symplr can comfortably meet its financial commitments. Finally, while we believe the company can continue growing if it cuts back on or delays some internal spending, we believe cuts in operating expenditures may be detrimental to future growth. "We continue to expect the company to benefit from strong secular tailwinds, with the continued need for accurate credentialing and privileging data collection. Reductions in hospital budgets have exacerbated a growing provider labor shortage due to an aging health professional workforce and high turnover, with providers often moving from one place to another. Additionally, hospitals struggle to staff for credentialing and may continue to outsource the service, especially with the increased need related to turnover. "The negative outlook reflects Symplr's highly leveraged capital structure, which we view as unsustainable, combined with its rising interest rates that could further erode its increasingly tight liquidity position. We continue to believe there is significant execution risk to drive profitability and meet financial commitments." S&P could lower its ratings on Symplr anytime in the next 12 months if: -- Its liquidity position deteriorates further such that it is unable to finance its operations over the next 12 months, which could occur due to slower-than-expected EBITDA improvements; or -- S&P foresees an increased likelihood it will engage in a restructuring transaction we would consider distressed. S&P said, "We could revise our outlook on Symplr to stable if it materially improves its liquidity position without taking on incremental debt and we expect it will generate sustainable positive FOCF. Specifically, we believe the company could generate sustainable positive FOCF if it successfully decreases its restructuring and other operating costs, and successfully passes through its ongoing inflationary pressures through pricing increases." ESG credit indicators: E-2; S-2; G-3 S&P said, "Governance factors are a moderately negative consideration in our credit rating analysis. Our assessment of the company's financial risk profile as highly leveraged reflects corporate decision-making that prioritizes the interests of the controlling owners, in line with our view of the majority of rated entities owned by private-equity sponsors. Our assessment also reflects the generally finite holding periods and a focus on maximizing shareholder returns." TEAL PROPERTIES: Taps Lefkovitz & Lefkovitz as Legal Counsel ------------------------------------------------------------ Teal Properties, Inc. filed an amended application seeking approval from the U.S. Bankruptcy Court for the Eastern District of Tennessee to employ Lefkovitz & Lefkovitz, PLLC to handle its Chapter 11 case. The firm's services include: (a) advising the Debtor regarding its rights, duties and powers; (b) preparing and filing statements of financial affairs and bankruptcy schedules, Chapter 11 plans and other documents; (c) representing the Debtor at all hearings, meetings of creditors, conferences, trials, and any other proceedings related to the case; and (d) performing other necessary legal services. The firm will be paid at these rates: Steven L. Leftkovitz $555 per hour Associates $350 per hour Paralegals $125 per hour In addition, the firm will receive reimbursement for its out-of-pocket expenses. The retainer is $6,738. Steven Leftkovitz, Esq., a partner at Lefkovitz & Lefkovitz, 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: Steven L. Leftkovitz, Esq. Lefkovitz & Lefkovitz, PLLC 908 Harpeth Valley Place Nashville, TN 37219 Tel: (615) 256-8300 Fax: (615) 255-4516 Email: slefkovitz@lefkovitz.com About Teal Properties Teal Properties, Inc. filed a Chapter 11 bankruptcy petition (Bankr. E.D. Tenn. Case No. 22-12203) on Sept. 30, 2022, with up to $1 million in both assets and liabilities. Judge Nicholas W. Whittenburg oversees the case. The Debtor is represented by Lefkovitz & Lefkovitz, PLLC. TEAM HEALTH: $2.8B Bank Debt Trades at 15% Discount --------------------------------------------------- Participations in a syndicated loan under which Team Health Holdings Inc is a borrower were trading in the secondary market around 84.6 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$2.8 billion facility is a Term loan. The loan is scheduled to mature on February 6, 2024. About US$1.2 billion of the loan is withdrawn and outstanding. Team Health Holdings, Inc. is a provider of physician staffing and administrative services to hospitals and other healthcare providers in the U.S. TECOSTAR HOLDINGS: $800M Bank Debt Trades at 17% Discount --------------------------------------------------------- Participations in a syndicated loan under which TecoStar Holdings Inc is a borrower were trading in the secondary market around 83.3 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$800 million facility is a Term loan. The loan is scheduled to mature on May 1, 2024. The amount is fully drawn and outstanding. TecoStar Holdings, Inc. performs contract manufacturing services, primarily for companies within the medical device industry. TELOGIA POWER: Case Summary & Eight Unsecured Creditors ------------------------------------------------------- Debtor: Telogia Power, LLC 20082 Telogia Power Road Hosford, FL 32334 Business Description: Telogia is an electric utility company in Florida. The Debtor owns bio-fuel power plant and related equipment, including real estate as well as all generators, fuel handlers, and other equipment on site valued at $750,000. Chapter 11 Petition Date: December 9, 2022 Court: United States Bankruptcy Court Northern District of Florida Case No.: 22-40389 Debtor's Counsel: Allen P. Turnage, Esq. LAW OFFICE OF ALLEN TURNAGE, P.A. PO Box 15219 Tallahassee, FL 32317 Tel: (850) 224-3231 Fax: (850) 224-2535 Email: service@turnagelaw.com Total Assets: $750,000 Total Liabilities: $7,447,020 The petition was signed by Patrick James as owner/managing member. A full-text copy of the petition containing, among other items, a list of the Debtor's eight unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/BXJGGYY/Telogia_Power_LLC__flnbke-22-40389__0001.0.pdf?mcid=tGE4TAMA THORCO INC: Seeks Approval to Hire Johnson May as Special Counsel ----------------------------------------------------------------- Thorco Inc. filed an amended application seeking approval from the U.S. Bankruptcy Court for the District of Montana to employ Johnson May as its special counsel. The firm's services include: a. representation related to claims to be pursued against Whitefish Credit Union and other parties claiming an interest in real property located in Somers, Montana (including, but not limited to, claims for fraudulent transfer of the property); and b. representation related to any appeals (if any) of the claims outlined above. The firm's hourly rates are as follows: Attorneys $195 to $375 Paralegal $95 to $175 The Debtor agreed to pay the firm $40,000 as retainer. As disclosed in court filings, Johnson May does not represent interests adverse to the Debtor and its estate. The firm can be reached through: Matthew T. Christensen, Esq. Johnson May, PLLC 199 N. Capitol Blvd., Suite 200 Boise, ID 83702 Phone: (208) 384-8588 Fax: (208) 629-2157 Email: mtc@johnsonmaylaw.com About Thorco Inc. Thorco, Inc. is classified under heavy and civil engineering construction and has been in business for more than 10 years. It is located in Kalispell, Mont. Thorco filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Mont. Case No. 22-90119) on July 29, 2022, with as much as $50,000 in both assets and liabilities. Christy L. Brandon serves as Subchapter V trustee. Judge Joseph M. Meier oversees the case. The Debtor tapped Matt Shimanek, Esq., at Shimanek Law, PLLC as legal counsel and Andrew Johnson CPA, PLLC as accountant. THREE ARROWS CAPITAL: Seeks $30M from Much Wow Superyacht Sale -------------------------------------------------------------- Jeremy Hill and Emily Nicolle of Bloomberg New report insolvency professionals overseeing the cleanup of defunct crypto hedge fund Three Arrows Capital said they have taken control of more than $35 million of hard currencies, seized more than 60 types of digital tokens and even sought $30 million from the sale of a superyacht named "Much Wow" as part of their recovery efforts. But the lack of cooperation from fund founders Su Zhu and Kyle Davies is complicating the liquidation, which is designed to repay creditors owed more than $3 billion as much as possible. Advisers for Three Arrows have still had only two live conversations -- via video conference -- with the founders, who are believed to be in either Bali or the United Arab Emirates, according to a presentation delivered in bankruptcy court. Because Zhu and Davies are refusing to cooperate, "we have had to practically reconstruct the firm and the records of the company from start," said Russell Crumpler, a liquidator for Three Arrows in the British Virgin Islands. Three Arrows went bankrupt earlier this year after a series of bad bets and falling crypto prices forced the fund, known for making leveraged transactions, to face margin calls. It formerly managed assets worth roughly $4 billion. The implosion was one of several that rocked the business this spring, which is still reeling from the abrupt demise of Sam Bankman-FTX Fried’s company last month. About Three Arrows Capital Three Arrows Capital Ltd. was an investment firm engaged in short-term opportunities trading, and is heavily invested in cryptocurrency, funded through borrowings. As of April 2022, the Debtor was reported to have over $3 billion of assets under its management. Three Arrows Capital Ltd. was incorporated as a business company under the laws of the British Virgin Islands. Its sole shareholder owning all of its "management shares" is Three Arrows Capital Pte. Ltd., which previously operated as a regulated fund manager in Singapore until 2021, when it shifted its domicile to the BVI, as part of a global corporate plan to relocate operations to Dubai. The Debtor borrowed digital and fiat currency from multiple lenders to fund its cryptocurrency investments. After cryptocurrency lost 99% of its value, and then prices of other cryptocurrencies had rapid declines, the Debtor reportedly defaulted on its obligations. On June 24, 2022, one of the Debtor's many creditors -- DRB Panama Inc. -- filed an application to appoint joint provisional liquidators -- and thereafter, full Liquidators -- in the Eastern Caribbean Supreme Court in the High Court of Justice (Commercial Division) located in BVI. The application was assigned claim number VIHCOM2022/0117. Subsequently, on June 27, 2022, the Debtor filed its own application for the appointment of joint liquidators before the BVI Commercial Court. On June 29, 2022, the Honorable Mr. Justice Jack of the BVI Commercial Court appointed Russell Crumpler and Christopher Farmer of Teneo (BVI) Limited as joint liquidators of Three Arrows Capital Ltd. On July 1, 2022, liquidators of Three Arrows Capital filed a Chapter 15 bankruptcy in the U.S. (Bankr. S.D.N.Y. Case No. 22-10920) to seek recognition of the BVI proceedings. Judge Martin Glenn is the case judge. Latham & Watkins, led by Adam J. Goldberg is counsel in the U.S. case. The law firm of Ogier, led by Grant Carroll, is advising the liquidators in the BVI proceedings. TKC HOLDINGS: Moody's Cuts CFR to Caa1 & Alters Outlook to Negative ------------------------------------------------------------------- Moody's Investors Service downgraded TKC Holdings, Inc.'s corporate family rating to Caa1 from B3, the probability of default rating to Caa1-PD from B3-PD, the senior secured ratings to B2 from B1 and the senior unsecured rating to Caa2 from Caa1. At the same time, Moody's changed the outlook to negative from stable. "The downgrade reflects Moody's expectations of weak liquidity and very high financial leverage as reduced inmate spending and persistent cost inflation cause weakness in TKC's operating performance", said Mikhil Mahore, a Moody's analyst. Downgrades: Issuer: TKC Holdings, Inc. - Corporate Family Rating, Downgraded to Caa1 from B3 - Probability of Default Rating, Downgraded to Caa1-PD from B3-PD - Senior Secured 1st Lien Bank Credit Facility, Downgraded to B2 (LGD2) from B1 (LGD2) - Senior Secured 1st Lien Regular Bond/Debenture, Downgraded to B2 (LGD2) from B1 (LGD2) - Senior Unsecured Regular Bond/Debenture, Downgraded to Caa2 (LGD5) from Caa1 (LGD5) Outlook Actions: Issuer: TKC Holdings, Inc. - Outlook, Changed To Negative From Stable RATINGS RATIONALE TKC's CFR is constrained by: (1) weak liquidity; (2) very high financial leverage at over 11x in 2023; (3) Moody's expectations of weak operating performance in 2023 as a result of reduced inmate spending and stubborn cost inflation; (4) aggressive financial policies under private equity ownership; and (5) a volume-based business exposed to social risks linked to prison policy reform and an ongoing modest but steady decline in the US incarcerated population. The company benefits from: (1) good revenue visibility supported by multiyear contracts; (2) a strong market position in its commissary and food service businesses, providing competitive advantages in pricing and bidding processes; and (3) ongoing outsourcing trend as local and state governments seek operational efficiencies. TKC has weak liquidity, with sources of cash around $93 million, compared to about $40 million of uses until the end of 2023. Sources consist of about $43 million in cash on hand at September 2022, and almost full availability under the $50 million revolving credit facility (less letters of credit) expiring 2026. Uses of liquidity include $9 million of mandatory term loan amortization and Moody's expectation of free cash flow consumption of about $30 million until the end of 2023, and periodic drawings under the revolver to fund working capital. Moody's expects the company to PIK the interest on its $320 million TKC Midco 1, LLC (Holdco) PIK notes in 2023 and 2024 to conserve liquidity. Moody's expects the company to use their revolving credit facility during the year to cover working capital needs. The revolving credit facility has a springing covenant based on a maximum net leverage ratio of 5.15x when drawings exceed 35% of total borrowing capacity. Moody's expects at least 15% covenant cushion in the next four quarters. The company has limited ability to generate alternate liquidity from asset sales. The B2 rating on TKC's senior secured credit facilities ($525 million first lien term loan and $425 million first lien notes, both due May 2028, and $50 million revolver due May 2026) reflects their priority ranking in the capital structure and benefit from loss absorption cushion provided by the company's senior unsecured notes but Moody's views that the PIK toggle Holdco notes due 2027 would not provide meaningful loss absorption cushion in the event of a default. The Caa2 rating on the $675 million senior unsecured notes due 2029 reflects contractual subordination to the first lien facilities. The negative outlook reflects Moody's view that operating performance could remain pressured in the next 12-18 months if inflation stays elevated, which could further weaken liquidity. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS TKC's ratings could be upgraded if liquidity, free cash flow and operating performance improve. The ratings could be downgraded if liquidity erodes through greater than expected cash flow burn, operating performance deteriorates, market position weakens or if the likelihood of a distressed exchange transaction increases. TKC is a leading provider of commissary, food service, and related products to the corrections industry across the United States. The company is headquartered in St. Louis, Missouri and is owned by funds affiliated with H.I.G. Capital. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. TOSCA SERVICES: Moody's Cuts CFR to B3 & Alters Outlook to Negative ------------------------------------------------------------------- Moody's Investors Service downgraded Tosca Services, LLC's corporate family rating to B3 from B2, Probability of Default Rating to B3-PD from B2-PD, and the rating on its first lien term loan to B3 from B2. The outlook has been changed to negative from stable. The downgrade and negative outlook reflect a weakening of credit metrics and liquidity from a challenging macro-economic environment, the loss of a US produce retailer, and unfavorable foreign exchange impact from the deterioration of the Euro. "Deterioration in Tosca's EBITDA, while leverage has increased to fund new business opportunities, has elevated the company's credit risk profile and weakened liquidity," said Scott Manduca, Vice President at Moody's. Downgrades: Issuer: Tosca Services, LLC Corporate Family Rating, Downgraded to B3 from B2 Probability of Default Rating, Downgraded to B3-PD from B2-PD Senior Secured 1st Lien Term Loan, Downgraded to B3 (LGD4) from B2 (LGD3) Outlook Actions: Issuer: Tosca Services, LLC Outlook, Changed To Negative From Stable RATINGS RATIONALE Tosca's B3 corporate family rating reflects the company's relatively small scale (revenue) against larger, rated competitors in the space, in addition to, it's high leverage breaching 7.0x and lack of free cash flow generation from growth capital expenditures. Financial results are challenged by weaker macro-economic conditions, an unfavorable foreign exchange impact from the deterioration of the Euro, and the loss of business from a US produce retailer in the first quarter of 2022 to diversify supplier concentration. Around 50% of Tosca's EBITDA is generated in Europe and the company does not have currency hedges in place to soften the negative impact on US dollar reported financial results. Free cash flow is negative due to capital spend on pallet, container, and equipment needs to serve new business wins. Therefore, funding stems from revolver borrowings, which increases the amount of debt outstanding, while EBITDA benefits of new business is generally realized over 12-24 months. Furthermore, while Tosca has initiated price increases to combat inflationary pressures, like freight and wash costs, they have not fully negated these cost increases. The B3 CFR rating also reflects Tosca's product certification to transport perishable foods like meat, cheese, fresh produce, and eggs in the stable food and beverage end market. The company's pallets and containers offer a more ESG friendly option given their recyclability characteristics. The useful life of Tosca's products is about fifteen years, after which they can be ground up and made into new sustainable containers and pallets. The durability of these products compared to less sturdy alternatives provides a benefit to the customer in the form of less damage and waste of transported food items. In addition, Tosca's containers can be stacked and used as displays in the customers retail location providing efficiency in eliminating restacking or assembly of the products. Tosca's liquidity profile is adequate. Moody's forecast the company will be reliant on its revolving credit facility to fund growth capital expenditures needed to service new business wins. As of September 30, 2022, Tosca had $52 million drawn on its $125 million ABL facility and cash of around $7 million. Moody's forecast free cash flow to be negative $58 million in 2022, and negative $28 million in 2023. Tosca may look to term out its revolver borrowings, as has been done in the past, to free up liquidity or possibly upsize its ABL capacity to around $200 million by utililizing excess collateral. The B3 rating on the term loan, which expires 2027, is the same as the corporate family rating, since the term loan comprises most of the capital structure and the relatively smaller sized ABL does not impact notching. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be downgraded if there is further deterioration in credit metrics or liquidity. Specifically, if debt-to-EBITDA is above 6.5x, EBITDA-to-interest expense is below 1.0x and retained cash flow-to-net debt is below 7.5%. The ratings could be upgraded if there is an improvement in free cash flow and maintenance of good liquidity, and an increase in scale and continued strong margins. Specifically, the ratings could be upgraded if debt-to-EBITDA is below 5.5x, EBITDA-to-interest approaches 2.0x and retained cash flow-to-net debt is above 10%. Headquartered in Atlanta, Georgia, Tosca Services, LLC manages, refurbishes and rents reusable plastic containers for the perishable food industry including case ready meat, eggs, cheese, poultry, seafood, and produce. Tosca has been owned by funds advised by the private equity firm Apax Partners since 2017. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. TRANSCENDIA HOLDINGS: $295M Bank Debt Trades at 26% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Transcendia Holdings Inc is a borrower were trading in the secondary market around 74.5 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$295 million facility is a Term loan. The loan is scheduled to mature on May 30, 2024. The amount is fully drawn and outstanding. Transcendia Holdings, Inc. is a provider of engineered specialty films materials across a range of end-markets. The company manufactures specialty films by extrusion of resin or converting film for specific customer applications. TRINITY LEGACY: Seeks Cash Collateral Access Thru March 2023 ------------------------------------------------------------ Trinity Legacy Consortium, LLC asks the U.S. Bankruptcy Court for the District of New Mexico for authority to use cash collateral pending December 7, 2022, through March 31, 2023. The Debtor proposes the use of cash collateral to pay expenses which occur in the ordinary and usual course of business, including employee wages, rent, utilities, purchase of supplies, purchase of inventory, and any other expenses which occur in the ordinary and usual course of business. The Debtor further proposes to set aside $10,000 monthly to pay legal expenses for bankruptcy counsel, New Mexico Financial & Family Law, P.C. The Debtor has unsecured creditors in the approximate amount of $315,000. The Debtor has secured claims with the Small Business Administration and Forward Financing. The SBA has a security interest in all tangible and intangible personal property. Forward Financing is owed approximately $120,000. The Debtor incurred a factoring loan with Forward Financing to help meet expenses for the business, and in exchange gave a security interest in future receipts of the Corporation. Payment on these loans gave rise to the Debtor falling behind on other business expenses, necessitating the filing of the bankruptcy. In addition, the Debtor is the Defendant in two pending state court litigation cases in Oregon, one with Plaintiffs Dave Roberts and Debra Roberts, who are suing the Debtor on a construction contract in Oregon, the other with Plaintiff Mark Johnston who is suing on a construction contract. The Debtor is also a Defendant in two pending District Court cases in Ada County, Idaho, which are similar in nature. The Debtor believes the creditors' interests can be protected therein in that: a. The Debtor will open a segregated Debtor-in-Possession account to facilitate the ability of creditors to monitor cash collateral during this proceeding. b. The Debtor's chapter 11 plan will incorporate all the aforementioned provisions for adequate protection. About Trinity Legacy Consortium, LLC Trinity Legacy Consortium, LLC operates a construction and home building business with locations in Farmington, NM and Wallowa, Oregon. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.M. Case No. 22-10973) on December 7, 2022. In the petition signed by Jan Swift and Jacob Swift, managing members, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Dennis A. Banning, Esq., at NM Financial Law, P.C., is the Debtor's legal counsel. TYCOON PRODUCTIONS: Court OKs Final Cash Collateral Access ---------------------------------------------------------- The U.S. Bankruptcy Court for the District of Maryland, Baltimore Division, authorized Tycoon Productions, LLC to use cash collateral to pay pre-petition wages, current and future wages and any other expenses incurred in its day-to-day operation, on a final basis. The Court said Kalamata Capital Group, LLC and Byzfunder NY, LLC will be granted a replacement security interest in all new accounts and inventory generated by the Debtor. The bank in which the Debtor currently maintains business accounts is authorized and directed to honor all post-petition checks presented for payment to the extent that sufficient funds are on deposit. About Tycoon Productions LLC Tycoon Productions LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Md. Case No. 22-15669) on October 13, 2022. In the petition signed by Dominique A. Hannah, owner, the Debtor disclosed up to $500,000 in both assets and liabilities. Judge David E. Rice oversees the case. Damani K. Ingram, Esq., at The Ingram Firm, LLC, is the Debtor's counsel. ULTRA SEAL: Seeks to Hire Union Standard Equipment as Auctioneer ---------------------------------------------------------------- Ultra Seal Corporation and Ultra-Tab Laboratories, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Union Standard Equipment as their auctioneer. UNION will undertake to market and advertise the assets for sale at an online auction, including production of an online catalog, targeting local, regional and national audiences. The auction of the assets is anticipated to be held in Jan, 2023. The proposed commission payable to UNION is 10 percent of the successful hammer price. In addition, UNION shall receive an industry standard buyer’s premium of 18 percent which shall be levied on all items sold. Three percent of the buyer’s premium is paid to the auction hosting platform and 15 percent is retained by UNION. UNION is a "disinterested persons" within the meaning of Sec. 101(14) of Title 11 of the United States Code, according the court filings. The firm can be reached through: John Greenberg Union Standard Equipment 500 Mamaroneck Ave #320 Harrison, NY 10528 Phone: 718-585-0200 Phone: 718-313-0806 Email: sales@unionmachinery.com About Ultra Seal Corporation Ultra Seal Corporation is a privately owned and operated contract packager of pharmaceutical products, nutritional supplements and personal care products located in the heart of New York's Hudson Valley. Affiliate, Ultra-Tab Laboratories, Inc., is a bulk manufacturer of those products. Both are regulated by the U.S. Food and Drug Administration. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 22-35630) on October 6, 2022. In the petition signed by Dennis Borrello, president, Ultra Seal disclosed $8,861,955 in assets and $5,757,027 in liabilities. Judge Cecelia G. Morris oversees the cases. Michelle L. Trier, Esq., at Genova, Malin & Trier, LLP, is the Debtors' counsel. USA ROOFING: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: USA Roofing Partners, LLC 330 Rayford Rd #748 Spring, TX 77386-1980 Chapter 11 Petition Date: December 9, 2022 Court: United States Bankruptcy Court Southern District of Texas Case No.: 22-33691 Judge: Hon. Jeffrey P. Norman Debtor's Counsel: Reese W. Baker, Esq. BAKER & ASSOCIATES 950 Echo Ln Ste 300 Houston, TX 77024-2824 Email: courtdocs@bakerassociates.net Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Kevin Jones as partner. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/XTX42QY/USA_Roofing_Partners_LLC__txsbke-22-33691__0001.0.pdf?mcid=tGE4TAMA VBI VACCINES: Expands Scope of Partnership With CEPI ---------------------------------------------------- The Coalition for Epidemic Preparedness Innovations (CEPI) is expanding its portfolio of potential variant-proof coronavirus vaccines in a deal with VBI Vaccines Inc. to advance the development of multivalent coronavirus shots that could be deployed against COVID-19 as well as a future 'Coronavirus X', according to a press release. On Dec. 6, 2022, the Company and CEPI entered into an amendment to a certain funding agreement to expand the scope of the Funding Agreement. The Amendment, among others, (i) expands the definition of "Project Vaccine" to include additional multivalent vaccine constructs within the VBI-2900 program, (ii) removes certain pricing restrictions previously allocated to high-income countries in the Funding Agreement, (iii) updates the proposed volume commitment percentage contributions by the Company to CEPI for a Project Vaccine, and (iv) adds certain commercial benefits and related adjustments for CEPI following the pandemic period, including royalties paid to CEPI, in the event that CEPI provides funding for Phase III clinical studies of the Project Vaccine. The candidate vaccines will be developed using VBI's proprietary enveloped virus-like particle (eVLP) technology platform and aim to provide broad and durable protection against multiple variants of the COVID-19-causing coronavirus, as well as against other coronaviruses – both known and as-yet unknown – that harbour pandemic potential. The renewed partnership expands the scope of a previously launched collaboration (announced in March 2021) in which CEPI committed up to US$33 million for VBI to develop an eVLP vaccine candidate targeting the Beta (B.1.351) COVID-19 variant. Application of this funding will now be directed into the broader development of the VBI-2900 coronavirus vaccine program to explore the 'Coronavirus X' potential of VBI's technology. As part of this new agreement, CEPI will support the further optimization of VBI's eVLP platform, including the next stages of manufacturing scale-up. Dr. Richard Hatchett, CEO of CEPI, said: "As we approach the third anniversary of the COVID-19 pandemic under the continued threat of new variants, we are determined to focus on the critical goal of developing future-proof coronavirus vaccines that will put the world ahead of this and other pandemic threats. The world must continue to evolve our science to keep pace with the virus and produce new and better medical countermeasures. Variant-proof and pan-coronavirus vaccines, if we can develop them, will be critical tools protecting us from variants that don't even exist yet and ideally creating more durable immunity than current vaccines. VBI's eVLP technology is one such promising vaccine platform that could one day help protect the world against these and other new infectious disease threats." Jeff Baxter, VBI's president & CEO, said: "As evidenced by the emergence of multiple new immune-evasive Omicron subvariants, it is clear that chasing variants in order to maintain long-term COVID-19 protection will be a challenging and likely unsustainable strategy. We have long recognized the public health value that multivalent vaccines capable of anticipating new variants and coronavirus strains could provide. We are grateful to CEPI for their continued support and our ongoing partnership as we optimize our technology to create vaccines that are capable of eliciting safe, durable, and broadly reactive immune responses." About VBI Vaccines VBI Vaccines Inc. -- www.vbivaccines.com -- is a biopharmaceutical company driven by immunology in the pursuit of powerful prevention and treatment of disease. Through its innovative approach to virus-like particles ("VLPs"), including a proprietary enveloped VLP ("eVLP") platform technology, VBI develops vaccine candidates that mimic the natural presentation of viruses, designed to elicit the innate power of the human immune system. VBI is committed to targeting and overcoming significant infectious diseases, including hepatitis B, coronaviruses, and cytomegalovirus (CMV), as well as aggressive cancers including glioblastoma (GBM). VBI is headquartered in Cambridge, Massachusetts, with research operations in Ottawa, Canada, and a research and manufacturing site in Rehovot, Israel. VBI Vaccines reported a net loss of $69.75 million for the year ended Dec. 31, 2021, compared to a net loss of $46.23 million for the year ended Dec. 31, 2020. As of Sept. 30, 2022, the Company had $172.01 million in total assets, $34.68 million in total current liabilities, $53.51 million in total non-current liabilities, and $83.82 million in total stockholders' equity. Iselin, New Jersey-based EisnerAmper LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated March 7, 2022, citing that the Company has an accumulated deficit as of Dec. 31, 2021, and cash outflows from operating activities for the year-ended Dec. 31, 2021 and, as such, will require significant additional funds to conduct clinical and non-clinical trials, achieve regulatory approvals, and subject to such approvals, commercially launch its products. These factors raise substantial doubt about its ability to continue as a going concern. VECTRA CO: US$425M Bank Debt Trades at 20% Discount --------------------------------------------------- Participations in a syndicated loan under which Vectra Co is a borrower were trading in the secondary market around 80.5 cents-on-the-dollar during the week ended Friday, December 9, 2022, according to Bloomberg's Evaluated Pricing service data. The US$425 million facility is a Term loan. The loan is scheduled to mature on March 9, 2025. About US$406 million of the loan is withdrawn and outstanding. Vectra Co. operates as a technology-driven diversified industrial company serving automotive systems, aerospace, industrial and renewable energy. VENUS CONCEPT: EWHP Investors Report 40.6% Equity Stake ------------------------------------------------------- In a Schedule 13D/A filed with the Securities and Exchange Commission, these entities and individuals reported beneficial ownership of shares of common stock of Venus Concept Inc. as of Nov. 18, 2022: ----------------------------------------------------------------- Shares Percent Beneficially of Reporting Person Owned Class ---------------- ------------ --------- EW Healthcare Partners, L.P. 34,784,321 39% EW Healthcare Partners-A, L.P. 1,397,635 1.6% Essex Woodlands Fund IX-GP, L.P. 36,181,956 40.6% Essex Woodlands IX, LLC 36,181,956 40.6% Martin P. Sutter 36,181,956 40.6% R. Scott Barry 36,181,956 40.6% Ronald Eastman 36,181,956 40.6% Steve Wiggins 36,181,956 40.6% Petri Vainio 36,181,956 40.6% A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1409269/000119312522294493/d409216dsc13da.htm About Venus Concept Toronto, Ontario-based Venus Concept Inc. is an innovative global medical technology company that develops, commercializes, and delivers minimally invasive and non-invasive medical aesthetic and hair restoration technologies and related practice enhancement services. The Company's aesthetic systems have been designed on a cost-effective, proprietary and flexible platform that enables the Company to expand beyond the aesthetic industry's traditional markets of dermatology and plastic surgery, and into non-traditional markets, including family and general practitioners and aesthetic medical spas. Venus Concept reported a net loss of $22.14 million for the year ended Dec. 31, 2021, compared to a net loss of $82.82 million for the year ended Dec. 31, 2020. As of Sept. 30, 2022, the Company had $120.63 million in total assets, $110.61 million in total liabilities, and $10.01 million in total stockholders' equity. Toronto, Canada-based MNP LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated March 28, 2022, citing that the Company has reported recurring net losses and negative cash flows from operations, that raises substantial doubt about its ability to continue as a going concern. VERIPAC LLC: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Veripac, LLC 4765 Earth City Expressway Bridgeton, MO 63034 Business Description: Veripac is in the plastics product manufacturing business. Chapter 11 Petition Date: December 9, 2022 Court: United States Bankruptcy Court Eastern District of Missouri Case No.: 22-43839 Judge: Hon. Bonnie L. Clair Debtor's Counsel: Robert E. Eggmann, Esq. CARMODY MACDONALD P.C. 120 S. Central Ave., Suite 1800 Saint Louis, MO 63105 Tel: 314-854-8600 Fax: 314-854-8660 Email: ree@carmodymacdonald.com Total Assets: $1,617,458 Total Liabilities: $4,843,625 The petition was signed by Carey Edwards as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/H3JLNCQ/Veripac_LLC__moebke-22-43839__0001.0.pdf?mcid=tGE4TAMA VINTAGE FOOD: Taps Thomas Hospitality, AW Properties as Brokers --------------------------------------------------------------- Vintage Food Services, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to hire Thomas Hospitality Group, Inc. and Chicago Auction Group, LLC d/b/a AW Properties Global, as co-brokers to market and negotiate the sale of its real property. The brokers will receive a commission equal to 10 percent of the purchase price to be shared equally. The Hospitality Group and AW Properties are "disinterested persons" within the meaning of section 101 of the Bankruptcy Code, as disclosed in the court filings. The firm can be reached through: Michael E. Scheid Thomas Hospitality Group, Inc. 2581 McClintock Road Bloomfield Hills, MI 48302 Phone: 248-866-4855 Email: michael@thomashospitality.com Emily S. Gottlieb, Esq. AW Properties Global 707 Skokie Blvd, Suite 600 Northbrook, IL 60062 Office: 847.509.2757 Cell: 773-294-1155 Email: emilyg@awproperties.com About Vintage Food Services Based in Fraser, Michigan, Vintage Food Services, doing business as Vintage House, offers a complete suite of catering services for weddings, showers, corporate events, fundraisers, reunions, funeral luncheons, sports banquets, and bar/bat mitzvahz. Vintage Food Services sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 22-48073) on Oct. 16, 2022. In the petition filed by Anthony Jekielek, as president, the Debtor listed estimated assets between $500,000 and $1 million estimated liabilities between $1 million and $10 million. The case is overseen by Honorable Bankruptcy Judge Thomas J Tucker. Lynn M. Brimer, Esq., at STROBL SHARP PLLC, serves as the Debtor's counsel. Huntington Bank, as secured creditor, is represented by Lisa A. Hall, Esq. at Plunkett Cooney. VISTAGEN THERAPEUTICS: Gets FDA Fast Track Designation for PH10 --------------------------------------------------------------- Vistagen announced the U.S. Food and Drug Administration has granted Fast Track designation for the development of PH10, one of the Company's investigational nasal sprays, for the treatment of major depressive disorder (MDD). The FDA's Fast Track program facilitates the expedited development and review of new drugs that are intended to treat serious or life-threatening conditions and demonstrate the potential to address unmet medical needs, with the intention to bring promising new medicines to patients sooner. "Vistagen is laser focused on bringing an innovative treatment option to individuals suffering with debilitating depression. The FDA's grant of the Fast Track designation for the development of PH10 in major depressive disorder is a significant regulatory milestone, aligned with our belief in PH10's potential to improve the standard of care in a significant market where new and differentiated treatments are urgently needed," stated Shawn Singh, chief executive officer of Vistagen. "Nearly two-thirds of diagnosed and treated depression patients do not achieve remission with a first line therapy. With 21 million adults in the U.S. suffering at least one major depressive episode in the past year, potentially millions of individuals are not getting the help they need. We look forward to working with the FDA's Fast Track program as we advance development of PH10 in the United States." The FDA's decision is informed by the results of Vistagen's nonclinical studies and three prior clinical studies of PH10, including a Phase 2A clinical study in MDD. At a 6.4 ug dose administered intranasally twice daily for 8 weeks in the published randomized, double-blind, placebo-controlled parallel design Phase 2A study of PH10 in MDD, PH10 significantly reduced depressive symptoms as early as one week based on the 17-item Hamilton Depression Scale (HAM-D-17) scores compared to placebo (p = 0.022). PH10 was well-tolerated and did not cause psychological side effects (such as dissociation or hallucinations) or other safety concerns that may be associated with other approved pharmacological therapies for MDD. More information about the PH10 Phase 2A study in MDD can be found in the peer-reviewed article, A Placebo Controlled Trial of PH10: Test of a New Rapidly Acting Intranasally Administered Antidepressant, published in the November-December 2019 edition of the British Journal of Pharmaceutical and Medical Research. For more information on the FDA's Fast Track designation, please visit https://www.fda.gov/patients/fast-track-breakthrough-therapy-accelerated-approval-priority-review/fast-track. About VistaGen Headquartered in San Francisco, California, VistaGen Therapeutics, Inc. -- http://www.vistagen.com-- is a biopharmaceutical company committed to developing and commercializing innovative medicines with the potential to go beyond the current standard of care for anxiety, depression, and other CNS disorders. VistaGen reported a net loss and comprehensive loss of $47.76 million for the fiscal year ended March 31, 2022, compared to a net loss and comprehensive loss of $17.93 million for the fiscal year ended March 31, 2021. As of Sept. 30, 2022, the Company had $40.70 million in total assets, $11.10 million in total liabilities, and $29.60 million in total stockholders' equity. San Francisco, California-based WithumSmith+Brown, PC, the Company's auditor since 2006, issued a "going concern" qualification in its report dated June 23, 2022, citing that the Company has suffered negative cash flows from operations and recurring losses from operations since inception, resulting in an accumulated deficit of $267.6 million as of March 31, 2022, that raise substantial doubt about its ability to continue as going concern. VYANT BIO: Terminates Ralf Brandt as Unit President --------------------------------------------------- Vyant Bio, Inc. has terminated the employment contract of Ralf Brandt, Ph.D. effective Dec. 31, 2022. Dr. Brandt was the President of Discovery & Early Development Services of the Company, which included the Company's Hershey, Pennsylvania-based subsidiary, vivoPharm, LLC, which was sold by the Company to Reaction Biology Corporation on Nov. 2, 2022. Dr. Brandt will be entitled to benefits as are provided for in his Aug. 14, 2017 employment agreement. About Vyant Bio Headquartered in Cherry Hill, New Jersey, Vyant Bio, Inc. (formerly known as Cancer Genetics, Inc.) is an innovative biotechnology company reinventing drug discovery for complex neurodevelopmental and neurodegenerative disorders. Its central nervous system drug discovery platform combines human-derived organoid models of brain disease, scaled biology, and machine learning. Vyant Bio reported a net loss of $40.86 million for the year ended Dec. 31, 2021, a net loss of $8.65 million for the year ended Dec. 31, 2020, a net loss of $6.71 million for the year ended Dec. 31, 2019, and a net loss of $20.37 million for the year ended Dec. 31, 2018. As of Sept. 30, 2022, the Company had $23.04 million in total assets, $9.20 million in total liabilities, and $13.84 million in total stockholders' equity. WASHINGTON PRIME: S&P Downgrades ICR to 'B-', Outlook Negative -------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Washington Prime Group LLC (WPG) to 'B-' from 'B'. S&P said, "We are also lowering our issue-level rating on the exit credit facility to 'B' and keeping the recovery rating at '2', which indicates our expectation for meaningful (70%-90%; rounded estimate: 85%) recovery of principal in the event of a payment default. "The negative outlook reflects our expectation that WPG's refinancing prospects may be challenged over the next 12 months amid rising interest rates and volatile market conditions. While we expect operating performance to be relatively stable, the magnitude and duration of its debt maturities over the near term poses refinancing risk within the next six to 12 months. "The downgrade reflects WPG's shorter weighted average debt maturity profile, which presents greater refinancing risk. We view the company's capital structure is vulnerable to refinancing risk given its exit credit facility matures within three years and represents the majority of the company's overall debt. We typically view companies with short debt maturity ladders (less than three years for real estate entities) as having greater refinancing risk relative to peers with longer-weighted average debt maturities. We assess a capital structure as being negative for real estate companies when its weighted average debt maturity is less than three years, and the company faces additional headwinds that could further hinder its refinancing prospects. Given WPG's shorter weighted average debt maturity coupled with its inability to satisfy the exit credit facility's maturity without refinancing, we assess the capital structure as negative, resulting in our one-notch downgrade to its issuer credit rating. Moreover, given the company's increased refinancing risk, we also view its liquidity is less than adequate. "We expect the company's refinancing prospects to remain challenged for the next 12 months. Per the terms of the company's exit facility credit agreement, it is subject to make regular quarterly amortization payments, and required to meet certain financial covenants. It also has an interest rate step-up making the company somewhat vulnerable to deteriorating coverage metrics over the next 12 months. While we had initially expected WPG to refinance its exit facility within a year of emerging from bankruptcy, volatile market conditions created unfavorable market conditions for the company to pursue a new debt facility. Given our expectation for interest rates to remain high with credit conditions remaining tight, we expect the company could face additional challenges refinancing its facility over the next several quarters. S&P Global economists expect the Fed funds rate to increase to 5.00% by mid-2023, which could pressure future debt stacks, and that the U.S. will enter into a recession during the first half of next year, which could also place pressure on the portfolio's operating performance and leasing initiatives. While we view the company's capital structure as manageable over the near term, if it were unable to refinance its exit credit facility within the next several quarters, we could view its capital structure as unsustainable. That said, the company has entered into hedging contracts that protect a large portion of its debt from increasing rates such that we expect it will continue to meet its financial covenants over the near term. We also recognize that the company has the ability to sell assets to pay down debt, subject to market conditions. "The portfolio performed well year to date, and we expect continued momentum over the next several quarters, despite facing some pressure amid a looming recession. The company's operating performance in 2022 has improved and slightly better than we initially expected, with improvements to occupancy within its enclosed mall and open-air center portfolio, and positive leasing spreads, just slightly offset by negative leasing within its weaker malls, contributing to modest net operating income (NOI) growth. We expect growth to be flat, yet stable over the next year, and most operating performance improvement will come from WPG's modest redevelopment pipeline as projects are completed and come online and as the company seeks to further improved leased occupancy within its enclosed mall portfolio. We do not anticipate the company will pursue any significant dispositions or acquisitions any time soon, but rather continue to focus on improving occupancy within its enclosed mall portfolio, redeveloping some of its properties, and evaluating the best use of some of its weaker quality, noncore assets. Given the company's stable open-air portfolio and improvements to occupancy within its enclosed portfolio, we expect operating performance to be relatively stable, with minimal growth, over the next year despite facing some pressure amid a recessionary environment, provided the recession is mild. "Our negative outlook on the company is based on our view that it may face increased refinancing risk over the next several quarters. In addition, if the company is unable to refinance its exit credit facility within the next six to 12 months, we believe it may face additional liquidity risk such that we could view its capital structure as unsustainable. The negative outlook also incorporates the uncertainty around the company's refinancing prospects as it is difficult to predict when and under what terms a refinancing could occur given market volatility and the potential for market conditions to further deteriorate in 2023." S&P could lower its ratings on WPG over the next six to twelve months if: -- The company does not refinance its credit facility; -- The company faces immediate liquidity risk, such that coverage metrics fall below 1.75x, such that it breaches covenants; or -- The company pursues a debt restructuring or exchange. S&P could consider revising its outlook to stable if: -- The company successfully refinances its exit facility, resulting in favorable terms to its existing debt structure, which includes a weighted average maturity longer than 3 years; and -- Operating performance remains stable with no material deterioration in rent collections and occupancy levels. ESG credit indicators: E-2, S-2, G-3 WATER MARBLE: Gets OK to Hire Blue Water as Management Company -------------------------------------------------------------- Water Marble Holding, LLC received approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Blue Water Hospitality, LLC as its management company. The firm's services include: (a) management of day-to-day operations; (b) arranging funding for capital expenses or operational shortfalls; (c) assisting with branding of the property, including the Property Improvement Plan needs; (d) developing and implementing a sales and marketing plan for the Debtor, including budgets and projections; and (e) assisting with confirmation and testifying at the confirmation hearing. The firm shall be paid by the Debtor at a rate of $5,000 per month or as an administrative expense of the estate. Blue Water Hospitality represents no interest adverse to the Debtor of this estate or the matters upon which it is to be engaged, according to court filings. The firm can be reached through: Syed Raza Blue Water Hospitality 7901 Kingspointe Pkwy Ste 8 Orlando, FL 32819 Phone: +1 813-398-9794 Email: sgraza@bluewaterhospitality.com About Water Marble Holding Water Marble Holding, LLC filed a Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 21-01034) on April 28, 2021, listing as much as $10 million in both assets and liabilities. Judge Jerry A. Funk oversees the case. The Law Offices of Jason A. Burgess, LLC and Smith Hulsey & Busey serve as the Debtor's bankruptcy counsel and special counsel, respectively. WINC INC: Seeks Chapter 11 Bankruptcy Protection ------------------------------------------------ Winc Inc. and affiliates filed for chapter 11 protection in the District of Delaware. According to court filings, Winc Inc. estimates between $50 million and $100 million in debt owed to 1 to 49 creditors. The petition states that funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for Jan. 9, 2023, at 1:30 PM at J. Caleb Boggs Federal Building, 844 King St., Room 3209, Wilmington, Delaware. About Winc Inc. Winc Inc. -- https://www.winc.com/ -- a wine club that makes exploring wines fun and easy. Winc Inc. filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 22-11238) on Dec. 1, 2022. In the petition filed by Brian Smith, as president and interim chief executive officer, the Debtor reported assets between $50 million and $100 million and liabilities between $10 million and $50 million. The Debtor is represented by: Matthew Barry Lunn, Esq. Young, Conaway, Stargatt & Taylor LLP 1751 Berkeley Street Studio 3 Santa Monica, CA 90404 ZEP INC: Moody's Cuts CFR to Caa2 & Secured First Lien Loans to B3 ------------------------------------------------------------------ Moody's Investors Service downgraded Zep Inc.'s Corporate Family Rating to Caa2 from Caa1, and its Probability of Default Rating to Caa2-PD from Caa1-PD. Moody's also downgraded the company's senior secured first lien revolving credit facility and senior secured first lien term loan ratings to B3 from B2, and its senior secured second lien term loan rating to Caa3 from Caa2. The outlook is negative. The downgrades reflect that Zep's high financial leverage and negative free cash flow will make it challenging to refinance the 2024 revolver and term loan maturities. Zep's financial leverage is elevated at above 10x debt-to-EBITDA as of fiscal 2022 ending August 31, 2022. The leverage is significantly higher than Moody's previous expectation a year ago, hurt by declines in biosecurity product sales, as well as a lower EBITA margin due to significant raw materials cost increases and supply chain disruptions. Moreover, a large biosecurity product inventory write-down, consulting and restructuring charges, as well as higher interest costs amid raising interest rates will continue to lead to negative free cash flow generation in the next 12-18 months. Zep has been aggressively implementing pricing increases to offset cost pressures, and is having success passing on cost increases through pricing actions. However, Moody's expects the pricing actions may affect volume and continued cost pressures will be more difficult to pass along or occur with a lag. Zep also has taken a series of actions, including revamping senior management in early 2022, internalizing salesforce, as well as taking new cost efficiency initiatives. However, Moody's views the current leverage as unsustainable and is concerned that the first lien term loan maturity in August 2024 may not afford the company sufficient time to stabilize earnings and strengthen credit metrics enough to permit a successful refinancing of the debt without impairing creditors or at a manageable interest cost. Moody's thus views default risk as growing including the potential for a distressed exchange transaction such as a discounted debt repurchase by the company or private equity sponsor New Mountain Capital, LLC. Moody's lowered the credit impact score to CIS-5 from CIS-4 and the governance issuer profile score to G-5 from G-4, reflecting the heightened risk of a pre-emptive distressed exchange or other debt restructuring because of the high leverage and as the private equity sponsor looks to preserve its equity position while addressing the maturities. Moody's took the following rating actions: Downgrades: Issuer: Zep Inc. Corporate Family Rating, Downgraded to Caa2 from Caa1 Probability of Default Rating, Downgraded to Caa2-PD from Caa1-PD Senior Secured 1st Lien Revolving Credit Facility, Downgraded to B3 (LGD2) from B2 (LGD2) Senior Secured 1st Lien Term Loan, Downgraded to B3 (LGD2) from B2 (LGD2) Senior Secured 2nd Lien Term Loan, Downgraded to Caa3 (LGD5) from Caa2 (LGD5) Outlook Actions: Issuer: Zep Inc. Outlook, Changed to Negative from Stable RATINGS RATIONALE Zep's Caa2 CFR reflects its small scale with annual revenue below $700 million, weak credit metrics including leverage above 10.0x debt-to-EBITDA, negative free cash flow as of fiscal 2022 ended August 31, 2022, and exposure to volatile raw material costs. The company's private equity ownership and aggressive financial policies also constrain its credit profile. The company's ratings benefit from good product and end market diversity, and long-term relationships with top customers. Zep benefitted from an increase in sales of its industrial disinfectant products at the onset of the coronavirus pandemic. However, sales have declined since Q3 2021 as Zep's industrial customers reduced their orders, as well as retailers and distributors continue to reduce high levels of disinfectant inventories. Moody's expects biosecurity product sales will stabilize and the company will focus on adding distribution channels with its retail customers as well as expanding sales with its food and beverage customers. Moody's expects Zep's sales and EBITDA to improve in 2023 through growth initiatives, price increases and cost efficiency initiatives. As a result, Moody's projects the company to reduce leverage to below 9.0x in fiscal 2023 and start to generate modest free cash flow in fiscal 2024. Moody's believes current leverage is unsustainable despite the de-leveraging benefit from repaying debt with proceeds of the December 2021 Zep Vehicle Care sale, and there is execution risk to execute an operational turnaround amid high inflation and a slowing US economy. The risk of a distressed exchange or other default is high due to the high leverage, negative free cash and likely increase in cash interest costs to address the 2024 and 2025 term loan maturities. Zep's ESG credit impact score is very highly negative (CIS-5) driven by its exposure to very highly negative governance risks as a result of elevated risks of a distressed exchange or other default. Zep is moderately negatively exposed to environmental and socials risks. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The negative outlook reflects the increased risks of default or distressed exchange that Zep faces due to challenges to improve EBITDA quickly, continued negative free cash flow, and high leverage. These factors are weakening liquidity and creating challenges for Zep to address the approaching maturities including the revolving credit facility that expires in May 2024 as well as the first lien term loan that matures in August 2024. The ratings could be upgraded if leverage materially declines driven by improved operating results, and liquidity improves including successfully addressing maturities at a manageable interest cost. Moody's could downgrade the ratings if operating performance does not improve, liquidity deteriorates, the risk of a distressed exchange or other default increases, or debt recovery prospects weaken. The principal methodology used in these ratings was Consumer Packaged Goods published in June 2022. Headquartered in Atlanta, Georgia, Zep Inc. produces chemical-based products including cleaners, degreasers, deodorizers, disinfectants, floor finishes and sanitizers, primarily for business and industrial use. Revenue for the 2022 fiscal year ending August 31, 2022 was $647 following the ZVC divestiture. Zep has been owned by private equity firm New Mountain Capital, LLC since 2015. [^] BOND PRICING: For the Week from December 5 to 9, 2022 --------------------------------------------------------- Company Ticker Coupon Bid Price Maturity ------- ------ ------ --------- -------- AMC Entertainment Holdings Inc AMC 10.000 36.793 6/15/2026 AMC Entertainment Holdings Inc AMC 5.750 36.715 6/15/2025 AMC Entertainment Holdings Inc AMC 6.125 25.283 5/15/2027 AMC Entertainment Holdings Inc AMC 5.875 25.481 11/15/2026 AMC Entertainment Holdings Inc AMC 10.000 36.546 6/15/2026 AMC Entertainment Holdings Inc AMC 10.000 36.821 6/15/2026 Adventist Health System/West ADVENT 3.378 99.598 3/1/2023 Air Methods Corp AIRM 8.000 20.229 5/15/2025 Air Methods Corp AIRM 8.000 20.449 5/15/2025 Amyris Inc AMRS 1.500 25.000 11/15/2026 Audacy Capital Corp CBSR 6.500 22.346 5/1/2027 Audacy Capital Corp CBSR 6.750 20.778 3/31/2029 Audacy Capital Corp CBSR 6.750 22.076 3/31/2029 Avaya Holdings Corp AVYA 2.250 24.391 6/15/2023 BPZ Resources Inc BPZR 6.500 3.017 3/1/2049 Bank of America Corp BAC 4.435 70.987 12/10/2058 Bed Bath & Beyond Inc BBBY 3.749 27.927 8/1/2024 Buckeye Partners LP BPL 6.375 82.283 1/22/2078 Carvana Co CVNA 5.625 43.931 10/1/2025 Carvana Co CVNA 5.625 43.935 10/1/2025 Citigroup Global Markets Holdings Inc/United States C 7.500 77.570 4/26/2032 Clovis Oncology Inc CLVS 4.500 5.000 8/1/2024 Clovis Oncology Inc CLVS 4.500 6.875 8/1/2024 Clovis Oncology Inc CLVS 1.250 5.050 5/1/2025 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 15.545 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 6.625 2.909 8/15/2027 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 5.313 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 15.591 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 5.069 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 6.625 3.248 8/15/2027 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 15.878 8/15/2026 Diebold Nixdorf Inc DBD 8.500 55.091 4/15/2024 EnLink Midstream Partners LP ENLK 6.000 82.750 N/A Energy Conversion Devices Inc ENER 3.000 7.875 6/15/2013 Energy Transfer LP ET 6.250 87.500 N/A Envision Healthcare Corp EVHC 8.750 30.507 10/15/2026 Envision Healthcare Corp EVHC 8.750 30.559 10/15/2026 Exela Intermediate LLC / Exela Finance Inc EXLINT 11.500 17.234 7/15/2026 Exela Intermediate LLC / Exela Finance Inc EXLINT 10.000 64.918 7/15/2023 Exela Intermediate LLC / Exela Finance Inc EXLINT 11.500 18.324 7/15/2026 Exela Intermediate LLC / Exela Finance Inc EXLINT 10.000 64.918 7/15/2023 GNC Holdings Inc GNC 1.500 0.819 8/15/2020 GTT Communications Inc GTTN 7.875 2.000 12/31/2024 GTT Communications Inc GTTN 7.875 6.750 12/31/2024 General Electric Co GE 4.200 78.790 N/A Goodman Networks Inc GOODNT 8.000 1.078 5/31/2022 ION Geophysical Corp IO 8.000 11.000 12/15/2025 Lannett Co Inc LCI 7.750 27.339 4/15/2026 Lannett Co Inc LCI 4.500 31.188 10/1/2026 Lannett Co Inc LCI 7.750 27.611 4/15/2026 Lightning eMotors Inc ZEV 7.500 64.000 5/15/2024 MAI Holdings Inc MAIHLD 9.500 29.875 6/1/2023 MAI Holdings Inc MAIHLD 9.500 29.875 6/1/2023 MAI Holdings Inc MAIHLD 9.500 29.875 6/1/2023 MBIA Insurance Corp MBI 15.339 9.833 1/15/2033 MBIA Insurance Corp MBI 15.993 9.163 1/15/2033 Macquarie Infrastructure Holdings LLC MIC 2.000 94.051 10/1/2023 Macy's Retail Holdings LLC M 6.700 85.598 7/15/2034 Morgan Stanley MS 1.800 73.080 8/27/2036 NOA Bancorp Inc NOABAN 6.700 75.819 11/1/2028 NOA Bancorp Inc NOABAN 6.700 75.819 11/1/2028 National CineMedia LLC NATCIN 5.750 7.080 8/15/2026 OMX Timber Finance Investments II LLC OMX 5.540 0.850 1/29/2020 PIC AU Holdings LLC / PIC AU Holdings Corp PICAUH 10.000 105.484 12/31/2024 PIC AU Holdings LLC / PIC AU Holdings Corp PICAUH 10.000 105.484 12/31/2024 Party City Holdings Inc PRTY 8.750 30.524 2/15/2026 Party City Holdings Inc PRTY 6.625 10.042 8/1/2026 Party City Holdings Inc PRTY 6.125 23.687 8/15/2023 Party City Holdings Inc PRTY 6.625 9.987 8/1/2026 Party City Holdings Inc PRTY 8.750 33.616 2/15/2026 Party City Holdings Inc PRTY 6.125 23.395 8/15/2023 Party City Holdings Inc PRTY 8.061 33.956 7/15/2025 Party City Holdings Inc PRTY 8.061 33.392 7/15/2025 Polar US Borrower LLC / Schenectady International Group SIGRP 6.750 41.816 5/15/2026 Renco Metals Inc RENCO 11.500 24.875 7/1/2003 RumbleON Inc RMBL 6.750 32.424 1/1/2025 Sears Holdings Corp SHLD 8.000 2.500 12/15/2019 Sears Holdings Corp SHLD 6.625 0.880 10/15/2018 Sears Roebuck Acceptance Corp SHLD 7.000 10.200 6/1/2032 Shift Technologies Inc SFT 4.750 15.095 5/15/2026 TMX Finance LLC / TitleMax Finance Corp TMXFIN 11.125 92.633 4/1/2023 TPC Group Inc TPCG 10.500 60.000 8/1/2024 TPC Group Inc TPCG 10.500 59.500 8/1/2024 Talen Energy Supply LLC TLN 10.500 49.250 1/15/2026 Talen Energy Supply LLC TLN 10.500 50.344 1/15/2026 Talen Energy Supply LLC TLN 6.500 48.977 9/15/2024 Talen Energy Supply LLC TLN 6.500 48.977 9/15/2024 Talen Energy Supply LLC TLN 10.500 50.344 1/15/2026 TerraVia Holdings Inc TVIA 5.000 4.644 10/1/2019 Tricida Inc TCDA 3.500 9.875 5/15/2027 US Renal Care Inc USRENA 10.625 30.000 7/15/2027 US Renal Care Inc USRENA 10.625 39.415 7/15/2027 UpHealth Inc UPH 6.250 30.305 6/15/2026 WeWork Cos Inc WEWORK 7.875 48.674 5/1/2025 WeWork Cos Inc WEWORK 7.875 49.358 5/1/2025 WeWork Cos LLC / WW Co-Obligor Inc WEWORK 5.000 39.815 7/10/2025 WeWork Cos LLC / WW Co-Obligor Inc WEWORK 5.000 41.410 7/10/2025 Wesco Aircraft Holdings WAIR 13.125 25.037 11/15/2027 Wesco Aircraft Holdings WAIR 8.500 51.309 11/15/2024 Wesco Aircraft Holdings WAIR 13.125 25.037 11/15/2027 Wesco Aircraft Holdings WAIR 8.500 49.500 11/15/2024 Wilton Re Finance LLC WILTON 5.875 78.321 3/30/2033 Wilton Re Finance LLC WILTON 5.875 78.321 3/30/2033 Wilton Re Finance LLC WILTON 5.875 78.321 3/30/2033 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. 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 ***