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/raid1/www/Hosts/bankrupt/TCR_Public/221229.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, December 29, 2022, Vol. 26, No. 362 Headlines 274 ATLANTIC ISLES: Feb. 1, 2023 Confirmation Hearing Set ADG CMDOMS: Taps McNamee Hosea as Bankruptcy Counsel AFTERSHOCK COMICS: Hits Chapter 11 Bankruptcy Protection AG BROTHERS' FOOD: Gets OK to Hire Cavazos as Accountant ALLEN MEDIA: S&P Downgrades ICR to 'B-', Outlook Stable AVAYA HOLDINGS: Top Execs to Receive $7.2M Cash Awards in 2023 BED BATH & BEYOND: Benjamin Rosenzweig Quits as Director BERTUCCI'S RESTAURANTS: Seeks to Hire Shuker & Dorris as Counsel BITNILE HOLDINGS: Declares December Monthly Dividend BLOCKFI INC: Asks Court OK to Return Frozen Cryptocurrency to Users BODY TEK: Jan. 18, 2023 Disclosure Statement Hearing Set BODY TEK: Unsecureds Owed $447K to Get 10% or 15% Under Plan BUCKINGHAM HEIGHTS: Court Approves Amended Disclosure Statement CAMBER ENERGY: 1-for-50 Reverse Stock Split Takes Effect CBAK ENERGY: Two Proposals Passed at Annual Meeting CDL UNIVERSITY: Seeks Approval to Hire PPL Group as Auctioneer CELSIUS NETWORK: Receives Multiple Bids for Mining, Retail Assets CELSIUS NETWORK: To Have Sale or Plan by Mid-January CII PARENT: Voluntary Chapter 11 Case Summary CINEWORLD GROUP: AMC Held Talks With Lenders on Acquisition COMPUTE NORTH: Gets Court Nod to Seek Creditor Votes COMPUTE NORTH: Seeks to Move to Plan Solicitation Despite Objection DOYLESTOWN HOSPITAL: S&P Cuts Debt Rating to 'CCC', On Watch Dev. ECTOR COUNTY ENERGY: Gets Court OK for Liquidation Plan ENERGY DRILLING: Gets OK to Hire Winegarden as Bankruptcy Counsel EXPRESSJET AIRLINES: Judge to Approve Equity-Sale Plan FIRST ACCEPTANCE: A.M. Best Cuts Fin. Strength Rating to C++ GISSING NORTH: Committee Taps Keller & Almassian as Special Counsel GLOBAL PROCESSING: Committee Taps Gislason & Hunter as Counsel GOLD WING TRADING: Taps Frazee Law Group as Bankruptcy Counsel GOLDEN SEAHORSE: Seeks to Tap Tarter Krinsky & Drogin as Counsel GREENIDGE GENERATION: Warns of Bankruptcy Filing, Restructuring GT REAL ESTATE: Court Confirms Amended Plan GWG HOLDINGS: Affiliate Seeks to Hire Counsel for Board Committee HEADQUARTERS INVESTMENTS: Case Summary & 3 Unsecured Creditors HUNYGIRLS VENTURES: Case Summary & 20 Largest Unsecured Creditors HUSTLE WORKSHOP: Seeks to Hire Belli Bookkeeping as Accountant JAX SERVICE: Seeks Approval to Tap Peter VanderWoude as Accountant LIGADO NETWORKS: Creditors Approves Fresh Financing LTL MANAGEMENT: Expert Says Talc Claims Process to Move Swiftly M'PROVED METAL: Taps Matthews, Cutrer & Lindsay, CPAs as Accountant MEDLY HEALTH: Seeks to Tap Pachulski Stang Ziehl & Jones as Counsel MENACHEM LAND: Taps Law Offices of Stephen R. Wade as Counsel MEND CORRECTIONAL: Gets OK to Hire Steven B. Nosek as Legal Counsel MULVADI CORPORATION: Gets Interim OK to Hire Choi & Ito as Counsel NUTEX HEALTH: To Present at J.P. Morgan Conference on Jan. 12 NXT ENERGY: Launches $2.32 Million Private Placement Offering NXT ENERGY: MCAPM, Michael Mork to Buy C$1.7M Worth of Shares PURRY & SON: Gets Interim OK to Hire Sagre Law Firm as Counsel QST INGREDIENTS: Future Income to Fund Plan Payments RELMADA THERAPEUTICS: Kevin Kotler Has 6.3% Stake as of Dec. 12 RUBY PIPELINE: Amends Plan Amid Sale to Tallgrass SONOMA PHARMACEUTICALS: Signs $2.7M ATM Agreement With Ladenburg SOUTH AMERICAN BEEF: Hits Chapter 11 Bankruptcy Protection SPI ENERGY: Completes US$1.16 Million Private Placement TPC GROUP: Emerges from Chapter 11 Bankruptcy TROIKA MEDIA: Two Proposals Passed at Annual Meeting TSS ACQUISITION: Starts Subchapter V Bankruptcy Proceedings VANGUARD ROOFING: Unsecureds Will Get 50% of Claims in Plan VENUS CONCEPT: Receives 510(k) Clearance for AI.ME Technology VILLAS OF COCOA: Committee Gets OK to Tap Shutts & Bowen as Counsel VISTAGEN THERAPEUTICS: To Acquire Pherin Pharmaceuticals WINESTEAD LLC: Seeks to Hire Rosenstein & Associates as Counsel [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 274 ATLANTIC ISLES: Feb. 1, 2023 Confirmation Hearing Set --------------------------------------------------------- On November 30, 2022, the U.S. Bankruptcy Court for the Southern District of Florida conducted a hearing to consider approval of the Disclosure Statement filed by 274 Atlantic Isles LLC. On December 20, 2022, Judge Laurel M. Isicoff approved the Disclosure Statement and ordered that: * February 1, 2023 at 10:30 a.m. at C. Clyde Atkins U.S. Courthouse 301 N Miami Avenue, Courtroom 8 Miami, Florida 33128 is the hearing to consider confirmation of the Plan. * January 11, 2023 is the last day for filing and serving fee applications. * January 18, 2023 is the last day for filing and serving objections to confirmation of the Plan. * January 18, 2023 is the last day for filing a ballot accepting or rejecting the Plan. A copy of the order dated December 20, 2022, is available at https://bit.ly/3hUsyNl from PacerMonitor.com at no charge. Attorneys for 274 Atlantic LLC: Glenn D. Moses, Esq. Eric D. Jacobs, Esq. GENOVESE JOBLOVE & BATTISTA, P.A. 100 Southeast Second Street, Suite 4400 Miami, FL 33131 Tel: (305) 349-2300 Fax: (305) 349-2310 About 274 Atlantic Isles 274 Atlantic Isles, LLC, a company in Sunny Isles, Fla., filed for Chapter 11 protection (Bankr. S.D. Fla. Case No. 22-14810) on June 22, 2022, listing as much as $10 million in both assets and liabilities. Isaac Halwani, manager, signed the petition. Judge Laurel M. Isicoff oversees the case. Glenn D. Moses, Esq., at Genovese Joblove & Battista, P.A., is the Debtor's legal counsel. ADG CMDOMS: Taps McNamee Hosea as Bankruptcy Counsel ---------------------------------------------------- ADG CMDOMS Management, LLC seeks approval from the U.S. Bankruptcy Court for the District of Maryland to employ McNamee Hosea, P.A. as its legal counsel. The firm's services include: a) preparing and filing the Debtor's bankruptcy schedules, statement of affairs and other documents required by the court; b) representing the Debtor at the initial debtor interview and meeting of creditors; c) advising the Debtor in connection with the formulation, negotiation and promulgation of plans of reorganization and related documents; d) advising the Debtor concerning, and assisting in the negotiation and documentation of financing agreements, debt restructurings and related transactions; e) reviewing the validity of liens asserted against the property of the Debtor and advising the Debtor concerning the enforceability of such liens; f) preparing legal documents and reviewing all financial reports to be filed in the Debtor's Chapter 11 case; g) performing all other necessary legal services. The firm will be paid at these rates: Partners $350 per hour Associates $325 per hour Paralegals $105 per hour Steven Goldberg, Esq., a partner at McNamee Hosea, 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: Steven L. Goldberg, Esq. McNamee Hosea, P.A. 6411 Ivy Lane, Suite 200 Greenbelt, MD 20770 Tel: (301) 441-2420 Fax: (301) 982-9450 Email: sgoldberg@mhlawyers.com About ADG CMDOMS Management ADG CMDOMS Management, LLC filed a Chapter 11 bankruptcy petition (Bankr. D. Md. Case No. 22-16623) on Nov. 30, 2022, with as much as $1 million in both assets and liabilities. The Debtor is represented by Steven L. Goldberg, Esq., at McNamee Hosea, P.A. AFTERSHOCK COMICS: Hits Chapter 11 Bankruptcy Protection -------------------------------------------------------- Heidi MacDonald of The Beat reports that Afterstock Comics seeks Chapter 11 bankruptcy protection. In what could be the first company to fall in a 2023 market correction, Aftershock Comics has filed for Chapter 11 bankruptcy in the state of California. Among the largest creditors, $514,326 to UK distributor AS Comics, which seems to be an investment firm which has Aftershock's Lee Kramer as a director, and $398,887 to Canadian printer Imprimerie L'Empreinte. Other creditors include a list of creators, conventions, and other comics companies you'd expect to see. (Modern Fanatic, The Beat’s ad reps, are listed as a creditor.) Rive Gauche Television, a sister production company that merged with Aftershock in 2020, also filed for Chapter 11. Rive Gauche was run by Jon Kramer and Lee Kramer, who were the owners of Aftershock, and had produced popular cable fare such as The Dog Whisperer and Homicide Hunter in the past. Rive Gauche's top creditor is Jupiter Entertainment, the company behind such shows as Snapped and In Pursuit With John Walsh, to the tune of nearly $1.5 million. "After much deliberation, AfterShock Comics LLC has voluntarily filed a petition for protection under Chapter 11 of the United States Bankruptcy Code to enable the Company to restructure its senior secured facility as well as being in a position to secure additional financing to continue to operate its business," according to court filings. "The intent of this decisive action, among other considerations, is to allow the Company to maintain operations in the ordinary course including, but not limited to, paying employees and continuing existing benefits programs, upholding and following through on commitments to contracted creators, as well as vendors who supply goods and services related to marketing, merchandising and advertising. AfterShock will continue to operate, publish and market comic books and graphic novels to supply to direct market retailers and mass accounts through its distributors in accordance with all federal, state and local guidelines." "We regret the inconvenience this has caused to those we work with and may cause in the near future. However, we believe that going forward this will allow us to best position the Company for long-term success." About AfterShock Comics AfterShock Comics -- https://Aftershockcomics.com -- is an American comic book publisher launched in 2015. AfterShock Comics LLC and affiliate Rive Gauche Television filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-11456 and 22-11457) on Dec. 19, 2022. In the petition filed by CEO Jonathan Kramer, the Debtor reported assets and liabilities between $10 million and $50 million. The Debtors are represented by: David L. Neale, Esq. Levene, Neale, Bender, Yoo & Golubchik L.L.P. 15030 Ventura Blvd. #587 Sherman Oaks, CA 91403 AG BROTHERS' FOOD: Gets OK to Hire Cavazos as Accountant -------------------------------------------------------- AG Brothers' Food Restaurants, LLC received approval from the U.S. Bankruptcy Court for the District of Arizona to employ Cavazos Accounting & Consulting, PLLC as its accountant. The Debtor requires an accountant to assist in the preparation of necessary tax returns, financial statements, monthly operating reports, and any other accounting matters that may require assistance during the Debtor's Chapter 11 proceeding. The firm will be paid at these rates: Partners $500 per hour Managers $420 per hour Staffs $330 per hour Pablo Cavazos, a partner at Cavazos Accounting & Consulting, 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: Pablo A. Cavazos Cavazos Accounting & Consulting, PLLC 2517 North 7th Street Phoenix, AZ 85006 Tel: (602) 399-7775 Fax: (602) 702-5184 Email: info@cavazoscpa.com About AG Brothers' Food Restaurants AG Brothers' Food Restaurants, LLC -- http://www.mariscoselnuevoaltata.com/-- owns and operates a restaurant specializing in Mexican cuisine. AG Brothers' Food Restaurants filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 2:22-bk-06667) on Oct. 4, 2022, with $1 million and $10 million in both assets and liabilities. Dawn Maguire has been appointed as Subchapter V trustee. Judge Madeleine C. Wanslee oversees the case. The Debtor is represented by Allan D. Newdelman, P.C. ALLEN MEDIA: S&P Downgrades ICR to 'B-', Outlook Stable ------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Allen Media LLC (AMG) to 'B-' from 'B'. At the same time, S&P lowered the issue-level rating on the first-lien term loan to 'B+' from 'BB-'. The '1' recovery rating remains unchanged. S&P said, "We also lowered our issue-level rating on the unsecured notes to 'CCC' from 'B-' and revised the recovery rating to '6' from '5'. "The stable outlook reflects our view that the weakening credit metrics is a function of AMG's capital structure, not underlying operations. We expect AMG will continue to grow faster than the broader media industry as it broadens distribution of its cable networks and grows advertising faster than the industry due to its success in attracting new advertisers. "The outlook also reflects our expectations for adjusted leverage of low-6.0x in 2023, free operating cash flow (FOCF) to debt of 3%-4%, and EBITDA interest coverage below 2x due to the higher interest rate environment and macroeconomic uncertainty. "Rising interest rates and macroeconomic headwinds pressure cash flow and interest coverage metrics. We expect the current interest rate environment to remain high for at least the next two years. This combined with our expectation for macroeconomic headwinds in 2023 will, in our opinion, weaken AMG's credit metrics. Rising rates will cause the company to have an interest burden of about $140 million in 2022 and increase interest expense to over $160 million in 2023. This environment has pressured cash flow and interest coverage metrics even as EBITDA increases, keeping these metrics consistent with the financial risk profile of 'highly leveraged' as per our corporate criteria. We expect S&P Global Ratings-adjusted EBITDA interest coverage of 1.7x in 2022 with a modest decline to 1.5x in 2023 as interest expense increases and the company does not benefit from high-margin political advertising revenue, which dampens EBITDA growth. Additionally, the higher interest burden suppresses FOCF to debt improvement, and we expect that metric to be below the 5% threshold for the 'B' rating that we had set and published in our August 9, 2022 report, at least through 2023. "In our opinion, the higher interest rate environment and more expensive cost of capital corresponds to lower leverage for AMG to maintain cash flow and interest coverage metrics in line with other 'B'-rated companies. As the cost of capital increases from higher base interest rates and widening credit spreads, we no longer consider our previous 6.5x leverage threshold appropriate for the 'B' rating as the higher interest expense will lead to lower cashflow generation and thus keep the FOCF-to-debt metric below our stated 5% threshold at 6.5x adjusted leverage. Even as we forecast AMG to reduce adjusted leverage to about 6.0x in 2023, the increased interest expense will likely result in FOCF to debt of 3%-4% and EBITDA interest coverage of about 1.5x, which is lower than many other 'B'-rated companies that have FOCF to debt in excess of 5% and EBITDA interest coverage closer to or above 2x. These metric levels are consistent with the financial risk profile of 'highly leveraged' across both core and supplemental credit metric ratios as per our corporate criteria. Additionally, we expect the cost of capital to remain elevated over the next 3-5 years compared with the historically low rates in 2020 and 2021, which we believe will pressure interest expense longer term. However, we recognize that AMG's term loan matures in 2027 and its unsecured notes in 2028, which only leaves it exposed to increasing base rates over the next few years. "Despite these pressures, we don't currently view AMG's capital structure as unsustainable. The company's operating performance has improved over the past year and we expect it will continue to grow its revenue and EBITDA while generating sufficient cash flow to meet all its debt fixed charges. "AMG's operating performance remains strong as it outperforms the broader media industry, supporting our view on the rating. Secular challenges from cord-cutting and macroeconomic headwinds are negatively affecting the broader media industry, but AMG has bucked some of these trends as it successfully executes on its strategy to broaden distribution and improve its advertising base through its Black-owned media initiative. While AMG is not immune from accelerations in cord-cutting, its new carriage agreements for The Weather Channel (TWC) and several Entertainment Studios (ES) cable networks with YouTube TV (April 2022) and Hulu Live TV (November and December 2022) will offset them in 2023. As a result of these deals, we forecast AMG's cable network affiliate fee growth to be 4% in 2023, more than mitigating secular pressures in the broader cable industry. However, beyond 2023, we expect AMG's cable networks to face cord-cutting pressure similar to the broader industry's (5%-7% declines), even as it looks to supplement growth with its niche streaming offerings in local news and weather." AMG drastically outperformed the broader media industry in advertising revenue growth largely due to the success of its Black-owned media initiative that drove higher committed advertising dollars and higher cost per thousand (CPM) rates across the company's portfolio of cable networks. In addition, the company acquired the Black News Channel--now renamed TheGrio--out of bankruptcy and launched HBCU-Go sports, providing key sports and news programming across its portfolio of cable networks and creating additional advertising revenue monetization opportunities. It also launched its direct-to-consumer (DTC) TWC offering at $2.99 a month with about 100,000 monthly paying subscribers at present. We forecast total cable advertising revenue growth of 65%-70% in 2022 and 15%-20% in 2023 because of these initiatives. S&P said, "The stable outlook reflects our view that the weakening credit metrics is a function of AMG's capital structure and not its underlying operations. We expect AMG will continue to grow faster than the broader media industry as it broadens distribution of its cable networks and grows advertising faster than the industry due to its success in attracting new advertisers. The outlook also reflects our expectations that adjusted leverage will remain in the low 6.0x area in 2023, FOCF to debt will be 3%-4%, and EBITDA interest coverage will be below 2x due to the higher interest rate environment and macro-economic uncertainty." S&P could lower its ratings if it believes AMG's FOCF to debt will weaken below 3%, indicating an elevated risk of an unsustainable capital structure. This could occur if -- AMG's cable networks segment reverses advertising revenue growth trends over the next 12 months and experiences secular pressure similar to the broader cable networks industry; -- The company pursues significant debt-funded acquisitions indicating a higher leverage tolerance on a sustained basis; or -- AMG pursues a debt exchange that S&P deems tantamount to a default. S&P could raise its ratings on AMG if it expects adjusted leverage to decline and remain below 5.5x, while FOCF to debt increases above 5% and EBITDA interest coverage approaches 2x on a sustained basis. This could occur if: -- Revenue growth at AMG's cable network remains robust beyond 2023 through continued advertising revenue growth, and increasing growth in DTC and digital products offset secular linear subscriber declines; -- FOCF generation remains above $75 million annually on a consistent basis; and -- S&P expects AMG to commit to a financial policy with respect to acquisitions and shareholder distributions that would keep credit metrics consistently within the thresholds discussed above. ESG credit indicators: E-2, S-2, G-4 Governance factors are a negative consideration in S&P's credit rating analysis of AMG. S&P views key-person risk and the lack of an independent board as significant risk factors. This is most apparent in the aggressive acquisition strategy founder and CEO Byron Allen has undertaken to expand through debt financing. AVAYA HOLDINGS: Top Execs to Receive $7.2M Cash Awards in 2023 -------------------------------------------------------------- In connection with a holistic review of its existing compensation programs, the Compensation Committee of Avaya Holdings Corp. approved certain terms relating to the Company's compensation programs for the fiscal year ending Sept. 30, 2023, as disclosed by the Company in a Form 8-K filed with the Securities and Exchange Commission. Under the FY 2023 executive compensation program, certain of the Company's named executive officers and certain other senior officers will receive a cash award payable in a lump sum, subject to a recapture provision that generally requires repayment in the event of a voluntary departure or termination by the Company "for cause" prior to Sept. 30, 2023 (Dec. 31, 2023 for Mr. Masarek), which recapture provision will partially lapse upon certain specified events. These cash awards are being paid in lieu of any bonus payment opportunity under the Company's annual incentive plan that would have otherwise been established for these executives in FY 2023 and also in lieu of the long-term equity incentive awards that historically would have been granted in the beginning of FY 2023. The cash awards payable to Mr. Masarek and Ms. Shah are: Name Cash Award Alan Masarek, President and Chief Executive Officer $6,000,000 Shefali Shah, Executive Vice President and Chief Administrative Officer $1,200,000 The Compensation Committee also determined that Mr. Masarek's $4,000,000 sign-on bonus, previously paid to him as reported in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on July 29, 2022, can be retained by him in cash, subject to recapture in the event of a voluntary departure or termination by the Company "for cause" prior to Dec. 31, 2023, which recapture provision will partially lapse upon certain specified events. With respect to the Company's broader employee population (excluding the group described above), the Compensation Committee approved an annual incentive plan for FY 2023 for the Company's bonus-eligible participants in which the target bonus opportunities are a mix of time-based awards paid on a quarterly basis and incentive awards paid after the end of the fiscal year, subject to satisfaction of certain service conditions and/or attainment of financial metrics tied to the Company's business plan. About Avaya Holdings Avaya Holdings Corp. offers digital communications products, solutions and services for businesses of all sizes delivering its technology predominantly through software and services. Avaya reported a net loss of $13 million for the year ended Sept. 30, 2021, a net loss of $680 million for the year ended Sept. 30, 2020, and a net loss of $671 million for the year ended Sept. 30, 2019. * * * As reported by the TCR on Dec. 20, 2022, S&P Global Ratings lowered its issuer credit rating on Avaya Holdings Corp. to 'CC' from 'CCC-'. S&P said, "We think Avaya, lacking alternative options to strengthen its balance sheet, is very likely to pursue a debt restructuring, which we consider tantamount to, or filing for, bankruptcy protection." In August 2022, Moody's Investors Service downgraded the Corporate Family Rating of Avaya Holdings Corp. to Caa2 from B3. Moody's said Avaya's Caa2 CFR reflects the Company's unsustainably high financial leverage, sustained cash burn, and increased near term performance challenges that may worsen substantially as customers reassess Avaya's financial standing. BED BATH & BEYOND: Benjamin Rosenzweig Quits as Director -------------------------------------------------------- On and effective as of Dec. 20, 2022, Benjamin Rosenzweig voluntarily resigned from the board of directors of Bed Bath & Beyond Inc. According to the Company's Form 8-K filed with the Securities and Exchange Commission, Mr. Rosenzweig's resignation was not the result of any disagreement with the Company, its management, board of directors or any committee of the board of directors. About Bed Bath & Beyond Bed Bath & Beyond Inc., together with its 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. BERTUCCI'S RESTAURANTS: Seeks to Hire Shuker & Dorris as Counsel ---------------------------------------------------------------- Bertucci's Restaurants, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Shuker & Dorris, PA as its counsel. Shuker & Dorris will render these legal services: (a) advise the Debtor of its powers and duties in this Chapter 11 case; (b) prepare pleadings related to this case; and (c) take all other necessary action incident to the proper preservation and administration of the estate. The hourly rates of the firm's counsel and staff are as follows: Partners $450 - $625 Associates $425 Paraprofessionals $105 - $175 In addition, the firm will seek reimbursement for expenses incurred. Prior to the petition date, the Debtor advanced $81,877.90 for post-petition services and expenses. R. Scott Shuker, Esq., a partner at Shuker & Dorris, 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: R. Scott Shuker, Esq. Shuker & Dorris, PA 121 S. Orange Avenue, Suite 1120 Orlando, FL 32801 Telephone: (407) 337-2060 Email: rshuker@shukerdorris.com About Bertucci's Restaurants Bertucci's Restaurants LLC -- https://www.bertuccis.com -- doing business as Bertucci's Brick Oven Pizza & Pasta, is an American chain of restaurants offering pizza and Italian food. The company is based in Orlando, Fla. Bertucci's Restaurants filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-04313) on Dec. 5, 2022. In the petition filed by Jeffrey C. Sirolly, secretary, the Debtor reported assets between $10 million and $50 million and liabilities between $50 million and $100 million. R. Scott Shuker, Esq., at Shuker & Dorris, PA serves as the Debtor's counsel. BITNILE HOLDINGS: Declares December Monthly Dividend ---------------------------------------------------- BitNile Holdings, Inc. announced that its Board of Directors has declared a monthly cash dividend of $0.2708333 per share of the Company's outstanding 13.00% Series D Cumulative Redeemable Perpetual Preferred Stock. The record date for this dividend is Dec. 31, 2022, and the payment date is Jan. 10, 2023. Link to NYSE quote for the Company's 13.00% Series D Cumulative Redeemable Perpetual Preferred Stock: https://www.nyse.com/quote/XASE:NILEpD 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. BLOCKFI INC: Asks Court OK to Return Frozen Cryptocurrency to Users ------------------------------------------------------------------- Stephen Katte of CoinTelegraph reports that bankrupt crypto lending platform BlockFi has filed a motion requesting authority from a United States bankruptcy court to allow its users to withdraw digital assets currently locked up in BlockFi wallets. In a motion filed on Dec. 19, 2022 with the U.S. Bankruptcy Court in the District of New Jersey, the lender asked the court for authority to honor client withdrawals from wallet accounts that have been frozen on the platform since Nov. 10, 2022. The court documents also request permission to update the user interface to properly reflect transactions as of the platform's pause. In a widely shared email sent to affected users, BlockFi called the motion an "important step toward our goal of returning assets to clients through our chapter 11 cases," adding: "It is our belief that clients unambiguously own the digital assets in their BlockFi Wallet Accounts." According to BlockFi, this motion will not impact withdrawals or transfers from BlockFi Interest Accounts, which remain paused at this time. The lending platform has also signaled intentions to seek "similar relief from the Supreme Court of Bermuda with respect to BlockFi Wallet Accounts held at BlockFi International Ltd." BlockFi International is a subsidiary of the company based in Bermuda, which runs its non-U.S. operations. Crypto blogger Tiffany Fong shared the communication sent to her by BlockFi on Dec. 19, 2022 commenting that the embattled firm appears to be moving much faster than Celsius, which filed for bankruptcy over five months ago, compared to BlockFi's bankruptcy filing in November. According to the court documents, a hearing to decide if the motion will be granted is scheduled for Jan. 9, 2022. A separate hearing regarding wallet accounts held at BlockFi International Ltd is scheduled to go before the Supreme Court of Bermuda on Jan. 13, 2023. BlockFi halted client withdrawals and requested clients not to deposit to BlockFi wallets or Interest Accounts on Nov. 11, citing a lack of clarity around FTX. By Nov. 28, 2022, BlockFi filed for Chapter 11 bankruptcy, for the company and its eight subsidiaries. BlockFi International filed for bankruptcy with the Supreme Court of Bermuda on that same day. About BlockFi BlockFi is building a bridge between digital assets and traditional financial and wealth management products to advance the overall digital asset ecosystem for individual and institutional investors. BlockFi was founded in 2017 by Zac Prince and Flori Marquez and in its early days had backing from influential Wall Street investors like Mike Novogratz and, later on, Valar Ventures, a Peter Thiel-backed venture fund as well as Winklevoss Capital, among others. BlockFi made waves in 2019 when it began providing interest-bearing accounts with returns paid in Bitcoin and Ether, with its program attracting millions of dollars in deposits right away. BlockFi grew during the pandemic years and had offices in New York, New Jersey, Singapore, Poland and Argentina. BlockFi worked with FTX US after it took an $80 million hit from the bad debt of crypto hedge fund Three Arrows Capital, which imploded after the TerraUSD stablecoin wipeout in May 2022. BlockFi had significant exposure to the companies founded by former FTX Chief Executive Officer Sam Bankman-Fried. BlockFi received a $400 million credit line from FTX US in an agreement that also gave FTX the option to acquire BlockFi through a bailout orchestrated by Bankman-Fried over the summer. BlockFi also had collateralized loans to Alameda Research, the trading firm co-founded by Bankman-Fried. BlockFi is the latest crypto firm to seek bankruptcy amid a prolonged slump in digital asset prices. Lenders Celsius Network LLC and Voyager Digital Holdings Inc. also filed for court protection this year. Kirkland & Ellis is also advising Celsius and Voyager in their separate Chapter 11 cases. BlockFi Inc. and eight affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 22-19361) on Nov. 28, 2022. In the petitions signed by their chief executive officer, Zachary Prince, the Debtors reported $1 billion to $10 billion in both assets and liabilities. Judge Michael B. Kaplan oversees the cases. The Debtors taped Kirkland & Ellis and Haynes and Boone, LLP as general bankruptcy counsels; Walkers (Bermuda) Limited as special Bermuda counsel; Cole Schotz, P.C. as local counsel; Berkeley Research Group, LLC as financial advisor; Moelis & Company as investment banker; and Street Advisory Group, LLC as strategic and communications advisor. Kroll Restructuring Administration, LLC is the notice and claims agent. BODY TEK: Jan. 18, 2023 Disclosure Statement Hearing Set -------------------------------------------------------- Judge Scott M. Grossman has entered an order within which January 18, 2023 at 1:30 p.m. in the U.S. Courthouse, 299 E. Broward Blvd., Courtroom 308, Ft. Lauderdale, FL 33301 is the hearing to consider approval of the disclosure statement for Body Tek Fitness, Inc. Judge Grossman further ordered that January 11, 2023 is the deadline filing objections to disclosure statement. A copy of the order dated December 20, 2022, is available at https://bit.ly/3VuV1aq from PacerMonitor.com at no charge. About Body Tek Fitness Body Tek Fitness, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-16881) on Sept. 1, 2022, with up to $100,000 in assets and up to $1 million in liabilities. Judge Scott M. Grossman oversees the case. Susan D. Lasky P.A. is the Debtor's legal counsel. BODY TEK: Unsecureds Owed $447K to Get 10% or 15% Under Plan ------------------------------------------------------------ Body Tek Fitness, Inc., submitted a Plan and a Disclosure Statement. The Debtor filed its Plan with the United States Bankruptcy Court for the Southern District of Florida and, in connection with the Plan, the Debtor submits its Disclosure Statement to all holders of claims against or interests in the Debtor, pursuant to Section 1125 of the Bankruptcy Code. Under the Plan, Class 2 allowed unsecured claims which are less than $5,000 total $26,539. The Debtor will pay an amount equal to 10% of each allowed claim which is less than $5,000 on the Effective Date. Class 3 Allowed Unsecured Claims which are more than $5,000 total $420,433. The Debtor will pay an amount equal to 15% of each allowed claim in Class 3 in 20 quarterly installments commencing on the Effective Date. Payment to all creditors will be made from operating revenues. Attorney for the Debtor: Susan D. Lasky, Esq. SUSAN D. LASKY, PA 320 SE 18th Street Ft Lauderdale, FL 33316 Tel: (954) 400-7474 Fax: (954) 206-0628 E-mail: Sue@SueLasky.com A copy of the Disclosure Statement dated Dec. 16, 2022, is available at https://bit.ly/3W5oOrp from PacerMonitor.com. About Body Tek Fitness Body Tek Fitness, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-16881) on Sept. 1, 2022, with up to $100,000 in assets and up to $1 million in liabilities. Judge Scott M. Grossman oversees the case. Susan D. Lasky P.A. is the Debtor's legal counsel. BUCKINGHAM HEIGHTS: Court Approves Amended Disclosure Statement --------------------------------------------------------------- Judge Sheri Bluebond has entered an order approving the Amended Disclosure Statement of Buckingham Heights Business Park (a California Limited Partnership). March 21, 2023, at 10:00 a.m., is fixed as the date and time for the hearing on the confirmation of the Plan. Dec. 27, 2022, is fixed as the last day for the service of the following documents: (a) the Amended Disclosure Statement; (b) the Plan; (c) a notice of the hearing on the confirmation of the Plan (the "Notice"); a ballot, conforming to Official Form No. 14, for casting a vote with respect to the confirmation of the Plan (the "Ballot," and collectively, together with the Amended Disclosure Statement, and the Notice, the "Plan Package"). Feb. 21, 2023, by 4:00 p.m., prevailing Pacific Standard Time, is fixed as the last day for the Debtor to file with the Court and serve on all Creditors, Equity Interest Holders, and parties in interest a copy of the Plan Supplement. Feb. 28, 2023, is fixed as the last day for Creditors and Equity Interest Holders entitled to vote on the Plan to return to the Debtor's counsel a Ballot to accept or reject the Plan, such that the Ballot is actually received, by 4:00 p.m., prevailing Pacific Standard Time, on February 28, 2023, by counsel to the Debtor. Feb. 28, 2023, is fixed as the last day for creditors or any other parties in interest to serve an objection to the confirmation of the Plan. Any Plan Objection must be filed with the Court by 4:00 p.m., prevailing Pacific Standard Time, on Feb. 28, 2023, and served such that the Plan Objection is actually received, by 4:00 p.m. Pacific Time on Feb, 28, 2023, by counsel to the Debtor and the UST. March 13, 2023, is fixed as the last day for the Debtor to file with the Court, and to serve on any party that files a Plan Objection and the UST, the following documents (collectively, the "Confirmation Pleadings"): (a) a memorandum of points and authorities in support of the confirmation of the Plan; (b) a tally of the Ballots received with respect to confirmation of the Plan; (c) declarations and any other evidence in support of confirmation of the Plan; and (d) a reply to any Plan Objection. The Debtor must file with the Court and serve on all parties entitled to service a copy of the Confirmation Pleadings no later than March 13, 2023, by 4:00 p.m., prevailing Pacific Standard Time. Attorneys for Debtor Buckingham Heights Business Park: Paul S. Malingagio, Esq. Alan M. Feld, Esq. Alexandria G. Lattner, Esq. SHEPPARD, MULLIN, RICHTER & HAMPTON LLP 333 South Hope Street, 43rd Floor Los Angeles, CA 90071 Telephone: (213) 620-1780 Facsimile: (213) 620-1398 E-mail: pmalingagio@sheppardmullin.com afeld@sheppardmullin.com alattner@sheppardmullin.com - and - Michael M. Lauter, Esq. Jeannie Kim, Esq. Four Embarcadero Center, 17th Floor San Francisco, CA 94111-4109 Telephone: (415) 434-9100 Facsimile: (415) 434-3947 E-mail: mlauter@sheppardmullin.com jekim@sheppardmullin.com About Buckingham Heights Business Park Culver City, Calif.-based Buckingham Heights Business Park (a California Limited Partnership) filed a petition for Chapter 11 protection (Bankr. C.D. Calif. Case No. 21-17060) on Sept. 8, 2021, listing up to $50 million in assets and up to $500,000 in liabilities. Judge Sheri Bluebond oversees the case. Sheppard, Mullin, Richter & Hampton, LLP and KB&T Tax & Consulting, Inc., serve as the Debtor's legal counsel and accountant, respectively. CAMBER ENERGY: 1-for-50 Reverse Stock Split Takes Effect -------------------------------------------------------- Camber Energy, Inc. said its 1-for-50 reverse stock split of the Company's issued and outstanding shares of common stock, par value $0.001 per share, accompanied by a corresponding decrease in the Company's authorized shares of common stock, which the Company previously disclosed was approved by the Board of Directors on Dec. 14, 2022, became effective as of 12:01 a.m. Central Standard Time on Dec. 21, 2022, and will be reflected in the marketplace as of the open of trading. In connection with the Reverse Stock Split, the Company's shares of common stock will continue to trade on the NYSE American under the symbol "CEI" but will trade under a new CUSIP number, 13200M 607. The Reverse Stock Split, under Section 78.207 of the Nevada Revised Statutes, proportionally adjusted both the Company's (a) authorized shares of common stock and (b) issued and outstanding shares of common stock. As a result of the Reverse Stock Split, every 50 pre-split shares of common stock outstanding were automatically combined into one new share of common stock without any action on the part of the holders, and the number of outstanding shares of common stock was reduced from approximately 887.7 million shares to approximately 17.8 million shares. The Reverse Stock Split did not affect the par value of the common stock. No fractional shares were issued as a result of the Reverse Stock Split, and no cash or other consideration will be paid. Instead, fractional shares resulting from the Reverse Stock Split were rounded up to the nearest whole share on a per shareholder basis. Proportionate adjustments were made to (i) the Company's multiple series of convertible preferred stock, (ii) the Company's multiple convertible promissory notes, (iii) the Company's outstanding options, warrants, convertible debentures and other convertible securities, and (iv) the 2014 Stock Incentive Plan, the Lucas Energy, Inc. 2012 Stock Incentive Plan and the Lucas Energy, Inc. 2010 Long Term Incentive Plan, each as amended and restated to date, and other equity-based plans of the Company. The Board of Directors approved the Reverse Stock Split unilaterally, and without shareholder approval, pursuant to Section 78.207of the NRS, solely to enable the Company to expeditiously meet the low price per share selling price requirements of the NYSE American and to reduce the risk of the Company being automatically delisted from the NYSE American due to the trading prices of its common stock falling below a price which NYSE American views as abnormally low. The Reverse Stock Split will have no effect on the Company's authorized preferred stock, except to affect, where applicable, the conversion rates and voting rights of such preferred stock. The Reverse Stock Split is expected to increase the market price per share of the Company's common stock, bringing the Company into compliance with the listing requirements of the NYSE American. ClearTrust, LLC, Camber's transfer agent, is assisting with the Reverse Stock Split and may be contacted for further information at (813) 235-4490. About Camber Energy Based in Houston, Texas, Camber Energy, Inc. -- http://www.camber.energy-- is a growth-oriented diversified energy company. Through its majority-owned subsidiary, Camber provides custom energy & power solutions to commercial and industrial clients in North America and owns interests in oil and natural gas assets in the United States. The company's majority-owned subsidiary also holds an exclusive license in Canada to a patented carbon-capture system, and has a majority interest in: (i) an entity with intellectual property rights to a fully developed, patent pending, ready-for-market proprietary Medical & Bio-Hazard Waste Treatment system using Ozone Technology; and (ii) entities with the intellectual property rights to fully developed, patent pending, ready-for-market proprietary Electric Transmission and Distribution Open Conductor Detection Systems. Camber Energy reported a net loss attributable to the company of $169.68 million for the year ended Dec. 31, 2021, compared to a net loss attributable to the company of $52.01 million for the nine months ended Dec. 31, 2020. As of Sept. 30, 2022, the Company had $37.52 million in total assets, $70.60 million in total liabilities, and a total stockholders' deficit of $33.08 million. Dallas, Texas-based Turner, Stone & Company, L.L.P., the Company's auditor since 2021, issued a "going concern" qualification in its report dated May 19, 2022, citing that the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. CBAK ENERGY: Two Proposals Passed at Annual Meeting --------------------------------------------------- CBAK Energy Technology, Inc. held the 2022 annual meeting of stockholders at which the stockholders: (1) elected Yunfei Li, J. Simon Xue, Martha C. Agee, Jianjun He, and Xiangyu Pei to the Board of Directors of the Company to serve until the 2023 annual meeting of stockholders; and (2) ratified the appointment of Centurion ZD CPA & Co. as the Company's independent registered public accounting firm for the fiscal year ending Dec. 31, 2022. About CBAK Energy Liaoning Province, People's Republic of China-based CBAK Energy -- www.cbak.com.cn -- is a manufacturer of new energy high power lithium batteries that are mainly used in light electric vehicles, electric vehicles, electric tools, energy storage including but not limited to uninterruptible power supply (UPS) application, and other high-power applications. Its primary product offering consists of new energy high power lithium batteries, but it is also seeking to expand into the production and sale of light electric vehicles. Hong Kong, China-based Centurion ZD CPA & Co., the Company's auditor since 2016, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company has negative cash flows from operating activities, accumulated deficit from recurring net losses incurred for the prior years and significant short-term debt obligations maturing in less than one year as of Dec. 31, 2021. All these factors raise substantial doubt about its ability to continue as a going concern. CDL UNIVERSITY: Seeks Approval to Hire PPL Group as Auctioneer -------------------------------------------------------------- CDL University, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Oklahoma to employ PPL Group, LLC as its auctioneer. The Debtor requires the services of an auctioneer for the purpose of liquidating its assets. PPL Group will receive a commission of 5 percent, charge a buyer's premium of 18 percent, and be reimbursed for certain expenses. Barret Arthur, vice president of PPL Group, 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: Barret Arthur PPL Group, LLC 105 Revere Drive, Suite C Northbrook, IL 60062 Telephone: (224) 927-5318 Email: barret@pplgroupllc.com About CDL University CDL University, LLC, a truck driving school in Oklahoma City, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Okla. Case No. 22-11257) on June 10, 2022. In the petition signed by its managing member, Darin Miller, the Debtor listed $249,006 in assets and $1,168,389 in liabilities. Judge Janice D. Loyd oversees the case. Gary D. Hammond, Esq. at Mitchell & Hammond represents the Debtor as counsel. CELSIUS NETWORK: Receives Multiple Bids for Mining, Retail Assets ----------------------------------------------------------------- Steven Church of Bloomberg News reports that bankrupt crypto lender Celsius Network LLC has received multiple bids for its retail platform and mining businesses, according to a company presentation delivered in court Tuesday, December 20, 2022. Terms of the bids weren't disclosed. They included offers for the retail platform, the mining business and a combination of the two, a lawyer for Celsius told US Bankruptcy Judge Martin Glenn in the hearing Tuesday. The potential buyer pool includes 30 parties. Celsius advisers haven't yet decided whether they'll sell the crypto lender as whole, in pieces or if they'll pursue a different restructuring plan. 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: To Have Sale or Plan by Mid-January ---------------------------------------------------- Rick Archer of Law360 reports that cryptocurrency platform Celsius Network told a New York bankruptcy judge Tuesday, December 20, 2022, that it's working with potential asset buyers and on developing a restructuring plan, and should be able to say which way its Chapter 11 case will go by mid-January 2023. At a hearing on Dec. 5, 2022, the Court rendered its oral ruling granting the Debtors' Motion for Entry of an Order Extending the Debtors' Exclusive Periods to File a Chapter 11 Plan and Solicit Acceptances Thereof Pursuant to Section 1121 of the Bankruptcy Code. Judge Sonya Ledanski agreed that being required to dual-track negotiations across multiple plans could give rise to destructive uncertainty if exclusivity were ended. Judge Ledanski said at the hearing: "I agree with the comment that lifting exclusivity now would lead to a freefall. I mean, it would just be totally chaotic. I think this is a case where the Debtors and the committee and its professionals have cooperated extensively. An examiner was appointed. I think that was important in this case. It obviously is expensive and time-consuming, but certainly the examiner really delivered in terms of the interim report, and it's been very helpful to the Court. There are a lot of moving parts in this case. Whether there's been substantial progress is hard for me to see. I hear what counsels say, and for now, at least, I'll certainly take them at their word. There was agreement between the committee and the Debtor early on to pursue dual tracks with the standalone reorganization plan and a possible 363 sale. Bidding procedures have already been approved on that. We have a hearing later this week on the sale of the GK8 assets. "The Debtors, from all appearances to me and what the examiner said, the Debtors have worked collaboratively with the examiner. As the staffing and the Debtor has declined, it's made it that much harder to produce information and documents that not only the examiner, but the committee and others have wanted to see. The hearings this week, while I know that some Creditors and some regulators wanted to push off a decision from day one, it's been clear to the Court that these are gating issues and that need to be decided if possible for progress really to be made." 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. CII PARENT: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: CII Parent, Inc. 21 Custom House Street Boston, MA 02110 Business Description: CII Parent, Inc., is a software publisher in Boston, MA. Chapter 11 Petition Date: December 27, 2022 Court: United States Bankruptcy Court District of Delaware Case No.: 22-11345 Debtor's Counsel: Robert J. Dehney, Esq. MORRIS, NICHOLS, ARSHT & TUNNELL LLP 1201 North Market Street, 16th Floor Wilmington, DE 19899-1347 Tel: (302) 351-9353 Email: rdehney@morrisnichols.com Debtor's Bankruptcy Co-Counsel: GLENN AGRE BERGMAN & FUENTES LLP 1185 Avenue of the Americas New York, New York 10019 Estimated Assets: $50 million to $100 million Estimated Liabilities: $50 million to $100 million The petition was signed by Thomas Radford as president. 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/Q7VGL3A/CII_Parent_Inc__debke-22-11345__0001.0.pdf?mcid=tGE4TAMA CINEWORLD GROUP: AMC Held Talks With Lenders on Acquisition ----------------------------------------------------------- AMC Entertainment Holdings, Inc., said in a filing with the U.S. Securities and Exchange Commission that it participated in discussions with certain of the lenders of Cineworld regarding a potential strategic acquisition by AMC, through a consensual plan in Cineworld's ongoing Chapter 11 cases, including following the announcement in the Cineworld Chapter 11 proceedings that the Cineworld debtors were exploring strategic alternatives. The discussions focused on the acquisition of certain strategic theatre assets of Cineworld in the United States and Europe, which acquisition would be financed, in part, through the issuance by AMC of APEs and debt financing provided by the Lenders, and conditioned upon a liability management exercise with respect to certain indebtedness of AMC. During the course of discussions, the Company did not provide any confidential or non-public information, analyses, compilations, forecasts, studies or other documents to the Lenders. A definitive agreement with the Lenders has not been reached regarding the terms of any proposal to be presented to the debtors in the Cineworld cases, and at this time negotiations are not continuing. While AMC reserves the right to continue to explore the acquisition of value enhancing strategic assets, there can be no assurance that AMC will resume any discussions with the Lenders or, if it were to do so, that it would be able to agree with Lenders or any other party as to the terms of a mutually acceptable proposal. The Company has provided this statement pursuant to the terms of non-disclosure agreements with certain of the Lenders. About Cineworld Group PLC 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 US. 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. Tex. Lead Case No. 22-90168) on Sept. 7, 2022, estimating more than $1 billion in assets and debt. PJT Partners LP is providing financial advice, Kirkland & Ellis LLP and Slaughter and May are acting as legal counsel and AlixPartners LLP is serving as restructuring advisor to Cineworld. Jackson Walker LLP is the co-bankruptcy counsel. Kroll is the claims agent. About AMC Entertainment Holdings AMC Entertainment Holdings, Inc., is engaged in the theatrical exhibition business. It operates through theatrical exhibition operations segment. It licenses first-run motion pictures from distributors owned by film production companies and from independent distributors. The Company also offers a range of food and beverage items, which include popcorn; soft drinks; candy; hot dogs; specialty drinks, including beers, wine and mixed drinks, and made to order hot foods, including menu choices, such as curly fries, chicken tenders and mozzarella sticks. AMC operates over 900 theatres with 10,000 screens globally, including over 661 theatres with 8,200 screens in the United States and over 244 theatres with approximately 2,200 screens in Europe. The Company's subsidiary also includes Carmike Cinemas, Inc. AMC was forced to shutter its theaters when the Covid-19 pandemic struck in March 2020. It has reopened its theaters but admissions have been substantially low. The world's biggest theater chain said in an October 2020 filing that liquidity will be largely depleted by the end of 2020 or early 2021 if attendance doesn't pick up, and it's exploring actions that include asset sales and joint ventures. COMPUTE NORTH: Gets Court Nod to Seek Creditor Votes ---------------------------------------------------- Steven Church of Bloomberg News reports that Compute North Holdings Inc., which provided data center services for cryptocurrency miners and blockchain companies, won bankruptcy court approval to send its liquidation plan to creditors for a vote. US Bankruptcy Judge Marvin Isgur will take the vote into consideration in February when he holds a hearing to decide whether to approve the plan. After selling its remaining assets, the company may have about $39.3 million to distribute to creditors owed about $86.9 million, according to a wind-down analysis in court documents. About Compute North Holdings Computer North Holdings, Inc. -- https://www.computenorth.com/ -- is a crypto mining data center company. Compute North has four facilities in the U.S. -- two in Texas and one in both South Dakota and Nebraska, according to its website. While cryptocurrency prices skyrocketed during the pandemic (with bitcoin surging by 300% in 2020), the Federal Reserve's decision to curb rising inflation by hiking interest rates has since ushered in some of the crypto market's biggest losses in history. After amassing a record value above $3 trillion in November 2021, the cryptocurrency market posted its worst first half ever -- plummeting more than 70% through July. Terra's luna token, a once top cryptocurrency worth more than $40 billion, lost virtually all its value within a week in May after sister token TerraUSD, a stablecoin meant to hold a price of $1, broke its dollar peg as markets collapsed. 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 include crypto lenders Celsius Network, Three Arrows Capital, Voyager Digital, and crypto mining firm Compute North. Compute North Holdings and 18 affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-90273) on Sept. 22, 2022. In the petitions signed by Harold Coulby, as authorized signatory, the Debtors reported assets and liabilities between $100 million and $500 million. Judge Marvin Isgur oversees the cases. The Debtors tapped Paul Hastings, LLP, as bankruptcy counsel; Jefferies, LLC as investment banker; and Portage Point Partners as financial advisor. Epiq Corporate Restructuring, LLC is the claims, noticing and solicitation agent. On Oct. 6, 2022, the Office of the U.S. Trustee for Region 7 appointed an official committee of unsecured creditors in the Chapter 11 cases. The committee tapped McDermott Will & Emery LLP as its counsel. COMPUTE NORTH: Seeks to Move to Plan Solicitation Despite Objection ------------------------------------------------------------------- Compute North Holdings, Inc., et al., responded to the Objection of the Official Committee of Unsecured Creditors to the Debtors' Chapter 11 Plan. The Debtors assert that despite its agreement to make modifications to the Plan to accommodate comments received from the Committee, the Committee has chosen to file an untimely and misplaced objection. Local Rule 3016-2 provides, in relevant part: "Any objections to a request for conditional approval must be filed within 14 days. The failure to object to a request for conditional approval does not constitute a waiver of any objection to the final approval of a disclosure statement or confirmation of a proposed plan." The Committee had ample time to protect its rights with respect to conditional approval of the Disclosure Statement, but failed to do so. Accordingly, the Debtors propose that the Court defer consideration of the Committee Objection until the hearing on final approval of the Disclosure Statement. The Debtors point out that in the event the Court is inclined to consider the Committee Objection at this time, the objection should be overruled. The Committee argument that the Disclosure Statement should not be approved because Plan – on its face – cannot be confirmed in its current form is incorrect, as is the argument that the Disclosure Statement does not provide voting parties with adequate information. The Debtors strongly disagree with both of those assertions. The Committee's argument that the Plan's exculpation provision renders the Plan "patently unconfirmable" has been addressed by revisions to the language of Section 9.5 of the Plan. By its terms, the exculpation provision now provides that exculpation is only available "to the extent permitted by applicable law." If applicable law limits the scope of the Plan's exculpation provisions, the Plan automatically conforms to such limitations. The Debtors further point out that the Committee and the Debtors do fundamentally disagree about one thing: the Committee wants a wide-ranging litigation campaign against the Debtors' stakeholders while the Debtors view the Plan as a peace accord. Creditors should be given an opportunity to vote on Plan that offers meaningful distributions and a Global Settlement. There is no requirement under the Bankruptcy Code that a Chapter 11 Plan be a declaration of war. The Debtors assert that the Committee argument that the Debtors' assets should vest in a liquidating trust has been addressed by the inclusion in the Plan of a Litigation Trust to prosecute Retained Causes of Action for the benefit of Holders of Claims and Interests. Although the Committee contends that the inclusion of a liquidating trust will result in tax savings for the Debtors' estates, the only assets which the Debtors anticipate realizing a taxable gain on will would be potentially proceeds of the Retained Causes of Action, which have a tax basis of zero dollars, and the contribution of those claims to the Litigation Trust resolves that concern. Thus, the Committee's concerns in this respect are misplaced. According to Debtors, the Committee Objection asserts that the solicitation packages should include a letter from the Committee opposing confirmation of the Plan. The Debtors are strongly opposed to the inclusion of such a letter, which would likely recite the Committee's misplaced objections and would be unduly prejudicial to the Debtors and their estates. Counsel to the Debtors and Debtors in Possession: James T. Grogan III, Esq. PAUL HASTINGS LLP 600 Travis Street, 58th Floor Houston, TX 77002 Telephone: (713) 860-7300 Facsimile: (713) 353-3100 E-mail: jamesgrogan@paulhastings.com - and - Luc Despins, Esq. Sayan Bhattacharyya, Esq. Daniel Ginsberg, Esq. 200 Park Avenue New York, NY 10166 Telephone: (212) 318-6000 Facsimile: (212) 319-4090 E-mail: lucdespins@paulhastings.com sayanbhattacharyya@paulhastings.com danielginsberg@paulhastings.com - and - Matthew Micheli, Esq. Michael Jones, Esq. 71 South Wacker Drive, Suite 4500 Chicago, IL 60606 Telephone: (312) 499-6000 Facsimile: (312) 499-6100 E-mail: mattmicheli@paulhastings.com michaeljones@paulhastings.com About Compute North Holdings Computer North Holdings, Inc. -- https://www.computenorth.com/ -- is a crypto mining data center company. Compute North has four facilities in the U.S. -- two in Texas and one in both South Dakota and Nebraska, according to its website. While cryptocurrency prices skyrocketed during the pandemic (with bitcoin surging by 300% in 2020), the Federal Reserve's decision to curb rising inflation by hiking interest rates has since ushered in some of the crypto market's biggest losses in history. After amassing a record value above $3 trillion in November 2021, the cryptocurrency market posted its worst first half ever -- plummeting more than 70% through July. Terra's luna token, a once top cryptocurrency worth more than $40 billion, lost virtually all its value within a week in May after sister token TerraUSD, a stablecoin meant to hold a price of $1, broke its dollar peg as markets collapsed. 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 include crypto lenders Celsius Network, Three Arrows Capital, Voyager Digital, and crypto mining firm Compute North. Compute North Holdings and 18 affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-90273) on Sept. 22, 2022. In the petitions signed by Harold Coulby, as authorized signatory, the Debtors reported assets and liabilities between $100 million and $500 million. Judge Marvin Isgur oversees the cases. The Debtors tapped Paul Hastings, LLP as bankruptcy counsel; Jefferies, LLC as investment banker; and Portage Point Partners as financial advisor. Epiq Corporate Restructuring, LLC is the claims, noticing and solicitation agent. On Oct. 6, 2022, the Office of the U.S. Trustee for Region 7 appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped McDermott Will & Emery LLP as its counsel. DOYLESTOWN HOSPITAL: S&P Cuts Debt Rating to 'CCC', On Watch Dev. ----------------------------------------------------------------- S&P Global Ratings lowered its long-term rating and underlying rating (SPUR) to 'CCC' from 'BB' on the Doylestown Hospital Authority, Pa.'s debt outstanding, issued on behalf of Doylestown Hospital (DH). S&P Global Ratings also placed the rating on CreditWatch with developing implications. "The rating action reflects our expectation that DH will not meet its quarterly debt service coverage covenant or semiannual days' cash on hand covenant tied to the directly placed series 2013B bonds," said S&P Global Ratings credit analyst Wendy Taylor. "This would trigger an option by the banks and trustee to accelerate the debt, which creates significant liquidity risk given DH's level of unrestricted reserves. The rating action also reflects our view of a steep decline in operating performance resulting primarily from a higher expense base tied partly to elevated labor costs and resulting in a high cash burn rate," Ms. Taylor added. S&P said, "The CreditWatch placement reflects our view that there is a one-in-two chance we could either raise or lower the rating in the next 90 days pending the outcome of the hospital's request for a waiver or amendment to covenant ratios related to the hospital's series 2013B bonds. Considerations to resolve the CreditWatch placement include an update on the ability to secure a waiver, any potential acceleration or repayment of Doylestown Hospital's outstanding debt, and initial results of the turnaround plan to stabilize operations and the cash burn rate." Environmental, social, and governance (ESG) credit factors for this change in credit rating/outlook and/or CreditWatch status: -- Human capital ECTOR COUNTY ENERGY: Gets Court OK for Liquidation Plan ------------------------------------------------------- Alex Wolf of Bloomberg Law reports that Ector County Energy Center LLC, the former owner of a West Texas power plant, won court approval to wind down in bankruptcy following a $144 million sale of the plant to Rockland Capital LP. ECEC, an Invenergy LLC portfolio company that operated a 330 megawatt natural gas power generation plant, is liquidating under a fully consensual Chapter 11 plan approved Wednesday, December 21, 2022, by Judge John T. Dorsey of the US Bankruptcy Court for the District of Delaware. About Ector County Energy Center Ector County Energy Center, LLC owns and operates a 330 MW natural gas-fired power generating facility in Ector County, Texas. The company filed for bankruptcy protection in April 2022, facing more than $500 million in liabilities and litigation stemming from the February 2021 winter storm. Ector County Energy Center sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 22-10320) on April 11, 2022. In the petition signed by CRO John D. Baumgartner, the Debtor estimated assets between $50 million and $100 million and estimated liabilities between $500 million and $1 billion. Judge John T. Dorsey oversees the case. The Debtor tapped Holland & Knight, LLP as lead bankruptcy counsel; Polsinelli, PC as local counsel; Locke Lord, LLP and Crowell & Moring, LLP as special counsels; Perella Weinberg Partners, LP and Tudor, Pickering, Holt & Co. as investment bankers; and Grant Thornton, LLP as restructuring advisor. John Baumgartner, managing director at Grant Thornton, serves as the Debtor's chief restructuring officer. Donlin Recano & Company Inc. is the claims agent. ENERGY DRILLING: Gets OK to Hire Winegarden as Bankruptcy Counsel ----------------------------------------------------------------- Energy Drilling Services, LLC received approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to employ Winegarden, Haley, Lindholm, Tucker & Himelhoch, PLC to handle its Chapter 11 case. Zachary Tucker, Esq., the firm's attorney, will be billed at his hourly rate of $305, plus expenses. The firm received a retainer of $25,000 from the Debtor. Mr. Tucker 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: Zachary R. Tucker, Esq. Winegarden, Haley, Lindholm, Tucker & Himelhoch, PLC 9460 S. Saginaw Rd., Suite A Grand Blanc, MI 48439 Telephone: (810) 579-3600 Email: ztucker@winegarden-law.com About Energy Drilling Services Energy Drilling Services, LLC, a drilling contractor in Fenton, Mich., filed a voluntary petition for relief under Chapter 11 of the bankruptcy code (Bankr. E.D. Mich. Case No. 22-31772) on Nov. 29, 2022. In the petition signed by its managing member, Kaitlyn Adler, the Debtor disclosed up to $10 million in both assets and liabilities. Zachary R. Tucker, Esq., at Winegarden, Haley, Lindholm, Tucker & Himelhoch, PLC serves as the Debtor's counsel. EXPRESSJET AIRLINES: Judge to Approve Equity-Sale Plan ------------------------------------------------------ Rick Archer of Law360 reports that a Delaware bankruptcy judge said on Tuesday, December 20, 2022, that she would approve bankrupt regional air carrier ExpressJet Airlines' plan to exit Chapter 11 with an equity sale as soon as it resolves an objection by the U. S. Trustee's Office over who will pay the office's fees. ExpressJet Airlines ("Debtor") and Polaris 8, LLC ("Plan Sponsor") on behalf of itself and the renamed ExpressJet Airlines LLC after the Effective Date of the Plan ("Reorganized Debtor") have reached letter agreements with the Debtors' unions. About ExpressJet Airlines ExpressJet Airlines -- https://expressjet.com/ -- is a regional US airline headquartered in College Park, Georgia. ExpressJet Airlines LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10787) on August 23, 2022. In the petition filed by John Greenlee, as president, the Debtor reports estimated assets and liabilities between $10 million and $50 million each. Morris, Nichols, Arsht & Tunnell LLC is the Debtor's counsel. Eversheds Sutherland (US) LLP is the Debtor's special corporate & transactional counsel. Epiq Corporate Restructuring LLC is the claims agent. FIRST ACCEPTANCE: A.M. Best Cuts Fin. Strength Rating to C++ ------------------------------------------------------------ AM Best has downgraded the Financial Strength Rating (FSR) to C++ (Marginal) from B (Fair) and the Long-Term Issuer Credit Ratings (Long-Term ICR) to "b+" (Marginal) from "bb" (Fair) of the subsidiaries of First Acceptance Corporation (Delaware) [OTCQX: FACO], collectively referred to as First Acceptance Group. The outlook of the Long-Term ICR has been revised to negative from stable while the outlook of the FSR is stable. (See below for a detailed list of companies). Concurrently, AM Best has downgraded the Long-Term ICR to "ccc-" (Weak) from "b-" (Marginal) of First Acceptance Corporation. The outlook of this rating has been revised to negative from stable. The ratings reflect First Acceptance's balance sheet strength, which AM Best assesses as weak, as well as its marginal operating performance, limited business profile and marginal enterprise risk management. The rating downgrades reflect a reduction in First Acceptance's balance sheet strength assessment to weak from adequate. This rating action follows surplus erosion as of third-quarter 2022 and corresponding significant deterioration in overall risk-adjusted capitalization, as measured by Best's Capital Adequacy Ratio (BCAR). The group's weakened capital position mostly is attributed to increased severity trends on physical damage losses for the fourth quarter of 2021 and continuing in 2022. The negative outlook on the Long-Term ICRs reflect erosion in overall balance sheet strength in 2022, marked by a material decline in capital, and subsequently, risk-adjusted capitalization. First Acceptance's operating performance remains marginal due to the rise in the group's physical damage loss costs driven by inflationary pressures, supply chain and labor market challenges. The limited business profile reflects First Acceptance's product and geographic concentration, which is largely focused on nonstandard auto business and continues to face rising loss costs driven by inflationary pressures, growing market competition and challenges in maintaining rate adequacy. Although still evolving, management continues to enhance the ERM framework and integrate a more formalized structure into its process. The FSR has been downgraded to C++ (Marginal) from B (Fair) and the Long-Term ICRs have been downgraded to "b+" (Marginal) from "bb" (Fair), with the outlook of the Long-Term ICRs revised to negative from stable and the outlook of the FSR maintained at stable, for the following pooled subsidiaries of First Acceptance Corporation: First Acceptance Insurance Company, Inc. First Acceptance Insurance Company of Georgia, Inc. First Acceptance Insurance Company of Tennessee, Inc. GISSING NORTH: Committee Taps Keller & Almassian as Special Counsel ------------------------------------------------------------------- The official committee of unsecured creditors appointed in the Chapter 11 cases of Gissing North America, LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to employ Keller & Almassian, PLC as its special counsel. The committee requires a special counsel to represent it in matters related to the Huntington National Bank's liens, including any litigation necessary to adjudicate the extent, priority, and validity of such liens. The hourly rates of the firm's attorneys are as follows: Todd Almassian $500 Mike Almassian $500 Greg Ekdahl $485 Nick Laue $435 Sarah LaSata $325 Sarah Kuklewski $225 Jill Zuidema $225 Nicole Zuidema $225 A. Todd Almassian, Esq., a partner at Keller & Almassian, 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. Mr. Almassian also disclosed the following information pursuant to paragraph D.1. of the U.S. Trustee Guidelines: Question: Did Keller & Almassian PLC agree to any variations from, or alternatives to, its standard or customary billing arrangements for this engagement? Answer: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Answer: No. Question: If you represented the client in the 12 months pre-petition, disclose your billing rates and material financial terms for the pre-petition engagement, including any adjustments during the 12 months pre-petition. If your billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Answer: Keller & Almassian PLC did not represent the Debtors in the 12 months pre-petition. Question: Has your client approved your prospective budget and staffing plan, and, if so, for what budget period? Answer: Keller & Almassian PLC will formulate a budget and staffing plan as soon as feasible following entry of an order establishing uniform procedures for attorney timekeeping, billing, and budgeting in these Chapter 11 cases. The firm can be reached through: A. Todd Almassian, Esq. Keller & Almassian, PLC 230 Fulton Street East Grand Rapids, MI 49503 Telephone: (616) 364-2100 Email: Talmassian@kalawgr.com About Gissing North America Gissing North America LLC, formerly known as Conform Gissing International, LLC, and its affiliates are innovative and technology-driven suppliers of acoustic systems and weight reduction solutions for the automotive industry. They provide customers products that minimize noise, vibration, and harshness throughout a vehicle and reduce vehicle weight by using proprietary technology. On Aug. 8, 2022, Gissing North America and its affiliates sought Chapter 11 protection (Bankr. E.D. Mich. Lead Case No. 22-46160). In the petition signed by Steven R. Wybo, chief restructuring officer, Gissing North America reported up to $100 million in both assets and liabilities. Judge Lisa S. Gretchko oversees the cases. The Debtors tapped Wolfson Bolton, PLLC as bankruptcy counsel; Steven R. Wybo of Riveron Management Services as chief restructuring officer; and Livingstone Partners, LLC as investment banker. Epiq Corporate Restructuring, LLC is the Debtors' claims, noticing and balloting agent and administrative advisor. On Aug. 15, 2022, the U.S. Trustee for Region 9 appointed an official committee of unsecured creditors. The committee tapped Foley & Lardner, LLP as bankruptcy counsel and Keller & Almassian, PLC as special counsel. GLOBAL PROCESSING: Committee Taps Gislason & Hunter as Counsel -------------------------------------------------------------- The official committee of unsecured creditors appointed in the Chapter 11 case of Global Processing, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Iowa to employ Gislason & Hunter, LLP as its bankruptcy counsel. The firm will render these services: (a) advise the committee on all legal issues as they arise; (b) represent and advise the committee regarding the terms of any asset sales or plans of reorganization or liquidation, and assist the committee in negotiations with the Debtor, its secured creditors, and other parties in interest; (c) investigate the Debtor's assets and pre-bankruptcy conduct, and investigate the validity, priority and extent of any liens asserted against the Debtor's assets; (d) prepare all necessary legal papers; (e) represent and advise the committee in all proceedings in this case; (f) assist and advise the committee in its administration; and (g) provide such other services as are customarily provided by counsel to a creditors' committee in cases of this kind. The hourly rates of the firm's counsel and staff are as follows: Michael S. Dove Partner $425 Jennifer G. Lurken Partner $425 Jean Burgau Senior Paralegal $225 In addition, the firm will seek reimbursement for expenses incurred. Michael Dove, Esq., an attorney at Gislason & Hunter, 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: Michael S. Dove, Esq. Gislason & Hunter, LLP 2700 South Broadway P.O. Box 458 New Ulm, MN 56073 Telephone: (507) 354-3111 Facsimile: (507) 354-8447 Email: mdove@gislason.com About Global Processing Global Processing Inc. -- http://www.globalprocessing.org/-- supplies customers around the world with value-added, quality, farm-grown food products. The company is based in Kanawha, Iowa. Global Processing filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Iowa Case No. 22-00669) on Oct. 24, 2022, with $10 million to $50 million in both assets and liabilities. David M. Wilcox, president of Global Processing, signed the petition. Judge Thad J. Collins oversees the case. The Debtor tapped Ronald C. Martin, Esq., at Day Rettig Martin, PC as legal counsel and Gregory DeWeese, a professional practicing in Minnesota, as financial advisor. Mary Jensen, Acting U.S. Trustee for Region 12, appointed an official committee of unsecured creditors on Dec. 1, 2022. The committee tapped Gislason & Hunter, LLP as its counsel. GOLD WING TRADING: Taps Frazee Law Group as Bankruptcy Counsel -------------------------------------------------------------- Gold Wing Trading Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Frazee Law Group as its bankruptcy counsel. The firm will render these legal services: (a) advise the Debtor regarding matters of bankruptcy law and concerning the requirements of the Bankruptcy Code and Bankruptcy Rules; (b) represent the Debtor in proceedings and hearings in the court involving matters of bankruptcy law; (c) assist in compliance with the requirements of the Office of the United States trustee; (d) advise the Debtor with respect to its powers and duties in the continued operation of its business and management of property of the estate; (e) assist the Debtor in the administration of the estate's assets and liabilities; (f) prepare necessary applications, answers, motions, orders, reports and other legal documents on behalf of the Debtor; (g) advise the Debtor concerning the claims of secured and unsecured creditors, prosecution and/or defense of all actions; and (h) prepare, negotiate, prosecute and seek confirmation of a plan of reorganization. The firm will be paid at these rates: Attorneys $400 per hour Law Clerks/Paralegals $125 per hour In addition, the firm will receive reimbursement for its out-of-pocket expenses. The firm received from the Debtor a retainer of $5,000. RoseAnn Frazee, Esq., a partner at Frazee Law Group, 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: RoseAnn Frazee, Esq. Frazee Law Group 5133 Eagle Rock Blvd. Los Angeles, CA 90041 Telephone: (323) 274-4287 Facsimile: (323) 967-7600 Email: roseann@frazeelawgroup.com About Gold Wing Trading Gold Wing Trading, Inc., a commercial products wholesale and distributor in California, filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-15733) on Oct. 23, 2022. In the petition filed by its chief financial officer, Maggie Jun Lei, the Debtor reported assets between $500,000 and $1 million and liabilities between $10 million and $50 million. Judge Sandra R. Klein oversees the case. The Debtor is represented by Roseann Frazee of Frazee Law Group. GOLDEN SEAHORSE: Seeks to Tap Tarter Krinsky & Drogin as Counsel ---------------------------------------------------------------- Golden Seahorse LLC, doing business as Holiday Inn Manhattan Financial District, seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Tarter Krinsky & Drogin, LLP as its general bankruptcy counsel. The firm will render these services: (a) advise the Debtor with respect to its powers and duties in the continued management of its hotel; (b) negotiate with creditors of the Debtor in furtherance of a Chapter 11 plan and take the necessary legal steps in order to consummate a plan; (c) prepare legal papers; (d) appear before the bankruptcy court; and (e) perform all other legal services for the Debtor that may be necessary to preserve and protect its business. The hourly rates of the firm's counsel and staff are as follows: Partners $525 - $795 Counsel $495 - $710 Associates $310 - $510 Paralegals $250 - $360 In addition, the firm will seek reimbursement for expenses incurred. In September, the firm received a retainer in the amount of $75,000 from the Debtor. Tarter Krinsky & Drogin disclosed the following information pursuant to paragraph D.1. of the U.S. Trustee Guidelines: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Answer: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Answer: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Answer: Tarter Krinsky & Drogin's rates provided to the Debtor prepetition were the same as the rates agreed to for the Chapter 11 work. Question: Has your client approved your prospective budget and staffing plan, and, if so, for what budget period? Answer: The Debtor prepared and filed an initial 13-week cashflow attached to the interim cash collateral order. The cashflow budget included a line item for the Debtor's professional fees. As the Debtor's Chapter 11 case continues to develop, Tarter Krinsky & Drogin will formulate a budget and staffing plan for this proposed retention, which it will review with the Debtor. Scott Markowitz, Esq., a member of Tarter Krinsky & Drogin, 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: Scott S. Markowitz, Esq. Rocco A. Cavaliere, Esq. Jill Makower, Esq. Tarter Krinsky & Drogin LLP 1350 Broadway, 11th Floor New York, NY 10018 Telephone: (212) 216-8000 Email: smarkowitz@tarterkrinsky.com rcavaliere@tarterkrinsky.com jmakower@tarterkrinsky.com About Golden Seahorse Golden Seahorse LLC, doing business as Holiday Inn Manhattan Financial District, operates the Holiday Inn hotel, which is a full-service hotel located at 99 Washington St., New York. It also owns an adjacent neighboring property at 103 Washington St., New York, whereby it leases space to Amazon Restaurant and Bar (doing business as St. George Tavern). The Debtor believes the value of the hotel is at least $165 million, an amount greater than the $137.2 million in principal, together with accrued interest, due pre-bankruptcy lenders. Golden Seahorse sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-11582) on Nov. 29, 2022. In the petition signed by Jubao Xie, managing member of Hysendal USA, LLC, the Debtor disclosed up to $500 million in both assets and liabilities. Judge Philip Bentley oversees the case. Scott S. Markowitz, Esq., at Tarter Krinsky & Drogin LLP, represents the Debtor as counsel. GREENIDGE GENERATION: Warns of Bankruptcy Filing, Restructuring --------------------------------------------------------------- Greenidge Generation Holdings Inc. (NASDAQ: GREE), once one of the largest public Bitcoin miners in the US, warned that it may seek bankruptcy protection while entering into debt restructuring talks with lender New York Digital Investment Group. Bloomberg News notes that the firm, probably best known for a long-running dispute with environmentalists over the impact of its operations on New York's Seneca Lake, is the latest miner to teeter on the edge of bankruptcy in the wake of the plunge in the value of the largest cryptocurrency. "We are pleased with the progress of our constructive negotiations with NYDIG to address our secured debt," said Dave Anderson, Chief Executive Officer of Greenidgel, in a statement. "NYDIG values our operational excellence, which affords us the ability to work towards a structure that would allow our two organizations to partner, with Greenidge providing hosting services. If we complete this debt restructuring, this would improve our future liquidity and would provide a significant step toward the improvement of our balance sheet. In addition, we believe that the contemplated terms of a concurrently executed hosting arrangement would allow us to continue participating in the future upside potential of bitcoin." "We are pleased to continue working with Greenidge," said Trevor Smyth, Head of Structured Financing at NYDIG. "As the company optimizes to account for current market conditions, we look forward to working together on potential future strategic opportunities and remain strident believers in the ongoing promise of bitcoin." On Dec. 19, 2022, Greenidge entered into a non-binding term sheet with NYDIG ABL LLC to potentially restructure its approximately $74 million of debt remaining with NYDIG under the Master Equipment Finance Agreements dated as of May 25, 2021 and March 21, 2022. Under the Term Sheet, it is contemplated that Greenidge would reduce its debt by approximately $57 to $68 million in exchange for a substantial number of its miners, transfer credits and coupons that have accrued to Greenidge under its non-fixed price purchase contracts with Bitmain Technologies, Ltd. and transfer Greenidge's acquired mining infrastructure awaiting deployment at potential mining sites within three months following the completion of debt restructuring and hosting agreements (the "Post-Closing Covenant"). Pursuant to the Term Sheet, Greenidge would provide additional collateral on its remaining mining-related assets, infrastructure assets, equity of its subsidiaries and certain cash balances to secure the remaining debt balance with NYDIG, which may have a balance of between $6 million to $17 million based on satisfactory transfer of assets to NYDIG and completion of the Post-Closing Covenant. The loan agreement will contain certain affirmative, negative and financial covenants, early amortization events, and events of default. In the event of a default, NYDIG will have the right to foreclose or take other legal action against Greenidge and such collateral. Under the Term Sheet, Greenidge and NYDIG would concurrently enter into a long-term hosting agreement, whereby Greenidge would provide hosting services for up to 74 Megawatts ("MW") of energy capacity, as well as an additional approximate 39 MW upon satisfactory completion of the Post-Closing Covenant. The terms of such arrangement would require NYDIG to pay a hosting fee that would cover the cost of power and direct costs associated with management of the mining facilities, as well as a profit-sharing arrangement of gross profits. Excluding revenues from its wholly owned subsidiary Support.com ("Support.com") that has been reported as the Support services segment, approximately 90% and 83% of Greenidge's revenues for fiscal 2021 and nine months ended September 30, 2022, respectively, were generated through its mining of bitcoin. If the contemplated transactions are consummated, Greenidge estimates that 60% to 75% of its likely revenues in the next two years will be generated from the hosting agreements to be entered into with NYDIG, assuming similar revenues from power and capacity as fiscal 2021 and annualized 2022 based off nine months results. As a result of Greenidge entering into the hosting agreements, a near-term increase in bitcoin prices, even a significant one, may not have a corresponding beneficial impact on Greenidge's business, liquidity or prospects. Liquidity Update The Company's cash and cash equivalents and restricted cash as of November 30, 2022 amounted to approximately $22.0 million, compared to $38.5 million as of September 30, 2022. This represents an average monthly cash burn rate of approximately $8 million during October and November 2022, of which approximately $5.5 million per month was associated with principal and interest payments to NYDIG. Further, the Company expects to use a similar amount of cash during the month of December 2022, dependent on timing of payments. It is very difficult to estimate liquidity requirements and future cash burn rates; however, the Company’s current cash burn rates are not sustainable. In the absence of additional liquidity, the Company is at risk of having insufficient cash to support ongoing business operations within the next two months. Assuming NYDIG and Greenidge enter into definitive agreements reflecting the terms described in this release, to remain viable through 2023, the Company currently estimates it will require at least approximately $20 million of additional liquidity to fund its cash requirements, although this estimate is subject to a number of assumptions and may vary materially. The Company stated in its Quarterly Report on Form 10-Q for the nine months ended September 30, 2022 that there is uncertainty regarding the Company's financial condition and substantial doubt about its ability to continue as a going concern. There is substantial likelihood that the Company's independent auditors' opinion for the 2022 financial statements will reflect a going concern qualification. While the proposed transaction addresses a portion of the Company's indebtedness, the financial terms of this potential transaction on the terms currently contemplated in the Term Sheet do not change the risks previously identified in the Company's public filings. As a result, the Company continues to actively explore raising additional equity capital, including selling securities in the market About Greenidge Generation Holdings Greenidge Generation Holdings Inc. (NASDAQ: GREE) is a vertically integrated bitcoin mining and power generation company with operations in Upstate New York. GT REAL ESTATE: Court Confirms Amended Plan ------------------------------------------- Judge Karen B. Owens has entered an order that the Amended Chapter 11 Plan of Reorganization of GT Real Estate Holdings, LLC, including (a) all modifications to the Plan filed with the Court prior to or during the Confirmation Hearing, including the modifications set forth herein, and (b) all documents incorporated into the Plan through the Plan Supplement, is confirmed pursuant to Section 1129 of the Bankruptcy Code. Prior to, on, or after the Effective Date, the Debtor or the Reorganized Debtor, as applicable, may take any and all actions as may be necessary or appropriate in the Debtor's reasonable discretion to effectuate the restructuring transactions described in, approved by, contemplated by, or necessary to effectuate the Plan and all other actions that the Debtor determines to be necessary or appropriate, including in connection with filings or recordings that may be required by applicable law in connection with the Plan, the Plan Sponsor Transaction, the Settlement Trust, the Class 5 Trust, the City Settlement, the County Settlement, and the MBM Plan Support Agreement6 (collectively, the "Restructuring Transactions"). The Plan Supplemen, the Plan Sponsor Agreement, the MBM Plan Support Agreement, the City Settlement Agreement, and the County Settlement Agreement are integral to the Plan and are approved by the Court. The Debtor and the Reorganized Debtor (as applicable) are authorized to take all actions required under the Plan, the Plan Sponsor Agreement, the MBM Plan Support Agreement, the City Settlement Agreement, the County Settlement Agreement, and the documents contained in the Plan Supplement to effectuate the Plan and the Restructuring Transactions contemplated therein. All objections, if any, with regard to the relief sought in this Confirmation Order that have not been withdrawn, waived, settled, or otherwise dealt with as expressly provided herein or on the record at the Confirmation Hearing are hereby overruled and denied on the merits, with prejudice. On the Effective Date, the Debtor shall be authorized and the Plan Sponsor shall be authorized to consummate the Plan Sponsor Transaction pursuant to the terms of the Plan Sponsorship Agreement, the Plan, and the Confirmation Order. On the Effective Date, the Settlement Amount and the GUC Allocation shall be funded by the Plan Sponsor and shall be distributed in accordance with Article IV.D of the Plan and the terms of the Plan and the Settlement Trust Agreement. After the Effective Date, the Plan Sponsor or the City of Rock Hill (if the City of Rock Hill acquires the Plan Sponsor's rights under the Plan Sponsor First Lien Secured Note pursuant to the City Settlement Agreement), shall undertake the Restoration in accordance with the terms of the Plan, the Plan Sponsor Agreement, and the City Settlement Agreement, and shall and shall be responsible for funding, managing, and completing the Restoration, as provided under the Plan Sponsor Note Tranche B. On the Effective Date, the Settlement Trust shall be established pursuant to the Settlement Trust Agreement and consistent with the Plan for the purpose of distributing the proceeds of the Settlement Amount and the GUC Allocation to Holders of Allowed Contractor Claims and Allowed General Unsecured Claims, and the Settlement Trustee, as selected by MBM in consultation with the Debtor and the Plan Sponsor, shall be appointed. On the Effective Date, the Class 5 Trustee, as selected by the Independent Managers in consultation with the Plan Sponsor and the City of Rock Hill, in accordance with the terms of the Plan and the Class 5 Trust Agreement, shall be appointed. Amended Plan According to GT Real Estate's Amended Chapter 11 Plan of Reorganization, on the Effective Date, pursuant to the Plan Sponsor Transaction, all DIP Claims shall be Allowed and exchanged for the Debtor's remaining cash immediately prior to the Effective Date, 100% of the membership interests in the Reorganized Debtor, and a portion of the Plan Sponsor First Lien Secured Note, in full and final satisfaction, compromise, settlement, release, and discharge of such DIP Claims. All Plan Sponsor Fee Claims, including those arising under the DIP Credit Agreement, shall be paid in full in Cash on the Effective Date. Under the confirmed Plan, Class 6 General Unsecured Claims will be channeled to the Settlement Trust. On the Effective Date, in full and final satisfaction, compromise, settlement, release, and discharge of and in exchange for an Allowed General Unsecured Claim, each Holder of such Claim will receive its pro rata share of (i) the GUC Allocation, and (ii) the Settlement Amount remaining, if any, after the payment in full of the Allowed Secured Contractor Claims, Allowed Administrative Contractor Claims, and Allowed Priority Contractor Claims, in each case subject to the Reserve. Class 6 is impaired. "GUC Allocation" means $500,000, which shall be used to fund distributions to holders of General Unsecured Claims, ratably, under the terms provided for herein. "Settlement Amount" means $60,000,000 to be provided by the Plan Sponsor pursuant to the Plan Sponsor Transaction, which (a) may be reduced pursuant to the claims reconciliation process described in Article VII.A, and (b) shall be used to pay the expenses of the Settlement Trust and otherwise fund the distributions to Holders of Allowed Contractor Claims and Allowed General Unsecured Claims, as provided under the terms described herein. "Settlement Trust" means the trust to be formed by the Debtor on the Effective Date to distribute the proceeds of the Settlement Amount and the GUC Allocation, the governing terms of which shall be set forth in the Settlement Trust Agreement as set forth in the Plan Supplement. Following entry of the Disclosure Statement Order approving the Debtor's entry into the Plan Sponsorship Agreement, the Plan Sponsor shall be obligated to fulfill each of its obligations therein, including its obligation to undertake the Restoration and to fund the Settlement Trust with the following amounts on the Effective Date: (i) the Settlement Amount and (ii) the GUC Allocation. The Settlement Amount and the GUC Allocation, held by the Settlement Trust, will serve as the sole sources of recovery for Contractor Claims and General Unsecured Claims. In exchange for the consideration provided by the Plan Sponsor in the Plan Sponsor Agreement, the granting by the Plan Sponsor of the Plan Sponsor Participation Interest Contribution to the Class 5 Trust, and as otherwise described herein, the Plan Sponsor will receive, inter alia, (x) the releases provided for in Article VIII.C and Article VIII.D, (y) the releases provided for in Article VIII.E herein (to the extent the Holders of Class 5 Claims agree to participate in the Class 5 Mutual Release), and (z) any recovery from the Plan Sponsor First Lien Secured Note that is in excess of the Allowed DIP Claims. The Debtor has commenced the Sale Process, a marketing and sale process for the Project Site that will be pursued simultaneously with the Debtor's pursuit of confirmation of this Plan. Until the Effective Date, the Debtor's board of managers will determine whether and when to conclude the Sale Process. On the Effective Date, the Project Site will revest in the Reorganized Debtor, free and clear of all liens, claims, and encumbrances other than the Plan Sponsor First Lien Secured Note and the South Carolina Property-Related Claims, and the Reorganized Debtor will, inter alia, (i) hold the Project Site, (ii) transfer the Project Site to a third party, subject to the Plan Sponsor First Lien Secured Note, and/or (iii) consummate a Third Party Project Site Sale as set forth herein. On the Effective Date, the Project Materials will revest in the Reorganized Debtor, free and clear of all liens, claims, and encumbrances other than the Plan Sponsor First Lien Secured Note. Upon the Effective Date, no Person or Entity, nor such Person's or Entity's predecessors, successors, assigns, subsidiaries, current and former Related Parties, current and former officers and directors, principals, equity holders (regardless of whether such interests are held directly or indirectly), members, partners (including both general and limited partners), managers, employees, agents, managed accounts or funds, management companies, heirs, executors, estates, and nominees shall have any rights with respect to the Project Site, including, without limitation, with respect to decisions relating to any disposition or dispositions of the Project Site, other than the rights, terms, and conditions established by the Plan, the Plan Sponsor First Lien Secured Note, and the South Carolina Property-Related Claims. Upon the Effective Date, the Class 5 Trust shall be established pursuant to the Class 5 Trust Agreement for the purpose of (i) making distributions on account of the Plan Sponsor Participation Interest Contribution pursuant to the Plan and (ii) pursuing the Class 5 Trust Causes of Action and making distributions on account of any proceeds realized therefrom. Counsel for the Debtor: Thomas E. Lauria, Esq. Varoon Sachdev, Esq. WHITE & CASE LLP 200 South Biscayne Boulevard, Suite 4900 Miami, FL 33131 Telephone: (305) 371-2700 - and - J. Christopher Shore, Esq. Stephen Moeller-Sally, Esq. Mark Franke, Esq. Brandon Batzel, Esq. WHITE & CASE LLP 1221 Avenue of the Americas New York, NY 10020 Telephone: (212) 446-4800 - and - William A. Guerrieri, Esq. WHITE & CASE LLP 111 South Wacker Drive, Suite 5100 Chicago, IL 60606 Telephone: (312) 881-5400 - and - Joseph J. Farnan, Jr., Esq. Brian E. Farnan, Esq. Michael J. Farnan, Esq. FARNAN LLP 919 North Market St., 12th Floor Wilmington, DE 19801 Telephone: (302) 777-0300 A copy of the Plan of Reorganization dated Dec. 16, 2022, is available at https://bit.ly/3jahrQH from kroll.com, the claims agent. About GT Real Estate Holdings GT Real Estate Holdings is a real estate company owned by David Tepper. It was created to own and develop a mixed-use, pedestrian-friendly community, sports, and entertainment venue, that would also include a new headquarters and practice facility for the Carolina Panthers, a National Football League team, situated on a 234-acre site located in Rock Hill, South Carolina. The company suspended further development of the Project in March 2022. GT Real Estate Holdings sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10505) on June 2, 2022. In the petition filed by Jonathan Hickman, as chief restructuring officer, the Debtor reports estimated assets and liabilities between $100 million and $500 million each. The Hon. Karen B. Owens is the case judge. The Debtor tapped White & Case LLP as restructuring counsel; Farnan LLP, as Delaware counsel; and Alvarez & Marsal as financial advisor. Kroll Restructuring Administration LLC is the claims agent. GWG HOLDINGS: Affiliate Seeks to Hire Counsel for Board Committee ----------------------------------------------------------------- GWG DLP Funding IV, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Paul Hastings, LLP to provide legal services to the committee of the board of directors of the company. The committee was formed to make all decisions on behalf of the board and GWG DLP Funding to determine if a "conflict matter" exists. Independent directors Sean Clements and Albert Fioravanti were appointed to serve on the committee. Paul Hastings will be paid at these rates: Partners $1,385 to $1,935 per hour Of Counsel $1,310 to $1,860 per hour Associates $755 to $1,230 per hour Paraprofessionals $240 to $580 per hour In addition, the firm will receive reimbursement for its out-of-pocket expenses. Daniel Fliman, Esq., a partner at Paul Hastings, 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: Daniel A. Fliman, Esq. Paul Hastings, LLP 200 Park Avenue New York, NY 10166 Tel: 1(212) 318-6434 / 1(212) 318-6000 Fax: 1(212) 752-2374 Email: danfliman@paulhastings.com About GWG Holdings Headquartered in Dallas Texas, GWG Holdings, Inc. (NASDAQ: GWGH) conducts its life insurance secondary market business through a wholly-owned subsidiary, GWG Life, LLC, and GWG Life's wholly-owned subsidiaries. GWG Holdings Inc. and affiliates sought Chapter 11 bankruptcy protection (Bankr. S.D. Texas Lead Case No. 22-90032) on April 20, 2022. In the petition filed by Murray Holland, president and chief executive officer, GWG Holdings disclosed between $1 billion and $10 billion in both assets and liabilities. Judge Marvin Isgur oversees the cases. The Debtors tapped Mayer Brown, LLP and Jackson Walker, LLP as bankruptcy counsels; Tran Singh, LLP as special conflicts counsel; FTI Consulting, Inc. as financial advisor; and PJT Partners, LP as investment banker. Donlin Recano & Company is the Debtors' notice and claims agent. National Founders LP, a debtor-in-possession (DIP) lender, is represented by Michael Fishel, Esq., Matthew A. Clemente, Esq., and William E. Curtin, Esq., at Sidley Austin, LLP. The U.S. Trustee for Region 7 appointed an official committee to represent bondholders in the Debtors' cases. The committee tapped Akin Gump Strauss Hauer & Feld, LLP and Porter Hedges, LLP as legal counsels; Piper Sandler & Co. as investment banker; and AlixPartners, LLP as financial advisor. HEADQUARTERS INVESTMENTS: Case Summary & 3 Unsecured Creditors -------------------------------------------------------------- Debtor: Headquarters Investments, LLC 2000 N Orange Avenue, Suite 200 Orlando, FL 32804 Chapter 11 Petition Date: December 27, 2022 Court: United States Bankruptcy Court Middle District of Florida Case No.: 22-04542 Debtor's Counsel: Justin M. Luna, Esq. LATHAM LUNA EDEN & BEAUDINE LLP 201 S. Orange Avenue Suite 1400 Orlando, FL 32801 Tel: (407) 481-5800 Fax: (407) 481-5801 Email: jluna@lathamluna.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $50 million to $100 million The petition was signed by Timothy F. Majors as manager. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/7YWTBEY/Headquarters_Investments_LLC__flmbke-22-04542__0001.0.pdf?mcid=tGE4TAMA List of Debtor's Three Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Ameris Bank Unknown 450 E 23rd St. Panama City, FL 32405 2. Internal Revenue Federal Income $0 Service Centralized Taxes Insolvency Ops PO Box 7346 Philadelphia, PA 19101-7346 3. Standard Insurance Company Unknown 19225 NW Tanasbourne Dr. Hillsboro, OR 97124 HUNYGIRLS VENTURES: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Hunygirls Ventures, Inc. DBA Sun Graphic Technologies 2310 Whitfield Park Ave. Sarasota, FL 34243 Chapter 11 Petition Date: December 27, 2022 Court: United States Bankruptcy Court Middle District of Florida Case No.: 22-05092 Debtor's Counsel: Matthew B. Hale, Esq. STICHTER, RIEDEL, BLAIN & POSTLER, P.A. 110 E. Madison St., Suite 200 Tampa, FL 33602 Tel: 813-229-0144 Email: mhale@srbp.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Michael R. Kisha as president. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/ZIBEXFA/Hunygirls_Ventures_Inc__flmbke-22-05092__0002.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/ZPVOQIQ/Hunygirls_Ventures_Inc__flmbke-22-05092__0001.0.pdf?mcid=tGE4TAMA HUSTLE WORKSHOP: Seeks to Hire Belli Bookkeeping as Accountant -------------------------------------------------------------- Hustle Workshop, LLC seeks approval from the U.S. Bankruptcy Court for the District of Colorado to employ Belli Bookkeeping as its accountant. The Debtor needs an accountant to assist in preparing its tax returns and tax-related documents and schedules, and provide other accounting-related services as may be needed. Belli Bookkeeping will be compensated as follows: (a) Review and correct prior periods to bring financials current and correct any errors previously made for a fee of $500 per month. The total price of any clean-up will be discounted by 25 percent. (b) On-going bookkeeping services for a monthly rate of $500, which may be negotiated as needed for increase or reduction in services. Cate Yacobelli, owner of Belli Bookkeeping, 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: Cate Yacobelli Belli Bookkeeping 967 50th Ave. Greeley, CO 80634 Telephone: (970) 715-1733 Email: cate@bellibookkeeping.com About Hustle Workshop Hustle Workshop, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 22-14466) on Nov. 14, 2022, with up to $500,000 in assets and up to $1 million in liabilities. Judge Thomas B. McNamara oversees the case. The Debtor tapped the Law Office of Nathaniel J. Thompson, LLC as legal counsel and Belli Bookkeeping as accountant. JAX SERVICE: Seeks Approval to Tap Peter VanderWoude as Accountant ------------------------------------------------------------------ Jax Service Center, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of New York to employ Peter VanderWoude, CPA, an accountant from Equus Advisors-Accounting and Tax Professionals. The Debtor requires an accountant to assist in the preparation of weekly payroll, annual tax returns, and monthly operating reports, and also in the preparation of financial projections in anticipation of its plan of reorganization. Mr. VanderWoude and a non-accountant staff will charge $200 per hour and $85 per hour, respectively. In court papers, Mr. VanderWoude disclosed that he is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. VanderWoude holds office at: Peter VanderWoude, CPA Equus Advisors-Accounting and Tax Professionals 17-29 Main Street McNeil Bldg., Suite 411 Cortland, NY 13045 Telephone: (607) 756-5691 Email: Info@EquusCPA.com About Jax Service Center Jax Service Center, LLC operates an automobile service center, dealership and transport company. Jax Service Center sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.N.Y. Case No. 22-30821) on Dec. 13, 2022. In the petition signed by Sean Smith, owner, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Judge Wendy A. Kinsella oversees the case. The Debtor tapped Peter A. Orville, Esq., at Orville & McDonald Law, PC as legal counsel and Peter VanderWoude, CPA, at Equus Advisors-Accounting and Tax Professionals as accountant. LIGADO NETWORKS: Creditors Approves Fresh Financing --------------------------------------------------- Rachel Butt, Reshmi Basu and Eliza Ronalds-Hannon of Bloomberg News report that Ligado Networks has won approval from some existing lenders to raise around $70 million in new financing, according to people with knowledge of the situation. The closely held telecommunications firm is looking to raise a $40 million first-lien term loan and $30 million of what's known as a first out, super priority loan, said the people, who asked not to be identified because the talks are private. That loan would rank senior to the existing debt. Ligado, controlled by Fortress Investment Group and JPMorgan Chase & Co., has been in talks with creditors over funding options. About Ligado Networks LLC Ligado Networks LLC operates as a special purpose entity. The Company provides mobile satellite coverage, as well as develops innovative solutions that will accelerate 5G and IoT network deployments. LTL MANAGEMENT: Expert Says Talc Claims Process to Move Swiftly --------------------------------------------------------------- Vince Sullivan of Law360 reports that an expert appointed in the Chapter 11 case of the bankrupt talc unit of Johnson & Johnson reported to a New Jersey judge Tuesday, December 20, 2022, that he hoped the claims estimation process would be completed in the first quarter of 2023. The Court, on its own motion, appointed Kenneth R. Feinberg, Esq. as an expert pursuant to Federal Rule of Evidence 706 in connection with estimating the Debtor's liability for present and future talc claims under Section 502(c) of the Bankruptcy Code. The expert can be reached at: Kenneth R. Feinberg, Esq. The Law Offices of Kenneth R. Feinberg PC The Willard Office Building 1455 Pennsylvania Avenue, N.W., Suite 390, Washington, D.C.20004-1008 The Court-Appointed Expert shall prepare and file a Rule 706 report estimating the volume and values of current and future ovarian and mesothelioma claims for which the Debtor may be liable, whether arising in the United States or Canada. About LTL Management LTL Management, LLC, is a subsidiary of Johnson & Johnson (J&J), which was formed to manage and defend thousands of talc-related claims and oversee the operations of Royalty A&M. Royalty A&M owns a portfolio of royalty revenue streams, including royalty revenue streams based on third-party sales of LACTAID, MYLANTA/MYLICON and ROGAINE products. LTL Management filed a petition for Chapter 11 protection (Bankr. W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on Nov. 16, 2021. The Hon. Michael B. Kaplan is the case judge. At the time of the filing, the Debtor was estimated to have $1 billion to $10 billion in both assets and liabilities. The Debtor tapped Jones Day and Rayburn Cooper & Durham, P.A., as bankruptcy counsel; King & Spalding, LLP and Shook, Hardy & Bacon LLP as special counsel; McCarter & English, LLP as litigation consultant; Bates White, LLC as financial consultant; and AlixPartners, LLP as restructuring advisor. Epiq Corporate Restructuring, LLC, is the claims agent. An official committee of talc claimants was formed in the Debtor's Chapter 11 case on Nov. 9, 2021. On Dec. 24, 2021, the U.S. Trustee for Regions 3 and 9 reconstituted the talc claimants' committee and appointed two separate committees: (i) the official committee of talc claimants I, which represents ovarian cancer claimants, and (ii) the official committee of talc claimants II, which represents mesothelioma claimants. The official committee of talc claimants I tapped Genova Burns LLC, Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as its legal counsel. Meanwhile, the official committee of talc claimants II is represented by the law firms of Cooley LLP, Bailey Glasser LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and Sherman Silverstein Kohl Rose & Podolsky P.A. About Johnson & Johnson Johnson & Johnson is an American multinational corporation founded in 1886 that develops medical devices, pharmaceuticals, and consumer packaged goods. It is the world's largest and most broadly based healthcare company. Johnson & Johnson is headquartered in New Brunswick, New Jersey, the consumer division being located in Skillman, New Jersey. The corporation includes some 250 subsidiary companies with operations in 60 countries and products sold in over 175 countries. The corporation had worldwide sales of $82.6 billion in 2020. M'PROVED METAL: Taps Matthews, Cutrer & Lindsay, CPAs as Accountant ------------------------------------------------------------------- M'Proved Metal Crafters, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Mississippi to employ Matthews, Cutrer & Lindsay, CPAs as accountant. The firm will render these services: (a) assist in filing state and federal tax returns; (b) assist in preparing the filing of all required state and federal payroll tax reports as needed; (c) assist in preparing the filing of all required financial reports and operating reports, including Monthly Operating Reports; (d) assist in evaluating the claims of the Debtor; and (e) provide general accounting services. The hourly rates of the firm's professionals are as follows: Kenneth Lefoldt, CPA $375 Associate CPA accountants $275 Staff $200 Kenneth Lefoldt, CPA, a member of Matthews, Cutrer & Lindsay, CPAs, 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: Kenneth Lefoldt, CPA Matthews, Cutrer & Lindsay, CPAs 1020 Highland Colony Parkway, Suite 500 Ridgeland, MS 39157 Telephone: (601) 898-8875 Email: klefoldt@mclcpa.net About M'Proved Metal Crafters M'Proved Metal Crafters, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Miss. Case No. 22-51295) on Nov. 9, 2022, with up to $100,000 in assets and up to $500,000 in liabilities. Robert A. Byrd has been appointed as Subchapter V trustee. Judge Katharine M. Samson oversees the case. The Debtor tapped Patrick Sheehan, Esq., at Sheehan & Ramsey, PLLC as counsel and Kenneth Lefoldt, CPA, at Matthews, Cutrer & Lindsay, CPAs as accountant. MEDLY HEALTH: Seeks to Tap Pachulski Stang Ziehl & Jones as Counsel ------------------------------------------------------------------- Medly Health, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Pachulski Stang Ziehl & Jones, LLP as their bankruptcy counsel. The firm will render these services: (a) advise the Debtors regarding local rules, practices, and procedures; (b) review and comment on drafts of documents to ensure compliance with local rules, practices, and procedures; (c) coordinate with the Debtors' claims agent for service of documents; (d) prepare agenda letters, certificates of no objection, certifications of counsel, and notices of fee applications and hearings; (e) prepare hearing binders of documents and pleadings; (f) appear in court and at any meeting of creditors on behalf of the Debtors; (g) monitor the docket for filings on pending matters that need responses; (h) prepare and maintain critical dates memorandum to monitor pending applications, motions, hearing dates and other matters and the deadlines associated with same; and (i) handle inquiries and calls from creditors and counsel to interested parties regarding pending matters and the general status of these cases, and, to the extent required, coordinate any necessary responses. The firm received payments from the Debtors during the year prior to the petition date in the amount of $1,061,830 for pre-bankruptcy services. The hourly rates of the firm's counsel and staff are as follows: Partners $945 - $1,775 Of Counsel $725 - $1,425 Associates $675 - $825 Paraprofessionals $460 - $495 In addition, the firm will seek reimbursement for expenses incurred. Pachulski provided the following information pursuant to paragraph D.1. of the U.S. Trustee (UST) Guidelines: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Answer: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Answer: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Answer: The firm represented the client during the 12-month period prepetition. The material financial terms for the prepetition engagement remained the same as the engagement was hourly-based subject to economic adjustment. The billing rates and material financial terms for the post-petition period remain the same as the prepetition period subject to an annual economic adjustment. The firm's standard hourly rates are subject to periodic adjustment in accordance with the firm's practice. Question: Has your client approved your prospective budget and staffing plan, and, if so, for what budget period? Answer: The Debtors and the firm expect to develop a prospective budget and staffing plan to comply with the U.S. Trustee's requests for information and additional disclosures, recognizing that in the course of these large Chapter 11 cases, there may be unforeseeable fees and expenses that will need to be addressed by the Debtors and the firm. In accordance with the 2013 UST Guidelines, the budget may be amended as necessary to reflect changed circumstances or unanticipated developments. Laura Davis Jones, Esq., a partner at Pachulski, 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: Laura Davis Jones, Esq. Pachulski Stang Ziehl & Jones, LLP 919 North Market Street, 17th Floor PO Box 8705 Wilmington, DE 19899 Telephone: (302) 652-4100 Facsimile: (302) 652-4400 Email: ljones@pszjlaw.com About Medly Health Medly Health Inc. and affiliates 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, Wash. Medly Health also operates an e-commerce business through the "Pharmaca.com" website. It offers orchestrated consumer services such as delivery, prior authorization coordination, copay management, refill management and much more. Its strategic pillars include prescription medications, health and wellness and order fulfilment, including, where available, same day delivery. Medly Health and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 22-11257) on Dec. 9, 2022. In the petition signed by Richard S. Willis, chief executive officer and chief financial officer, Medly Health reported $100 million to $500 million in both assets and liabilities. Judge Karen B. Owens oversees the cases. Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP is the Debtors' counsel. The U.S. Trustee for Regions 3 and 9 appointed an official committee of unsecured creditors on Dec. 21, 2022. The committee is represented by Cheryl Santaniello, Esq. MENACHEM LAND: Taps Law Offices of Stephen R. Wade as Counsel ------------------------------------------------------------- Menachem Land, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ the Law Offices of Stephen R. Wade as its bankruptcy counsel. The firm will render these services: a. advise the Debtor concerning the requirements of the bankruptcy court, the Federal Rules of Bankruptcy Procedure, the Local Rules, and with respect to compliance with the requirements of the Office of the U.S. Trustee; c. advise the Debtor regarding matters of bankruptcy law, including the rights and remedies of the Debtor in regard to its assets and the claims of its creditors; d. conduct examinations of witnesses, claimants, or adverse parties with respect to any necessary or pending litigation arising in the bankruptcy case; e. prepare or assist in the preparation of reports, accounts, applications, motions, complaint, orders and other pleadings required in the bankruptcy case; f. represent the Debtor in any proceedings or hearings in the bankruptcy court and any proceedings in other courts where the Debtor's rights under the Bankruptcy Code may be litigated or affected; g. file any motions, applications or other pleadings appropriate to effectuate the reorganization of the Debtor; h. review claims and file objections to disputed claims; i. assist the Debtor in the negotiation, formulation, confirmation and implementation of a Chapter 11 plan of reorganization; j. assist the Debtor in negotiation with secured creditors; k. serve as the Debtor's general insolvency counsel in cooperation with any special counsel or other professionals retained by the Debtor in the case; and l. perform other necessary legal services. The firm will be paid at these rates: Stephen R. Wade $415 per hour Kathy Chevalier $75 per hour In addition, the firm will receive reimbursement for its out-of-pocket expenses. The firm received a retainer from the Debtor in the amount of $5,000. Stephen Wade, Esq., a partner at the firm, disclosed in a court filing that his firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Stephen R. Wade can be reached at: Stephen R. Wade, Esq. Law Offices of Stephen R. Wade P.C. 405 N. Indian Hill, Blvd. Claremont, CA 91711 Tel: (909) 985-6500 Fax: (909) 912-8887 Email: srw@srwadelaw.com About Menachem Land Menachem Land, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-14634) on Aug. 25, 2022. In the petition filed by its managing member, Jane Un, the Debtor reported between $1 million and $10 million in both assets and liabilities. Judge Vincent P. Zurzolo oversees the case. Stephen R. Wade, Esq., at Law Offices of Stephen R. Wade P.C. is the Debtor's counsel. MEND CORRECTIONAL: Gets OK to Hire Steven B. Nosek as Legal Counsel ------------------------------------------------------------------- MEnD Correctional Care, PLLC received approval from the U.S. Bankruptcy Court for the District of Minnesota to employ Steven B. Nosek, P.A. to handle its Chapter 11 case. The firm's services include the preparation and filing of statement of financial affairs and other documents required by the court; representation of the Debtor at meetings of creditors and adversary proceedings; and the formulation of a plan of reorganization. The firm will be paid at the rate of $300 per hour and will be reimbursed for out-of-pocket expenses incurred. Steven Nosek, Esq., 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 B. Nosek, Esq. Steven B. Nosek, P.A. 2812 Anthony Lane South Suite 200 St. Anthony, MN 55418 Tel: (612) 335-9171 Email: snosek@noseklawfirm.com About MEnD Correctional Care MEnD Correctional Care, PLLC is a health care services and management company in Sartell, Minn. MEnD Correctional Care filed its voluntary petition for Chapter 11 protection (Bankr. D. Minn. Case No. 22-60407) on Nov. 30, 2022, with up to $50,000 in assets and $1 million to $10 million in liabilities. Todd Leonard, MD CCHP-P, president and chief medical officer, signed the petition. Judge Michael E. Ridgway oversees the case. Steven B. Nosek, P.A. serves as the Debtor's legal counsel. MULVADI CORPORATION: Gets Interim OK to Hire Choi & Ito as Counsel ------------------------------------------------------------------ Mulvadi Corporation received interim approval from the U.S. Bankruptcy Court for the District of Hawaii to employ Choi & Ito, Attorneys at Law to handle its Chapter 11 case. The firm will be paid at these rates: Chuck C. Choi $450 per hour Allison A. Ito $275 per hour In addition, the firm will receive reimbursement for its out-of-pocket expenses. Chuck Choi, a partner at Choi & Ito, Attorneys at Law, 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: Chuck C. Choi, Esq. Choi & Ito, Attorneys at Law 700 Bishop Street, Suite 1107 Honolulu, HI 96813 Telephone: (808) 533-1877 Facsimile: (808) 566-6900 Email: cchoi@hibklaw.com aito@hibklaw.com About Mulvadi Corporation Mulvadi Corporation is a coffee manufacturer in Honolulu, Hawaii. It ships a variety of Island treats such as granola, mac nuts, mac nut brittles and many other traditional island favorites. Mulvadi filed its voluntary petition for Chapter 11 protection (Bankr. D. Haw. Case No. 22-00855) on Nov. 30, 2022, with $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Steven Mulgrew, president of Mulvadi, signed the petition. Judge Robert J. Faris oversees the case. Chuck C. Choi, Esq., at Choi & Ito, Attorneys at Law serves as the Debtor's legal counsel. NUTEX HEALTH: To Present at J.P. Morgan Conference on Jan. 12 ------------------------------------------------------------- Nutex Health Inc. said that Tom Vo, M.D., MBA (CEO and Chairman), Warren Hosseinion, M.D. (president) and Jon Bates (CFO) are scheduled to present at the 41st Annual J.P. Morgan Healthcare Conference in San Francisco, California on Thursday, Jan. 12, 2023. 41st Annual J.P. Morgan Healthcare Conference (January 9-12, 2023) Presentation Date/Time: January 12, 2023 at 7:30am PST/10:30am EST Venute: Elizabethan Room C Westin St. Francis Hotel 335 Powell St. San Francisco, CA 94102 The management team will also host 1x1 meetings with institutional investors and equity analysts during the week. The Company's investor presentation has been provided in a Current Report on Form 8-K which has been filed with the Securities & Exchange Commission and available at www.sec.gov and https://www.nutexhealth.com/investor-presentations. About Nutex Headquartered in Houston, Texas and founded in 2011, Nutex Health, Inc. is a healthcare services company with approximately 1500 employees nationwide and is partnered with over 800 physicians. The Company has two divisions: a Hospital division and a Population Health Management division. The Hospital division owns and operates 21 facilities in eight different states. The division implements and operates different innovative health care models, including micro hospitals, specialty hospitals and hospital outpatient departments (HOPDs). The Population Health Management division owns and operates provider networks such as Independent Physician Associations (IPAs). Through its Management Services Organizations (MSOs), the Company provides management, administrative and other support services to its affiliated hospitals and physician groups. The Company's cloud-based proprietary technology platform aggregates clinical and claims data across multiple settings, information systems and sources to create a holistic view of patients and providers. Nutex reported a net loss of $13.67 million for the year ended Dec. 31, 2021, a net loss of $5.65 million for the year ended Dec. 31, 2020, and a net loss of $7.12 million for the year ended Dec. 31, 2019. As of Sept. 30, 2022, the Company had $434.52 million in total assets, $301.99 million in total liabilities, and $132.53 million in total equity. NXT ENERGY: Launches $2.32 Million Private Placement Offering ------------------------------------------------------------- NXT Energy Solutions Inc. said it has received conditional approval from the Toronto Stock Exchange to offer a multi-tranche private placement under which the subscribers will be able to purchase up to 11,900,770 common shares of the Company at a price of $0.195 per share for total gross proceeds of approximately $2,320,650. As of Dec. 22, 2022, the amount of $1,789,765 or 9,178,282 common shares have been subscribed for by participants in the Private Placement. The Company intends to complete the remaining $530,885 of the Private Placement by Jan. 27, 2023. Common shares issued as a result of the Private Placement will be subject to a hold period of four months plus a day from the date of issuance. New Insider Mr. Michael P. Mork and MCAPM, LP, have agreed to purchase 8,750,000 common shares or $1,706,250 of the Private Placement, after which Mork Capital will own approximately 18.72% of the outstanding common shares of the Company. Two members of the Company's Board of Directors are participating in the Private Placement for a total of $83,515. Closing of First Tranche of Private Placement As of Dec. 22, 2022, the Company has received approximately $223,915 in connection with the issuance of 1,148,282 common shares in the first tranche of the Private Placement. The remaining $1,565,850 of the Mork Capital investment is currently held in escrow, and will be transferred to the Company upon clearance of the Mork Capital Personal Information Form by the TSX during January 2023. The proceeds from the Private Placement will be used to support the general and administrative costs which include business development and marketing activities required to transform the existing pipeline of opportunities into firm contracts. Commenting on the Private Placement, Eugene Woychyshyn, vice president of Finance and CFO of NXT said, "Proceeds from this financing are critical in providing NXT with the capital necessary to finalize ongoing contract negotiations for the deployment of our SFD technology. Mork Capital has been a significant shareholder of the Company for over 20 years and we appreciate their confidence in the potential of NXT. We look forward to continuing our partnership with them." 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. NXT ENERGY: MCAPM, Michael Mork to Buy C$1.7M Worth of Shares ------------------------------------------------------------- MCAPM, LP and Michael Mork said they have entered into subscription agreements with NXT Energy Solutions Inc. pursuant to which the Morks have agreed to subscribe for an aggregate of 8,750,000 common shares of NXT in a non-brokered private placement at a price of C$0.195 per Common Share for total consideration of approximately C$1.7 million. Closing is expected to occur in January, and is subject to certain conditions, including conditional listing approval of the TSX. The Morks currently own an aggregate of 6,171,233 Common Shares. On closing of the Private Placement, the Morks will own 14,921,233 Common Shares, representing approximately 19.38% of the issued and outstanding Common Shares on a non-diluted basis. 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. PURRY & SON: Gets Interim OK to Hire Sagre Law Firm as Counsel -------------------------------------------------------------- Purry & Son Trucking Corp. received interim approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Sagre Law Firm, P.A. as its legal counsel. The firm will provide these services: a. give advice to the Debtor with respect to its powers and duties and the continued management of its business operations; b. advise the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; c. prepare legal documents; d. protect the interest of the Debtor in negotiation with its creditors in the preparation of a Chapter 11 plan; and e. assist the Debtor in the preparation of a plan. The firm will be paid based upon its normal and usual hourly billing rates and will be reimbursed for out-of-pocket expenses incurred. Ariel Sagre, Esq., a partner at Sagre Law Firm, 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. Sagre Law Firm can be reached through: Ariel Sagre, Esq. Sagre Law Firm, P.A. 5201 Blue Lagoon Drive, Suite 892 Miami, FL 33126 Tel: (305) 266-5999 Fax: (305) 265-6223 Email: law@sagrelawfirm.com About Purry & Son Trucking Corp Purry & Son Trucking Corp. filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 22-19096) on Nov. 29, 2022, with as much as $1 million in both assets and liabilities. Judge Robert A. Mark oversees the case. The Debtor is represented by Ariel Sagre, Esq., at Sagre Law Firm, P.A. QST INGREDIENTS: Future Income to Fund Plan Payments ---------------------------------------------------- QST Ingredients and Packaging Inc. filed with the U.S. Bankruptcy Court for the District of Nevada a Plan of Reorganization for Small Business dated December 20, 2022. The Debtor is a Nevada corporation established on December 29, 2000. QST's business consists of custom spice blending and specialty ingredient manufacturing operations. QST has a production facility located in California and another production facility located in Tennessee. Due to certain cash flow issues as described in the Omnibus Declaration of Marc Rinehart Sr. In Support of Debtor's First Day Motions, on file in the case as ECF No. 26, the Debtor found it necessary to seek relief under chapter 11 of the United States Bankruptcy Code, to preserve its business operations, filing its voluntary petition for relief on September 21, 2022 and electing to be treated as a Subchapter V bankruptcy case. Through this Plan of Reorganization, the Debtor will restructure and address certainly legacy and litigation debt that arose due to the Debtor's previous cash flow issues. Confirmation of the Plan will allow the Debtor to preserve jobs and going concern value, while making significant repayment to its creditors. Without relief in bankruptcy, it is likely the Debtor will not be able to continue as a going concern. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of $3,554,181.00 over the next five years. The final Plan payment is expected to be paid in December of 2027, assuming the Plan is confirmed and goes effective in March of 2023. The Debtor's projections are pro forma projections and are premised on what it submits are reasonable assumptions arrived at by reference to historic data concerning the Debtor's operations. This Plan proposes to pay creditors of QST from cash flow from operations and future income of the Debtor. Non-priority general unsecured creditors in Class 4 holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately $1.00 cents on the dollar, with interest to the Effective Date. This Plan also provides for the payment of administrative and priority claims. Class 3 consists of Unsecured Claim of Joe Licata. The holder of the Class 3 Allowed unsecured claim shall receive payment in full as set forth in the forthcoming order approving the assumption of the Debtor of the Joe Licata settlement. Class 3 is impaired and is entitled to vote to accept or reject the Plan. Class 4 consists of General Unsecured Claims. Each holder of an Allowed Class 4 general unsecured claim, excluding the claim addressed in Class 5, shall receive its pro rata share of the Debtor's disposable income in the amount of $3,554,181.00 over the term of this Plan, which sum shall be paid in quarterly installments, as may vary based on the available disposable income of the Debtor, which payments shall commence, as to each holder, on the latter of the first day of the quarter following the Effective Date or the date on which such claim is allowed by a final non-appealable order, and shall continue until such claim has been paid in full with statutory interest calculated to the Effective Date or until the entire disposable income is distributed, whichever shall first occur, which payments will be in full satisfaction of all Allowed general unsecured claims in Class 4. Class 4 is impaired. Class 5 consists of Topp's Equity Claims. Each holder of an Allowed Class 5 claim shall receive, in full and final settlement of any and all claims pertaining to the sale of the Debtor as a going concern, such disposable income as is remaining following the Debtor paying all Class 4 claims in full. Class 5 is impaired and is entitled to vote to accept or reject the Plan. Class 6 consists of Equity security holders of the Debtor. Pursuant to the Convertible Promissory Note which sets forth the post-petition financing approved by the Court via an order entered at ECF No. 140, Mr. Rinehart has elected in writing to convert such loan to equity in the Debtor. As a result, all holders of Class 6 equity security interests in the in the Debtor, consisting of outstanding shares in the Debtor as of the Petition Date, will be cancelled pursuant to § 1145. Class 6 is impaired and is entitled to vote to accept or reject the Plan. The Plan will be funded through cash flow generated by the future operations of the Debtor. Upon confirmation, all outstanding shares of the Debtor will be cancelled, pursuant to § 1145 of the Code, and the Debtor shall cause to be issued 100 shares of newly created and issued preferred class stock in the Debtor to Mr. Rinehart at the price of $1,000 per share, such class of stock to be the only remaining class of stock following confirmation of the Plan. A full-text copy of the Plan of Reorganization dated December 20, 2022, is available at https://bit.ly/3juwGEf from PacerMonitor.com at no charge. Debtor's Counsel: Ryan A. Andersen, Esq. Valerie Y. Zaidenberg, Esq. Andersen Law Firm, Ltd. 3199 E Warm Springs Road, Suite 400 Las Vegas, NV 89120 Tel: (702) 522-1992 Fax: (702) 825-2824 Email: ryan@vegaslawfirm.legal valerie@vegaslawfirm.legal About QST Ingredients and Packaging QST Ingredients and Packaging, Inc., owns and operates a smoke flavoring manufacturing business. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 22-13383) on Sep 21, 2022. In the petition signed by Marc Rinehart, Sr., CEO, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Mike K. Nakagawa oversees the case. Ryan Andersen, Esq., at Andersen Law Firm, Ltd., is the Debtor's counsel. RELMADA THERAPEUTICS: Kevin Kotler Has 6.3% Stake as of Dec. 12 --------------------------------------------------------------- Kevin Kotler disclosed in a Schedule 13G filed with the Securities and Exchange Commission that as of Dec. 12, 2022, it beneficially owns 1,899,930 shares of common stock of Relmada Therapeutics, Inc., representing 6.3 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/1553643/000091957422007127/d9893441_13-g.htm About Relmada Therapeutics Relmada Therapeutics Inc. is a clinical-stage biotechnology company focused on the development of esmethadone (d-methadone, dextromethadone, REL-1017), an N-methyl-D-aspartate (NMDA) receptor antagonist. Esmethadone is a new chemical entity (NCE) that potentially addresses areas of high unmet medical need in the treatment of central nervous system (CNS) diseases and other disorders. Relmada reported a net loss of $125.75 million for the year ended Dec. 31, 2021, a net loss of $59.45 million for the year ended Dec. 31, 2020, and a net loss of $15 million for the year ended Dec. 31, 2019. As of Sept. 30, 2022, the Company had $187.12 million in total assets, $20.78 million in total current liabilities, and $166.34 million in total stockholders' equity. RUBY PIPELINE: Amends Plan Amid Sale to Tallgrass ------------------------------------------------- Ruby Pipeline, L.L.C., submitted a Second Amended Chapter 11 Plan and a corresponding Disclosure Statement. Since the Petition Date, the Debtor has made significant progress in advancing the Chapter 11 Case. Since April 2022, the Special Committee has overseen a comprehensive investigation (the "Investigation") into the Sponsor Causes of Action that Ruby may hold against the Sponsors. This included claims relating to Ruby's distributions to the Sponsors, which Ruby paid quarterly in the years prior to the bankruptcy (the "Sponsor Distributions"). After a four-month process involving the collection and review of tens of thousands of documents, a half dozen witness interviews, and an expert solvency analysis, the Special Committee formed the view that viable claims existed to avoid and recover no less than $191 million of Sponsor Distributions, plus any amounts recoverable on account of pre-judgment interest and on account of other theories of liability such as insider preference claims. Recovering the $191 million in Sponsor Distributions, however, would likely require the Debtor to successfully prove that Ruby had become insolvent in the fourth quarter of 2019—an issue that would be contested in any litigation and become a "battle of the experts." Although the Special Committee stands behind the solvency analysis performed by its expert (Guy Davis of FTI), it also understands the reality of litigation risk and expense, as the Sponsors would be expected to present their own well-credentialed expert to contest Mr. Davis's analysis with an alternative analysis showing that Ruby had remained solvent for a longer period of time. If the Court were to conclude that Ruby had been solvent in the fourth quarter of 2019 or any time later, Ruby's potential recovery would diminish. For example, if the Court concluded that Ruby had become insolvent just one quarter after Q4 2019, this alone would reduce its potential recovery on the Sponsor Distributions to $133 million, excluding pre-judgment interest. For those reasons, the Special Committee engaged in settlement discussions with the Sponsors to determine if it could settle the Sponsor Causes of Action favorably while avoiding the risk and expense of a lawsuit. After six weeks of intense negotiations, the parties reached a settlement as set out in that certain settlement agreement with KMI, Pembina and certain of their affiliates (the "Sponsor Settlement Agreement"). Pursuant to the Sponsor Settlement Agreement, the Sponsors will pay $135 million (the "Settlement Payment") in cash to the Debtor's estate to resolve the Sponsor Causes of Action. Contemporaneously herewith, the Debtor has filed the Debtor's Motion to Approve Settlement Agreement Resolving Sponsor Claims (Docket No. 547) (the "9019 Motion"). The Debtor will request that the 9019 Motion be scheduled to be heard at the Confirmation Hearing. The Creditors' Committee and Ad Hoc Group initially expressed opposition to the Sponsor Settlement Agreement, but now support the Sponsor Settlement Agreement and the granting of the 9019 Motion solely on the condition that the Plan (which provides for payment of all unsecured claims in full) becomes effective. With respect to the sale process, on November 18, 2022, the Debtor designated EP Ruby LLC ("EP Ruby"), a wholly-owned subsidiary of KMI, as the stalking horse bidder (the "Stalking Horse Bidder" and EP Ruby's bid, as amended, the "Stalking Horse Bid"). The Stalking Horse Bid included cash consideration equal to: (i) $231 million plus (ii) up to $5 million to pay reasonable and documented fees and expenses incurred by the Indenture Trustee under the Indenture to the extent not otherwise paid or payable by the Debtor. The Stalking Horse Bid also contemplated the Debtor's provision of certain bid protections to the Stalking Horse Bidder. However, the Court entered an order denying such protections to the Stalking Horse Bidder. As a result, on December 8, 2022, the Debtor and Stalking Horse Bidder entered into an amended and restated investment agreement that primarily removed any obligation of the Debtor to provide bid protections and related provisions from the Stalking Horse Bid and incorporated certain other changes (the "Amended EP Ruby Bid"). On December 8, 2022, the Debtor received a bid (the "Tallgrass Bid") submitted by Tallgrass MLP Operations, LLC ("Tallgrass"). The bid provided by Tallgrass was for a purchase of the Reorganized Equity in exchange for cash consideration of $242 million on the terms and conditions of the Investment Agreement by and between the Debtor and Tallgrass, dated December 8, 2022. On December 12, 2022, the Debtor filed a notice announcing the two Qualified Bids received (the Amended EP Ruby Bid and the Tallgrass Bid) and identifying the Tallgrass Bid as the Starting Bid for the Auction (as defined in the Bidding Procedures). On December 13, 2022, the Debtor commenced the Auction which was attended by representatives for the Debtor, the Creditors' Committee, the Ad Hoc Group, the Indenture Trustee, Pembina, EP Ruby and Tallgrass. At the conclusion of the Auction, the Debtor declared: (i) Tallgrass as the Successful Bidder on the terms and conditions set forth in that certain investment agreement by and between the Debtor and Tallgrass, dated December 16, 2022 (the "Tallgrass Investment Agreement"), and (ii) EP Ruby as the Back-Up Bidder on the terms and conditions as set forth in that certain investment agreement by and among the Debtor, EP Ruby and, solely in respect of section 12.24, KMI, dated December 16, 2022 (the "EP Ruby Investment Agreement"). On December 16, 2022, the Debtor filed the Notice of Auction Results describing the Auction results. The material terms of Tallgrass's Successful Bid are: * Cash consideration, to be calculated in accordance with Section 3.01 of the Tallgrass Investment Agreement, which is estimated to be $282.5 million based on timing of close; * Reinstatement of the Klamath Agreement by the Reorganized Debtor; * Assumption of any liability related to Nevada property tax dispute by the Reorganized Debtor; * Requirement that the Debtor release or abandon all outstanding Causes of Action aside from the Sponsor Causes of Action; and * Any amounts held in reserves for Excluded Liabilities in excess of the actual aggregate amount of Excluded Liabilities payable in accordance with the Plan shall be remitted to Tallgrass following the final determination of all Excluded Liabilities. The Debtor will seek approval of the Tallgrass Investment Agreement as part of the Plan at the Confirmation Hearing (which approval shall be conditioned on the occurrence of the Effective Date and consistent with Section IV.E of the Plan). If the Tallgrass Investment Agreement is terminated in accordance with its terms, the Debtor will proceed with the Back-Up Bid and consummate the EP Ruby Investment Agreement and the Plan on that alternative basis upon notice to the Bankruptcy Court (and, without the need for further Bankruptcy Court approval). Contemporaneously herewith the Debtor has filed the Plan, which provides for: * Payment in full of the Allowed Notes Claim, including accrued postpetition interest through the Effective Date at the contract rate of interest provided in the 2022 Unsecured Notes; * Payment of the Indenture Trustee Fees and Expenses; * Payment in full of General Unsecured Claims; * Reinstatement of the Klamath Agreement by the Reorganized Debtor; * Payment of all remaining cash in the estate to the Holders of Subordinated Notes Claims, estimated to be $18.5 million. The Holders of Subordinated Notes Claims have agreed to waive their Allowed Subordinated Notes Claim in excess of such Holders' actual recovery under the Plan; and * Equity Interests will be cancelled, and Holders of Equity Interests will receive no recovery. The sources of cash to fund the payments under the Plan will be derived from: (i) Sale Transaction Proceeds; (ii) Sponsor Settlement Agreement proceeds; and (iii) cash on hand. Consummation of the Sale Transaction and the Sponsor Settlement Agreement are conditions precedent to the Plan going effective. The Plan is supported by the Special Committee, the Sponsors, the Creditors' Committee, the Ad Hoc Group and Tallgrass. The Debtor is not aware of any parties in interest that are opposing the Plan or transactions contemplated thereunder. Under the Plan, Class 3 General Unsecured Claims will recover 100% of their claims. Except to the extent a Holder of an Allowed General Unsecured Claim agrees to less favorable treatment, on the later of (i) the Effective Date or (ii) the date such General Unsecured Claim becomes Allowed, or as soon as reasonably practicable thereafter, at the discretion of the Distribution Agent, each Holder of an Allowed General Unsecured Claim will receive, in full satisfaction, settlement, discharge and release of its Allowed General Unsecured Claim: (x) a Distribution of Cash equal to the allowed amount of its General Unsecured Claim or (y) subject to the consent of the Buyer, Reinstatement of its Allowed General Unsecured Claim against the Reorganized Debtor. Class 3 is unimpaired. Attorneys for the Debtor: Ray C. Schrock, Esq. Sunny Singh, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, NY 10153 Telephone: (212) 310-8000 Facsimile: (212) 310-8007 - and - Kevin Gross, Esq. Daniel J. DeFranceschi, Esq. John H. Knight, Esq. RICHARDS, LAYTON & FINGER, P.A. One Rodney Square 920 N. King Street Wilmington, DE 19801 Telephone: (302) 651-7700 Facsimile: (302) 651-7701 A copy of the Disclosure Statement dated Dec. 16, 2022, is available at https://bit.ly/3PCHQCX from Kroll, the claims agent. About Ruby Pipeline Ruby Pipeline, LLC, a Houston-based natural gas pipeline company, sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 22-10278) on March 31, 2022. In the petition filed by Will W. Brown, as commercial vice-president, Ruby Pipeline listed $500 million to $1 billion in both assets and liabilities. Judge Craig T. Goldblatt oversees the case. Richards, Layton & Finger, P.A. and Weil Gotshal & Manges, LLP are the Debtor's bankruptcy counsels while PJT Partners, LP is the investment banker. Kroll Restructuring Administration, LLC, formerly known as Prime Clerk, LLC, is the claims and noticing agent and administrative advisor. Counsel to the Ad Hoc Group and Special Counsel to the Indenture Trustee are Morris, Nichols, Arsht & Tunnell LLP, and Davis Polk & Wardwell LLP. The U.S. Trustee for Region 3 appointed an official committee of unsecured creditors on April 19, 2022. Brown Rudnick, LLP and Benesch, Friedlander, Coplan & Aronoff LLP serve as the committee's bankruptcy counsel and Delaware counsel, respectively. SONOMA PHARMACEUTICALS: Signs $2.7M ATM Agreement With Ladenburg ---------------------------------------------------------------- Sonoma Pharmaceuticals, Inc. has entered into an At-The-Market Offering Agreement with Ladenburg Thalmann & Co. Inc., as sales agent, pursuant to which the Company may offer and sell, from time to time, through Ladenburg, shares of its common stock, $0.0001 par value per share. Subject to the terms and conditions of the ATM Agreement, Ladenburg will use commercially reasonable efforts consistent with its normal trading and sales practices, applicable state and federal law, rules and regulations and the rules of the Nasdaq Capital Market to sell shares from time to time based upon the Company's instructions, including any price, time or size limits specified by the Company. Under the ATM Agreement, Ladenburg may sell shares by any method deemed to be an "at the market" offering as defined in Rule 415 under the U.S. Securities Act of 1933, as amended, or any other method permitted by law, including in privately negotiated transactions. Ladenburg's obligations to sell shares under the ATM Agreement are subject to satisfaction of certain conditions, including customary closing conditions for transactions of this nature. The Company will pay Ladenburg a commission of 3% of the aggregate gross proceeds from each sale of shares and has agreed to provide Ladenburg with customary indemnification and contribution rights. The Company also agreed to reimburse Ladenburg for certain specified expenses of up to $60,000. The Company is not obligated to make any sales of its common stock under the ATM Agreement and no assurance can be given that the Company will sell any shares under the ATM Agreement, or, if the Company does, as to the price or amount of shares that it will sell, or the dates on which any such sales will take place. The ATM Agreement will terminate upon the earlier of (i) the sale of all shares under the ATM Agreement, or (ii) as provided therein. Sales of shares of common stock under the ATM Agreement will be made pursuant to the registration statement on Form S-3 (File No. 333-250925), which was declared effective by the U.S. Securities and Exchange Commission on Dec. 22, 2020, and a related prospectus supplement filed with the SEC on Dec. 23, 2022, for an aggregate offering price of up to $2,700,000. About Sonoma Pharmaceuticals Sonoma Pharmaceuticals, Inc. -- http://www.sonomapharma.com-- is a global healthcare company that develops and produces stabilized hypochlorous acid, or HOCl, products for a wide range of applications, including wound care, animal health care, eye care, oral care and dermatological conditions. The Company's products reduce infections, itch, pain, scarring and harmful inflammatory responses in a safe and effective manner. In-vitro and clinical studies of HOCl show it to have impressive antipruritic, antimicrobial, antiviral and anti-inflammatory properties. Its stabilized HOCl immediately relieves itch and pain, kills pathogens and breaks down biofilm, does not sting or irritate skin and oxygenates the cells in the area treated assisting the body in its natural healing process. The Company sells its products either directly or via partners in 54 countries worldwide. Sonoma reported a net loss of $5.09 million for the year ended March 31, 2022, compared to a net loss of $3.95 million for the year ended March 31, 2021. As of Sept. 30, 2022, the Company had $14.96 million in total assets, $7.94 million in total liabilities, and $7.02 million in total stockholders' equity. Atlanta, Georgia-based Frazier & Deeter, LLC, the Company's auditor since 2021, issued a "going concern" qualification in its report dated July 13, 2022, citing that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about its ability to continue as a going concern. SOUTH AMERICAN BEEF: Hits Chapter 11 Bankruptcy Protection ---------------------------------------------------------- Freightwaves reports that an Iowa-based frozen meat importer seeks relief under Chapter 11 bankruptcy protection and it owed millions of dollars to several trucking companies, logistics firms and cold storage providers. South American Beef Inc., headquartered in West Des Moines, filed its petition in the U.S. Bankruptcy Court for the Southern District of Iowa on December 13, 2022. According to its website, Alejandra Vidal-Soler, president of SAB, founded the company in 1999, along with her husband, Scott Graham. Their frozen import business, sold under vendor brands as well as its own Prairie Natural brand, specializes in the purchase, import and sales of beef, lamb, goat, mutton, veal, seafood and poultry from countries including Argentina, Uruguay, Australia, New Zealand, China and some countries in Central America. In its filing, SAB lists both its assets and liabilities as between $10 million and $50 million. The petition states the company has up to 99 creditors and maintains that funds will be available for distribution to unsecured creditors once it pays administrative fees. Among SAB's top 20 unsecured creditors that handle the company's transportation and logistics endeavors in the U.S. are Scotlynn USA Division of Fort Myers, Florida, owed over $529,000; Holt Logistics Corp. of Gloucester City, New Jersey, owed nearly $102,000; and TAFS Inc. of Houston, owed around $45,000. The petition also lists three companies that are part of temperature-controlled logistics giant Lineage, headquartered in Novi, Michigan, as secured creditors with warehouseman's liens against SAB's frozen food inventory for nonpayment: Lineage Logistics of Pasadena, California, owed more than $210,000; Lineage Transportation of Dallas, owed around $76,000; and Lineage Custom Brokerage of Tacoma, Washington, owed nearly $60,000. Americold Logistics of St. Louis, owed approximately $69,000, is also listed as a secured creditor. According to SAB, the meat importer's gross revenues from Jan. 1, 2023 until its bankruptcy filing date are nearly $57 million. Its petition states the company made around $96 million in 2021 and approximately $68 million in 2020. In the filing, it lists JPMorgan Chase Bank of Chicago (Chase) as a secured creditor, providing the meat importer with a revolving line of credit of more than $14.4 million. On Friday, December 9, 2022, U.S. Bankruptcy Judge Anita L. Shodeen agreed to the meat importer's first-day motion to honor pre-petition obligations to pay employees and sales commissions. However, she denied that SAB could use "cash collateral for payment of any expense items listed on the budget that would result in payment of a pre-petition obligation" owed by SAB, the filing states. Chase claims in court documents that South American Beef has been in "default on its loan obligations" to the bank for more than a year and opposed the meat importer's cash collateral motion. During the time when SAB was seeking to refinance or pursue an alternative transaction that would address the meat importer's loan obligation to the bank, Chase continued to allow the company credit extensions, "even funding out-of-formula overadvances from late August through early November 2022," the company stated in court filings. The bank claims the meat importer “has been unable to fix its business issues, refinance its debt with Chase or sell its business. "Instead, during the time the situation deteriorated further, as Chase learned of mismanagement and questionable business practices of [SAB] in violation of its loan agreement," according to the bank's motion to deny the meat company's use of cash collateral. As of publication, Vidal-Soler, president of SAB, and the meat importer's bankruptcy attorney, Jeffrey D. Goetz, had not responded to FreightWaves' request seeking comment. Chase states in its motion that it appears SAB intends to wind down and liquidate as the company's "proposed four-week budget anticipates only the sale of existing inventory and collection of existing receivables and does not anticipate new inventory purchases." A final hearing on the use of cash collateral is set for Jan. 5, 2023. About South American Beef South American Beef Inc. -- https://www.sabeef.com -- distributes and sells beef and beef products. The Company wholesales its products, including veal, pork, and wild game meat to fine restaurants, retail grocers, and meat markets throughout the United States. South American Beef Inc. filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Iowa Case No. 22-01341) on Dec. 13, 2022. In the petition filed by Alejandra M. Vidal-Soler, as president, the Debtor reported assets and liabilities between $10 million and $50 million. The Debtor is represented by: Jeffrey D Goetz, Esq. 1860 88th Street West Des Moines, IA 50266 SPI ENERGY: Completes US$1.16 Million Private Placement ------------------------------------------------------- SPI Energy Co., Ltd., announced the entry into purchase agreements with chief operating officer of the Company and LDK New Energy Holding Limited, an entity affiliated with the Company's chief executive officer, to issue and sell 1,150,000 ordinary shares of the Company to the Purchasers at a price of US$1.01 per share, representing the closing price of the Company's Ordinary Shares reported on Nasdaq on Dec. 22, 2022, multiplying by 1.2 times, for a total consideration of approximately US$1,161,500. The Purchasers are subject to a two years lock-up period after the closing of the Private Placement. The Private Placement was consummated on Dec. 22, 2022, upon satisfaction of customary closing conditions. The Shares were issued pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended, as the transaction did not involve a public offering. About SPI Energy Co. SPI Energy Co., Ltd. (SPI) is a global renewable energy company and provider of solar storage and electric vehicle (EV) solutions for business, residential, government, logistics and utility customers and investors. The company has three core divisions: SolarJuice residential solar, the commercial & utility solar division comprised of SPI Solar and Orange Power, and the EdisonFuture/Phoenix Motor EV division. SolarJuice provides renewable energy system solutions for residential and small commercial markets and has extensive operations in the Asia Pacific and North America markets. The commercial & utility solar division provides a full spectrum of EPC services to third party project developers, and develops, owns and operates solar projects that sell electricity to the grid in multiple countries, including the U.S., U.K., and Europe. Phoenix Motor manufactures medium-duty commercial electric vehicles, and is developing EV charger solutions, electric pickup trucks, electric forklifts, electric scooters, and other EV products. SPI maintains global operations in North America, Australia, Asia and Europe. SPI Energy reported a net loss of $44.83 million for the year ended Dec. 31, 2021, compared to a net loss of $6.27 million for the year ended Dec. 31, 2020. As of Sept. 30, 2022, the Company had $224.24 million in total assets, $200.05 million in total liabilities, and $24.19 million in total equity. New York, New York-based Marcum Bernstein & Pinchuk LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 1, 2022, citing that the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. TPC GROUP: Emerges from Chapter 11 Bankruptcy --------------------------------------------- Chris Mathews of the Houston Business Journal reports that petrochemical company TPC Group Inc. emerged from bankruptcy protection on Dec. 16, 2022. The Houston-based company's plan of reorganization was confirmed by the U.S. Bankruptcy Court for the District of Delaware on Dec. 1, 2022. The reorganization plan eliminates more than $950 million of TPC Group's approximately $1.3 billion in secured funded debt and other litigation liabilities stemming from an explosion at the company's chemical facility in Port Neches, Texas, in November 2019, TPC Group said Dec. 16, 2022. TPC Group also said the reorganization plan gives the petrochemical company new capital as it emerges from restructuring, including $350 million in exit notes and $165 million through an equity rights offering. "We are pleased to have emerged from Chapter 11 protection with improved financial and operational flexibility," said TPC Group President and CEO Ed Dineen. "We look forward to continuing to produce the highest-quality products and being a dependable service provider and a leader in the petrochemicals industry for many years to come." When TPC Group filed for Chapter 11 bankruptcy protection in June, the petrochemical-maker said "a series of unprecedented events," including the Covid-19 pandemic, supply chain issues, increases in commodity prices, high energy costs, and challenges after the February 2021 winter freeze event and the 2019 explosion in Port Neches, had caused financial strain for the company. TPC Group cut jobs at the Port Neches terminal in early 2020 as it shut down chemical production at the facility following the explosion. However, the site remained a terminal and distribution point. In late October 2022, TPC Group reached a $30 million settlement with certain creditors, including third parties with property damages and business interruptions as a result of the Port Neches explosion, according to court filings. No one was killed in the November 2019 explosion, which shook the nearby residents in the community between Beaumont and Port Arthur, Texas. The event did cause damage to properties and forced thousands of people to evacuate the area around the chemical production plant. TPC Group produces a variety of petrochemical products like butane and butadiene, which are used to produce plastics and synthetic rubbers. The company has a manufacturing facility near the Houston Ship Channel and another product terminal in Lake Charles, Louisiana. About TPC Group TPC Group, headquartered in Houston, is a producer of value-added products derived from petrochemical raw materials such as C4 hydrocarbons, and provider of critical infrastructure and logistics services along the Gulf Coast. The Company sells its products into a wide range of performance, specialty and intermediate markets, including synthetic rubber, fuels, lubricant additives, plastics and surfactants. With an operating history of more than 75 years, TPC Group has a manufacturing facility in the industrial corridor adjacent to the Houston Ship Channel and operates product terminals in Port Neches, Texas and Lake Charles, Louisiana. TPC Group Inc. and its subsidiaries sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 22-10493) on June 1, 2022. TPC Group estimated assets and debt of $1 billion to $10 billion to $10 billion. The Hon. Craig T. Goldblatt is the case judge. Baker Botts L.L.P. is the Debtors' counsel; Morris, Nichols, Arshtn & Tunnell LLP is the co-counsel; Moelis & Company LLC is the investment banker; and FTI Consulting is the financial advisor. Simpson Thacher & Bartlett LLP is the special finance counsel. Kroll Restructuring Administration is the claims agent. Eclipse Business Capital LLC is advised by Goldberg Kohn Ltd. Paul Hastings LLP, and Stroock & Stroock & Lavan LLP are serving as counsel to the Ad Hoc Noteholder Group that supports the Debtors' restructuring. Evercore Group L.L.C., is the Group's financial advisor. Young Conaway Stargatt & Taylor, LLP is local counsel to the Ad Hoc Noteholder Group. The Supporting Noteholders are funds controlled by FIG LLC and Fortress Capital Finance III(A) LLC, Monarch Alternative Capital LP., PGIM Inc., Redwood Capital Management LLC, and Strategic Value Partners LLC. Pachulski Stang Ziehl & Jones LLP, Proskauer Rose LLP, and Selendy Gay Elsberg PLLC are serving as counsel to an Ad Hoc Group of Non-Consenting Noteholders, led by Bayside Capital, Inc., and Cerberus Capital Management, L.P. Milbank LLP previously served as the group's counsel but was later replaced by Pachulski and SGE. TROIKA MEDIA: Two Proposals Passed at Annual Meeting ---------------------------------------------------- Troika Media Group, Inc. held its Annual Meeting of Stockholders for 2022 at which the stockholders: (1) elected Grant Lyon, Randall Miles, Thomas Ochocki, Wendy Parker, Martin Pompadur, Jeffrey S. Stein, Sid Toama, and Sabrina Yang to the Board of Directors for terms expiring at the next annual meeting of stockholders; (2) ratified the appointment of RBSM LLP as the Company's independent auditor to examine and report on the Company's consolidated financial statements for the transition period from July 1, 2022, to Dec. 31, 2022; and (3) did not approve, on a non-binding, advisory basis, the compensation of the Company's named executive officers as described in the Company's Proxy Statement. About Troika Troika Media Group, Inc. (fka M2 nGage Group, Inc.) -- thetmgrp.com -- is a professional services company that architects and builds enterprise value in consumer facing brands to generate scalable performance driven revenue growth. The Company delivers three solutions pillars that: CREATE brands and experiences and CONNECT consumers through emerging technology products and ecosystems to deliver PERFORMANCE based measurable business outcomes. Troika Media reported a net loss of $38.69 million for the year ended June 30, 2022, a net loss of $16 million for the year ended June 30, 2021, and a net loss of $14.45 million for the year ended June 30, 2020. As of Sept. 30, 2022, the Company had $205.48 million in total assets, $192.07 million in total liabilities, and $13.41 million in total stockholders' equity. TSS ACQUISITION: Starts Subchapter V Bankruptcy Proceedings ----------------------------------------------------------- TSS Acquisition Company filed for chapter 11 protection in the Southern District of Ohio. The Debtor elected on its voluntary petition to proceed under Subchapter V of chapter 11 of the Bankruptcy Code. According to court filings, TSS Acquisition Company estimates between $10 million and $50 million in debt owed to 200 to 999 creditors. The petition states that funds will be available to unsecured creditors. TSS Technologies, Inc., was a third-generation business that provided total automation solutions from material handling and assembly to web handling and vision inspection. TSS Technologies provided custom automation systems to many Global 50 companies in sectors that serve medical device and life sciences, consumer goods/products, industrial, as well as aviation and aerospace. These were complex electro-mechanical assemblies and turnkey contract manufacturing solutions. Historically, TSS Technologies had acquired, closed, and sold divisions of operations. At the time the Debtor acquired its assets, TSS Technologies had operations in both West Chester (Butler County), Ohio operating under the name MiQ Partners and in Carlsbad (Greater San Diego area), California operating under the name R&3D Technologies. The Carlsbad operations had only recently been acquired by TSS Technologies, prior to the assets of TSS Technologies being acquired by the Debtor. The West Chester operations included an automation line and a machine shop line of business. The Carlsbad operations included an automation line of business. At acquisition, the Debtor employed more than 100 professionals. The Debtor's team of engineers utilized a combination of experience and knowledge to solve the complex challenges of process automation. The Debtor specialized in implementing cutting edge technologies into any manufacturing operation and delivered turn-key robotic cells and custom automation system to meet its customers’ stringent requirements. In December 2021, the Debtor acquired the assets of CKC Engineering, LLC (a business similar to the automation lines of business) located in Oakland, California with 7 employees. Due to the serial acquisitions of assets at different locations, the Debtor's operations have not yet been fully integrated -- so that there are books and records retained in separate accounting software enterprise-wide and there are accounts at 2 separate historical banks. As of the Petition Date, the Debtor employs a total of 73 employees, including 47 salaried employees and 26 hourly employees. The Debtor, in its three locations, has a total capacity of 155,000 sq ft as follows: 100,000 sq ft. in West Chester, Ohio; 38,000 sq ft in Carlsbad, California in two locations within the same complex; and 17,000 sq ft in Oakland, California. In 2020, Debtor had gross receipts or sales of $18,319,690 and net income after depreciation of $(4,723,657). For 2021, Debtor had gross receipts or sales of $25,360,878 and net income after depreciation of $3,052,570. For fiscal year 2022 (Sept YTD), Debtor had gross receipts or sales of $14,580,673 and net income after depreciation of $(5,770,470). Events Leading to Bankruptcy Filing In 2020 and 2021 Debtor obtained orders from a life sciences company to "build to print" a series of automated cells to construct and assemble COVID-19 consumer test kits. This lucrative contract resulted in substantial profits to Debtor. The last of these machines was shipped early in 2022. As 2022 progressed, without this very large, lucrative and profitable work, Debtor's revenues were depressed, and losses accumulated. These losses were funded by The Resilience Fund IV, L.P. a Delaware limited partnership ("Fund IV") and The Resilience Fund IV-A, L.P., a Delaware limited partnership ("Fund IV-A" and together with Fund IV, the "Funds Lenders"). The Funds Lenders are the majority owner of the Debtor, which the Funds Lenders own through a holding company, TSS RCP Holding Company, along with a minority owner (C. Brent Nichols, who owns 2.44% of the holding company). The Funds Lenders are also the primary secured creditor of the Debtor. Between acquisition financing, loans to cover losses and unpaid invoices for management owed by the Debtor to the Funds Lenders and related entities, the Debtor owes insiders in excess of $10.6 million as of the Petition Date. The operational losses mounted as 2022 progressed to a point where the company's expense structure was unsupportable. The Debtor was also benefited by U.S. Federal PPP loans which were granted and later forgiven related to the COVID-19 pandemic. The Debtor, during the 2nd half of 2022, has attempted employee layoffs and reductions in expenses, but these efforts have not resulted in a sustainable, profitable operation. The Debtor requires a restructuring of its balance sheet, a shedding of unsupportable expenses and facilities to align it for future success. The Debtor plans to focus its operations on its two facilities in California and its sales efforts in the life sciences, vertical farming, electric vehicle and other business done in its California operations. The Debtor has also been engaged in attempting to liquidate the assets of the West Chester operations in a fashion that would provide for ongoing employment for the majority of those employees and maximizing the value of those assets for the creditors of the Debtor. About TSS Acquisition Company TSS Acquisition Company -- https://miqpartners.com/ -- doing business as TSS Technologies, specializes in designing and building custom factory automation solutions, helping clients achieve rapid manufacturing production. TSS Acquisition Company filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. E.D. Ohio Case No. 22-12154) on Dec. 16, 2022. In the petition filed by Sumner M. Saeks, as chief restructuring officer, the Debtor reported assets between $1 million and $10 million and liabilities between $10 million and $50 million. The Debtor is represented by: Patricia J Friesinger, Esq. Coolidge Wall Co., L.P.A. 8800 Global Way West Chester, OH 45069 VANGUARD ROOFING: Unsecureds Will Get 50% of Claims in Plan ----------------------------------------------------------- Vanguard Roofing, LLC, submitted an Amended Chapter 11 Plan of Reorganization dated December 20, 2022. The Debtor is a Virginia Limited Liability Company solely owned by Gary M. Greenwood. The Company was established in 2018 and provides roofing services throughout Virginia. The Debtor's prepetition financial problems began when the company suffered a large loss when it had to replace a large roof it installed for a customer. The loss was further exacerbated by an unusual amount of snow and storms in the area. Debtor also received capital from Kalamata Capital Group in exchange for an assignment of future accounts receivable. The financial problems lead to the Debtor filing its petition in this case for relief under chapter 11 of the Bankruptcy Code on July 18, 2022 and electing to proceed under subchapter V of chapter 11. Since filing for bankruptcy, the Debtor has experienced positive net income varying from $933.66 to $43,475.37 per month after the payment of all necessary business expenses. In a liquidation of Vanguard in a chapter 7 case, non-priority unsecured creditors would receive a total of $16,920 or 6% of their allowed claims. Holders of allowed unsecured claims are projected to receive more from this Plan than they would receive in a chapter 7 liquidation of the Debtor's assets. The Debtor estimates that allowed unsecured claimants will receive distributions totaling 50% of their allowed unsecured claims over the Plan Period. This Plan under chapter 11 of the Bankruptcy Code proposes to pay creditors of the Debtor from the projected disposable income of the Debtor. Class 3 consists of Priority Unsecured Creditors held by governmental units including the Internal Revenue Service and Madison County, Virginia and Charles Cary Lane. For each allowed tax claim, the value of the unsecured claim will be paid in full with interest. The Debtor has filed an objection to the claim of the Internal Revenue Service, which is pending before the Bankruptcy Court. The Debtor will pay the amount of the Internal Revenue Service claim allowed by final order of the Bankruptcy Court. The Charles Cary Lane Claim 3A has priority over the Claims 3B and 3C in accordance with 11 U.S.C. §506. Class 3 is impaired under the Plan. Class 4 consists of the unsecured claim of Kalamata. All distributions toward the allowed unsecured claim of Kalamata shall be made from Plan Payments. Class 4 allowed claims shall be paid (a) Pro Rata share with Class 5 from Plan Payments, or (b) upon such other terms as may be agreed to by the holder of such Claim and the Reorganized Debtor, however the Reorganized Debtor may not pay the Class 4 claim on better terms than those afforded to Class 5 claims. The Class 4 claim is not entitled to payment of interest. On a quarterly basis commencing on the first day of the month following the first full calendar quarter after the Effective Date, and for a period of 5 years following or the date that all Class 4 and 5 claims are paid in full, whichever is sooner, and after paying outstanding Classes 1, 2 and 3 claims, administrative and professional expenses, the Debtor will make quarterly pro-rata distributions to allowed General Unsecured Claims. The Debtor will aggregate disposable income within 30 days from the end of each quarter. Thus, provided an Effective Date prior to March 31, 2023, the first payment will be due July 31, 2023, the month after the first full calendar quarter after the Effective Date. If the Debtor's projected disposable income is accurate, Class 4 and 5 Claims can expect to receive approximately 50% of their claims. Class 4 is impaired under the Plan. Class 5 consists of general unsecured creditors. Distributions from Plan Payments shall only be made in Class 5 to allowed claims. Such distribution, to be shared among the entire class of holders of allowed unsecured claims, will be, in fact, an amount in excess of the amount that such holders would so receive or retain if the Debtor were liquidated under a Chapter 7 bankruptcy. Class 5 allowed claims shall be paid (a) Pro Rata share with Class 4 from Plan Payments, or (b) upon such other terms as may be agreed to by the holder of such Claim and the Reorganized Debtor, however the Reorganized Debtor may not pay any Class 5 claim on better terms than those afforded to the Class 4 claim or other Class 5 claims. The Class 5 claims are not entitled to payment of interest. Class 5 is impaired under the plan. Class 6 consists of creditors holding unsecured claims of less than $1,000.00. Convenience Claims will not be paid in pro rata payments with any other unsecured claims. All Convenience Claims will be paid 50% of their allowed claims from Plan Payments prior to the payment of the claims in Classes 3, 4 and 5. In the event Class 4 and 5 Claims receive more than 50%, Debtor shall make a subsequent distribution to Class 6 to equalize distributions between these respective Classes. In no event will the Class 6 claims be entitled to payment of interest. The Debtor estimates that the Class 6 claims will be paid their 50% distribution from the first quarter of Plan Payments. Class 6 is impaired. The Debtor believes that the Plan Funding will be sufficient to pay unsecured claims a distribution of approximately 50%. The exact percentage recovery for creditors under the Plan will depend on the disposable income generated by the Debtor, the amount of allowed claims, including allowed administrative claims. Disposable income is defined as the excess cash remaining after the end of each quarter after paying necessary business expenses and regular ongoing contractual loan payments to the allowed claimants in Class 1 and Class 2, not to exceed $16,000.00 per calendar quarter. Debtor shall be allowed to carry forward any excess disposable income above $16,000.00 received in one calendar quarter to the next calendar quarter and shall consider such excess disposable income as received for Plan purposes in the calendar quarter to which it was carried. These Plan Payments shall continue for 5 years (20 quarterly payments) or until all allowed administrative, priority, and unsecured claims have been paid in full, whichever shall first occur (the "Plan Period"). A full-text copy of the Amended Plan dated December 20, 2022, is available at https://bit.ly/3I6JCdH from PacerMonitor.com at no charge. Counsel for Debtor: Martin C. Conway, Esq. Conway Law Group, PC 12934 Harbor Drive, Suite 107 Woodbridge, VA 22192 Tel: (703) 783-9935 Email: martin@conwaylegal.com About Vanguard Roofing Vanguard Roofing, LLC, operates a roofing contracting business. Vanguard Roofing sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Va. Case No. 22-60697) on July 18, 2022. In the petition signed by Gary Greenwood, chief executive officer, the Debtor disclosed up to $500,000 in both assets and liabilities. Judge Rebecca B. Connelly oversees the case. Martin C. Conway, Esq., at Conway Law Group, PC, is the Debtor's counsel. VENUS CONCEPT: Receives 510(k) Clearance for AI.ME Technology ------------------------------------------------------------- Venus Concept Inc. said it has received a 510(k) clearance from the U.S. Food and Drug Administration to market its AI.ME next generation robotic technology for fractional skin resurfacing. "We are very pleased to receive the first FDA regulatory clearance for our non-surgical robotic technology platform, AI.ME, and believe it showcases Venus Concept's ongoing investment in technology, innovation, and clinical research towards robotics applications in the field of medical aesthetics," said Rajiv De Silva, chief executive officer of Venus Concept. "AI.ME is a first-of-its-kind robotic platform offering physicians minimally-invasive treatments for high-demand procedures requiring fractional skin resurfacing. We see AI.ME as a versatile platform and we will continue to develop the platform to provide innovative solutions in various areas of medical aesthetics, starting with fractional skin resurfacing. The AI.ME technology will be critical to maximizing the synergy between our well-established medical aesthetic business and our pioneering robotics business driven by a robust R&D pipeline developed by our team in San Jose. This 510(k) clearance brings us one step closer to our goal of commercializing AI.ME in the U.S., and we look forward to introducing our first AI.ME systems with Venus Concept's leading physician partners in 2023." The AI.ME robotic system utilizes an advanced visualization system, machine vision, and Artificial Intelligence algorithms to target the dermis in a pre-planned selective, and predictable manner. It uses a smart array of micro-coring hollow punches to precisely core and excise micro-skin fractions at a precise depth to remove up to 10% of skin in the treatment area, leading to collagen deposition and fractional skin resurfacing of the treated area. "Integrating the advancements of robotics into the area of minimally-invasive aesthetic procedures is very promising," said Girish (Gilly) Munavalli, MD, MHS, FACMS board-certified dermatologist and advisor to Venus Concept. "This new technology may become a real game-changer in the area of medical aesthetics, offering a new level of consistency, predictability, and visualization which will differentiate it from existing energy-based solutions. We had the privilege to participate in the early clinical studies of AI.ME and it is clear that the advancements that its robotic technology presents to our practice can go far beyond fractional skin resurfacing. I'm encouraged to see some true innovation in the area of minimally-invasive aesthetic treatments and I'm looking forward to seeing the technology evolve to produce consistent transformational results." 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. VILLAS OF COCOA: Committee Gets OK to Tap Shutts & Bowen as Counsel ------------------------------------------------------------------- The official committee of unsecured creditors of The Villas of Cocoa Village, LLC received approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Shutts & Bowen, LLP as legal counsel. The firm will provide these services: a. provide legal advice to the committee with respect to its duties and powers in the Debtor's bankruptcy case; b. assist the committee in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtor, the disposition of the Debtor's assets, and any other matter relevant to the case or to the formulation of a plan of reorganization; c. participate in the formulation of a plan of reorganization; d. assist and advise the committee in its examination and analysis of the conduct of the Debtor's affairs and the causes of its insolvency; e. assist and advise the committee with regard to its communications with the general creditor body regarding the committee's recommendations on any proposed plan of reorganization; f. assist the committee in requesting the appointment of a trustee or examiner should such action become necessary; g. review and analyze all applications, orders, financial information budgets, statements of operations, and schedules and statement of financial affairs filed with the bankruptcy court or provided to the committee by the Debtor or any other parties for purposes of advising the committee as to the propriety of such documents, and, object or consent to such papers on its behalf; h. confer with the Debtor's management and its counsel; i. attend the meetings of the committee; j. prepare and file appropriate pleadings on behalf of the committee; and k. perform other legal services, including the commencement and pursuit of adversary proceedings. The firm will be paid at hourly rates ranging from $450 to $585 and will be reimbursed for out-of-pocket expenses incurred. James Timko, Esq., a partner at Shutts & Bowen, 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: James A. Timko, Esq. Shutts & Bowen LLP 300 South Orange Avenue, Suite 1600 Orlando, FL 32801 Tel: (407) 835-6808 Fax: (407) 425-8316 Email: jtimko@shutts.com About The Villas of Cocoa Village The Villas of Cocoa Village, LLC filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-03286) on Sept. 12, 2022. In the petition filed by Robert D. Harvey, authorized member, the Debtor disclosed between $500,000 and $1 million in assets and between $1 million and $10 million in liabilities. Robert Altman has been appointed as Subchapter V trustee. Judge Tiffany P. Geyer oversees the case. Winderweedle, Haines, Ward & Woodman, PA serves as the Debtor's counsel. The U.S. Trustee for Region 21 appointed an official committee of unsecured creditors in the Debtor's Chapter 11 case on Nov. 16, 2022. The committee is represented by Shutts & Bowen, LLP. VISTAGEN THERAPEUTICS: To Acquire Pherin Pharmaceuticals -------------------------------------------------------- Vistagen and Pherin Pharmaceuticals, Inc., a clinical-stage drug development company focused on the discovery and development of investigational pherine compounds for treatment of neuropsychiatric and neuroendocrine conditions (Pherin), announced they have entered into a definitive agreement under which Vistagen will acquire Pherin for approximately 12.4 million shares of Vistagen common stock and a nominal amount of cash. Upon closing of the acquisition, which is subject to certain customary closing conditions, Vistagen will acquire Pherin's entire pherine pipeline, resulting in Vistagen gaining full ownership of intellectual property rights to its two most advanced drug candidates, PH94B, currently in Phase 3 development for social anxiety disorder (SAD) and Phase 2 development for adjustment disorder with anxiety (AjDA), and PH10, in clinical development for major depressive disorder (MDD). Vistagen will also expand its pipeline with three new early clinical-stage pherine product candidates: PH15 for cognition improvement; PH80 for migraine and hot flashes; and PH284 for appetite-related disorders. "Our confidence in the potential role of pherine compounds in fundamentally shifting the treatment paradigm for individuals living with anxiety, depression and several other disorders with unmet need has never been stronger," said Shawn Singh, chief executive officer of Vistagen. "This transaction not only allows Vistagen to secure unencumbered global rights to a multi-asset pherine product pipeline and all future value from ownership of the pipeline, but it also establishes Vistagen as the market leader in the development and commercialization of this innovative class of small molecule drug candidates across a wide range of therapeutic areas." "Vistagen is distinctively positioned to progress the pherine portfolio to reach its full potential and help millions of individuals," said Kevin McCarthy, president and chief executive officer of Pherin. "Since 2018, we have observed the experienced Vistagen team working diligently to advance all aspects of development for PH94B and PH10. This transaction supports our mutual objective to provide innovative medicines to millions of people suffering from conditions that require better treatment options and represents an important milestone providing potential for significant value creation for patients and our stockholders." Vistagen's acquisition of Pherin is subject to customary closing conditions and approvals, including approval by Pherin's stockholders. 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. WINESTEAD LLC: Seeks to Hire Rosenstein & Associates as Counsel --------------------------------------------------------------- Winestead, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ the Law Firm of Rosenstein & Associates as its bankruptcy counsel. The firm will provide these services: a. examine claims of creditors in order to determine their validity; b. provide legal advice to the Debtor in connection with the administration of its bankruptcy estate; c. defend any actions brought for relief from the automatic stay; d. determine special treatment and payment of pre-bankruptcy obligations; e. comply with the U.S. Trustee's reporting requirements; f. draft a plan of reorganization and disclosure statement; g. object to claims as may be appropriate; h. act on behalf of the Debtor in any and all bankruptcy law matters, which may arise in the course of the bankruptcy case; and i. defend or prosecute any matters related to litigation before the bankruptcy court or any other court of appropriate jurisdiction. The firm will be paid at these rates: Robert B. Rosenstein $425 per hour Associates $400 per hour Paralegals $175 per hour In addition, the firm will receive reimbursement for its out-of-pocket expenses. The firm received from the Debtor a retainer of $20,000. Robert Rosenstein, principal of the Law Firm of Rosenstein & Associates, disclosed in a court filing that his firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Rosenstein & Associates can be reached at: Robert B. Rosenstein, Esq. Law Firm of Rosenstein & Associates 28600 Mercedes Street, Suite 100 Temecula, CA 92590 Tel: (951) 296-3888 Fax: (951) 296-3889 Email: robert@thetemeculalawfirm.com About Winestead LLC Winestead, LLC is a local boutique winery in Newport Beach offering wine made with the finest grapes sourced from Temecula Valley, Paso Robles and Lodi, Calif. Winestead filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-14222) on Nov. 8, 2022. In the petition filed by its manager, Douglas G. Weins, the Debtor reported assets between $500,000 and $1 million and liabilities between $1 million and $10 million. Judge Mark Houle oversees the case. The Debtor is represented by Robert B Rosenstein, Esq., at Rosenstein & Associates. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re 6014 AH LLC Bankr. E.D.N.Y. Case No. 22-43150 Chapter 11 Petition filed December 19, 2022 See https://www.pacermonitor.com/view/NSFN4PQ/6014_AH_LLC__nyebke-22-43150__0001.0.pdf?mcid=tGE4TAMA represented by: Michael L. Walker, Esq. THE LAW OFFICES OF MICHAEL L. WALKER, ESQ., PLLC E-mail: mwalker@michaelwalkerlaw.com In re My Florida Case Management Services LLC Bankr. S.D. Fla. Case No. 22-19656 Chapter 11 Petition filed December 20, 2022 See https://www.pacermonitor.com/view/5CMGZLY/My_Florida_Case_Management_Services__flsbke-22-19656__0001.0.pdf?mcid=tGE4TAMA represented by: Chad Van Horn, Esq. VAN HORN LAW GROUP, P.A. E-mail: chad@cvhlawgroup.com In re US Thrillrides, LLC Bankr. M.D. Fla. Case No. 22-04495 Chapter 11 Petition filed December 21, 2022 See https://www.pacermonitor.com/view/TWGOCSQ/US_Thrillrides_LLC__flmbke-22-04495__0001.0.pdf?mcid=tGE4TAMA represented by: Justin M. Luna, Esq. LATHAM LUNA EDEN & BEAUDINE LLP E-mail: jluna@lathamluna.com In re Polercoaster, LLC Bankr. M.D. Fla. Case No. 22-04496 Chapter 11 Petition filed December 21, 2022 See https://www.pacermonitor.com/view/YRQHCYA/Polercoaster_LLC__flmbke-22-04496__0001.0.pdf?mcid=tGE4TAMA represented by: Justin M. Luna, Esq. LATHAM LUNA EDEN & BEAUDINE LLP E-mail: jluna@lathamluna.com In re Davenport Extreme Pools And Spas, Inc. Bankr. W.D. Ky. Case No. 22-32514 Chapter 11 Petition filed December 21, 2022 See https://www.pacermonitor.com/view/ULX6I7Q/Davenport_Extreme_Pools_And_Spas__kywbke-22-32514__0001.0.pdf?mcid=tGE4TAMA represented by: James Guilfoyle, Esq. GUILFOYLE LAW OFFICE, LLP Email: james@guilfoylelawoffice.com In re Grass Valley Holding Limited Partnership Bankr. D. Nev. Case No. 22-14484 Chapter 11 Petition filed December 21, 2022 See https://www.pacermonitor.com/view/C3G26PI/GRASS_VALLEY_HOLDING_LIMITED_PARTNERSHIP__nvbke-22-14484__0001.0.pdf?mcid=tGE4TAMA represented by: Michael J. Harker, Esq. LAW OFFICES OF MICHAEL J. HARKER E-mail: notices@harkerlawfirm.com In re Alveeru Inc. Bankr. E.D.N.Y. Case No. 22-43169 Chapter 11 Petition filed December 21, 2022 See https://www.pacermonitor.com/view/XKGYMKQ/Alveeru_Inc__nyebke-22-43169__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Bais Yaakov of Brookyn, Inc. Bankr. E.D.N.Y. Case No. 22-43167 Chapter 11 Petition filed December 21, 2022 See https://www.pacermonitor.com/view/W2WOJNI/BAIS_YAAKOV_OF_BROOKLYN_INC__nyebke-22-43167__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Holden Robert Associates LLC Bankr. E.D. Pa. Case No. 22-13395 Chapter 11 Petition filed December 21, 2022 See https://www.pacermonitor.com/view/BD75MJI/Holden_Roberts_Associates_LLC__paebke-22-13395__0001.0.pdf?mcid=tGE4TAMA represented by: Lee M Herman, Esq. LEE M. HERMAN, ESQUIRE E-mail: lmh@lmhlaw.com In re Capital Monetization Managerment, LLC Bankr. M.D. Pa. Case No. 22-02446 Chapter 11 Petition filed December 21, 2022 See https://www.pacermonitor.com/view/AA63AHQ/Capital_Monetization_Managerment__pambke-22-02446__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Lea Acosta Marie Acosta Bankr. N.D. Cal. Case No. 22-51165 Chapter 11 Petition filed December 22, 2022 In re Salvatore Ralph Massa Bankr. D.N.H. Case No. 22-10639 Chapter 11 Petition filed December 22, 2022 represented by: James S. LaMontagne, Esq. SHEEHAN PHINNEY BASS & GREEN, P.A. E-mail: jlamontagne@sheehan.com In re Mordukhay Yushuvayev Bankr. E.D.N.Y. Case No. 22-43176 Chapter 11 Petition filed December 22, 2022 represented by: Alla Kachan, Esq. In re Nassau Pharmacy Inc. Bankr. S.D.N.Y. Case No. 22-11188 Chapter 11 Petition filed December 22, 2022 See https://www.pacermonitor.com/view/ZDVUUQI/Nassau_Pharmacy_Inc__nynbke-22-11188__0001.0.pdf?mcid=tGE4TAMA represented by: Michael L. Boyle, Esq. BOYLE LEGAL, LLC E-mail: mike@boylebankruptcy.com In re Grannell E. Knox, Sr. Bankr. S.D.N.Y. Case No. 22-22958 Chapter 11 Petition filed December 22, 2022 represented by: Douglas Pick, Esq. In re Kings 828 Trucking, LLC Bankr. N.D. Tex. Case No. 22-43131 Chapter 11 Petition filed December 22, 2022 See https://www.pacermonitor.com/view/QKH5TPI/KIngs_828_Trucking__LLC__txnbke-22-43131__0001.0.pdf?mcid=tGE4TAMA represented by: Eric A. Liepins, Esq. ERIC A. LIEPINS E-mail: eric@ealpc.com In re MEDME Services Corporation Bankr. W.D. Tex. Case No. 22-31111 Chapter 11 Petition filed December 22, 2022 See https://www.pacermonitor.com/view/JRDEJRA/MEDME_Services_Corporation__txwbke-22-31111__0001.0.pdf?mcid=tGE4TAMA represented by: E.P. Bud Kirk, Esq. E.P. BUD KIRK E-mail: budkirk@aol.com In re Nikol Snezana Gerou and Kenneth Roy Gerou Bankr. E.D. Wisc. Case No. 22-25582 Chapter 11 Petition filed December 22, 2022 represented by: Evan Schmit, Esq. KERKMAN & DUNN In re Richard Lee Koberna and Ana Marie Koberna Bankr. D. Ariz. Case No. 22-08474 Chapter 11 Petition filed December 23, 2022 represented by: D. Lamar Hawkins, Esq. GUIDANT LAW, PLC Email: lamar@guidant.law In re Robert Schumann Bankr. C.D. Cal. Case No. 22-16967 Chapter 11 Petition filed December 23, 2022 represented by: David Haberbush, Esq. In re Dennis George Pine and Brenda Renee Pine Bankr. E.D. Cal. Case No. 22-23331 Chapter 11 Petition filed December 23, 2022 In re Brose Construction, Inc. Bankr. M.D. Fla. Case No. 22-04528 Chapter 11 Petition filed December 23, 2022 See https://www.pacermonitor.com/view/GXHZAJY/Brose_Construction_Inc__flmbke-22-04528__0001.0.pdf?mcid=tGE4TAMA represented by: Jeffrey S. Ainsworth, Esq. BRANSONLAW, PLLC E-mail: jeff@bransonlaw.com In re Medicine River Ranch & Oil Company, LLC Bankr. D. Kan. Case No. 22-11078 Chapter 11 Petition filed December 23, 2022 See https://www.pacermonitor.com/view/CL7SEMQ/Medicine_River_Ranch__Oil_Company__ksbke-22-11078__0001.0.pdf?mcid=tGE4TAMA represented by: J. Michael Morris, Esq. KLENDA AUSTERMAN LLC E-mail: jmmoris@klendalaw.com In re Alamo Ranch Partners Real Estate LLC Bankr. D. Kan. Case No. 22-11079 Chapter 11 Petition filed December 23, 2022 See https://www.pacermonitor.com/view/CYYTQTI/Alamo_Ranch_Partners_Real_Estate__ksbke-22-11079__0001.0.pdf?mcid=tGE4TAMA represented by: J. Michael Morris, Esq. KLENDA AUSTERMAN LLC E-mail: jmmoris@klendalaw.com In re R&M Distributors, Inc. Bankr. D.P.R. Case No. 22-03718 Chapter 11 Petition filed December 23, 2022 See https://www.pacermonitor.com/view/LUM7TIY/RM_DISTRIBUTORS_INC__prbke-22-03718__0001.0.pdf?mcid=tGE4TAMA represented by: Juan C. Bigas-Valedon, Esq. JUAN C. BIGAS VALEDON E-mail: cortequiebra@yahoo.com In re Kirk Edward Grell Bankr. M.D. Fla. Case No. 22-05082 Chapter 11 Petition filed December 24, 2022 represented by: Buddy Ford, Esq. BUDDY D. FORD, P.A. In re Fallah Nasser Alfallah Bankr. C.D. Cal. Case No. 22-16991 Chapter 11 Petition filed December 26, 2022 represented by: Derrick Talerico, Esq. ********* 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. 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