/raid1/www/Hosts/bankrupt/TCR_Public/230106.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Friday, January 6, 2023, Vol. 27, No. 5
Headlines
1ST HOSPITALITY: Taps Turner Legal Group as Legal Counsel
1ST HOSPITALITY: U.S. Trustee Unable to Appoint Committee
A&T AUTO: Files Emergency Bid to Use Cash Collateral
ACCO BRANDS: Egan-Jones Retains B+ Senior Unsecured Ratings
ACER THERAPEUTICS: Compliant With Nasdaq Listing Criteria
ADAMIS PHARMACEUTICALS: Receives Delisting Notice From Nasdaq
ADAPTIVE IDENTITY: Voluntary Chapter 11 Case Summary
AEQUOR HOLDINGS: Voluntary Chapter 11 Case Summary
AEQUOR MGT: Case Summary & 12 Unsecured Creditors
AES CORP: Egan-Jones Retains BB Senior Unsecured Ratings
ALCHEMY COPYRIGHTS: Moody's Withdraws 'B1' CFR on Debt Repayment
AMBER SOLUTIONS: Commences Subchapter V Bankruptcy Proceeding
AMC ENTERTAINMENT: CEO Adam Aron Asks Board to Freeze Pay in 2023
AVAYA HOLDINGS: Falls Short of Nasdaq Minimum Bid Price Requirement
AYTU BIOPHARMA: Agrees to Settle Putative Class Action Suits
B&G FOODS: Egan-Jones Retains B Senior Unsecured Ratings
BANI ENTERPRISES: $975K Sale to P & J Fuel to Fund Plan Payments
BEAZER HOMES: Egan-Jones Lowers Senior Unsecured Ratings to BB-
BED BATH & BEYOND: Delays Report, Adds "Going Concern" Warning
BED BATH & BEYOND: May File for Bankruptcy Within Weeks
BED BATH & BEYOND: Terminates Exchange Offers
BLUE MOON PROPERTY: Taps Avery Bunick as Real Estate Broker
BRINK'S CO: Egan-Jones Retains B+ Senior Unsecured Ratings
C & A TRANSPORTATION: Files Subchapter V Bankruptcy Case
CAVALIER PHARMACY: Files Emergency Bid to Use Cash Collateral
CHART INDUSTRIES: Egan-Jones Retains BB+ Senior Unsecured Ratings
CNBX PHARMACEUTICALS: Shaul Yemal Quits as Director
COMTECH TELECOM: Egan-Jones Retains B- Senior Unsecured Ratings
CORE SCIENTIFIC: Bondholders to Get 97% of Equity in Refinancing
CROWN ESTATES: Case Summary & 12 Unsecured Creditors
CUENTAS INC: Registers 3.15M Shares Under 2021 Incentive Plan
CUENTAS INC: Sandra Orihuela Resigns as Director
CUENTAS INC: Two Proposals Passed at Annual Meeting
CURIA GLOBAL: S&P Downgrades ICR to 'CCC+', Outlook Stable
CUTTING EDGE: Unsecured Claims Under $1K to Recover 100% in Plan
DAR HOME: Court OKs Interim Use of Cash Collateral Thru March 31
DIFFUSION PHARMACEUTICALS: All 3 Proposals Passed at Annual Meeting
DIGIPATH INC: Delays Filing of Annual Report for FY Ended Sept. 30
DIMENSIONS IN SENIOR: U.S. Trustee Appoints PCO for Humboldt
DIMENSIONS IN SENIOR: U.S. Trustee Appoints PCO for Village Ridge
DIMENSIONS IN SENIOR: U.S. Trustee Appoints PCO for WB Real Estate
DIMENSIONS IN SENIOR: U.S. Trustee Appoints PCO for Wilcox
DIMPLES DENTAL: Court OKs Deal on Cash Collateral Access
DIXWELL PHARMACY: Dixwell Unsecureds Will Get 10.8% of Claims
DREAM SALON: Seeks to Hire Ballstaedt Law Firm as Counsel
EARTH HOUSE: Patient Care Ombudsman Files First Report
ECOARK HOLDINGS: Receives Two Notices of Noncompliance From Nasdaq
ELITE KIDS: Taps Law Offices of Alla Kachan as Bankruptcy Counsel
ELITE KIDS: Taps Wisdom Professional Services as Accountant
EQT CORP: Egan-Jones Retains BB+ Senior Unsecured Ratings
FIRST DEFENSE: Unsecureds Will Get 15.8% of Claims in 60 Months
FIRST FRUITS: Unsecureds Owed $335K to Get $2K per Month for 3 Yrs
FLORIDA INTERNATIONAL: Taps Allen Turnage P.A. as Legal Counsel
FLORIDA MULCH: Taps Latham Luna Eden & Beaudine as Legal Counsel
FLUOR CORP: Egan-Jones Retains B Senior Unsecured Ratings
FREE SPEECH: Alex Jones Needs Full Salary to Pay Bills
FTX GROUP: Opposes BlockFi's Claim to SBF's Robinhood Shares
FTX TRADING: Federal Prosecutors Probe Vanished $372 Million
FTX TRADING: Non-US Customers Sue to Claim Funds
FUTURE VALUE: Taps Law Office of D. Max Gardner as Counsel
GEORGE D GROUP: Seeks to Hire the Riggi Law Firm as Counsel
GIRARDI & KEESE: Ex-CEO Takes Detention Fight to Cal. Fed. Court
GTT COMMUNICATIONS: Davis Polk Advises Lone Star in Chapter 11
INFINERA CORP: Egan-Jones Retains CC Senior Unsecured Ratings
INPIXON: Signs $8.4M Note Purchase Agreement With Streeterville
INTERDIGITAL INC: Egan-Jones Retains BB+ Senior Unsecured Ratings
J&P FLASH INC: Gets OK to Hire Real Estate Brokers
JAGUAR HEALTH: Top Execs Agree to Cancel 315,131 Stock Options
JERSEY CITY CCS: Moody's Upgrades Rating on Revenue Bonds to Ba2
JFM HAMBURG: Seeks Cash Collateral Access
KEW NDBM HOLD: Voluntary Chapter 11 Case Summary
KLX ENERGY: Noteholders Swap $8.75 Million Notes for Equity
KOPIN CORP: John Fan's Employment Agreement as Officer Expires
LAMAR ADVERTISING: Egan-Jones Retains BB- Senior Unsecured Ratings
LEAR CAPITAL: Gets OK to Hire Fernald Law Group as Special Counsel
LINCOLN NATIONAL: Egan-Jones Hikes Senior Unsecured Ratings to BB+
LONESOME VALLEY: Wins Continued Cash Collateral Access
MACTAVISH PUBS: Gets OK to Hire ATA Associates as Accountant
MANITOWOC CO: Egan-Jones Retains BB- Senior Unsecured Ratings
MARCUSE COMPANIES: Starts Subchapter V Bankruptcy Proceedings
MEND CORRECTIONAL: U.S. Trustee Appoints Pivot Health Lawyer as PCO
MERCURITY FINTECH: Posts US$2.4M Net Loss in First Half of 2022
MESOBLAST LTD: Extends Availability of Undrawn Tranches of Facility
MGA MANAGEMENT: Wins Cash Collateral Access Thru Jan 31
MOLECULAR IMAGING: Wins Cash Collateral Access Thru Feb 8
MONTROSE MULTIFAMILY: Taps UrbanOne as Real Estate Consultant
MUSE THREADS: Court OKs Interim Cash Collateral Access
MUSE THREADS: Starts Subchapter V Bankruptcy Proceeding
NATHAN'S FAMOUS: Egan-Jones Retains B+ Senior Unsecured Ratings
NATIONAL CINEMEDIA: Acquires Right to $4.9M Receivables of NCM LLC
NIELSEN NV: Egan-Jones Withdraws BB- Senior Unsecured Ratings
NORTHSIDE VENTURES: Unsecureds Will Get 100% of Claims in Plan
NUTRIBAND INC: Two Proposals Approved at Annual Meeting
OC 10753 SUBWAY: Amends Administrative Claims Pay Details
OREGON RESEARCH: Wins Cash Collateral Access Thru April 30
PARADISE SENIOR: Taps Law Office of Judith A. Descalso as Counsel
PEBBLEBROOK HOTEL: Egan-Jones Retains BB- Senior Unsecured Ratings
PG MOTORS: Seeks Cash Collateral Access
PHASEBIO PHARMACEUTICALS: Committee Taps FTI as Financial Advisor
PUERTO RICO: Oversight Board Defends Motions in PREPA Case
R7 LEASE PURCHASE: Taps McDowell Law as Bankruptcy Counsel
RUBRYC THERAPEUTICS: Taps Bachecki Crom & Co. as Accountant
SAMEH H. AKNOUK: Court OKs Cash Collateral Access on Final Basis
SANDERSON HOLDINGS: Seeks to Hire C. Taylor Crockett as Counsel
SCHAPOL LLC: Involuntary Chapter 11 Case Summary
SOLUTIONS HOLDINGS: Feb. 9 Belleville Property Auction Set
SONOMA PHARMACEUTICALS: Adopts Revised Director Compensation Plan
SP STAR: Has Deal on Cash Collateral Access
SPG HOSPICE: PCO Files 3rd Report on SPG Affiliates' Facility
SUMMIT HOTEL: Egan-Jones Retains BB Senior Unsecured Ratings
TEGNA INC: Egan-Jones Retains CCC+ Senior Unsecured Ratings
TOMS KING: Seeks Approval to Tap Omni as Claims and Noticing Agent
TRINITY LEGACY: Gets OK to Hire New Mexico Financial as Counsel
TRINITY STONE: Seeks to Hire Ness Bros. Realtors as Auctioneer
TROIKA MEDIA: Blue Torch Extends Limited Waiver Until Jan. 13
VBI VACCINES: Receives 180-Day Extension to Comply With Nasdaq Rule
VIASAT INC: Egan-Jones Retains CCC+ Senior Unsecured Ratings
VIVOS REAL: Taps Homewise Realty Services as Real Property Manager
VOLUNTEER ENERGY: Unsecureds to Recover 9%-25% in Liquidating Plan
WESCO INTERNATIONAL: Egan-Jones Retains BB- Sr. Unsecured Ratings
[*] Trucking Companies That Went Bankrupt in 2022
[^] BOOK REVIEW: The Phoenix Effect
*********
1ST HOSPITALITY: Taps Turner Legal Group as Legal Counsel
---------------------------------------------------------
1st Hospitality, LLC received approval from the U.S. Bankruptcy
Court for the District of Nebraska to employ Turner Legal Group,
LLC as its legal counsel.
The firm's services include:
a. providing the Debtor with legal advice, representing the
Debtor and preparing necessary documents in the areas of
restructuring and bankruptcy;
b. advising the Debtor with respect to its powers and duties
in the continued management and operation of its businesses and
properties;
c. attending meetings and negotiating with creditors and other
parties in interest;
d. taking all necessary action to protect and preserve the
Debtor's assets, including the prosecution of actions on behalf of
the estate, the defense of any actions commenced against the
estate, negotiations concerning litigation in which the Debtor may
be involved, and objections to claims filed against the estate;
e. preparing or coordinating preparation of legal documents
necessary to administer the estate;
f. taking any necessary action to obtain approval of a
disclosure statement and confirmation of a plan of reorganization;
g. representing the Debtor in connection with any potential
post-petition financing;
h. appearing before the bankruptcy court, appellate courts and
any other courts; and
i. other necessary legal services related to the Debtor's
Chapter 11 case.
Turner Legal Group will be paid at the rate of $305 per hour and
will be reimbursed for out-of-pocket expenses incurred. The
retainer fee is $9,238.
Patrick Turner, Esq., an attorney at Turner Legal Group, 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:
Patrick Turner, Esq.
Turner Legal Group, LLC
139 S. 144th Street, Suite 665
Omaha, NE 68010
Tel: (402) 690-3675
Email: pturner@turnerlegalomaha.com
About 1st Hospitality
1st Hospitality, LLC is the fee simple owner of a real property
located at 117 Cody Ave., Alliance, Neb., with a revenue-based
valuation of $1.62 million.
1st Hospitality filed a petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. D. Neb. Case No. 22-41002) on Nov. 22,
2022, with $1 million to $10 million in both assets and
liabilities. Anupam Dave, authorized member, signed the petition.
Judge Thomas L. Saladino oversees the case.
The Debtor is represented by Patrick Raymond Turner, Esq., at
Turner Legal Group, LLC.
1ST HOSPITALITY: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------
The U.S. Trustee for Region 13 disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of 1st Hospitality, LLC.
About 1st Hospitality
1st Hospitality, LLC is the fee simple owner of a real property
located at 117 Cody Ave., Alliance, Neb., with a revenue-based
valuation of $1.62 million.
1st Hospitality filed a petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. D. Neb. Case No. 22-41002) on Nov. 22,
2022, with $1 million to $10 million in both assets and
liabilities. Anupam Dave, authorized member, signed the petition.
Judge Thomas L. Saladino oversees the case.
The Debtor is represented by Patrick Raymond Turner, Esq., at
Turner Legal Group, LLC.
A&T AUTO: Files Emergency Bid to Use Cash Collateral
----------------------------------------------------
A&T Auto, LLC asks the U.S. Bankruptcy Court for the Western
District of Missouri for authority to use cash collateral in
accordance with the budget through June 2, 2023, or until the Plan
of Reorganization is confirmed.
The Debtor requires the use of cash collateral to continue to
operate its business.
The Debtor's cash collateral is security for Car Financial
Services, Central Bank of Boone County, Kinetic Advantage, NextGear
Capital, and Westlake Financial Floor Plan.
The Debtor employs seven people, some of whom are owed pre-petition
wages, and who will need to be paid post-petition wages. Without
access to the cash collateral, the Debtor will not be able to pay
these wages.
The Debtor will not use the cash collateral to pay pre-petition
interest or principal on any existing indebtedness other than as
ordered by the Court.
The Debtor will also file monthly reports with the Court.
A copy of the motion is available at https://bit.ly/3QeMDuD from
PacerMonitor.com.
About A&T Auto, LLC
A&T Auto, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Mo. Case No. 23-20001) on January 2,
2023. In the petition filed by Adrian Ahuja, owner, the Debtor
disclosed up to $500,000 in assets and up to $1 million in
liabilities.
Justin Coke, Esq., is the Debtor's legal counsel.
ACCO BRANDS: Egan-Jones Retains B+ Senior Unsecured Ratings
-----------------------------------------------------------
Egan-Jones Ratings Company, on November 29, 2022, maintained its
'B+' foreign currency and local currency senior unsecured ratings
on debt issued by Acco Brands Corporation.
Headquartered in Lake Zurich, Illinois, Acco Brands Corporation
manufactures office products.
ACER THERAPEUTICS: Compliant With Nasdaq Listing Criteria
---------------------------------------------------------
Acer Therapeutics Inc. announced that The Nasdaq Stock Market LLC
has formally notified the Company that it has regained compliance
with the $35 million market value of listed securities requirement,
and otherwise satisfies all other criteria necessary, for continued
listing on The Nasdaq Capital Market. Accordingly, the listing
matter is now closed and the previously-scheduled hearing before
the Nasdaq Hearings Panel has been cancelled.
About Acer Therapeutics
Acer Therapeutics Inc. -- http://www.acertx.com-- is a
pharmaceutical company focused on the acquisition, development and
commercialization of therapies for serious rare and
life-threatening diseases with significant unmet medical needs.
In the U.S., OLPRUVA (sodium phenylbutyrate) is approved for the
treatment of urea cycle disorders (UCDs) involving deficiencies of
carbamylphosphate synthetase (CPS), ornithine transcarbamylase
(OTC), or argininosuccinic acid synthetase (AS). Acer is also
advancing a pipeline of investigational product candidates for rare
and life-threatening diseases, including: OLPRUVA (sodium
phenylbutyrate) for treatment of various other inborn errors of
metabolism, including Maple Syrup Urine Disease (MSUD); ACER-801
(osanetant) for treatment of induced Vasomotor Symptoms (iVMS) and
Post-traumatic Stress Disorder (PTSD); EDSIVO (celiprolol) for
treatment of vascular Ehlers-Danlos syndrome (vEDS) in patients
with a confirmed type III collagen (COL3A1) mutation; and ACER-2820
(emetine), a host-directed therapy against a variety of viruses,
including cytomegalovirus, Zika, dengue, Ebola and COVID-19.
Acer Therapeutics reported a net loss of $15.37 million for the
year ended Dec. 31, 2021, compared to a net loss of $22.89 million
for the year ended Dec. 31, 2020. As of Sept. 30, 2022, the
Company had $15.32 million in total assets, $27.53 million in total
liabilities, and a total stockholders' deficit of $12.21 million.
Boston, MA-based BDO USA, LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated March 2,
2022, citing that the Company has recurring losses and negative
cash flows from operations that raise substantial doubt about its
ability to continue as a going concern.
ADAMIS PHARMACEUTICALS: Receives Delisting Notice From Nasdaq
-------------------------------------------------------------
Adamis Pharmaceuticals Corporation was notified by the Listing
Qualifications Department of The Nasdaq Stock Market LLC on Dec.
28, that, based upon the Company's non-compliance with the minimum
bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2)
as of Dec. 27, 2022, the Company's securities were subject to
delisting unless the Company timely requests a hearing before the
Nasdaq Hearings Panel. The Company plans to timely request a
hearing before the Panel, which request will stay any further
action by Nasdaq at least pending the issuance of the Panel's
decision following the hearing and the expiration of any extension
that may be granted by the Panel.
The Company said it is diligently working to regain compliance with
the Rule; however, there can be no assurance that the Panel will
grant the Company's request for continued listing or, if an
extension is granted, that the Company will evidence compliance
with the Rule within the extension period granted by the Panel. In
the event the Company's securities are delisted from Nasdaq, the
Company's securities should be eligible to trade on the
over-the-counter OTC Markets platform.
As disclosed by the Company in Current Reports on Form 8-K filed on
Jan. 4, 2022 and June 30, 2022, the Company was previously notified
by the Staff that it failed to satisfy the Rule and, in accordance
with the Nasdaq Listing Rules, was granted two consecutive
180-calendar grace periods, ultimately through Dec. 27, 2022, to
evidence compliance with the Rule. The Company did not evidence
compliance with the Rule by Dec. 27, 2022, which resulted in the
Staff's issuance of the delisting determination.
About Adamis Pharmaceuticals
Adamis Pharmaceuticals Corporation (NASDAQ: ADMP) --
http://www.adamispharmaceuticals.com-- is a specialty
biopharmaceutical company primarily focused on developing and
commercializing products in various therapeutic areas, including
allergy, opioid overdose, respiratory and inflammatory disease.
Adamis reported a net loss applicable to common stock of $45.83
million for the year ended Dec. 31, 2021, compared to a net loss
applicable to common stock of $49.39 million for the year ended
Dec. 31, 2020. As of Sept. 30, 2022, the Company had $12.14
million in total assets, $9.13 million in total liabilities,
$157,303 in convertible preferred stock, and $2.84 million in total
stockholders' equity.
San Diego, California-based BDO USA, LLP, the Company's auditor
since 2020, issued a "going concern" qualification in its report
dated March 31, 2022, citing that the Company has suffered
recurring losses from operations and has a net capital deficiency
that raise substantial doubt about its ability to continue as a
going concern.
ADAPTIVE IDENTITY: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Adaptive Identity Systems, LLC
46755 Camaron Road
Temecula, CA 92590
Business Description: The Debtor is engaged in activities related
to real estate.
Chapter 11 Petition Date: January 4, 2023
Court: United States Bankruptcy Court
Central District of California
Case No.: 23-10034
Judge: Hon. Mark D. Houle
Debtor's Counsel: RoseAnn Frazee, Esq.
FRAZEE LAW GROUP
5133 Eagle Rock Blvd
Los Angels, CA 90041
Tel: (323) 274-4287
Email: roseann@frazeelawgroup.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Hilario D. Gonzales as managing member.
The Debtor stated it has no creditors holding unsecured claims.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/EMBZ6OY/Adaptive_Identity_Systems_LLC__cacbke-23-10034__0001.0.pdf?mcid=tGE4TAMA
AEQUOR HOLDINGS: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Aequor Holdings LLC
f/k/a Burro Minerals LLC
2931 Elkton Trail
Tyler, TX 75703
Business Description: Aequor Holdings is engaged in the business
of metal ore mining.
Chapter 11 Petition Date: January 5, 2022
Court: United States Bankruptcy Court
Eastern District of Texas
Case No.: 23-60011
Debtor's Counsel: Mark C. Taylor, Esq.
WALLER LANSDEN DORTCH & DAVIS
100 Congress Ave
Suite 1800
Austin, TX 78701
Tel: 512-685-6400
Email: mark.taylor@wallerlaw.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by David J. Durrett, manager and member.
The Debtor stated it has no creditors holding unsecured claims.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/Z24M4UQ/Aequor_Holdings_LLC__txebke-23-60011__0001.0.pdf?mcid=tGE4TAMA
AEQUOR MGT: Case Summary & 12 Unsecured Creditors
-------------------------------------------------
Debtor: Aequor Mgt LLC
d/b/a Burro Sand
2931 Elkton Trail
Tyler, TX 75703
Business Description: Aequor is in the business of mining and
quarrying sand.
Chapter 11 Petition Date: January 5, 2023
Court: United States Bankruptcy Court
Eastern District of Texas
Case No.: 23-60010
Debtor's Counsel: Mark C. Taylor, Esq.
WALLER LANSDEN DORTCH & DAVIS
100 Congress Ave
Suite 1800
Austin, TX 78701
Tel: 512-685-6400
Email: mark.taylor@wallerlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $50 million to $100 million
The petition was signed by David J. Durrett, manager and member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 12 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/ZXLT45I/Aequor_Mgt_LLC__txebke-23-60010__0001.0.pdf?mcid=tGE4TAMA
AES CORP: Egan-Jones Retains BB Senior Unsecured Ratings
--------------------------------------------------------
Egan-Jones Ratings Company, on November 25, 2022, maintained its
'BB' foreign currency and local currency senior unsecured ratings
on debt issued by AES Corporation.
Headquartered in Arlington County, Virginia, AES Corporation is an
electric power distribution company.
ALCHEMY COPYRIGHTS: Moody's Withdraws 'B1' CFR on Debt Repayment
----------------------------------------------------------------
Moody's Investors Service has withdrawn all ratings of Alchemy
Copyrights, LLC (the "company", d/b/a "Concord"), including the B1
Corporate Family Rating and B1 senior secured credit facilities
ratings, because the bank credit facilities have been fully repaid
and extinguished.
RATINGS RATIONALE
Withdrawal Reason
Moody's has withdrawn the ratings on Concord's bank credit
facilities because the obligations are no longer outstanding.
SUMMARY OF THE RATING ACTIONS
Withdrawals:
Issuer: Alchemy Copyrights, LLC
Corporate Family Rating, Withdrawn, previously rated B1
Probability of Default Rating, Withdrawn, previously rated B1-PD
$678.3 Million Senior Secured Term Loan B due 2028, Withdrawn,
previously rated B1 (LGD3)
Issuer: Alchemy Copyrights, LLC (Co-Borrower: Boosey & Hawkes
Holdings Limited)
$450 Million Senior Secured Revolving Credit Facility due 2023,
Withdrawn, previously rated B1 (LGD3)
Outlook Actions:
Issuer: Alchemy Copyrights, LLC
Outlook, Changed To Rating Withdrawn From Stable
Headquartered in Nashville, Tennessee, Alchemy Copyrights, LLC is a
leading global independent music content provider. Concord's
current catalog includes: a library of over 400,000 copyrights from
more than 10,000 songwriters, artists and composers across a
diverse range of music genres. Revenue totaled approximately $585
million for the twelve months ended September 30, 2022.
AMBER SOLUTIONS: Commences Subchapter V Bankruptcy Proceeding
-------------------------------------------------------------
Amber Solutions Corp Inc. filed for chapter 11 protection in the
Northern District of Illinois. The Debtor elected on its voluntary
petition to proceed under Subchapter V of chapter 11 of the
Bankruptcy Code.
The Debtor disclosed $936,900 in total assets, comprised of trucks
and trailers, against $4,893,020 in total liabilities in its
schedules. Navistar Financial is the largest secured creditor,
with a claim of $2,355,000.
According to court filings, Amber Solutions' petition says funds
will be available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Jan. 24, 2023, at 1:30 PM at Appear by Telephone 341s only.
About Amber Solutions Corp
Amber Solutions Corp Inc. filed a petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill.
Case No. 22-14825) on Dec. 23, 2022. In the petition filed by
Erkinjon Esonov, as president, the Debtor reported assets between
$500,000 and $1 million and liabilities between $1 million and $10
million.
Patrick S Layng has been appointed as Subchapter V trustee.
The Debtor is represented by:
David Freydin, Esq.
Law Offices of David Freydin Ltd
7501 Lemont Rad, Suite 315C
Woodridge, IL 60517
AMC ENTERTAINMENT: CEO Adam Aron Asks Board to Freeze Pay in 2023
-----------------------------------------------------------------
Rob Golum of Bloomberg News reports that AMC Entertainment Holdings
Inc.'s chief executive officer asked the theater chain's board to
freeze his compensation next year 2023, and he's requested more
than a dozen of his top lieutenants to make a similar sacrifice at
a time when shareholders have been hurt.
Adam Aron, the CEO, said on Twitter Tuesday, December 27, 2022, he
asked the board to hold his cash and stock pay steady for 2023. He
earned $18.9 million in salary and other compensation last 2021,
according to filings.
Shares of the chain, the largest in the US, are down more than 70%
this 2022.
About AMC Entertainment
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. But the cinema industry struggling to
recover from the pandemic with 2021 and 2022 attendance still below
pre-pandemic levels.
AMC, the world's biggest theater chain, warned in October 2020 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.
However, AMC managed to raise $1.8 billion in 2021, capitalizing on
the rally triggered by retail investors' interest in meme stocks.
* * *
In December 2022 , S&P Global Ratings lowered its issuer credit
rating on AMC Entertainment Holdings Inc. to 'CC' from 'CCC+'. In
addition, S&P also lowered its issue-level rating on the
second-lien notes due 2026 to 'CC' from 'CCC-'. The negative
outlook reflects S&P's expectation that it will lower its issuer
credit rating on the company to 'SD' (selective default) upon the
completion of the proposed exchange offer.
AMC announced it is exchanging $100 million of its second-lien
notes due 2026 for preferred equity. S&P said it views the
debt-for-equity exchange as distressed and tantamount to default.
AVAYA HOLDINGS: Falls Short of Nasdaq Minimum Bid Price Requirement
-------------------------------------------------------------------
Avaya Holdings Corp. announced that on Dec. 29, it received notice
from the New York Stock Exchange indicating that the Company is no
longer in compliance with the NYSE's continued listing standards
because the average closing price of the Company's common stock was
less than $1.00 over a consecutive 30 trading-day period. The
notice does not result in the immediate delisting of the Company's
common stock from the NYSE.
The Company intends to notify the NYSE of its intent to cure the
stock price deficiency and return to compliance with the continued
listing standards. Under NYSE rules, the Company has a period of
six months from receipt of the notice to cure the stock price
deficiency and regain compliance with the NYSE's continued listing
standards. The Company's common stock will continue to be listed
and trade on the NYSE during this cure period, subject to Avaya's
compliance with other NYSE continued listing standards.
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.
AYTU BIOPHARMA: Agrees to Settle Putative Class Action Suits
------------------------------------------------------------
Aytu Biopharma, Inc. entered into a stipulation of compromise and
settlement with respect to two putative class pending in the
Delaware Chancery Court, according to the Company's Form 8-K as
filed with the Securities and Exchange Commission.
As previously reported, a putative class action was filed on Feb.
9, 2022 in the Delaware Chancery Court by Rafal Aponowicz
derivatively and on behalf of all Aytu stockholders, challenging
the grant in 2021 of certain stock option awards to directors and
officers. The stockholder contended that those awards were in
amounts exceeding the shares available under the Company's 2015
equity incentive plan and that the directors therefore breached
their fiduciary duties and breached a purported contract between
them and stockholders. The Complaint sought rescission of the
awards, unspecified damages to stockholders as a result of the
awards, and attorneys' fees. A second such action was filed by
Paul John M. Paguia on March 7, 2022; Mr. Paguia asserted the same
claims and seeks the same relief. The parties have agreed to settle
these matters, subject to approval by the Court.
Pursuant to the terms of the Stipulation, the Company has agreed,
among other things, to (i) cancel 25% of the aggregate 2021 Grants;
(ii) add two new directors who meet the NASDAQ independence
standards within six months of the date of final Court Approval
(one of whom has already been appointed); (iii) designate a lead
independent director; (iv) adopt a new equity compensation plan and
seek approval of the plan at the Company's next annual meeting with
a share reserve not ever to exceed 15% of the Company's then
outstanding shares; (v) not issue further awards to the named
defendants under the Company's prior incentive plan; and (vi) limit
aggregate non-employee director compensation to $175,000 through
2024. The Stipulation also provides for a release of claims
related to the allegations with no admission of wrongdoing. As
part of the Stipulation, the Company has agreed to pay an award of
attorneys' fees and expenses to plaintiffs' counsel up to
$425,000.
About Aytu BioPharma
Englewood, Colorado-based Aytu BioPharma, Inc., formerly known as
Aytu BioScience, Inc. -- http://www.aytubio.com-- is a
pharmaceutical company commercializing a portfolio of commercial
prescription therapeutics and consumer health products. The
Company's prescription products include Adzenys XR-ODT
(amphetamine) extended-release orally disintegrating tablets and
Cotempla XR-ODT (methylphenidate) extended-release orally
disintegrating tablets for the treatment of attention deficit
hyperactivity disorder (ADHD), as well as Karbinal ER
(carbinoxamine maleate), an extended-release antihistamine
suspension indicated to treat numerous allergic conditions, and
Poly-Vi-Flor and Tri-Vi-Flor, two complementary fluoride-based
prescription vitamin product lines available in various
formulations for infants and children with fluoride deficiency.
Aytu's consumer health segment markets a range of over-the-counter
medicines, personal care products, and dietary supplements
addressing a range of common conditions including diabetes,
allergy, hair regrowth, and gastrointestinal conditions.
Aytu Biopharma reported a net loss of $110.17 million for the year
ended June 30, 2022, compared to a net loss of $58.29 million for
the year ended June 30, 2021. As of Sept. 30, 2022, the Company
had $150 million in total assets, $96.09 million in total
liabilities, and $53.91 million in total stockholders' equity.
Denver, Colorado-based Plante & Moran, PLLC, the Company's auditor
since 2015, issued a "going concern" qualification in its report
dated Sept. 27, 2022, citing that the Company's operations have
historically consumed cash and are expected to continue to consume
cash, which raises substantial doubt about the Company's ability to
continue as a going concern.
B&G FOODS: Egan-Jones Retains B Senior Unsecured Ratings
--------------------------------------------------------
Egan-Jones Ratings Company, on November 29, 2022, maintained its
'B' foreign currency and local currency senior unsecured ratings on
debt issued by B&G Foods Inc.
Headquartered in Parsippany-Troy Hills, New Jersey, B&G Foods Inc.
manufactures, sells, and distributes shelf-stable foods across
North America.
BANI ENTERPRISES: $975K Sale to P & J Fuel to Fund Plan Payments
----------------------------------------------------------------
Bani Enterprises LLC filed with the U.S. Bankruptcy Court for the
District of New Jersey a Small Business Plan of Liquidation dated
January 3, 2023.
The Debtor is a single-member New Jersey limited liability company.
The sole member of the Debtor is its principal, Sukhchain Singh.
From approximately 2016 until early 2022, the Debtor operated the
gas station (together with on-site mechanic's shop, which leased)
from the Church Road Property. In or around February 2022, the site
ceased operations as a result of certain violations levied against
the Debtor by the New Jersey Department of Environmental Protection
("NJDEP"), which included a monetary fine and required certain
remediation to be undertaken. Thereafter, the Debtor sought to sell
the Church Road Property to P & J Fuel, Inc. pursuant to the PSA.
Central to the Plan is that certain real property located at 4525
Church Road, Township of Mount Laurel, State of New Jersey (Block
1101, Lot 24.05) (the "Church Road Property"). On the Effective
Date of the Plan, all of the Debtor's causes of action having
material value to the Estate, including, without limitation, all
causes of action with respect to the Church Road Property, will be
pursued by the Debtor, the net proceeds of which shall fund all
distributions made under this Plan to creditors.
In conjunction with the foregoing, the Debtor intends to sell the
Church Road Property to P & J Fuel, Inc. (or its designee) (the
"Purchaser"), on terms substantially identical to those set forth
in that certain Purchase and Sale Agreement (the "PSA") entered
into by the Debtor with P & J Fuel, Inc. on September 5, 2022,
prior to commencement of this chapter 11 case.
The consideration to be paid by the Purchaser for the Church Road
Property shall total $975,000.00 (the "Purchase Price"), consisting
of (i) sufficient cash proceeds to pay all allowed Claims against
the Debtor's Estate in full (100%) other than the Claim of P & J
Fuel, Inc. (the "Cash Proceeds"); and (ii) a credit in the amount
of the difference between the Purchase Price and the Cash Proceeds
(the "Credit") to be applied against the Secured Claim of P & J
Fuel, Inc., which Claim shall be consensually reduced and allowed
in an amount equal to such Credit. Archer & Greiner, P.C., counsel
for the Debtor, will act as disbursing agent (the "Disbursing
Agent") for all sums disbursed under the Plan.
As the Debtor is not presently operating, the Plan is premised upon
the Debtor's ability to sell the Church Road Property and make
distributions from the Cash Proceeds. Therefore, the Debtor must as
a prerequisite resolve any title dispute regarding the Church Road
Property including the Tax Foreclosure Action, either in the State
Court (pursuant to, inter alia, the pending Motion to Vacate) or in
the Bankruptcy Court by way of avoidance actions.
The universe of general unsecured claims against the Debtor is
relatively small. Pursuant to the Debtor's schedules (as amended),
the Debtor has less than $70,000.00 in general unsecured claims
against it. Two additional alleged creditors, JPMorgan Chase Bank,
N.A. and Capital One, N.A. have filed proofs of claim totaling less
than $20,000.00 in the aggregate as well. As of the Petition Date,
2 other creditors, NJDEP and GCM Capital, LLC, also held general
unsecured claims; however, those claims were satisfied
post-petition by certain codebtors of the Debtor.
Class 1 consists of the Secured claim of 4525 Mount Laurel Gas,
LLC. This Class shall be paid in full on the Effective Date; lien
to be discharged. This Class is unimpaired.
Class 2 consists of the Secured claim of Evolve Bank & Trust. This
Class shall be paid in full on the Effective Date; lien to be
discharged. This Class is unimpaired.
Class 3 consists of the Secured claim of P & J Fuel, Inc. This
Class shall be paid in full on the Effective Date; lien to be
discharged. This Class is unimpaired.
Class 4 consists of Holders of Allowed General Unsecured Claims
(and not subject to any pending Claim objection) as of the
Effective Date. This Class shall be paid in full on the Effective
Date. This Class is unimpaired.
Class 5 consists of Equity Interest Holders. Interests to be
cancelled on the Effective Date.
The Debtor intends to sell the Church Road Property to the
Purchaser, on terms substantially identical to those set forth in
PSA, as amended. The Purchase Price totaling $975,000.00 shall
consist of (i) the Cash Proceeds to be distributed to holders of
Allowed Claims under the Plan; and (ii) the Credit provided to
Debtor in satisfaction of the reduced/capped Claim of P & J Fuel,
Inc. The Disbursing Agent will act as disbursing agent for all sums
disbursed under the Plan.
On Confirmation of the Plan, all property of the Debtor, tangible
and intangible, including, without limitation, licenses, furniture,
fixtures and equipment, will revert, free and clear of all Claims
and Equitable Interests except as provided in the Plan, to the
Debtor. The Debtor expects to have sufficient cash on hand to make
the payments required on the Effective Date, arising from the
proceeds of the sale of the Church Road Property.
A full-text copy of the Liquidating Plan dated January 3, 2023 is
available at https://bit.ly/3WSVHrx from PacerMonitor.com at no
charge.
Attorneys for Debtor:
Douglas G. Leney, Esq.
ARCHER & GREINER, P.C.
1025 Laurel Oak Road
Voorhees, NJ 08043
Tel: (215) 963-3300
Fax: (215) 963-9999
Email: dleney@archerlaw.com
About Bani Enterprises LLC
Bani Enterprises LLC owns and operates gasoline stations.
Bani Enterprises LLC filed a petition for relief under Subchapter V
of Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No.
22-17883) on Oct. 4, 2022. In the petition filed by Sukhchain
Singh, as managing member, the Debtor reported assets and
liabilities between $1 million and $10 million.
Douglas S. Stanger has been appointed as Subchapter V trustee.
The Debtor is represented by Douglas G. Leney of Archer & Greiner,
PC.
BEAZER HOMES: Egan-Jones Lowers Senior Unsecured Ratings to BB-
---------------------------------------------------------------
Egan-Jones Ratings Company, on November 28, 2022, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Beazer Homes USA, Inc. to BB- from B+.
Headquartered in Atlanta, Georgia, Beazer Homes USA, Inc. designs,
builds, and sells single family homes in the Southeast, Southwest,
and South Central regions of the United States.
BED BATH & BEYOND: Delays Report, Adds "Going Concern" Warning
--------------------------------------------------------------
Bed Bath & Beyond Inc. has filed with the Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its Form 10-Q as of and for the three months ended Nov.
26, 2022. The Company has determined that it is unable to file its
Form 10-Q within the prescribed time period without unreasonable
effort or expense.
The Company expects to file its Quarterly Report on Form 10-Q on
Tuesday, Jan. 10, 2023, which is within the five-calendar day
extension provided by Rule 12b-25.
Based on business performance for the three months ended Nov. 26,
2022, the Company has determined the need for additional time to
complete its quarter-end close procedures. These procedures
include the evaluation of its results in conjunction with quarterly
long-lived asset impairment testing. As a result of its financial
performance, the Company is updating the key inputs and estimates
used to perform its impairment testing and assess the corresponding
results. These processes require significant resources from the
Company's financial, accounting and administrative personnel and,
as a result, the Company requires additional time to complete its
quarterly review, including the preparation and finalization of its
Form 10-Q. For these reasons, the Company has determined that it
is unable to file its Form 10-Q within the prescribed time period
without unreasonable effort or expense.
Preliminary Financial Results for the Three Months ended
Nov. 26, 2022 and Update
The Company expects to report net sales of approximately $1.259
billion for the three months ended Nov. 26, 2022 compared to net
sales of $1.878 billion for the three months ended Nov. 27, 2021.
The expected decline in net sales versus last year is driven by
lower customer traffic and reduced levels of inventory
availability, among other factors.
The Company expects to report Selling, General & Administrative
expense (SG&A) of approximately $583.6 million for the three months
ended Nov. 26, 2022 compared to SG&A expense of approximately
$698.0 million for the three months ended Nov. 27, 2021. The
expected decline in SG&A expense versus last year is a result of
the execution of cost optimization initiatives to right-size the
Company's expense structure.
The Company expects to report net loss of approximately $385.8
million for the three months ended Nov. 26, 2022 compared to net
loss of $276.4 million for the three months ended Nov. 27, 2021.
The expected net loss for the quarter ended Nov. 26, 2022 includes
approximately $100.0 million of impairment charges which are
subject to further review and potential adjustment.
Bed Bath & Beyond stated, "While the Company continues to pursue
actions and steps to improve its cash position and mitigate any
potential liquidity shortfall, based on recurring losses and
negative cash flow from operations for the nine months ended
November 26, 2022 as well as current cash and liquidity
projections, the Company has concluded that there is substantial
doubt about the Company's ability to continue as a going concern.
"The Company continues to consider all strategic alternatives
including restructuring or refinancing its debt, seeking additional
debt or equity capital, reducing or delaying the Company's business
activities and strategic initiatives, or selling assets, other
strategic transactions and/or other measures, including obtaining
relief under the U.S. Bankruptcy Code. These measures may not be
successful."
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.
BED BATH & BEYOND: May File for Bankruptcy Within Weeks
-------------------------------------------------------
Jodi Xu Klein, Soma BiswasFollow and Suzanne Kapner of The Wall
Street Journal report Bed Bath & Beyond Inc. is preparing to file
for bankruptcy within weeks after the home-goods retailer came up
short on sales during the critical holiday season, according to
people with knowledge of the matter.
The retailer is in the early stages of planning for a chapter 11
bankruptcy filing and the discussions could extend into February
2023, these people said.
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.
BED BATH & BEYOND: Terminates Exchange Offers
---------------------------------------------
Bed Bath & Beyond Inc. has terminated its previously announced
exchange offers and consent solicitations with respect to its (i)
3.749% Senior Notes due 2024, (ii) 4.915% Senior Notes due 2034 and
(iii) 5.165% Senior Notes due 2044, according to the Company's Form
8-K filed with the Securities and Exchange Commission.
The Company said that while certain holders decided to tender their
unsecured notes in the exchange offer and deliver consent in the
consent solicitation, the conditions to the exchange offer and
consent solicitation have not been satisfied.
As a result of the termination of the Exchange Offers, none of the
Existing Notes that have been tendered in the Exchange Offers will
be accepted for purchase and no consideration will be paid or
become payable to holders of the Existing Notes who have tendered
their Existing Notes in the Exchange Offers. All Existing Notes
previously tendered and not withdrawn will be promptly returned or
credited back to their respective holders.
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.
BLUE MOON PROPERTY: Taps Avery Bunick as Real Estate Broker
-----------------------------------------------------------
Blue Moon Property Group, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Oregon to employ Avery Bunick
Luxury Properties, Inc. to market for sale its real property
located at 3220 Southshore Blvd., Lake Oswego, Ore.
The firm will be paid a commission of 5.25 percent of the sales
price.
Mary Jo Avery, a partner at Avery Bunick Luxury Properties,
disclosed in a court filing that her firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Mary Jo Avery
Avery Bunick Luxury Properties, Inc.
15540 Boones Ferry Rd.
Lake Oswego, OR 97034
Tel: (503) 799-3839
Email: maryjo@averybunickproperties.com
About Blue Moon Property Group
Blue Moon Property Group, LLC, a real estate company in Marylhurst,
Ore., filed a petition for relief under Subchapter V of Chapter 11
of the Bankruptcy Code (Bankr. D. Ore. Case No. 22-31873) on Nov.
9, 2022, with between $1 million and $10 million in both assets and
liabilities. Amy E. Mitchell has been appointed as Subchapter V
trustee.
Judge Teresa H. Pearson oversees the case.
The Debtor tapped Vanden Bos & Chapman, LLP as legal counsel.
BRINK'S CO: Egan-Jones Retains B+ Senior Unsecured Ratings
----------------------------------------------------------
Egan-Jones Ratings Company, on November 29, 2022, maintained its
'B+' foreign currency and local currency senior unsecured ratings
on debt issued by Brink's Company.
Headquartered in Richmond, Virginia, Brink's Company provides
security services globally.
C & A TRANSPORTATION: Files Subchapter V Bankruptcy Case
--------------------------------------------------------
C & A Transportation Inc. filed for chapter 11 protection in the
Middle District of Georgia. The Debtor elected on its voluntary
petition to proceed under Subchapter V of chapter 11 of the
Bankruptcy Code.
The Debtor is a full-service commercial carrier, providing
transportation and logistics services throughout Georgia and
beyond.
According to court filings, C & A Transportation estimates between
$1 million and $10 million in debt owed to 50 to 99 creditors. The
petition states that funds will be available to unsecured
creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Jan. 26, 2023, at 10:00 AM at U.S. Trustee Teleconference 2.
Proofs of claim are due by March 3, 2023.
About C & A Transportation
C & A Transportation Inc. -- https://www.catransportation.com/ --
is a professional commercial carrier.
C & A Transportation Inc. filed a petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. M.D. Ga.
Case No. 22-51583) on December 23, 2022. In the petition filed by
Audrey Tidwell, as president, the Debtor reported assets and
liabilities between $1 million and $10 million each.
Robert Matson, Esq., has been appointed the Subchapter V Trustee.
The Debtor is represented by:
R. Braden Copeland, Esq.
Stone & Baxter, LLP
2360 Spires Drive
Macon, GA 31216
CAVALIER PHARMACY: Files Emergency Bid to Use Cash Collateral
-------------------------------------------------------------
Cavalier Pharmacy, Inc. asks the U.S. Bankruptcy Court for the
Western District of Virginia, Roanoke Division, for authority to
use cash collateral of approximately $280,000 or less, to continue
its business activity in an effort to achieve successful
reorganization.
The Debtor's monies are being held by the PSAO HealthMart Atlas.
Powell Valley National Bank has a lien on the Debtor's assets,
including accounts receivable, inventory, personal property.
Powell Valley National Bank's lien is secured with filed financing
statements. As of the petition date, approximately $250,000 is owed
by the Debtor to Powell Valley National Bank.
The primary event triggering the filing of the Debtor's Chapter 11
case was an audit by CVS-Caremark and resulting alleged
overpayments from CVS-Caremark to the Debtor from June 2021 to June
2022. The product in question were masks sold by the Debtor that
came to the Debtor in packages of five; the pharmacy billed for the
sale of one mask and CVS-Caremark allegedly paying the price for
one package of five masks. As a result of the alleged overpayments,
CVS-Caremark, through the PSAO HealthMart Atlas, is not releasing
monies due to the Debtor from CVS-Caremark and other insurance
providers; therefore, cash flow of the Debtor has been
significantly reduced.
In an effort to adequately protect the interests of the secured
creditor, Powell Valley National Bank, and the pre-petition
collateral for the Debtor's use of cash collateral, the Debtor is
offering to provide secured creditors with replacement liens
pursuant to and in accordance with 11 U.S.C. section 361(2), in and
to all property of the estate of the kind presently securing the
indebtedness owing to the secured creditors purchased or acquired
with the cash collateral of the Secured Creditor, up to the amount
of the pre-petition cash collateral, which is believed to be
$300,000 or less, as well as make adequate protection payments to
the Secured Creditor commencing February 15, 2023.
A hearing on the matter is set for January 9, 2023 at 3 p.m. via
Zoom.
A copy of the motion is available at https://bit.ly/3WLzuvC from
PacerMonitor.com.
A copy of the budget is available at https://bit.ly/3X5W95p from
PacerMonitor.com.
The budget provides for total operating expenses, on a monthly
basis, as follows:
$44,393 for January 2023;
$44,393 for February 2023;
$44,393 for March 2023;
$44,393 for April 2023;
$44,393 for May 2023; and
$44,393 for June 2023.
About Cavalier Pharmacy, Inc.
Cavalier Pharmacy, Inc. operates a pharmacy in Wise, Virginia.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Va. Case No. 23-70004) on January 4,
2023. In the petition signed by Rick Mullins, president, the Debtor
disclosed up to $50,000 in assets and up to $10 million in
liabilities.
Scot Farthing, Esq., at Farthing Legal, PC, is the Debtor's legal
counsel.
CHART INDUSTRIES: Egan-Jones Retains BB+ Senior Unsecured Ratings
-----------------------------------------------------------------
Egan-Jones Ratings Company, on November 30, 2022, maintained its
'BB+' foreign currency and local currency senior unsecured ratings
on debt issued by Chart Industries, Inc.
Headquartered in Ball Ground, Georgia, Chart Industries, Inc.
operates as a global manufacturer of equipment used in the
production, storage, and end-use of hydrocarbon and industrial
gases.
CNBX PHARMACEUTICALS: Shaul Yemal Quits as Director
---------------------------------------------------
Shaul Yemal resigned his position as director and board mmber of
CNBX Pharmaceuticals Inc. Shaul's resignation was not the result of
any dispute with the Company, according to the Company's Form 8-K
filed with the Securities and Exchange Commission.
About CNBX Pharmaceuticals
CNBX Pharmaceuticals Inc. is a clinical-stage company specializing
in the discovery, development and commercialization of novel
cannabinoid-based products and innovative technologies for the
treatment of cancer.
CNBX reported a net loss of $3.72 million for the year ended Aug.
31, 2022, compared to a net loss of $3.19 million for the year
ended Aug. 31, 2021. As of Aug. 31, 2022, the Company had $811,166
in total assets, $2.44 million in total current liabilities, and a
total stockholders' deficit of $1.63 million.
Tel - Aviv, Israel-based Weinstein International. C.P.A., the
Company's auditor since 2019, issued a "going concern"
qualification in its report dated Nov. 29, 2022, citing that the
Company has incurred significant losses and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
COMTECH TELECOM: Egan-Jones Retains B- Senior Unsecured Ratings
---------------------------------------------------------------
Egan-Jones Ratings Company, on December 22, 2022, maintained its
'B-' foreign currency and local currency senior unsecured ratings
on debt issued by Comtech Telecommunications Corp. EJR also
maintained its 'B' rating on commercial paper issued by the
Company.
Headquartered in Huntington, New York, Comtech Telecommunications
Corp. designs, develops, and manufactures technology electronic
products and systems.
CORE SCIENTIFIC: Bondholders to Get 97% of Equity in Refinancing
----------------------------------------------------------------
Nina Bambysheva of Forbes reports that convertible noteholders are
leading a bankruptcy refinancing of Core Scientific with a plan to
acquire 97% of the equity in a reorganized version of the crypto
miner in exchange for up to $75 million of debtor-in-possession
financing.
The Ad Hoc Noteholder Group, which represents more than 50% of the
holders of Core Scientific's secured convertible notes, will
provide $56 million of that sum and will seek an additional $19
million from others who hold that paper, the company announced
Wednesday. If all goes according to the plan, holders of converts
will wind up with 97% of the miner's equity, an indicationthat they
see value in the embattled firm.
The new loans and cash generated from operations are anticipated to
provide the necessary financing to effectuate the restructuring and
cover legal expenses.
Core, which primarily mines bitcoin, has seen the price of the
cryptocurrency drop to $16,865 today from nearly $70,000 in
November 2021. That decline paired with a string of crypto
bankruptcies, including that of crypto lender CelsiusCEL 0.0%,
which was one of Core's largest customers, and increased energy
prices have put significant pressure on its profitability.
The Austin, Texas-based miner filed for Chapter 11 bankruptcy
protection in the Southern District of Texas on December 21, 2022,
court papers show. It has listed assets and liabilities of $1
billion to $10 billion each, with 1,000-5,000 creditors. The top
creditor, BRF Finance, is owed $42.4 million.
BRF, a unit of lender B. Riley Financial, had made a competing
rescue offer that would not have involved bankruptcy, according to
a statement from Michael Bros, Core's senior vice president of
capital markets and acquisitions, which was filed as part of the
bankruptcy proceedings. BRF had been "hired to sell equity to the
public markets" for Core, according to the statement and also holds
unsecured bridge notes.
In a letter to Core Scientific, B. Riley said it would provide $72
million of financing, which would give the miner two years of
breathing room to achieve profitability. It suggested not
addressing the convertible debt, stating the obligation "has more
than two years remaining to maturity and only $17 million of cash
interest payments."
In his statement Bros said the company decided the offer from the
convertible noteholders was superior and noted that it would reduce
debt by "hundreds of millions of dollars" and interest expense by
"tens of millions of dollars annually."
Core Scientific was purchased in a special-purpose acquisition
company (SPAC) deal last year that valued the miner at $4.3
billion. With 150,000 rigs, Core claims to account for about 10% of
the computing power of the bitcoin blockchain.
About Core Scientific
Core Scientific, Inc. (NASDAQ: CORZ) is a large-scale operator of
dedicated, purpose-built facilities for digital asset mining
colocation services and a provider of blockchain infrastructure,
software solutions and services. Core mines Bitcoin, Ethereum and
other digital assets for third-party hosting customers and for its
own account at its six fully operational data centers in North
Carolina (2), Georgia (2), North Dakota (1) and Kentucky (1).
Core was formed following a business combination in July 2021 with
XPDI, a blank check company.
Core Scientific Inc. filed a petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-90340) on
December 21, 2022. In the petition filed by Todd DuChene, as
president, the Debtor reported assets and liabilities between $1
billion and $10 billion each.
At Sept. 30, 2022, the Company had total assets of US$1.4
billionand total liabilities of US$1.3 billion.
Core Scientific did not make payments that came due in late October
and early November 2022 with respect to several of its equipment
and other financings, including its two bridge promissory notes.
The Company hired Weil, Gotshal & Manges LLP, as legal advisers,
and PJT Partners LP, as financial advisers, to assist the Company
in analyzing and evaluating potential strategic alternatives and
initiatives to improve liquidity.
Meanwhile, a group of Core Scientific convertible bondholders is
working with restructuring lawyers at Paul Hastings.
CROWN ESTATES: Case Summary & 12 Unsecured Creditors
----------------------------------------------------
Debtor: Crown Estates Holding, LLC
9860 Gidley Street
El Monte, CA 91731
Business Description: Crown Estates is the owner, in fee simple
title, of real properties located at 9860,
9866, 9670 and 9874 Gidley Street El Monte,
CA valued at $23 million.
Chapter 11 Petition Date: January 5, 2023
Court: United States Bankruptcy Court
Central District of California
Case No.: 23-10058
Debtor's Counsel: Onyinye N. Anyama, Esq.
ANYAMA LAW FIRM, A PROFESSIONAL CORPORATION
18000 Studerbaker Road
Suite 325
Cerritos, CA 90703
Tel: 562-645-4500
Fax: 562-645-4494
Email: info@anyamalaw.com
Total Assets: $23,001,000
Total Liabilities: $16,449,779
The petition was signed by Jay Hooper as CEO.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/MVMY2EY/Crown_Estates_Holding_LLC__cacbke-23-10058__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 12 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Chen Mei Cheng Loan $35,000
332 Maydee St.
Monrovia, CA 91016
2. City of El Monte Pending $0
A California Municipal Lawsuit
Corporation
11333 Valley Blvd
El Monte, CA 91731
3. Craig Taniguchi Tenant $1,649,937
12021 Whilshire Blvd.
Suite 522
Los Angeles, CA 90025
4. Helen Young Loan $135,000
514 Kingsford St
Monterey Park, CA 91754
5. James MacDonald, Esq Legal Services $51,042
2030 Main Street
Suite 660
Irvine, CA 92614
6. Jianguo Shao Loan $55,000
603 N. Lincoln Ave #F
Monterey Park, CA 91755
6. Linda Taing Loan $100,000
2446 Falling Leaf Ave
Rosemead, CA 91770
7. Primior Management, Inc Settlement Fee $28,800
750 N Diamon
Suite 188
Diamond Bar, CA 91765
8. State Water Environmental $50,000
Resources Control
Board SCP SCP Program
P.O. Box 1888
Sacramento, CA
95812-1888
9. Wong Siu Loan $20,000
1408 Sarazen Drive
Alhambra, CA 91803
10. Xiaomei Ji Loan $100,000
9102 Ralph St
Rosemead, CA 91770
11. Yee Sum Severson Loan $700,000
117 E. Garvey Ave
Monterey Park, CA 91755
12. Yuan Chang Lin Loan $25,000
628 Gage Ave
El Monte, CA 91733
CUENTAS INC: Registers 3.15M Shares Under 2021 Incentive Plan
-------------------------------------------------------------
Cuentas, Inc. filed a Form S-8 registration statement with the
Securities and Exchange Commission to register 3,150,000 shares of
its common stock, par value $0.001 per share, which may be offered
and sold pursuant to 2021 Share Incentive Plan. A full-text copy
of the prospectus is available for free at:
https://www.sec.gov/Archives/edgar/data/1424657/000121390022084025/ea169558-s8_cuentas.htm
About Cuentas
Headquartered in Miami, Florida, Cuentas, Inc. --
http://www.cuentas.com-- currently focuses on the business of
using proprietary fintech technology to provide e-banking and
e-commerce services for delivering mobile banking, prepaid debit
and digital content services to the unbanked, underbanked and
underserved Latino, Hispanic and immigrant communities. The
Company's proprietary software platform enables Cuentas to offer
comprehensive financial services and robust functionality that is
absent from other Mobile Apps through the use of our Prepaid Debit
Mastercard/General-Purpose Reloadable cards.
Cuentas reported a net loss attributable to the company of $10.73
million for the year ended Dec. 31, 2021, a net loss attributable
to the company of $8.10 million for the year ended Dec. 31, 2020, a
net loss attributable to the company of $1.32 million for the year
ended Dec. 31, 2019, and a net loss of $3.56 million for the year
ended Dec. 31, 2018. As of Sept. 30, 2022, the Company had $7.41
million in total assets, $2.81 million in total liabilities, and
$4.60 million in total stockholders' equity.
CUENTAS INC: Sandra Orihuela Resigns as Director
------------------------------------------------
Sandra Orihuela tendered her resignation as a member of the board
of directors of Cuentas Inc. which would also include her not being
a director effective after the Company's 2022 Annual Meeting. Ms.
Orihuela's resignation was not in connection with any disagreements
with the Company, according to the Company's Form 8-K filed with
the Securities and Exchange Commission.
On Dec. 30, 2022, the Board appointed Ms. Lexi Terrero as director
to the Board. Ms. Terrero qualifies as "independent" under Nasdaq
Stock Market rules.
Ms. Terrero will receive the same compensation as the Company's
other non-employee directors. Specifically, Ms. Terrero will
receive cash compensation of $50,000 per annum paid in four
quarterly installments and a stock option to purchase 100,000
shares of the Company's common stock issued under the Cuentas Inc.
2021 Share Incentive Plan which vest 50% on the grant date and 50%
12 months from the grant date.
About Cuentas
Headquartered in Miami, Florida, Cuentas, Inc. --
http://www.cuentas.com-- currently focuses on the business of
using proprietary fintech technology to provide e-banking and
e-commerce services for delivering mobile banking, prepaid debit
and digital content services to the unbanked, underbanked and
underserved Latino, Hispanic and immigrant communities. The
Company's proprietary software platform enables Cuentas to offer
comprehensive financial services and robust functionality that is
absent from other Mobile Apps through the use of our Prepaid Debit
Mastercard/General-Purpose Reloadable cards.
Cuentas reported a net loss attributable to the company of $10.73
million for the year ended Dec. 31, 2021, a net loss attributable
to the company of $8.10 million for the year ended Dec. 31, 2020, a
net loss attributable to the company of $1.32 million for the year
ended Dec. 31, 2019, and a net loss of $3.56 million for the year
ended Dec. 31, 2018. As of Sept. 30, 2022, the Company had $7.41
million in total assets, $2.81 million in total liabilities, and
$4.60 million in total stockholders' equity.
CUENTAS INC: Two Proposals Passed at Annual Meeting
---------------------------------------------------
Cuentas, Inc. held its 2022 Annual Meeting at which the
stockholders:
(1) elected Arik Maimon, Michael De Prado, Adiv Baruch, Yochanon
Bruck, Sandra Orihuela, and Sara Sooy as directors to hold office
until the 2023 Annual Meeting of Stockholders; and
(2) ratified the appointment of Halperin Ilanit as the Company's
independent registered public accounting firm for the fiscal year
ending Dec. 31, 2022
About Cuentas
Headquartered in Miami, Florida, Cuentas, Inc. --
http://www.cuentas.com-- currently focuses on the business of
using proprietary fintech technology to provide e-banking and
e-commerce services for delivering mobile banking, prepaid debit
and digital content services to the unbanked, underbanked and
underserved Latino, Hispanic and immigrant communities. The
Company's proprietary software platform enables Cuentas to offer
comprehensive financial services and robust functionality that is
absent from other Mobile Apps through the use of our Prepaid Debit
Mastercard/General-Purpose Reloadable cards.
Cuentas reported a net loss attributable to the company of $10.73
million for the year ended Dec. 31, 2021, a net loss attributable
to the company of $8.10 million for the year ended Dec. 31, 2020, a
net loss attributable to the company of $1.32 million for the year
ended Dec. 31, 2019, and a net loss of $3.56 million for the year
ended Dec. 31, 2018. As of Sept. 30, 2022, the Company had $7.41
million in total assets, $2.81 million in total liabilities, and
$4.60 million in total stockholders' equity.
CURIA GLOBAL: S&P Downgrades ICR to 'CCC+', Outlook Stable
----------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Albany,
N.Y.-based pharmaceutical contract development and manufacturing
organization (CDMO) Curia Global Inc.'s (formerly Albany Molecular
Research Inc.) to 'CCC+' from 'B-'. The outlook is stable.
At the same time, S&P lowered its issue-level rating on the
company's senior secured facilities to 'CCC+' from 'B-'. The
recovery rating on this debt remains '3'.
S&P said, "The stable outlook reflects our expectation for weak
credit measures through 2023, including elevated leverage at above
10x and persistent free cash flow deficits, but also incorporates
our expectation that the company has sufficient liquidity for at
least the next two years.
"The downgrade reflects our view that the company will continue to
face significant challenges in 2023, resulting in ongoing cash flow
deficits. Curia's recent results were weaker than expected as
ongoing inflationary headwinds in its manufacturing division
combined with weak demand in parts of its R&D business continue to
pressure the company's profitability and cash flow generation,
causing leverage to increase to above 10x and consuming its
liquidity. The combination of rising commodity prices, the winding
down of COVID-19-related production, and lower R&D bookings have
contributed to an approximately 500 basis point decline in S&P
Global Ratings-adjusted EBITDA margins year over year to 14.2% (for
the year-to-date period as of Sept. 30, 2022) from 19.1% during the
prior-year period.
In addition to rising input costs, challenging macroeconomic
conditions including rising interest rates and a slowdown in R&D
funding for small and midsize biotech companies present additional
risks that could further constrain margins. Curia's R&D business is
highly dependent on R&D spending by small and midsize
pharmaceutical and biotechnology companies, which are in turn
influenced by the level of available biotech funding. During the
first half of 2022, performance in part of the R&D segment was
slowed by softer bookings, an increase in customer delays, and some
customer cancellations, which was partly attributable to a slowdown
in biotech funding. Because the R&D business produces higher
margins and has generally shorter contracts, S&P expects a further
weakening in bookings or uptick in customer delays or cancellation
would likely result in increased margin pressure.
S&P said, "Although we project a stabilization in margins beginning
in early 2023, as a result of price increases and cost optimization
actions the company is taking, we believe that cash flow deficits
will persist in 2023 and in 2024, which will consume liquidity.
This is because, although some of the company's debt is hedged, we
expect interest expense to increase. The roll-off of the COVID-19
product contracts will annualize and the company must continue to
stabilize its R&D segment. Capital expenditure (capex) has been
cut, but we believe capital spending will remain high in 2023.
There is also heightened risk to our base case if inflationary
pressures worsen or demand weakens.
"We believe Curia will maintain sufficient liquidity over the next
24 months, but it could become strained afterward because of
continued cash burn. We view the company's current liquidity, which
includes about $35 million cash and cash equivalents, $15 million
under a new $90 million asset-based lending (ABL) facility, and
full availability under its $170 million revolver, is sufficient to
cover projected uses over the near term. However, we believe that
liquidity will continue to decline because we expect a continued
cash burn in 2024.
"The stable outlook reflects our expectation that liquidity will
remain adequate over the next 24 months, despite weak credit
measures, including elevated leverage at above 10x and our
expectations for persistent free cash flow deficits, with little
room for the company to underperform against our base-case
assumptions.
"We could lower our rating on Curia if we believe a default is
likely in the next 12 months, mainly because of diminishing
liquidity.
"We could raise the rating if we anticipate the company will
generate operating cash flow that sufficiently covers committed
capex and mandatory amortization. Under this scenario, we would
also need to believe that the company could refinance debt as it
comes due."
ESG credit indicators: E-2, S-2, G-3
S&P said, "Governance factors are a moderately negative
consideration in our credit rating analysis. Our assessment of the
company's financial risk profile as highly leveraged reflects
corporate decision-making that prioritizes the interests of the
controlling owners, in line with our view of most rated entities
owned by private-equity sponsors. Our assessment also reflects the
generally finite holding periods and a focus on maximizing
shareholder returns."
CUTTING EDGE: Unsecured Claims Under $1K to Recover 100% in Plan
----------------------------------------------------------------
Cutting Edge RV Services, Inc., filed with the U.S. Bankruptcy
Court for the Southern District of Texas a Plan of Reorganization
under Subchapter V dated January 3, 2023.
The Plan divides the creditors of the Debtor into 7 classes as
follows:
* Class 1 consists of Priority Claims. Each creditor holding
an Allowed Class 1 Claim shall be paid 100% of such Allowed Claim,
in cash and in full (unless such Claimant has agreed to other
treatment) on the Effective Date or when such claim is Allowed or
ordered paid by Final Order of the Court, whichever date is later.
There are 3 known creditors in this class; Hoffman & Saweris, p.c.,
Melissa Haselden - Subchapter V Trustee, and Beyond Bookkeeping and
Tax, Inc.
* Class 2 consists of Priority Tax Claims. Each creditor
holding an Allowed Class 2 Claim shall be paid 100% of such Allowed
Claim and shall be paid in cash and in full on the Effective Date
or when such claim is Allowed or ordered paid by Final Order of the
Court, whichever date is later.
* Class 3 consists of Unsecured Priority Claims. There are no
known creditors holding Allowed Claims in this Class.
* Class 4 consists of Ad Valorem Tax Claims. Claims of ad
valorem taxing authorities. Each creditor holding an Allowed Class
4 Claim shall be paid 100% of such Allowed Claim, and shall be paid
in cash and in full on the Effective Date or when such claim is
Allowed or ordered paid by Final Order of the Court, whichever date
is later. There are 2 known creditors in this Class, Barbers Hill
Independent School District, and Chambers County Tax Office.
* Class 5 consists of Secured Lender Claims. The Secured
Claims held by the following creditors will be paid in accordance
with the pre-petition contracts between the Debtor and the holder
of the Claim:
-- CommunityBank of Texas, N.A., a division of Allegiance
Bank/U.S. Small Business Administration– Small Business
Administration Loans secured by all business assets of Debtor.
Debtor will treat the debt due CBT as an Undisputed Allowed Secured
Claim in the amount stated in CBT's amended proof of claim filed in
this case, Debtor waives any objection to the claim of CBT. All
other terms conditions and provisions of the CBT Loan Documents
shall remain in full force and effect.
-- Ally Bank - note secured by lien on 2017 Dodge Ram
Promaster Van.
-- Ally Bank - note secured by lien on 2016 Dodge Ram Van.
* Class 6 consists of General Unsecured Creditors. There are
no known creditors holding Allowed Claims in this Class.
* Class 7 consists of Allowed, Unsecured Claims of $1,000.00
or less, as the same are allowed, approved and ordered paid by the
Bankruptcy Court. There is 1 known creditors in this class. Each
creditor holding an Allowed Class 7 Claim shall receive 100% of the
amount of its claim, in cash, on the Effective Date or when such
claim is allowed or ordered paid by Final Order of the Court,
whichever date is later. Class 7 claims are not impaired.
The Debtor is arranging to fund its Plan of Reorganization out of
projected monthly income earned by the Debtor from operations of
its recreational vehicle repair, service, storage, and parts sales
business.
A full-text copy of the Plan of Reorganization dated January 3,
2023 is available at https://bit.ly/3GSXaZz from PacerMonitor.com
at no charge.
About Cutting Edge RV Services
Cutting Edge RV Services, Inc., sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-80182) on
October 10, 2022. In the petition signed by Lee Morris, vice
president, the Debtor disclosed up to $500,000 in assets and up to
$1 million in liabilities.
Judge Jeffrey P. Norman oversees the case.
Matthew Hoffman, Esq., at Hoffman & Saweris, P.C., is the Debtor's
legal counsel.
DAR HOME: Court OKs Interim Use of Cash Collateral Thru March 31
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Galveston Division, authorized DAR Home Company, LLC to use cash
collateral on an interim basis in accordance with the budget
through March 31, 2023.
The Debtor requires the use of cash collateral to continue
operating its business.
As previously reported by the Troubled Company Reporter, the
Debtor's lenders believed to be asserting liens on the cash
collateral are Cloudfund, LLC, Chrome Capital Group, LLC, and an
unknown entity.
As adequate protection, the Lenders will be granted a replacement
lien on the Debtor's accounts receivables as is expressly
contemplated by 11 U.S.C. section 361(2) when the liens are
diminished by the Debtor's use of the collateral.
The Debtor retained cash reserves and bank account balances
totaling $371 at the time of filing, and immediate outstanding
receivables of approximately $9,327. The Debtor has new jobs and
anticipates billing this work upon completion of milestones in each
project. The Debtor needs the use of cash reserves, bank account
balances, and new receivables to pay expenses incurred in the
ordinary course of business.
The Court said the Debtor's use of cash collateral is permitted so
long as the Debtor remains cash positive (positive net cash flow)
for any given month.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3X55udU from PacerMonitor.com.
The budget provides for total expenses, on a monthly basis, as
follows:
$49,161 for January 2023;
$52,161 for February 2023; and
$55,161 for March 2023.
About DAR Home Company, LLC
DAR Home Company, LLC operates as a retail service company. DAR
Home's primary income is derived from construction services for
individual and business consumers looking to build and remodel
their homes or businesses. DAR Home serves local markets in
Brazoria and Harris counties.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-80240) on December
12, 2022. In the petition signed by David Rodriguez, owner, the
Debtor disclosed up to $50,000 in assets and up to $500,000 in
liabilities.
Judge Jeffrey P. Norman oversee the case.
Michael L. Hardwick. Esq., at Michael Hardwick Law, PLLC, is the
Debtor's legal counsel.
DIFFUSION PHARMACEUTICALS: All 3 Proposals Passed at Annual Meeting
-------------------------------------------------------------------
The 2022 Annual Meeting of Stockholders of Diffusion
Pharmaceuticals Inc. was held on Dec. 30, 2022, at which the
stockholders:
(1) elected Robert Adams, Robert J. Cobuzzi, Ph.D., Mark T.
Giles, Jane H. Hollingsworth, Diana Lanchoney, M.D., and Alan Levin
to serve as directors until the Company's next Annual Meeting of
Stockholders or until their respective successors are elected and
qualified;
(2) ratified the selection of KPMG LLP as the Company's
independent registered public accounting firm for the year ending
Dec. 31, 2022; and
(3) approved, on an advisory basis, the compensation of the
Company's named executive officers during the year ended Dec. 31,
2021, as disclosed in the Proxy Statement.
About Diffusion Pharmaceuticals
Diffusion Pharmaceuticals Inc. is a biopharmaceutical company
developing novel therapies that enhance the body's ability to
deliver oxygen to the areas where it is needed most. The Company's
lead product candidate, TSC, is being developed to enhance the
diffusion of oxygen to tissues with low oxygen levels, also known
as hypoxia, a serious complication of many of medicine's most
intractable and difficult-to-treat conditions.
Diffusion reported a net loss of $24.09 million in 2021, a net loss
of $14.18 million in 2020, and a net loss of $11.80 million in
2019. As of Sept. 30, 2022, the Company had $26.32 million in
total assets, $2.27 million in total current liabilities, and
$24.05 million in total stockholders' equity.
DIGIPATH INC: Delays Filing of Annual Report for FY Ended Sept. 30
------------------------------------------------------------------
DigiPath, Inc. filed a Form 12b-25 with the Securities and Exchange
Commission stating that the Company's Form 10-K for its fiscal year
ended Sept. 30, 2022, could not be filed within the prescribed time
period without unreasonable effort or expense because the audit of
the Company's financial statements for the fiscal year ended Sept.
30, 2022 had not been completed prior to the close of business on
Dec. 29, 2022.
About DigiPath
Headquartered in Las Vegas, Nevada, Digipath, Inc. --
http://www.digipath.com-- offers full-service testing lab for
cannabis, hemp and ancillary cannabis and hemp infused products
serving growers, dispensaries, caregivers, producers, patients and
eventually all end users of cannabis and botanical products.
Digipath reported a net loss of $686,503 for the year ended Sept.
30, 2021, compared to a net loss of $2.31 million for the year
ended Sept. 30, 2020. As of June 30, 2022, the Company had $1.94
million in total assets, $3.96 million in total liabilities,
$333,600 in series B convertible preferred stock, and a total
stockholders' deficit of $2.35 million.
Houston, Texas-based M&K CPAS, PLLC, the Company's auditor since
2017, issued a "going concern" qualification in its report dated
Dec. 29, 2021, citing that the Company has recurring losses from
operations and insufficient working capital, which raises
substantial doubt about its ability to continue as a going concern.
DIMENSIONS IN SENIOR: U.S. Trustee Appoints PCO for Humboldt
------------------------------------------------------------
Daniel Casamatta, Acting U.S. Trustee for Region 13, appointed
Abigail Mohs, Esq., as patient care ombudsman for Humboldt Assisted
Living, LLC, an affiliate of Dimensions in Senior Living, LLC.
Ms. Mohs is an attorney and member of Baird Holm, LLP's health care
practice group.
In court papers, Ms. Mohs disclosed that she is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The ombudsman may be reached at:
Abigail T. Mohs, Esq.
Baird Holm, LLP
1700 Farnam Street, Suite 1500
Omaha, NE 68102-2068
Phone: 402.636.8296
Email: amohs@bairdholm.com
About Dimensions in Senior Living
Dimensions in Senior Living, LLC -- https://www.dimsrivg.com/ --
through a series of entities, owns and manages a series of senior
living and assisted living facilities in Nebraska, Iowa, Missouri,
and Kansas.
Dimensions in Senior Living and six affiliates each filed a
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
D. Neb. Lead Case No. 22-80860) on Nov. 21, 2022. In the petition
filed by its chief restructuring officer, Amy Wilcox-Burns,
Dimensions in Senior Living reported assets and liabilities between
$1 million and $10 million.
Judge Brian S. Kruse oversees the cases.
The Debtors are represented by Patrick Raymond Turner, Esq., at
Turner Legal Group, LLC.
DIMENSIONS IN SENIOR: U.S. Trustee Appoints PCO for Village Ridge
-----------------------------------------------------------------
Daniel Casamatta, Acting U.S. Trustee for Region 13, appointed
Abigail Mohs, Esq., as patient care ombudsman for Village Ridge,
LLC, an affiliate of Dimensions in Senior Living, LLC.
Ms. Mohs is an attorney and member of Baird Holm, LLP's health care
practice group.
In court papers, Ms. Mohs disclosed that she is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The ombudsman may be reached at:
Abigail T. Mohs, Esq.
Baird Holm, LLP
1700 Farnam Street, Suite 1500
Omaha, NE 68102-2068
Phone: 402.636.8296
Email: amohs@bairdholm.com
About Dimensions in Senior Living
Dimensions in Senior Living, LLC -- https://www.dimsrivg.com/ --
through a series of entities, owns and manages a series of senior
living and assisted living facilities in Nebraska, Iowa, Missouri,
and Kansas.
Dimensions in Senior Living and six affiliates each filed a
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
D. Neb. Lead Case No. 22-80860) on Nov. 21, 2022. In the petition
filed by its chief restructuring officer, Amy Wilcox-Burns,
Dimensions in Senior Living reported assets and liabilities between
$1 million and $10 million.
Judge Brian S. Kruse oversees the cases.
The Debtors are represented by Patrick Raymond Turner, Esq., at
Turner Legal Group, LLC.
DIMENSIONS IN SENIOR: U.S. Trustee Appoints PCO for WB Real Estate
------------------------------------------------------------------
Daniel Casamatta, Acting U.S. Trustee for Region 13, appointed
Abigail Mohs, Esq., as patient care ombudsman for WB Real Estate of
Iola, LLC, an affiliate of Dimensions in Senior Living, LLC.
Ms. Mohs is an attorney and member of Baird Holm, LLP's health care
practice group.
In court papers, Ms. Mohs disclosed that she is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The ombudsman may be reached at:
Abigail T. Mohs, Esq.
Baird Holm, LLP
1700 Farnam Street, Suite 1500
Omaha, NE 68102-2068
Phone: 402.636.8296
Email: amohs@bairdholm.com
About Dimensions in Senior Living
Dimensions in Senior Living, LLC -- https://www.dimsrivg.com/ --
through a series of entities, owns and manages a series of senior
living and assisted living facilities in Nebraska, Iowa, Missouri,
and Kansas.
Dimensions in Senior Living and six affiliates each filed a
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
D. Neb. Lead Case No. 22-80860) on Nov. 21, 2022. In the petition
filed by its chief restructuring officer, Amy Wilcox-Burns,
Dimensions in Senior Living reported assets and liabilities between
$1 million and $10 million.
Judge Brian S. Kruse oversees the cases.
The Debtors are represented by Patrick Raymond Turner, Esq., at
Turner Legal Group, LLC.
DIMENSIONS IN SENIOR: U.S. Trustee Appoints PCO for Wilcox
----------------------------------------------------------
Daniel Casamatta, Acting U.S. Trustee for Region 13, appointed
Abigail Mohs, Esq., as patient care ombudsman for Wilcox Properties
of Fort Calhoun, LLC, an affiliate of Dimensions in Senior Living,
LLC.
Ms. Mohs is an attorney and member of Baird Holm, LLP's health care
practice group.
In court papers, Ms. Mohs disclosed that she is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The ombudsman may be reached at:
Abigail T. Mohs, Esq.
Baird Holm, LLP
1700 Farnam Street, Suite 1500
Omaha, NE 68102-2068
Phone: 402.636.8296
Email: amohs@bairdholm.com
About Dimensions in Senior Living
Dimensions in Senior Living, LLC -- https://www.dimsrivg.com/ --
through a series of entities, owns and manages a series of senior
living and assisted living facilities in Nebraska, Iowa, Missouri,
and Kansas.
Dimensions in Senior Living and six affiliates each filed a
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
D. Neb. Lead Case No. 22-80860) on Nov. 21, 2022. In the petition
filed by its chief restructuring officer, Amy Wilcox-Burns,
Dimensions in Senior Living reported assets and liabilities between
$1 million and $10 million.
Judge Brian S. Kruse oversees the cases.
The Debtors are represented by Patrick Raymond Turner, Esq., at
Turner Legal Group, LLC.
DIMPLES DENTAL: Court OKs Deal on Cash Collateral Access
--------------------------------------------------------
The U.S. Bankruptcy Court for the District of Columbia authorized
Dimples Dental Suite P.C. to use cash collateral on a final basis
in accordance with its agreement with PNC Bank, NA.
As previously reported by The Troubled Company Reporter, the Debtor
requires the use of cash collateral to operate the business,
maintain its financial affairs and pay trustee escrow.
PNC Bank, NA., asserts a lien that encumbers the Debtor's business
assets including cash collateral.
The Debtor has stipulated that it is obligated to the lender under
the Loan Documents in the amount of the Prepetition Indebtedness.
The Debtor and the Lender agree that PNC's secured claim will be
established at $73,904. PNC's secured claim will be paid over three
years at a fixed rate of 5%. The stipulation will be binding on the
Debtor but will not bind any creditors' committee or other
successor-in-interest to the Debtor, who will have 60 days after
appointment to contest the scope, validity, perfection and/or
amount of PNC's claim.
The parties agree that adequate protection payments to PNC for use
of its cash collateral will be $1,000 monthly and will commence
immediately upon entry of the Order and will be due and owing on
the 17th day of each month thereafter.
The Debtor may use the cash collateral as set forth in the
Budget/Monthly Operating Report which may vary from month to month
for the specific purposes set forth in the Budget for the period
commencing from October 19, 2022 through February 29, 2023, or a
later date as may be agreed to in writing by the Lender and the
Debtor and approved by the Court.
A copy of the order is available at https://bit.ly/3jUOZ5C from
PacerMonitor.com.
About Dimples Dental Suite
Dimples Dental Suite, PC filed a voluntary petition for relief
under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr.
D.D.C. Case No. 22-00191) on Oct. 19, 2022, with up to $500,000 in
both assets and liabilities. Angela Shortall has been appointed as
Subchapter V trustee.
Judge Elizabeth L. Gunn oversees the case.
Frank Morris II, Esq., at The Law Firm of MorrisMargulies, LLC and
Comprehensive Business of Northern Virginia, LLC serve as the
Debtor's legal counsel and accountant, respectively.
DIXWELL PHARMACY: Dixwell Unsecureds Will Get 10.8% of Claims
-------------------------------------------------------------
Dixwell Pharmacy, LLC and Lakshman R. Paidi & Sirisha Mallidi filed
with the U.S. Bankruptcy Court for the District of New Jersey a
Small Business Joint Plan of Reorganization dated January 3, 2023.
Dixwell maintains a pharmacy practice located at 2380 Dixwell
Avenue, Hamden, CT and conducts business under the name "Apex
Pharmacy & Homecare Center."
Lakshman R. Paidi is a pharmacist licensed to practice in
Connecticut, and the president and sole shareholder of Dixwell.
Sirisha Mallidi is a pharmacist licensed to practice in
Connecticut, and the president and sole owner of a non-debtor
entity called Candlewood Drugs, LLC.
The company struggled ever since taking over the pharmacy business
in 2014. Additionally, the Individual Debtors had several other
business ventures fail as a result of the Covid-19 pandemic which
strapped them with extensive personal liability for business loans.
The pharmacies were not being run properly or efficiently which
only compounded the financial troubles that same were
experiencing.
Dixwell Pharmacy, LLC maintains that the value of its tangible and
intangible personal property (including deposit accounts and
collectable accounts receivable) is $599,486.06. Dixwell Pharmacy,
LLC proposes to pay the secured portion of Live Oak Banking
Company's claim of $598,751.06 over a 60 month term, at 5.5%
interest, in monthly installments of $11,450.88 commencing 30 days
after the Effective Date of the Plan on account of Live Oak's claim
secured by if first position lien on the assets of Dixwell
Pharmacy, LLC.
The Debtors propose to pay the allowed claims of Wells Fargo Bank,
N.A. and Veena Davi Sairam Choudary, which are secured by their
mortgages covering the residence, in compliance with the note,
mortgage and/or other loan documents forming the claim.
The Debtors propose to treat all other allowed claims, including
the deficiency claims of Live Oak, as general unsecured claims. The
Debtors will make one hundred twenty monthly payments of $5,100.00
for distribution on account of allowed unsecured claims; the
holders of such claims will share in the fund pro rata.
Dixwell Unsecured Claims Not Guaranteed by the Individual Debtors
total $ 313,430.73. Lakshman R. Paidi and Sirisha Mallidi Unsecured
Claims total $5,615,038.00.
Class 4 consists of Unsecured Claims entitled to Priority. Debtors
propose to pay the full amount of necessary to repay the claims in
cash on the Effective Date.
Class 5 consists of General Unsecured Claims of the Individual
Debtors (including deficiency claims of creditors holding liens on
property of Dixwell). Claimants to share pro rata monthly payment
of $5,100.00. Payments begin 30 days after Effective Date and will
end One Hundred and Twenty months after Effective Date. This Class
will receive a distribution of 11% of their allowed claims.
Class 6 consists of General Unsecured Claims of Dixwell (Excluding
any debt personally guaranteed by the Individual Debtors).
Claimants to share pro rata in the monthly payment of $282.00.
Payments begin 30 days after Effective Date and payments end one
hundred and twenty months after Effective Date. This Class will
receive a distribution of 10.8% of their allowed claims.
Debtor will retain all equity interests in Dixwell. Debtors will
retain all equity interest in personal property of individual
debtors.
The Debtor Dixwell will fund the payments to Classes 1, 2 and 6 by
contributing post-confirmation income realized through its
operations. The Debtors Lakshman R. Paidi and Sirisha Mallidi will
fund the payments to Classes 3 and 5 by contributing post
confirmation income realized through their employment.
On Confirmation of the Plan, all property of the Debtors, tangible
and intangible, including, without limitation, licenses, furniture,
fixtures and equipment, will revert, free and clear of all Claims
and Equitable Interests except as provided in the Plan, to the
respective Debtor. The Debtors expects to have sufficient cash on
hand to make the payments required on the Effective Date.
A full-text copy of the Joint Plan dated January 3, 2023 is
available at https://bit.ly/3GGs0UP from PacerMonitor.com at no
charge.
Counsel to Dixwell Pharmacy:
Norgaard O'Boyle & Hannon
184 Grand Avenue
Englewood, NJ 07631
(201) 871-1333
Brian G. Hannon (BH - 3645)
bhannon@norgaardfirm.com
John O'Boyle (JO – 6337)
joboyle@norgaardfirm.com
Milica A. Fatovich
mfatovich@hookandfatovich.com
Counsel to Lakshman R. Paidi & Sirisha Mallidi:
Hook & Fatovich, LLC
1044 Rout 23 North, Ste. 100
Wayne, NJ 07470
(973) 686-3800
About Dixwell Pharmacy, LLC
Dixwell Pharmacy, LLC operates a locally owned pharmacy and medical
supply store in Hamden, Connecticut.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 22-17834) on Oct. 3, 2022.
Judge Vincent F. Papalia oversees the case.
Brian G. Hannon, Esq., at Norgaard, O'Boyle and Hannon, is the
Debtor's counsel.
DREAM SALON: Seeks to Hire Ballstaedt Law Firm as Counsel
---------------------------------------------------------
Dream Salon, LLC seeks approval from the U.S. Bankruptcy Court for
the District of Nevada to employ Ballstaedt Law Firm as its legal
counsel.
The firm's services include:
(a) instituting, prosecuting or defending any contested
matters arising out of the Debtor's Chapter 11 proceeding;
(b) assisting in the recovery, liquidation and protection of
estate assets;
(c) determining the priorities and statuses of claims and
filing objections thereto when necessary;
(d) preparing a disclosure statement and Chapter 11 Subchapter
V plan of reorganization; and
(e) other necessary legal services to administer the Debtor's
Chapter 11 case.
Ballstaedt Law Firm will be paid at these rates:
Attorneys $350 per hour
Paralegals $150 per hour
The firm will also be reimbursed for out-of-pocket expenses
incurred.
The firm received the sum of $5,000 prior to the Debtor's Chapter
11 filing.
Seth Ballstaedt, Esq., an attorney at Ballstaedt Law Firm,
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:
Seth D. Ballstaedt, Esq.
Ballstaedt Law Firm dba Ball Bankruptcy
8751 W. Charleston Blvd., Suite 220
Las Vegas, NV 89117
Telephone: (702) 715-0000
Facsimile: (702) 666-8215
Email: help@bkvegas.com
About Dream Salon
Dream Salon, LLC filed a Chapter 11 bankruptcy petition (Bankr. D.
Nev. Case No. 22-14141) on Nov. 20, 2022, with as much as $1
million in both assets and liabilities. Judge August B. Landis
oversees the case.
The Debtor is represented by Seth D. Ballstaedt, Esq., at
Ballstaedt Law Firm.
EARTH HOUSE: Patient Care Ombudsman Files First Report
------------------------------------------------------
Debra Branch, the court-appointed patient care ombudsman, filed
with the U.S. Bankruptcy Court for the District of New Jersey her
first report regarding the quality of patient care provided at
Earth House, Inc.'s mental health treatment center.
Earth House's treatment center, which accommodates a maximum of 14
residents, offers a unique and innovative alternative to current
hospital programs by providing a complimentary medical model,
focusing on wellness and health rather than illness and pathology.
Residents are called students, rather than patients, as they are
engaged in learning a new way of living that will help them
overcome the challenges of schizophrenia, bipolar disorder, and
depression.
The quality of patient care provided at the treatment center has
been maintained since Earth House's Chapter 11 filing. The
bankruptcy filing has not affected Earth House's ability to
continue to deliver at risk psychiatric patients a unique and
innovative program with a good standard of care, the PCO noted in
the report, which covers the period from Oct. 28 to Dec. 27, 2022.
The PCO reported that medicines and nutrients are prescribed by
physicians, complemented by a wholesome diet, daily exercise and
the development of habits that will assist recovery and support
continued good health. Earth House combines a medical and an
educational approach to treat its patients.
Earth House also maintains a medication management system that
tracks and controls all medication that is used at the center.
Since the bankruptcy filing, there have been no changes in the
management of pharmaceuticals at the treatment center, according to
the PCO.
The PCO also reported that direct care staffing continues to be
relatively stable. There have been no significant changes in staff
since the bankruptcy filing. The only concern raised during the
PCO's site visit is the continuing struggle to staff residential
counselor positions.
A copy of the ombudsman Report is available for free at
https://bit.ly/3WBEW42 from PacerMonitor.com
The ombudsman may be reached at:
Debra H. Branch, Esq.
Law Office of Debra H. Branch
1814 E. Route 70, Ste 411
Cherry Hill, NJ 08003
Phone: (856)489-7163
Email: DHBRANCH@aol.com
About Earth House
Earth House, Inc. is a health care business as defined in 11 U.S.C.
Sec. 101(27A).
Earth House filed a petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 22-18011) on Oct. 10, 2022.
In the petition filed by its executive director, James F. Karwosk,
the Debtor reported assets between $500,000 and $1 million and
liabilities between $100, 000 and $500,000.
Judge Kathryn C. Ferguson oversees the case.
The Debtor is represented by the Law Firm of Andre Kydala, Esq.
ECOARK HOLDINGS: Receives Two Notices of Noncompliance From Nasdaq
------------------------------------------------------------------
Ecoark Holdings, Inc. received a letter on Dec. 27, 2022, from the
Nasdaq Stock Market LLC notifying the Company of its noncompliance
with shareholder approval requirements set forth in Listing Rule
5635(d), which requires shareholder approval for transactions,
other than public offerings, involving the issuance of 20% or more
of the pre-transaction shares outstanding at less than the Minimum
Price. Additionally, the Letter indicates that the Company has
violated Nasdaq's voting rights rule set forth in Listing Rule
5640.
The matters described in the Letter relate to an amendment to the
Certificate of Designation of Rights, Preferences and Limitations
of the Series A Convertible Redeemable Preferred Stock, 1,200
shares of which were issued by the Company on June 8, 2022 in a
private placement transaction which was previously disclosed on a
Current Report on Form 8-K filed on June 9, 2022. Specifically,
the Company amended the Certificate on Nov. 28, 2022 to: (i)
increase the stated value of the Series A from $10,000 to
$10,833.33; (ii) provide for the dividends payable under the Series
A to be payable in common stock rather than cash effective
beginning Nov. 1, 2022, and (iii) reduce the conversion price of
the Series A from $2.10 to the lesser of (1) $1.00 and (2) the
higher of (A) 80% of the 10-day daily volume weighted average price
and (B) $0.25.
According to the Letter, the Company was required to obtain
shareholder approval to effect the Amendment because the Series A
as amended provides for the potential issuance of 51,999,984 shares
of common stock at less than the Minimum Price under Listing Rule
5635(d), and the Amendment also violates Listing Rule 5640 by
providing the holder of the Series A with voting rights on an
as-converted basis with the Series A convertible into common stock
at a discount, thereby violating Listing Rule 5640.
According to the Letter, the Company has 45 calendar days from the
date of the Letter, or until Feb. 10, 2023, to submit a plan to
regain compliance with the referenced Listing Rules, and if such
plan is accepted by Nasdaq, the Company can receive an extension of
up to 180 calendar days from the date of the Letter to evidence
compliance. However, if the Company's plan is not accepted by
Nasdaq, or is not sufficiently executed to regain compliance and
remedy the matters set forth in the Letter, the Company's common
stock will be subject to delisting.
The Letter also provides that the Company's name will be included
on a list of all non-compliant companies which Nasdaq makes
available to investors on its website at listingcenter.nasdaq.com,
beginning five business days from the date of the Letter. As part
of this process, an indicator reflecting the Company's
non-compliance will be broadcast over Nasdaq’s market data
dissemination network and will also be made available to third
party market data providers.
The Company will also submit an announcement to Nasdaq's
MarketWatch Department in accordance with the Letter.
The Letter has no immediate impact on the listing of the Company's
common stock, which will continue to be listed and traded on The
Nasdaq Capital Market, subject to the Company's compliance with the
Letter and other continued listing requirements of The Nasdaq
Capital Market.
In connection with the Letter, the Company also received
correspondence from a Nasdaq representative requesting that the
Company provide certain information about the Company and its sale
of White River Holdings Corp. to White River Energy Corp (formerly
Fortium Holdings Corp.) in exchange for shares of convertible
preferred stock of White River Energy Corp (as previously disclosed
on the Company's Current Report on Form 8-K filed on July 29,
2022), including as it pertains to the $30,000,000 in preferred
stock value being carried on the Company's balance sheet as
consideration for the sale of the entity. According to the
correspondence, the request was made under Listing Rule 5250 which
provides that a listed company will provide Nasdaq with requested
information deemed necessary to make a determination regarding the
such company's continued listing. The Company was given a deadline
of Jan. 11, 2023 to provide Nasdaq the requested information.
The Company is still evaluating and preparing the plan requested in
the Letter to address the issues set forth therein, but intends to
hold a meeting of its shareholders to approve the Amendment, and to
coordinate with the Series A holder in an effort to address the
issues set forth in the Letter and prepare the plan to submit to
Nasdaq in accordance with the Letter.
Nasdaq Minimum Bid Price Deficiency
On Dec. 30, 2022, the Company received another letter from the
Nasdaq notifying the Company of its noncompliance with Listing Rule
5550(a)(2) by failing to maintain a minimum bid price for its
common stock of at least $1.00 per share for 30 consecutive
business days.
According to the letter, the Company has a 180-calendar day grace
period to regain compliance with the Listing Rule 5550(a)(2),
subject to a potential 180 calendar day extension. To regain
compliance, the Company's common stock must have a minimum closing
bid price of at least $1.00 per share for at least 10 consecutive
business days within the Grace Period. In the event the Company
does not regain compliance by June 28, 2023, the end of the Grace
Period, the Company may be eligible for an additional 180 calendar
day grace period to regain compliance. To qualify for the
additional grace period, the Company will be required to meet the
continued listing requirement for the market value of its publicly
held shares and all other initial listing standards for The Nasdaq
Capital Market, with the exception of the bid price requirement,
and will need to provide written notice of its intention to cure
the deficiency during the second grace period, by effecting a
reverse stock split if necessary. However, if it appears to Nasdaq
at the end of the Grace Period that the Company will be unable to
cure the deficiency, or if the Company is not otherwise eligible
for the additional cure period, Nasdaq will provide notice that the
Company's common stock will be subject to delisting.
The Letter has no immediate impact on the listing of the Company's
common stock, which will continue to be listed and traded on The
Nasdaq Capital Market, subject to the Company's compliance with the
other continued listing requirements of The Nasdaq Capital Market.
The Company intends to monitor the bid price of its common stock
and assess its options for maintaining the listing of its common
stock on The Nasdaq Capital Market.
About Ecoark Holdings
Rogers, Arkansas-based Ecoark Holdings, Inc., is a diversified
holding company incorporated in 2007. Through Ecoark's
wholly-owned subsidiaries, the Company has subsidiaries focused on
three areas: (i) oil and gas, including exploration, production and
drilling operations on approximately 30,000 cumulative acres of
active mineral leases in Texas, Louisiana, and Mississippi and
transportation services, (ii) Bitcoin mining, and (iii)
post-harvest shelf-life and freshness food management technology.
The Company also had operations providing financial services until
June 17, 2022 when it sold Trend Discovery Holdings LLC to a third
party.
Ecoark reported a net loss of $10.55 million for the year ended
March 31, 2022, a net loss of $20.89 million for the year ended
March 31, 2021, a net loss of $12.14 million for the year ended
March 31, 2020, and a net loss of $13.65 million for the year
ended March 31, 2019. As of Sept. 30, 2022, the Company had $46.62
million in total assets, $9.32 million in total liabilities, $9.21
million in series A convertible redeemable preferred stock, and
$28.08 million in total stockholders' equity.
ELITE KIDS: Taps Law Offices of Alla Kachan as Bankruptcy Counsel
-----------------------------------------------------------------
Elite Kids Services, Inc. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of New York to employ the Law
Offices of Alla Kachan, PC as its counsel.
The firm's services include:
(a) assisting the Debtor in administering its Chapter 11
case;
(b) making such motions or taking such actions as may be
appropriate or necessary under the Bankruptcy Code;
(c) representing the Debtor in prosecuting adversary
proceedings to collect assets of the estate and such other actions
as the Debtor deems appropriate;
(d) taking such steps as may be necessary for the Debtor to
marshal and protect the estate's assets;
(e) negotiating with creditors in formulating a plan of
reorganization;
(f) drafting and implementing the Debtor's plan of
reorganization; and
(g) rendering such additional services as the Debtor may
require in this case.
The firm will be paid at these rates:
Attorney $475 per hour
Clerks and Paraprofessionals $250 per hour
In addition, the firm will seek reimbursement for expenses
incurred.
The Debtor paid the firm a retainer of $15,000.
Alla Kachan, Esq., a member of the Kachan Law Office, 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:
Alla Kachan, Esq.
Law Offices of Alla Kachan, PC
2799 Coney Island Avenue, Suite 202
Brooklyn, NY 11235
Telephone: (718) 513-3145
Email: alla@kachanlaw.com
About Elite Kids Services
Elite Kids Services, Inc. filed a Chapter 11 bankruptcy petition
(Bankr. E.D.N.Y. Case No. 22-42915) on Nov. 22, 2022, with as much
as $1 million in both assets and liabilities. Judge Elizabeth S.
Stong oversees the case.
Alla Kachan, Esq., at the Law Offices of Alla Kachan, PC and Wisdom
Professional Services, Inc. serve as the Debtor's legal counsel and
accountant, respectively.
ELITE KIDS: Taps Wisdom Professional Services as Accountant
-----------------------------------------------------------
Elite Kids Services, Inc. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of New York to employ Wisdom
Professional Services, Inc. as its accountant.
The Debtor requires an accountant to prepare its operating reports
and review its bank statements and financial documents.
Wisdom Professional Services will be billed at the rate of $250 per
report.
The Debtor paid the firm an initial retainer of $2,500.
Michael Shtarkman, a certified public accountant at Wisdom
Professional Services, 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 Shtarkman, CPA
Wisdom Professional Services, Inc.
626 Sheepshead Bay Road, Suite 640
Brooklyn, NY 11224
Telephone: (718) 554-6672
Facsimile: (718) 954-8994
Email: michael@shtarkmancpa.com
About Elite Kids Services
Elite Kids Services, Inc. filed a Chapter 11 bankruptcy petition
(Bankr. E.D.N.Y. Case No. 22-42915) on Nov. 22, 2022, with as much
as $1 million in both assets and liabilities. Judge Elizabeth S.
Stong oversees the case.
Alla Kachan, Esq., at the Law Offices of Alla Kachan, PC and Wisdom
Professional Services, Inc. serve as the Debtor's legal counsel and
accountant, respectively.
EQT CORP: Egan-Jones Retains BB+ Senior Unsecured Ratings
---------------------------------------------------------
Egan-Jones Ratings Company, on November 30, 2022, maintained its
'BB+' foreign currency and local currency senior unsecured ratings
on debt issued by EQT Corporation.
Headquartered in Pittsburgh, Pennsylvania, EQT Corporation is an
integrated energy company with emphasis on Appalachian area
natural-gas supply, transmission, and distribution.
FIRST DEFENSE: Unsecureds Will Get 15.8% of Claims in 60 Months
---------------------------------------------------------------
First Defense Nasal Screen Corp. filed with the U.S. Bankruptcy
Court for the Middle District of Florida a Second Amended Plan of
Reorganization under SubChapter V dated January 3, 2023.
The Debtor was incorporated on July 1, 2009. The Debtor
manufactures and sells First Defense Nasal Screens ("FDNS") which
are the first ever non-inserted, self-adhering nasal filter. The
Debtor maintains offices at 12979 89th Avenue, Seminole, FL 33776.
In March 2020, Wellgistics signed an agreement with the Debtor for
exclusive distribution of the FDNS product. After not being paid
for half of the first order, the Debtor sued Wellgistics for what
was owed. Wellgistics countersued and the matter went to
arbitration, which the Debtor lost and the Wellgistics contract was
rescinded. Subsequently, the parties agreed that all rights to the
FDNS product was to be returned to the Debtor along with all
distribution and representation rights. In exchange for the return
of rights and distribution to the Debtor, the parties negotiated a
plan in which the Debtor would pay Wellgistics, in full, through a
structured payment from the sale of each FDNS product which,
obviously could only be done over time.
Subsequent to agreement, Wellgistics decided that it wanted its
payment in full, would not release the FDNS product back to the
Debtor to sell and payoff the judgment, which lead to the Debtor
filing for Chapter 11 bankruptcy. Continued discussions towards
settlement have been unfruitful.
The Second Amended Plan proposes to pay creditors of the Debtor
from the Debtor's current and future earnings.
Class 1 consists of Secured Claim of Wellgistics, LLC. Wellgistics
filed a proof of claim (Claim No. 3) for a secured claim in the
amount of $4,642,787.65. The claim was allowed by the Court at DE
61. The Debtor, to the extent that it holds any interest in the
nasal screens, surrendered such interest to Wellgistics, and
therefore, the Wellgistics claim is no longer secured. Accordingly,
the Court has held that the nasal screens held by Wellgistics are
not part of the bankruptcy estate and that Debtor has no interest
of any kind in the nasal screens in Wellgistics' possession.
Wellgistics has the sole rights to the nasal screens. This class is
unimpaired.
Class 2 consists of General Unsecured Claims. There were 4
unsecured claims totaling $6,061,48.74, in the First Amended Plan,
which included the unsecured claim of Wellgistics in the amount of
$4,542,787.65. However, with the surrender of the nasal screens to
Wellgistics and the Court ruling that the screens do not belong to
the estate, Wellgistics no longer has a claim, either secured or
unsecured. The total of the claims in Class 2 is now $1,518,170.09.
The Debtor will pay claimants in this class $4,000.00 per month, on
a pro-rated basis, which is approximately 15.80% of their allowed
claim with a total distribution of $240,000.00. The first payment
will commence on or before the Effective Date of the Plan and
continue each month thereafter for 60 months. This Class is
impaired.
Class 3 consists of Equity Security Holders. Joseph Moore, the
Debtor's principal and majority shareholder, for his personal
contribution to pay general unsecured creditors each month, will
retain ownership in the Debtor post-confirmation.
The Plan will be funded from 2 sources: (1) the Debtor's revenues;
and (2) by Joseph Moore, the Debtor's principal and majority
shareholder, with his personal contribution to pay general
unsecured creditors each month.
A full-text copy of the Second Amended Plan dated January 3, 2023
is available at https://bit.ly/3WM8Pyt from PacerMonitor.com at no
charge.
Attorney for Debtor:
Chad Van Horn, Esq.
Van Horn Law Group, PA
330 North Andrews Avenue, Suite 450
Fort Lauderdale, FL 33301-1012
Telephone: (954) 637-0000
Email: chad@cvhlawgroup.com
About First Defense Nasal Screen Corp.
First Defense Nasal Screen Corp. is the developer of the first ever
non-inserted, hypo-allergenic, self-adhering nasal filter. The
company is based in New Port Richey, Fla.
First Defense Nasal Screen Corp filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
22-01196) on March 25, 2022, disclosing $6,905,214 in total assets
and $6,449,937 in total liabilities. Amy Denton Harris serves as
Subchapter V trustee.
Buddy D. Ford, Esq., at Buddy D. Ford, PA is the Debtor's legal
counsel.
Chad Van Horn, Esq., at Van Horn Law Group, PA serves as the
Debtor's counsel.
FIRST FRUITS: Unsecureds Owed $335K to Get $2K per Month for 3 Yrs
------------------------------------------------------------------
First Fruits Business Ministry, LLC filed with the U.S. Bankruptcy
Court for the District of South Carolina a Plan of Reorganization
for Small Business.
In 2002, Roger and Linda Catarino formed the Debtor for the purpose
making and selling nutritional health supplements with the mindset
a portion of the profits would be donated to charitable
organizations.
Although formed earlier, the company remained dormant until 2011,
wherein Roger and Linda sold some of their interest to investors,
raising enough money for the Debtor to buy IP and Patent #
6,899,892 "METHODS TO REDUCE BODY FAT", from the University of
Minnesota, with Imagenetix facilitating the purchase. Several
months later Imagenetix was embroiled in a dispute with Tripharma,
a former sub-licensee, who at one time had licensing rights to use
the Patent and IP. The conflict between the parties became so
volatile the disputes went to arbitration, leaving Debtor unable to
use the patent and IP for 2 years.
Thereafter, Imaginetix filed Chapter 11 bankruptcy, which converted
to Chapter 7, TriPharma obtained a default judgment in California
in April 2013 against Debtor in California and litigation with
TriPharma is continuing. The litigation was the catalyst for this
bankruptcy filing. Debtor needed a fresh start to focus on its
business.
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of approximately $10,000 per
month average. The final Plan payment is expected to be paid on
April 2026.
This Plan of Reorganization proposes to pay creditors of the Debtor
from business revenue and from the sale of the assets, including
the patent.
Non-priority unsecured creditors holding allowed claims will
receive distributions of up to 100 cents on the dollar depending on
the sales price of assets. This Plan also provides for the payment
of administrative and priority claims.
Class 4 consists of non-priority unsecured vendor claim of Total
Transport. This creditor has not filed a proof of claim. Debtor
believes it is owed $3,600. Debtor shall pay this amount over six
months in monthly payments of $600 to commence upon the Effective
Date.
Class 5 consist of the allowed amount of the unsecured general non
priority attorney fee creditors as may be settled in a lesser
amount. Beginning on the Effective Date, Debtor proposes to pay
$3,000 per month split pro rata among this class for a maximum
duration of 3 years no interest. Upon selling its IP and/or patent,
in lieu of continuing monthly payments, the net proceeds of the
sale will be split among this class, class 6 and class 7, with any
excess being paid to class 8.
Class 6 consists of the unsecured general non priority claims,
currently only of Ross Harrison This creditor has not filed a
claim, however Debtor believes he is owed $335,000. Beginning on
the Effective Date, Debtor shall pay $2,000 per month for a maximum
duration of 3 years no interest. If the Debtor sells its IP and/or
patent, in lieu of continuing the monthly payments, the net
proceeds of the sale will be split among this class, class 5 and 7,
with any excess being paid to class 8.
Class 7 consists of the amount owed to TriPharma, LLC. Beginning on
the Effective Date, Debtor shall pay $2,000 per month to TriPharma
on its judgment claim for a maximum duration of 3 years no
interest. In addition to the monthly payment, if the Debtor sells
its IP and/or patent, in lieu of continuing monthly payments, the
net proceeds of the sale will be split among this class, class 5
and class 6, with any excess being paid to class 8.
Class 8a consists of Linda Catarino, Roger J. Catarino and William
Kuhne who have made loans to the Debtor. These creditors will not
receive a disbursement until Classes 1-7 have been paid in full.
Upon payment, they will be paid pro rata from available proceeds.
Class 8b consists of the equity security holders of the Debtor,
those being listed on the company tax returns as owners plus
TriPharma, who claims a 12%+ ownership interest. After 8a has been
paid in full, TriPharma will receive 12% with the remaining members
listed on the tax return receiving the other 88%.
Debtor will make monthly payments to each class in accordance with
the plan. Debtor's budget demonstrated such payments are feasible
as the proposed monthly payout to creditors does not exceed
$10,000. In the event attorney's fees for litigation against
TriPharma cause Debtor to exceed its monthly budget, plus pay the
claims set forth in this Plan, Debtor's owners may personally fund
litigation, to be repaid by the Debtor in its best business
judgment after payment to all creditors holding allowed claims.
Debtor cannot guarantee whether creditors will be paid from the
proceeds of the sale of the IP and patent, however it intends to
sell within 3 years, with a private sale noticed to creditors or by
public an auction.
A full-text copy of the Plan of Reorganization dated January 3,
2023 is available at https://bit.ly/3IJZQKn from PacerMonitor.com
at no charge.
Attorney for the Plan Proponent:
Jane H. Downey, Esq.
Moore Bradley Myers Law Firm, P.A.
Post Office Box 5709
1700 Sunset Boulevard
West Columbia, SC 29171
Tel: (803) 454-1983
Fax: (803) 791-8410
Email: jane@mbmlawsc.com
About First Fruits Business Ministry
First Fruits Business Ministry, LLC is a privately held company,
which focuses on health and fitness through patented and
proprietary products that focus on losing body fat and building
lean muscle. The company is based in Columbia, S.C.
First Fruits Business Ministry sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. D.S.C. Case No. 22-02747) on
Oct. 7, 2022. In the petition signed by its chief executive
officer, Roger Catarino, the Debtor disclosed $23,348,908 in assets
and $1,628,225 in liabilities as of July 31, 2022.
Judge David R. Duncan oversees the case.
Jane H. Downey, Esq., at Moore Bradley Myers Law Firm, P.A. is the
Debtor's bankruptcy counsel. The Law Offices of Robert L. Hill, APC
and Woods Rogers Vandeventer Black, PLC serve as special counsels.
FLORIDA INTERNATIONAL: Taps Allen Turnage P.A. as Legal Counsel
---------------------------------------------------------------
Florida International Associates, Inc. seeks approval from the U.S.
Bankruptcy Court for the Northern District of Florida to employ
Allen Turnage, P.A. to handle its Chapter 11 case.
The firm will be paid at the rate of $400 per hour for its legal
services and will be reimbursed for out-of-pocket expenses
incurred. The retainer is $5,000.
Allen Turnage, Esq., a partner at Allen Turnage, P.A., 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:
Allen P. Turnage, Esq.
Allen Turnage, P.A.
P.O. Box 15219
Tallahassee, FL 32317
Tel: (850) 224-3231
Fax: (850) 224-2525
Email: service@turnagelaw.com
About Florida International Associates
Florida International Associates, Inc. sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Fla. Case No.
22-10165) on Oct. 16, 2022, with up to $500,000 in both assets and
liabilities. Judge Karen K. Specie oversees the case.
Allen Turnage, P.A. is the Debtor's legal counsel.
FLORIDA MULCH: Taps Latham Luna Eden & Beaudine as Legal Counsel
----------------------------------------------------------------
Florida Mulch, Inc. received approval from the U.S. Bankruptcy
Court for the Middle District of Florida to employ Latham Luna Eden
& Beaudine, LLP as its legal counsel.
The firm's services include:
a. advising as to the Debtor's rights and duties in its Chapter
11 case;
b. preparing pleadings, including a plan of reorganization; and
c. taking all other necessary actions incident to the proper
preservation and administration of the Debtor's estate.
Latham will charge $250 to $475 per hour for attorney's services
and $105 per hour for paraprofessional services. In addition, the
firm will seek reimbursement for its out-of-pocket expenses.
The firm received from the Debtor an advance fee of $51,728.
Daniel Velasquez, Esq., a partner at Latham Luna Eden & Beaudine,
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. Velasquez, Esq.
Latham Luna Eden & Beaudine, LLP
201 S. Orange Ave., Suite 1400
Orlando, FL 32801
Tel: (407) 481-5800
Fax: (407) 481-5801
Email: dvelasquez@lathamluna.com
About Florida Mulch
Florida Mulch, Inc. is a closely held Florida for-profit
corporation formed in 1978. Its core business involves the
production, delivery and installation of quality ground cover
products including multiple blends and colors of mulch, pine bark,
pine straw, and enviro mulch products.
Saint Cloud-based Florida Mulch filed a voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla.
Case No. 22-04018) on Nov. 9, 2022, and elected to pursue relief
under the provisions of Subchapter V. Robert Altman has been
appointed as Subchapter V trustee.
In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. Wilard palmer, president and sole
shareholder, signed the petition.
Judge Lori V. Vaughan oversees the case.
Daniel A. Velasquez, Esq., at Latham Luna Eden & Beaudine LLP,
serves as the Debtor's legal counsel.
FLUOR CORP: Egan-Jones Retains B Senior Unsecured Ratings
---------------------------------------------------------
Egan-Jones Ratings Company, on November 28, 2022, maintained its
'B' foreign currency and local currency senior unsecured ratings on
debt issued by Fluor Corporation.
Headquartered in Irving, Texas, Fluor Corporation provides oil and
gas infrastructure construction services.
FREE SPEECH: Alex Jones Needs Full Salary to Pay Bills
------------------------------------------------------
Cameron Langford of Courtyard reports that with Alex Jones and his
company facing more than $1 billion in defamation damages, his
bankruptcy attorney told a judge he is out of money and can't pay
his bills with his $40,000 monthly salary.
Promoting far-right conspiracy theories on his Infowars talk show,
Jones developed a massive social media following and earned up to
$7 million per month for Infowars' parent company Free Speech
Systems LLC -- of which he is the sole owner -- selling his
millions of acolytes diet supplements, prepper supplies and firearm
accessories.
His endless claims that the 2012 mass shooting of 20 students and
six staffers at Sandy Hook Elementary in Newtown, Connecticut was a
hoax staged by actors working for the government to justify seizing
Americans' firearms drove up ratings for his show and increased his
company's profits, but they may ultimately drive it out of
business.
Free Speech Systems' declaration of Chapter 11 bankruptcy in July
and Jones' parallel filing earlier this month bookended damages
awards totaling nearly $1.5 billion by juries in Texas and
Connecticut in defamation lawsuits brought by the families of Sandy
Hook victims.
The families are facing a long road to recover those awards as
Jones and Free Speech Systems are hiring counsel to appeal the
verdicts, and any compensation they receive must be paid out
through the bankruptcy cases filed in Houston.
To help Free Speech Systems stay afloat, Jones poured $900,000 of
his personal wealth into the company and agreed to take a salary
cut from more than $108,000 to $40,000 per month, his bankruptcy
attorney Vickie Driver with Crowe & Dunlevy of Dallas said in a
hearing Monday, December 19, 2022.
She asked U.S. Bankruptcy Judge Christopher Lopez to authorize Free
Speech Systems to pay Jones his full salary as he continues to put
out his syndicated talk show, aired in his studio in an undisclosed
locale on the outskirts of his home city of Austin, Texas.
"I didn't want another day to go by without people understanding
he's got bills to pay," said Driver, appearing remotely via video
conference software.
She said she was sitting next to Jones, who also logged on but sat
silent, looking on solemnly throughout the 90-minute hearing.
Driver warned that without Jones, Free Speech Systems would be
"administratively insolvent," unable to pay its attorneys and other
fees, and "go to Chapter 7" bankruptcy wherein all its property
would be liquidated with the proceeds going to creditors and then
it would go out of business.
"And right now, Mr. Jones can and may be forced to take third party
employment, if he cannot make what he needs to make to survive,"
Driver added.
Marty Brimmage of Akin Gump told the judge that the firm had been
retained earlier Monday by a newly formed creditors committee
composed of parents of Sandy Hook victims who successfully sued
Jones and Free Speech Systems.
Brimmage said he opposes increasing Jones' salary, noting that Free
Speech Systems' attorney, Raymond Battaglia, had just admitted the
company has $1.8 million in cash on hand but its revenues are
stagnant and it still has not paid off a $500,000 debt to PQPR
Holdings, an entity Jones and his parents own that supplies diet
supplements to Free Speech Systems.
"We believe, your honor, at this point there should be no changes
to the budget," Brimmage argued. "I think what you just heard from
Mr. Battaglia that money is not there. So in addition to us not
being in agreement at this point in time, I mean money just doesn't
grow on trees."
But Lopez said he will consider a motion to raise Jones' salary at
a Jan. 20 hearing if the parties cannot work out a deal before
then. He agreed with the debtors' counsel that the revenue Jones
generates "is the lifeblood" of Free Speech Systems.
While attorneys for the Sandy Hook litigants have accused Jones of
putting himself and Free Speech Systems into bankruptcy to avoid
paying their defamation awards, the parties are involved in
bankruptcy mediation that could lead to a settlement and shorten a
process that could otherwise take years.
But Jones' and his company's defamation-damages tab will only grow
after March 27, 2023 when a third and final trial in yet another
Sandy Hook defamation lawsuit brought by the parents of Noah
Pozner, the youngest victim of the shooting, is set to kick off in
Travis County District Court in Austin.
Jones initially cited the First Amendment as a defense against the
defamation lawsuits.
But judges in the Connecticut and Texas cases awarded the
plaintiffs default judgments after Jones failed to comply with
discovery orders and skipped over liability proceedings to damages
trials.
About Free Speech Systems
Free Speech Systems LLC is a broadcast media production and
distribution company that provides broadcasting aural programs by
radio to the public. Free Speech Systems is a family-run business
founded by Alex Jones.
FSS is presently engaged in the business of producing and
syndicating Jones' radio and video talk shows and selling products
targeted to Jones' loyal fan base via the Internet. Today, FSS
produces Alex Jones' syndicated news/talk show (The Alex Jones
Show) from Austin, Texas, which airs via the Genesis Communications
Network on over 100 radio stations across the United States and via
the internet through websites including Infowars.com.
Due to the content of Alex Jones' shows, Jones and FSS have faced
an all-out ban of Infowars from mainstream online spaces. Shunning
from financial institutions and banning Jones and FSS from major
tech companies began in 2018.
Conspiracy theorist Alex Jones has been sued by victims' family
members over Jones' lies that the 2012 Sandy Hook Elementary School
shooting was a hoax.
Jones' InfoW LLC and affiliates, IWHealth, LLC and Prison Planet
TV, LLC, filed petitions under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-60020) on April
18, 2022.
The Debtors agreed to the dismissal of the Chapter 11 cases in June
2022 after the Sandy Hook victim families dismissed the three
bankrupt companies from their lawsuits.
Free Speech Systems filed a voluntary petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex.
Case No. 22-60043) on July 29, 2022. In the petition filed by W.
Marc Schwartz, as chief restructuring officer, the Debtor reported
assets and liabilities between $50 million and $100 million.
Melissa A Haselden has been appointed as Subchapter V trustee.
Raymond William Battaglia, of Law Offices of Ray Battaglia, PLLC,
is the Debtor's counsel.
FTX GROUP: Opposes BlockFi's Claim to SBF's Robinhood Shares
------------------------------------------------------------
Dietrich Knauth of Reuters reports that collapsed crypto exchange
FTX on Thursday, December 22, asked a U.S. bankruptcy judge to stop
crypto lender BlockFi from laying claim to more than $440 million
worth of Robinhood stock purchased by indicted FTX founder Sam
Bankman-Fried.
BlockFi had filed a lawsuit on Nov. 28, 2022 demanding the turnover
of 56 million Robinhood shares that were allegedly pledged as
collateral for BlockFi's loans to the FTX-affiliated crypto hedge
fund Alameda Research.
But FTX and Alameda went bankrupt without repaying the BlockFi
loans, and U.S. bankruptcy law protects the companies from debt
collection efforts like BlockFi's lawsuit, FTX said in a filing in
U.S. bankruptcy court in Delaware.
FTX said it believes that the shares are actually owned by Alameda
Research, and that the bankrupt FTX companies must hold onto the
stock while investigating other disputed claims to the equity
shares' ownership.
Bankman-Fried himself has claimed ownership of the Robinhood
shares, and an individual FTX creditor has asked a court in
Antigua, where FTX is incorporated, to make the Robinhood shares
available to repay FTX creditors, according to FTX.
About FTX Group
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal the next day amid reports on FTX regarding mishandled customer
funds and alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10 showing FTX had $13.86
billion in liabilities and $14.6 billion in assets. However, only
$900 million of those assets were liquid, leading to the cash
crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims agent,
maintaining the page https://cases.ra.kroll.com/FTX/Home-Index
Lawyers at Paul Weiss represented SBF but later renounced
representing the entrepreneur due to a conflict of interest.
FTX said Bankman-Fried sought to claim the Robinhood shares as "a
source of payment for legal expenses." Bankman-Fried was arraigned
Thursday in New York on fraud charges, and released on a $250
million bond.
FTX, Alameda, and more than 100 FTX affiliates filed for bankruptcy
protection on Nov. 11, after a three-day period in which customers
withdrew $6 billion in assets from the crypto exchange.
FTX argued that BlockFi is attempting "an end-run" around U.S.
legal protections for bankrupt companies by tailoring its lawsuit
to target a non-bankrupt holding company rather than Alameda. Even
though the company, Emergent Fidelity, holds the Robinhood shares,
Alameda ultimately owns the shares and owes the debt to BlockFi,
according to FTX.
BlockFi did not immediately respond to a request for comment.
Emergent holds a 7.42% share of Robinhood, according to Refinitiv
data. Bankman-Fried began building his stake in Robinhood in the
middle of March, according to a U.S. Securities & Exchange
Commission filing.
About BlockFi Inc.
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.
FTX TRADING: Federal Prosecutors Probe Vanished $372 Million
------------------------------------------------------------
Ava Benny-Morrison of Bloomberg Law reports that federal
prosecutors are investigating an alleged cybercrime that drained
more than $370 million out of FTX just hours after the
cryptocurrency exchange filed for bankruptcy last November 2022.
The Department of Justice has launched a criminal probe into the
stolen assets that is separate from the fraud case against FTX
co-founder Sam Bankman-Fried, according to a person familiar with
the case who asked not to be identified as the investigations are
still ongoing. US authorities have managed to freeze some of the
stolen funds, the person confirmed. However the frozen assets only
represent a fraction of the entire loot.
It is unclear whether the infiltration was an inside job, as
Bankman-Fried suggested in interviews before his arrest, or the
work of an opportunistic hacker keen to exploit the vulnerabilities
of a crumbling company. The conduct could amount to a charge in
connection with computers fraud, which carries a maximum sentence
of 10 years in prison.
The amount stolen is considerably less than the billions of dollars
Bankman-Fried is accused of misusing while he was at the helm of
FTX. Authorities say the 30-year-old founder, who is currently on
bail and living in California, fraudulently raised $1.8 billion
from investors and used FTX funds to wage high-risk bets at hedge
fund Alameda Research and to cover personal expenses.
Spokespersons for the Department of Justice and Manhattan US
attorney's office declined to comment.
FTX's new chief executive, John J Ray III, revealed on Nov. 12,
2022 that there had been "unauthorized access" to FTX assets a day
earlier, the same day the estate had filed for bankruptcy.
The investigation is being led by the DOJ's National Cryptocurrency
Enforcement Team, a network of prosecutors focused on digital asset
investigations, a person familiar with the case said. The team is
working with Manhattan federal prosecutors in charge of the
sweeping criminal investigation that led to the arrest of
Bankman-Fried this month.
The amount siphoned from FTX by the unknown actor was about $372
million, according to bankruptcy filings. Authorities managed to
freeze funds on certain platforms because those outlets cooperated
with law enforcement, the person confirmed. That is not always the
case, especially with offshore exchanges.
In an analysis of the stolen funds' path last month, blockchain
analytics firm Elliptic stated the tokens drained from FTX wallets
were swapped for ETH, another cryptocurrency, through decentralized
exchanges. That was "a tactic commonly seen in large hacks," the
firm said at the time.
On Nov. 20, 2022 Chainalysis, another firm, tweeted that the stolen
funds were on "the move" and had been bridged from ETH to Bitcoin.
The group warned exchanges to be on the look out in case the hacker
tried to cash out. Some of the funds had also been deposited into a
mixer, which jumbles different types of cryptocurrencies together
to obfuscate the origins, according to ZachXBT, a Twitter user who
tracks crypto hacks.
About FTX Group
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal the next day amid reports on FTX regarding mishandled customer
funds and alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10 showing FTX had $13.86
billion in liabilities and $14.6 billion in assets. However, only
$900 million of those assets were liquid, leading to the cash
crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims agent,
maintaining the page https://cases.ra.kroll.com/FTX/Home-Index
Lawyers at Paul Weiss represented SBF but later renounced
representing the entrepreneur due to a conflict of interest.
The Official Committee of Unsecured Creditors tapped Paul Hastings
as counsel.
FTX TRADING: Non-US Customers Sue to Claim Funds
------------------------------------------------
The Ad Hoc Committee of Non-US Customers of FTX.com, comprising
international customers that hold accounts on the FTX.com platform,
filed in bankruptcy court a complaint seeking a declaratory
judgment against FTX Trading and its debt-affiliates that assets
customers deposited, held, received, or acquired on the FTX.com
platform are customer property and not property of the Debtors'
estates.
Under the clear and unambiguous language of the FTX.com Terms of
Service, title to digital assets on the FTX.com platform remained
at all times with the customer and did not transfer to FTX Trading
Ltd., which owned and controlled the FTX.com platform. Digital
assets held in customer accounts expressly were not the property of
and could not be loaned to FTX Trading or any of its affiliated
Debtors.
FTX Trading represented to customers in the Terms of Service that
it could issue them electronic money, or E-money, from the fiat
currency that they loaded into their accounts, and they could use
the E-money to purchase digital assets. The Terms of Service
provide that the customers could redeem all or part of any E-money
held in their accounts at any time.
Despite the clear and unambiguous language of the Terms of Service,
and as has now been widely reported, the FTX.com customers were the
victims of mass misappropriation of their funds. FTX Trading,
through its sister company, Alameda Research LLC ("Alameda")
surreptitiously siphoned off customer funds for its own use, in
violation of these express provisions, leading to over $8 billion
in customer deposits going missing.
Sam Bankman-Fried, the co-founder and majority owner of both FTX
Trading and Alameda, has been criminally charged for his role in
defrauding FTX.com customers by misappropriating their deposits.
Two of Bankman-Fried's top lieutenants, Zixiao "Gary" Wang and
Caroline Ellison, pleaded guilty to criminal charges for their
roles in the scheme and are cooperating with law enforcement. Wang
and Ellison also do not contest their liability on the CFTC's
claims, and they have consented to settlements of the SEC's
charges.
The Debtors' new CEO, John J. Ray, III, testified under oath to
Congress that: "This is really old fashioned embezzlement. This is
just taking money from customers and using it for your own purposes
. . . . This is just plain old embezzlement."
English law governs the Terms of Service. Under English law,
FTX.com customers -- and not FTX Trading or any other Debtor -- are
the owners of the assets they deposited, held, received, or
acquired on the FTX.com platform. If those assets can be
identified, either because they remain on the platform or because
they can be identified in another location, the customers are
entitled to recover the assets, free of any claims of other
customers or creditors.
Moreover, under English law, the customers also have a trust
interest in, or otherwise own beneficial or equitable proprietary
interests in, customer assets that have been commingled or
unallocated, up to the amount of the balance on their accounts.
Because these assets are customer property, and not the Debtors'
property, the assets are not part of the Debtors' estates under
section 541 of the Bankruptcy Code. So FTX.com customers are not
mere unsecured creditors of the Debtors, but rather the owners of
interests in property.
To date, however, the Debtors have classified FTX.com customers as
unsecured creditors and have frozen FTX.com customer withdrawals,
actions inconsistent with the customers' ownership rights. Thus, a
controversy exists, and the Ad Hoc Committee filed a complaint
seeking a declaratory judgment that the FTX.com customer assets are
not property of the estate, but instead, are customer property.
Counsel to the Ad Hoc Committee of Non-US Customers of FTX.com:
Eric D. Schwartz
MORRIS, NICHOLS, ARSHT & TUNNELL LLP
Eric D. Schwartz
Matthew B. Harvey
Paige N. Topper
Brian Loughnane
1201 North Market Street, 16th Floor
Wilmington, Delaware 19801
Telephone: (302) 658-9200
Facsimile: (302) 658-3989
E-mail: eschwartz@morrisnichols.com
mharvey@morrisnichols.com
ptopper@morrisnichols.com
bloughnane@morrisnichols.com
- and -
EVERSHEDS SUTHERLAND (US) LLP
Peter A. Ivanick
Sarah E. Paul
Philip H. Ehrlich
Lynn W. Holbert
The Grace Building, 40th Floor
1114 Avenue of the Americas
New York, New York 10036
Telephone: (212) 389-5000
Facsimile: (212) 389-5099
E-mail: peterivanick@eversheds-sutherland.com
sarahpaul@eversheds-sutherland.com
philipehrlich@eversheds-sutherland.com
lynnholbert@eversheds-sutherland.com
- and -
Erin E. Broderick
227 West Monroe Street, Suite 6000
Chicago, Illinois 60606
Telephone: (312) 724-9006
Facsimile: (312) 724-9322
E-mail: erinbroderick@eversheds-sutherland.com
- and -
Mark D. Sherrill
1001 Fannin Street, Suite 3700
Houston, Texas 77002
Telephone: (713) 470-6100
Facsimile: (713) 654-1301
E-mail: marksherrill@eversheds-sutherland.com
- and -
Andrea L. Gordon
700 Sixth Street NW, Suite 700
Washington, District of Columbia 20001
Telephone: (202) 383-0100
Facsimile: (202) 637-3593
E-mail: andreagordon@eversheds-sutherland.com
About FTX Group
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal the next day amid reports on FTX regarding mishandled customer
funds and alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10 showing FTX had $13.86
billion in liabilities and $14.6 billion in assets. However, only
$900 million of those assets were liquid, leading to the cash
crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims agent,
maintaining the page https://cases.ra.kroll.com/FTX/Home-Index
Lawyers at Paul Weiss represented SBF but later renounced
representing the entrepreneur due to a conflict of interest.
The Official Committee of Unsecured Creditors tapped Paul Hastings
as counsel.
FUTURE VALUE: Taps Law Office of D. Max Gardner as Counsel
----------------------------------------------------------
Future Value Construction, Inc. received approval from the U.S.
Bankruptcy Court for the Eastern District of California to employ
the Law Office of D. Max Gardner to handle its Chapter 11 case.
The Law Office of D. Max Gardner will be paid at these rates:
Attorneys $325 per hour
Legal Assistants $75 per hour
The firm will also be reimbursed for out-of-pocket expenses
incurred.
The firm received from the Debtor a retainer of $16,710.
D. Max Gardner, Esq. a partner at the Law Office of D. Max Gardner,
disclosed in a court filing that his firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
D. Max Gardner, Esq.
Law Office Of D. Max Gardner
930 Truxtun Ave., Suite 203
Bakersfield, CA 93301
Tel: (661) 864-7373
Fax: (661) 591-7366
Email: dmgardner@dmaxlaw.com
About Future Value Construction
Future Value Construction, Inc. filed a Chapter 11 bankruptcy
petition (Bankr. E.D. Calif. Case No. 22-12016) on Nov. 28, 2022,
with up to $50,000 in assets and up to $10 million in liabilities.
Judge Jennifer E. Niemann oversees the case.
The Debtor is represented by the Law Office of D. Max Gardner.
GEORGE D GROUP: Seeks to Hire the Riggi Law Firm as Counsel
-----------------------------------------------------------
George D Group, LLC and V&H Pizza 1, LLC seek approval from the
U.S. Bankruptcy Court for the District of Nevada to employ the
Riggi Law Firm as their legal counsel.
The firm will render these services:
(a) institute, prosecute, or defend any contested matters
arising out of the Debtors' Chapter 11 proceedings in which the
Debtors may be a party;
(b) assist in the recovery and obtaining necessary court
approval for recovery and liquidation of estate assets, and assist
in protecting and preserving the same where necessary;
(c) assist in determining the priorities and status of claims
and in filing objections thereto where necessary;
(d) assist in the preparation of a Chapter 11 plan; and
(e) perform all other legal services for the Debtors.
The hourly rates of the firm's counsel and staff are as follows:
Partners Not exceeding $450
Associates Not exceeding $195
In addition, the firm will seek reimbursement for expenses
incurred.
David Riggi, Esq., an attorney at the Riggi Law Firm, disclosed in
a court filing that his firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
David A. Riggi, Esq.
Riggi Law Firm
5550 Painted Mirage Rd., Suite 320
Las Vegas, NV 89149
Telephone: (702) 463-7777
Facsimile: (888) 306-7157
Email: RiggiLaw@gmail.com
About George D Group and V&H Pizza 1
George D Group, LLC, owner and operator of a pizza restaurant,
filed a Chapter 11 bankruptcy petition (Bankr. D. Nev. Case No.
22-13044) on Aug. 25, 2022. Its affiliate, V&H Pizza 1, LLC, sought
Chapter 11 protection (Bankr. D. Nev. Case No. 22-13327) on Sept.
15, 2022. The cases are jointly administered under Case No.
22-13044.
At the time of filing, George D Group disclosed up to $500,000 in
assets and up to $1 million in liabilities while V&H Pizza 1 listed
as much as $1 million in both assets and liabilities.
Judge August B. Landis oversees the cases.
David A. Riggi, Esq., at the Riggi Law Firm serves as the Debtors'
legal counsel.
GIRARDI & KEESE: Ex-CEO Takes Detention Fight to Cal. Fed. Court
----------------------------------------------------------------
David McAfee of Bloomberg Law reports that ex-Girardi Keese chief
financial officer Christopher Kamon will remain in custody in
California after a federal magistrate judge kicked the issue of
detention to a district court judge.
Kamon arrived in handcuffs to his second appearance in California
federal court on Wednesday, December 28, 2022, where his lawyers
had planned to argue that he deserves to be freed on a $1 million
bond in a case alleging a $10 million scheme to steal from the
now-defunct law firm.
During the scheduled detention hearing in a downtown Los Angeles
courtroom, Kamon planned to seek to review the order to have him
held without bond in Maryland. Kamon has been held without bail on
a warrant from the US District Court for the Central District of
California since November 2022 when he was arrested at the
Baltimore-Washington International Airport.
Kamon had his initial appearance in California federal court Dec.
19, 2022.
Judge Karen L. Stevenson heard an argument from prosecutors that
she didn't have jurisdiction to review the detention order from
Maryland, which was issued by another magistrate judge in that
state. The judge said that given these particular circumstances
involving ambiguous statutory language, it was best to refer the
detention issue to a district judge.
The judge also noted that there is a stipulated date for indictment
of Jan. 20, 2023 and a post-indictment hearing scheduled for Jan.
24, 2023.
The California bar and a Chicago federal judge said plaintiffs'
lawyer Thomas Girardi stole client funds owed to victims and
co-counsel in order to feed a lavish lifestyle for himself and his
celebrity wife, Real Housewives of Beverly Hills' star Erika Jayne
Girardi.
Creditors, including former named partner Robert Keese, forced
Girardi and the firm into involuntary bankruptcy. Girardi, who has
since been deemed incompetent to manage his own affairs, was
disbarred in June 2022.
Kamon stole more than $10 million through a lucrative "side fraud"
that funded numerous new cars, several swanky homes in California
and the Bahamas, and an escort on his personal payroll whom he paid
$20,000 per month, prosecutors alleged.
Kamon is represented by Skadden Arps Slate Meagher and Flom LLP.
The case is USA v. Kamon, C.D. Cal., No. 2:22-mj-04385, 12/28/22.
About Girardi & Keese
Girardi and Keese or Girardi & Keese was a Los Angeles-based law
firm founded in 1965 by lawyers Thomas Girardi and Robert Keese. It
served clients in California in a variety of legal areas. It was
known for representing plaintiffs against major corporations.
An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No.
20-21022) was filed in December 2020 against GIRARDI KEESE by
alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian,
Erika Saldana, Virginia Antonio, and Kimberly Archie.
The petitioners' attorneys:
Andrew Goodman
Goodman Law Offices, Apc
Tel: 818-802-5044
E-mail: agoodman@andyglaw.com
Elissa D. Miller, a member of the firm SulmeyerKupetz, has been
appointed as Chapter 7 trustee for GIRARDI KEESE. The Chapter 7
trustee can be reached at:
Elissa D. Miller
333 South Grand Ave., Suite 3400
Los Angeles, California 90071-1406
Telephone: (213) 626-2311
Facsimile: (213) 629-4520
E-mail: emiller@sulmeyerlaw.com
An involuntary Chapter 7 petition was also filed against Thomas
Vincent Girardi (Case No. 20-21020) on Dec. 18, 2020. The Chapter 7
trustee can be reached at:
Jason M. Rund
Email: trustee@srlawyers.com
840 Apollo Street, Suite 351
El Segundo, CA 90245
Telephone: (310) 640-1200
GTT COMMUNICATIONS: Davis Polk Advises Lone Star in Chapter 11
--------------------------------------------------------------
Davis Polk advised LSF XI Investments, LLC and its affiliates
("Lone Star"), the company's largest secured term loan lender, in
connection with the chapter 11 restructuring of GTT Communications,
Inc. On December 28, 2022, GTT's second amended third modified plan
of reorganization (the "Amended Plan") was confirmed by the United
States Bankruptcy Court for the Southern District of New York and
the company emerged from chapter 11 pursuant to the Amended Plan on
December 30, 2022.
On October 31, 2021, GTT filed a prepackaged plan of reorganization
that was confirmed by the Bankruptcy Court on December 16, 2021.
Following unforeseen delays to effectiveness and associated impacts
to go-forward liquidity, GTT filed the Amended Plan on November 27,
2022. Pursuant to the Amended Plan, GTT's funded debt will be
reduced by $2.8 billion, with holders of secured term loans
receiving 94.5% of the reorganized equity and approximately $783
million in take-back debt. The Davis Polk team worked with Lone
Star to negotiate the terms of the Amended Plan, including
modifications to the capital and governance structure of the
reorganized company. Davis Polk also advised Lone Star with respect
to GTT's cross-border regulatory approval process, in which Lone
Star played an active role and obtained equityholder-specific
regulatory approvals in seven non-U.S. jurisdictions. Under
reorganized GTT's governance documents, Lone Star has the right to
appoint two directors to reorganized GTT's nine-member board.
GTT is a leading provider of managed network and security
technologies to thousands of national and multinational companies.
GTT's suite of professional services includes SD-WAN, security,
internet, voice and other connectivity options which are uniquely
enabled by a top-ranked, global, Tier 1 IP backbone spanning more
than 260 cities on six continents.
The Davis Polk restructuring team included partners Damian S.
Schaible and David Schiff and associates Jonah A. Peppiatt and
Amber Leary. Counsel Matthew Yeowart provided regulatory advice.
The finance team included partner Scott M. Herrig and counsel Mayer
J. Steinman. Partner Roshni Banker Cariello and counsel Robert
(Bodie) Stewart provided capital markets advice. The corporate team
included partners William L. Taylor. The tax team included partner
Patrick E. Sigmon. Partners Elliot Moskowitz and Tatiana R. Martins
provided litigation advice. Members of the Davis Polk team are
based in the New York and London offices.
Davis Polk refers to Davis Polk & Wardwell LLP, a New York limited
liability partnership, and its associated entities.
About GTT Communications Inc.
Headquartered in McLean, Va., GTT Communications, Inc. --
http://www.gtt.net/-- owns and operates a global Tier 1 Internet
network and provides a comprehensive suite of cloud networking
services.
GTT and its affiliates sought Chapter 11 protection (Bankr.
S.D.N.Y. Lead Case No. 21-11880) on Oct. 31, 2021, to implement a
prepackaged Chapter 11 plan. GTT had total assets of $2.8 billion
and total debt of $4.1 billion as of June 30, 2021. As of the
petition date, the Debtors had pre-bankruptcy funded indebtedness
totaling $2.015 billion.
Judge Michael E. Wiles oversees the cases.
The Debtors tapped Akin Gump Strauss Hauer & Feld, LLP as legal
counsel; TRS Advisors as financial advisor and investment banker;
The Siegfried Group, LLP as accounting and financial resource
services provider; Ernst & Young LLP as tax, valuation and
accounting and advisory services provider; and Alvarez & Marsal,
LLC as restructuring advisor. Brian Fox, Alvarez & Marsal's
managing director, serves as the Debtors' chief restructuring
officer. Prime Clerk, LLC is the claims agent and administrative
advisor.
On Dec. 16, 2021, the court approved the Debtors' disclosure
statement and confirmed their joint prepackaged Chapter 11 plan of
reorganization.
INFINERA CORP: Egan-Jones Retains CC Senior Unsecured Ratings
-------------------------------------------------------------
Egan-Jones Ratings Company, on November 28, 2022, maintained its
'CC' foreign currency and local currency senior unsecured ratings
on debt issued by Infinera Corporation. EJR also maintained its 'C'
rating on commercial paper issued by the Company.
Headquartered in San Jose, California, Infinera Corporation
manufactures digital optical telecommunications equipment.
INPIXON: Signs $8.4M Note Purchase Agreement With Streeterville
---------------------------------------------------------------
Inpixon entered into a note purchase agreement on Dec. 30 with
Streeterville Capital, LLC, pursuant to which the Company agreed to
issue and sell to Streeterville an unsecured promissory note in an
aggregate initial principal amount of $8,400,000, which is payable
on or before the date that is 12 months from the issuance date.
The Initial Principal Amount includes an original issue discount of
$1,885,000 and $15,000 that the Company agreed to pay to
Streeterville to cover its legal fees, accounting costs, due
diligence, monitoring and other transaction costs. In exchange for
the Note, Streeterville paid an aggregate purchase price of
$6,500,000.
Streeterville is the holder of an outstanding promissory note of
the Company's issued on July 22, 2022 with a current outstanding
balance as of Dec. 30, 2022 of approximately $6.7 million and an
affiliate of the holder of an outstanding promissory note of the
Company issued on March 18, 2020 with a current outstanding balance
as of Dec. 30, 2022 of approximately $0.9 million.
The terms of the Note include:
Interest. Interest on the Note accrues at a rate of 10% per annum
and is payable on the maturity date or otherwise in accordance with
the Note.
Prepayment. The Company may pay all or any portion of the amount
owed earlier than it is due; provided that in the event the Company
elects to prepay all or any portion of the outstanding balance, it
shall pay to Streeterville 115% of the portion of the outstanding
balance the Company elects to prepay. Following an Event of
Default, each time the Company sells its common or preferred stock
in a financing for the purpose of raising capital, it will be
required to make a mandatory prepayment under the Note in an amount
equal to the lesser of 25% of the amount raised in such financing
and the outstanding balance due under the Note, payable within five
days of receiving such amount.
Redemption. Beginning on the date that is six months from the
issuance date and at the intervals indicated below until the Note
is paid in full, Streeterville shall have the right to redeem up to
an aggregate of 1/6 of the initial principal balance of the Note
plus any interest accrued thereunder each month by providing
written notice delivered to the Company by facsimile, email, mail,
overnight courier, or personal delivery; provided, however, that if
Streeterville does not exercise any Monthly Redemption Amount in
its corresponding month then such Monthly Redemption Amount shall
be available for Streeterville to redeem in any future month in
addition to such future month's Monthly Redemption Amount. Upon
receipt of any Monthly Redemption Notice, the Company shall pay the
applicable Monthly Redemption Amount in cash to Streeterville
within five business days of the Company's receipt of such Monthly
Redemption Notice.
Monitoring Fee. If the Note is still outstanding on the date that
is six months from the issuance date, then a one-time monitoring
fee equal to 10% of the then-current outstanding balance shall be
added to the Note.
Default Events. The Note includes customary event of default
provisions, subject to certain cure periods, and provides for a
default interest rate of 22%. Upon the occurrence of an event of
default (except a default due to the occurrence of bankruptcy or
insolvency proceedings), Streeterville may, by written notice,
declare all unpaid principal, plus all accrued interest and other
amounts due under the Note to be immediately due and payable
without presentment, demand, protest or any other notice of kind.
Upon the occurrence of a Bankruptcy-Related Event of Default,
immediately and without notice, all unpaid principal, plus all
accrued interest and other amounts due under the Note will become
immediately due and payable.
In addition, pursuant to the terms of the Purchase Agreement,
beginning on the closing date and ending on the date the Note is
paid in full, Streeterville shall have a right to participate at
its discretion in up to 10% of the amount sold in any financing
transaction. In the event the Company breaches its obligations
with respect to the Participation Right, Streeterville's sole and
exclusive remedy shall be to receive, as liquidated damages, an
amount equal to 20% of the amount Investor would have been entitled
to invest under the Participation Right. The Company's breach of
its obligation with respect to the Participation Right shall not be
considered as an Event of Default (as defined in the Note) under
the Note. The Participation Right does not apply in connection
with an offering of securities which qualifies as an Exempt
Issuance (as such term is defined in the Purchase Agreement), a
transaction under Section 3(a)(10) of the Securities Act of 1933,
as amended, a registered offering made pursuant to a registration
statement on Form S-1 or Form S-3, or in connection with the
satisfaction of outstanding trade payables.
The Purchase Agreement also provides for indemnification of
Streeterville and its affiliates in the event that they incur loss
or damage related to, among other things, a breach by the Company
of any of its representations, warranties or covenants under the
Purchase Agreement.
About Inpixon
Headquartered in Palo Alto, Calif., Inpixon (Nasdaq: INPX) is an
indoor data company and specializes in indoor intelligence. The
Company's indoor location data platform and patented technologies
ingest and integrate data with indoor maps enabling users to
harness the power of indoor data to create actionable
intelligence.
Inpixon reported a net loss of $70.13 million for the year ended
Dec. 31, 2021, a net loss of $29.21 million for the year ended Dec.
31, 2020, a net loss of $33.98 million for the year ended Dec. 31,
2019, and a net loss of $24.56 million for the year ended Dec. 31,
2018. As of Sept. 30, 2022, the Company had $108.59 million in
total assets, $21.61 million in total liabilities, $53.20 million
in mezzanine equity, and $33.79 million in total stockholders'
equity.
INTERDIGITAL INC: Egan-Jones Retains BB+ Senior Unsecured Ratings
-----------------------------------------------------------------
Egan-Jones Ratings Company, on November 28, 2022, maintained its
'BB+' foreign currency and local currency senior unsecured ratings
on debt issued by InterDigital, Inc.
Headquartered in Wilmington, Delaware, InterDigital, Inc. designs
and develops technology for advanced digital wireless
telecommunications applications.
J&P FLASH INC: Gets OK to Hire Real Estate Brokers
--------------------------------------------------
J&P Flash, Inc. received approval from the U.S. Bankruptcy Court
for the Western District of Tennessee to employ ParaSell, Inc., and
Meridian Storage Group, LLC as real estate brokers.
The Debtor requires a real estate broker to market for sale its
self-storage businesses in West Memphis, Ariz.
The firms will be paid a commission of 3.5 percent of the gross
sales price.
As disclosed in court filings, ParaSell and Meridian Storage Group
are "disinterested" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached at:
Patrick Kidder
Meridian Storage Group, LLC
111 2nd Ave NE, Ste 1006
St. Petersburg, FL 33701
Tel: (727) 219-9051
Email: patrick@meridianstoragegroup.com
- and -
Scott Reid
ParaSell, Inc.
17300 Red Hill Ave., Ste 100
Irvine, CA 92614
Tel: (949) 942-6585
Email: broker@parasellinc.com
About J&P Flash
J&P Flash, Inc., a company in West Memphis, Ariz., sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.
Tenn. Case No. 21-23968) on Dec. 1, 2021, with up to $50,000 in
assets and up to $10 million in liabilities. Dwayne Jones, vice
president of J&P Flash, signed the petition.
Judge Denise E. Barnett oversees the case.
Glankler Brown, PLLC serves as the Debtor's legal counsel.
JAGUAR HEALTH: Top Execs Agree to Cancel 315,131 Stock Options
--------------------------------------------------------------
Jaguar Health, Inc. entered into Company Stock Option Cancellation
Agreements with certain of its executive officers, including Lisa
A. Conte, president and chief executive officer; Carol Lizak, chief
financial officer; Dr. Steven R. King, Chief of Sustainable Supply,
Ethnobotanical Research and Intellectual Property and secretary;
and Jonathan Wolin, chief of staff, general counsel and chief
compliance officer, pursuant to which such individuals agreed to
the surrender and cancellation of certain previously granted stock
options to purchase an aggregate of 315,131 shares of the Company's
voting common stock, par value $0.0001 per share, at an exercise
price of $5.97 per share. In consideration for the cancellation of
the Options, the Company agreed to pay $300 to each Executive
Officer.
The Executive Officers and the aggregate number of shares of Common
Stock underlying the cancelled Options held by each such Executive
Officer are as follows:
Aggregate Number of
Shares of Common Stock
Name of Underlying the
Executive Officer Cancelled Options
Lisa Conte 142,500
Dr. Steven King 42,223
Carol Lizak 14,294
Jonathan Wolin 21,112
Other Executive Officers 95,002
Total 315,131
The Options cancelled vest ratably on a monthly basis over 36
months from the grant date, such that they would have become fully
vested on April 5, 2024, subject to continued employment by the
applicable Executive Officer. As such, the cancellation will
benefit the Company's stockholders' equity in each of the next five
quarters.
About Jaguar Health
Jaguar Health, Inc. -- http://www.jaguar.health-- is a commercial
stage pharmaceuticals company focused on developing novel,
sustainably derived gastrointestinal products on a global basis.
The Company's wholly owned subsidiary, Napo Pharmaceuticals, Inc.,
focuses on developing and commercializing proprietary human
gastrointestinal pharmaceuticals for the global marketplace from
plants used traditionally in rainforest areas. Its Mytesi
(crofelemer) product is approved by the U.S. FDA for the
symptomatic relief of noninfectious diarrhea in adults with
HIV/AIDS on antiretroviral therapy.
Jaguar Health reported a net loss and comprehensive loss of $52.60
for the year ended Dec. 31, 2021, a net loss and comprehensive loss
of $33.81 million for the year ended Dec. 31, 2020, a net loss and
comprehensive loss of $38.54 million for the year ended Dec. 31,
2019, and a net loss of $32.15 million for the year ended Dec. 31,
2018. As of Sept. 30, 2022, the Company had $51.28 million in
total assets, $47.69 million in total liabilities, and $3.60
million in total stockholders' equity.
Larkspur, California-based RBSM, LLP, the Company's auditor since
2021, issued a "going concern" qualification in its report dated
March 11, 2022, citing that the Company has an accumulated deficit,
recurring losses, and expects continuing future losses. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
JERSEY CITY CCS: Moody's Upgrades Rating on Revenue Bonds to Ba2
----------------------------------------------------------------
Moody's Investors Service has upgraded the rating on the revenue
bonds of Jersey City Community Charter School, NJ (JCCCS) to Ba2
from Ba3. The outlook is changed to stable from negative.
RATINGS RATIONALE
The upgrade to Ba2 from Ba3 reflects the significantly improved
cash position leading to a material improvement in liquidity which
should be sustained. In addition, school revenues benefit from
increased per pupil funding supporting debt service coverage and a
track record of multiple charter renewals.
The Ba2 rating incorporates the school's enrollment profile
including full enrollment and management's view enrollment will
remain or improve from current levels. These factors reflect a
trend of high parent satisfaction scores and limited competition
with other charters, and Jersey City Public Schools.
However, the Ba2 rating continues to recognize substantial credit
risk associated with the school's modest scale of operating
revenues and comparatively weak academic results, which is a proxy
for competitiveness and demand, a key consideration for charter
renewal. Programmatic investments to improve academic outcomes will
prompt incremental expenses and in a climate of payroll inflation
could impair operating performance over time.
RATING OUTLOOK
The stable outlook reflects the schools return to full enrollment
following the pandemic and management's expectations of maintaining
current enrollment levels. Likewise, the outlook captures the
schools state and local funding, consistently positive operating
performance, strong debt service coverage. The outlook is
predicated on maintaining improved monthly days cash on hand and no
substantial debt plans.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATING
Demonstration of long-term stable enrollment demand
Materially improved academic performance
Larger scale of operations
Improved reporting and transparency
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATING
Deficit operations
Significant decline in debt service coverage or days cash on hand
Significant increase in leverage
Findings by the authorizer
LEGAL SECURITY
The bonds are secured by a revenue pledge of per-pupil revenues.
Additional security is provide by a first lien mortgage on both
school facilities appraised at $9.27 million and a Debt Service
Reserve Fund funded at MADS. Additionally under the bond documents
the school covenants a minimum debt service coverage of 1.10 times
(event of default below 1.00 times) and a liquidity minimum of 30
days cash on hand.
PROFILE
Jersey City Community Charter School, founded and authorized in
1997, operates two campuses, K-5 and 6-8, under a single charter in
Jersey City, NJ. The campus are approximately 2.5 miles apart. As
of academic year 2021-22 the school served 555 students and had a
waitlist of 330 students and was fully enrolled. The school is
authorized by the State of New Jersey Department of Education, the
current charter expires June 30, 2026. The charter scores generally
low for academic proficiency across most grades.
METHODOLOGY
The principal methodology used in this rating was US Charter
Schools published in September 2016.
JFM HAMBURG: Seeks Cash Collateral Access
-----------------------------------------
JFM Hamburg LLC asks the U.S. Bankruptcy Court for the District of
New Jersey for authority to use cash collateral in accordance with
the budget.
The Debtor requires the use of cash collateral to pay its ordinary
and necessary expenses.
The U.S. Small Business Administration may claim an interest in the
Debtor's cash collateral.
The Debtor has operated a Popeye's Chicken franchise in Wayne, New
Jersey, since 2008 pursuant to a written Franchise Agreement with
Popeye's Louisiana Kitchen.
The Debtor was owned by Ramesh Jethwa until he passed away on
December 19, 2018. Thereafter, by letter dated July 12, 2022, PKLI
without any reasoning supplied to her, denied the Debtor's
application to transfer Ramesh's interest in the Debtor to his
wife, Ranjana Jethwa, who has been capably operating the restaurant
since Ramesh's passing.
Subsequently, PLKI purported to terminate the Debtor's Franchise
Agreement as of January 8, 2023, based solely on the fact Ramesh's
interest in the Debtor was not transferred within 18 months of his
death.
Simultaneous with the filing of its petition, the Debtor has filed
an adversary proceeding against PLKI seeking a determination that
the Franchise Agreement was not effectively terminated prior to the
Petition Date and the Franchise Agreement can be assumed.
On July 6, 2020, the Debtor borrowed $150,000 pursuant to a Loan
Agreement with the SBA.
The Debtor's obligations to the SBA under the Loan Agreement are
secured by a security interest in all of the Debtor's personal
property and the proceeds therefrom, including inventory.
The amount due under the Loan Agreement is payable in monthly
installments of principal and interest at 3.75% per annum of $731
beginning 12 months from the date of the Promissory Note and the
balance of principal and interest is payable 30 years from the date
of the Promissory Note.
As of December 1, 2022, the SBA asserts there is due under the Loan
Agreement the sum of approximately $165,000.
As adequate protection, the Debtor will grant the SBA a replacement
lie in the Debtor's post-petition assets to the extent the use of
cash collateral results in a decrease in the value of the secured
creditor's collateral.
In addition to the replacement lien, the Debtor proposes to grant
the SBA a superpriority administrative claim equal to any
diminution in the value of the collateral pursuant to section
507(b) of the Bankruptcy Code and to make monthly payments as
reflected in the Budget to SBA, which has a first priority lien in
the Collateral which is not disputed by the Debtor.
A copy of the motion is available at https://bit.ly/3VSbTI5 from
PacerMonitor.com.
About JFM Hamburg LLC
JFM Hamburg LLC operates a Popeye's Chicken franchise in Wayne, New
Jersey since 2008 pursuant to a written Franchise Agreement with
Popeye's Louisiana Kitchen.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 23-10057) on January 4,
2023. In the petition signed by Ranjana Jethwa, manager, the Debtor
disclosed up to $100,000 in assets and up to $500,000 in
liabilities.
John P. Di Iorio, Esq., at Shapiro, Croland, Reiser, Apfel & Di
Iorio, LLP, is the Debtor's legal counsel.
KEW NDBM HOLD: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: KEW NDBM HOLD 2607, LLC
146 Spencer Street
Suite 5007
Brooklyn, NY 11205
Business Description: The Debtor is primarily engaged in renting
and leasing real estate properties.
Chapter 11 Petition Date: January 4, 2023
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 23-40024
Judge: Hon. Jil Mazer-Marino
Debtor's Counsel: Leo Jacobs, Esq.
JACOBS PC
595 Madison Avenue FL 39
New York, NY 10022
Tel: (718) 772-8704
Email: leo@jacobspc.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Sigmund Freund as sole member.
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/JBQB3EA/KEW_NDBM_HOLD_2607_LLC__nyebke-23-40024__0001.0.pdf?mcid=tGE4TAMA
KLX ENERGY: Noteholders Swap $8.75 Million Notes for Equity
-----------------------------------------------------------
During the period from Nov. 11, 2022 through Dec. 30, 2022, KLX
Energy Services Holdings, Inc. entered into debt for equity
exchange agreements with certain holders of its 11.5% senior
secured notes due 2025. Pursuant to the Exchange Agreements, the
Noteholders exchanged $8.75 million in aggregate principal amount
of the Company's outstanding Notes for an aggregate of 542,567
shares of the Company's common stock, as disclosed in the Company's
Form 8-K filed with the Securities and Exchange Commission.
The Company's shares of common stock issued in connection with the
Exchanges were not registered under the Securities Act of 1933, as
amended, and were issued to existing holders of the Company's
securities without commission in reliance on the exemption from
registration provided by Section 3(a)(9) of the Securities Act.
Following the Exchanges and the other debt for equity exchanges
completed in 2022, approximately $237.25 million in aggregate
principal amount of Notes will remain outstanding.
About KLX Energy
Headquartered in Wellington, Florida, KLX Energy Services Holdings,
Inc. is a provider of diversified oilfield services to leading
onshore oil and natural gas exploration and production companies
operating in both conventional and unconventional plays in all of
the active major basins throughout the United States. The Company
delivers mission critical oilfield services focused on drilling,
completion, intervention and production activities for the most
technically demanding wells from over 60 service facilities located
in the United States. KLXE's complementary suite of proprietary
products and specialized services is supported by technically
skilled personnel and a broad portfolio of innovative in-house
research and development, manufacturing, repair and maintenance
capabilities.
KLX Energy reported a net loss of $93.8 million for the 11-month
transition period ended Dec. 31, 2021, compared to a net loss of
$332.2 million for the fiscal year ended Jan. 31, 2021. As of
Sept. 30, 2022, the Company had $440.1 million in total assets,
$156.5 million in total current liabilities, $295.6 million in
long-term debt, $26 million in long-term operating lease
obligations, $17.5 million in long-term finance lease obligations,
$0.4 million in other non-current liabilities, and a total
stockholders' deficit of $55.9 million.
* * *
As reported by the TCR on Feb. 23, 2021, Moody's Investors Service
completed a periodic review of the ratings of KLX Energy Services
Holdings, Inc. and other ratings that are associated with the same
analytical unit. KLX Energy Services Holdings, Inc.'s (KLXE) Caa1
Corporate Family Rating reflects the company's relatively small
scale while providing a range of well completion, intervention,
drilling and production services in a highly cyclical industry.
As reported by the TCR on March 31, 2022, S&P Global Ratings
affirmed its 'CCC+' issuer credit rating on KLX Energy Services
Holdings Inc. S&P said "Our 'CCC+' rating continues to reflect
KLXE's unsustainable credit metrics."
KOPIN CORP: John Fan's Employment Agreement as Officer Expires
--------------------------------------------------------------
The employment agreement of Dr. John C.C. Fan, an executive officer
of Kopin Corporation, expired pursuant to its terms on Dec. 24,
2022, and Dr. Fan retired as an employee of the Company. He is
expected to continue to serve the remainder of his term as Chairman
of the Board of Directors, according to the Company's Form 8-K as
filed with the Securities and Exchange Commission.
About Kopin
Kopin Corporation -- http://www.kopin.com-- is a developer and
provider of high-resolution microdisplays, microdisplay
subassemblies and related components for defense, enterprise,
industrial, and consumer products. Its products are used for
soldier, avionic, armored vehicle and training & simulation defense
applications; industrial, public safety and medical headsets; 3D
optical inspection systems; and consumer augmented reality and
virtual reality wearable headsets systems.
Kopin reported a net loss of $13.47 million for the year ended Dec.
25, 2021, a net loss of $4.53 million for the year ended Dec. 26,
2020, and a net loss of $29.37 million for the year ended Dec. 28,
2019. As of Sept. 24, 2022, the Company had $49.48 million in
total assets, $19.27 million in total liabilities, and $30.21
million in total stockholders' equity.
LAMAR ADVERTISING: Egan-Jones Retains BB- Senior Unsecured Ratings
------------------------------------------------------------------
Egan-Jones Ratings Company, on November 29, 2022, maintained its
'BB-' foreign currency and local currency senior unsecured ratings
on debt issued by Lamar Advertising Company.
Headquartered in Baton Rouge, Louisiana, Lamar Advertising Company
owns and operates outdoor advertising structures in the United
States.
LEAR CAPITAL: Gets OK to Hire Fernald Law Group as Special Counsel
------------------------------------------------------------------
Lear Capital, Inc. received approval from the U.S. Bankruptcy Court
for the District of Delaware to employ Fernald Law Group, APC as
special counsel.
The Debtor needs the firm's legal assistance in connection with the
investigation and pursuit of a trade secret claim against a former
employee.
The firm will be paid at these rates:
Attorneys $495 per hour
Paralegals $175 per hour
Brandon Fernald, Esq., a partner at Fernald Law Group, disclosed in
a court filing that his firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Brandon C. Fernald, Esq.
Fernald Law Group, APC
15910 Ventura Blvd., Suite 1702
Los Angeles, CA 91436
Tel: (323) 677-4874
Fax: (323) 410-0330
Email: brandon@fernaldlawgroup.com
About Lear Capital
Lear Capital, Inc. is a silver and gold coin dealer based in Los
Angeles, Calif.
Lear Capital filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Del. Case No. 22-10165) on March 2,
2022, to weather possible future legal claims associated with its
sales practices as well as customer disclosures. Jami B. Nimeroff
serves as Subchapter V trustee.
As of Feb. 28, 2022, Lear Capital had assets of $34,449,619 against
liabilities of $22,355,066.
Judge Brendan Linehan Shannon oversees the case.
The Debtor tapped Shulman Bastian Friedman & Bui, LLP as general
bankruptcy counsel; Morris James, LLP as local counsel; Mitchell
Silberberg & Knupp, LLP, The Cook Law Firm, P.C. and Fernald Law
Group, APC as special counsels; Paladin Management Group as
financial advisor; and Baker Tilly US, LLP as accountant. BMC
Group, Inc., is the claims, noticing and administrative agent.
On July 13, 2022, the U.S. Trustee appointed the committee of
customers in this Chapter 11 case. The committee tapped Potter
Anderson & Corroon, LLP as legal counsel and Dundon Advisors, LLC
as financial advisor.
LINCOLN NATIONAL: Egan-Jones Hikes Senior Unsecured Ratings to BB+
------------------------------------------------------------------
Egan-Jones Ratings Company, on November 28, 2022, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Lincoln National Corporation to BB+ from BBB-.
Headquartered in Radnor, Pennsylvania, Lincoln National Corporation
is a financial services company headquartered in Radnor, PA,
marketed as Lincoln Financial Group.
LONESOME VALLEY: Wins Continued Cash Collateral Access
------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona authorized
Lonesome Valley Brewing, Inc. to continue using cash collateral in
accordance with the budget, with a 10% variance.
The Court said the U.S. Small Business Administration and any other
creditor will receive replacement liens in the post-petition
assets, including cash, to the same extent, validity, and priority
as their interest in cash collateral as of the Petition Date up to
the value of any depreciation in the unavoidable portion of such
interest during the pendency of the case. All parties reserve all
rights regarding the extent, validity, and priority of the
Applicable Creditors interests in Estate property, including cash
collateral.
As previously reported by the Troubled Company Reporter, the Debtor
had an estimated $5,556 in deposit accounts. As of the Petition
Date, the Debtor estimates it had $11,964 in pending proceeds from
unprocessed credit card transactions at the time of filing.
The Debtor is unaware of any creditor having a perfected interest
or control over the Debtor's Accounts as of the Petition Date.
The Debtor believes the SBA holds a first-priority interest in the
Debtor's pre-petition assets, including the receivables. The SBA
asserts a $736,496 claim.
The Debtor believes the SBA Claim may be lower than asserted but
does not believe that its assets exceed the value of the SBA
Claim.
The Debtor is aware of additional parties who have asserted or may
assert a security interest in the Debtor's accounts or
receivables:
a. Arizona Department of Revenue;
b. Greenbox Capital/Merchant Capital Group, LLC;
c. Holloway Funding Group/ Adam Wines Consulting, LLC;
d. IOU Central Inc.; and
e. DMKA, LLC
The Debtor is also aware that these agencies have filed financing
statements on behalf of unnamed creditors that assert an interest
in the Debtor's accounts or receivables:
a. Corporation Service Company
b. First Corporate Solutions
Apart from the SBA, the Debtor does not believe these Applicable
Creditors have any interest in the Debtor's assets under 11 U.S.C.
section 506(a)(1).
A copy of the order and the Debtor's budget for the period from
October to December 2022 is available at https://bit.ly/3Cp7fe6
from PacerMonitor.com.
The Debtor projects $178,673 in total disposable income and
$182,813 in total plan payments from 2023 to 2025.
About Lonesome Valley Brewing, Inc.
Lonesome Valley Brewing, Inc. operates two bar and restaurant
locations in northern Arizona: a craft brewery in Prescott Valley
and a pub in Prescott.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Ariz. Case No. 22-05747) on August 29,
2022. In the petition signed by Joanne Cole, chief financial
officer, the Debtor disclosed up to $500,000 in assets and up to
$10 million in liabilities.
Judge Brenda K. Martin oversees the case.
Thomas H. Allen, Esq., at Allen Barnes & Jones, PLC is the Debtor's
counsel.
MACTAVISH PUBS: Gets OK to Hire ATA Associates as Accountant
------------------------------------------------------------
MacTavish Pubs, Inc. received approval from the U.S. Bankruptcy
Court for the Western District of Pennsylvania to employ ATA
Associates, P.C. as its accountant.
The Debtor requires an accountant to prepare its monthly operating
reports and supporting documentation.
ATA Associates will be paid at the rate of $75 per hour.
Thomas Kearn, a partner at ATA Associates, 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:
Thomas Kearn
ATA Associates, P.C.
4160 Washington Rd #7
Canonsburg, PA 15317
Tel: (724) 941-9680
About MacTavish Pubs
About MacTavish Pubs
MacTavish Pubs Inc., a pub in Pittsburgh, Pa., filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
W.D. Pa. Case No. 22-22310) on Nov. 21, 2022, with up to $50,000 in
assets and $1 million to $10 million in liabilities. Andrew
Topping, president of MacTavish Pubs, signed the petition.
Matthew M. Herron, Esq., at The Debtor Doctors, LLC and Flaherty &
O'Hara, P.C. serve as the Debtor's bankruptcy counsel and special
counsel, respectively. ATA Associates, P.C. is the Debtor's
accountant.
MANITOWOC CO: Egan-Jones Retains BB- Senior Unsecured Ratings
-------------------------------------------------------------
Egan-Jones Ratings Company, on November 28, 2022, maintained its
'BB-' foreign currency and local currency senior unsecured ratings
on debt issued by Manitowoc Company, Inc.
Headquartered in Milwaukee, Wisconsin, Manitowoc Company, Inc. is a
diversified industrial manufacturer of cranes and related
products.
MARCUSE COMPANIES: Starts Subchapter V Bankruptcy Proceedings
-------------------------------------------------------------
The Marcuse Companies Inc. filed for chapter 11 protection in the
Northern District of Texas. The Debtor elected on its voluntary
petition to proceed under Subchapter V of chapter 11 of the
Bankruptcy Code.
Formed in 1925, the Debtor is a woman-owned, economically
disadvantaged,
SBA Certified Small Business which is the leading distributor of
air compressors and air compressor parts in North Texas. In
addition to sales of all major brands, the Debtor employs
experienced and well-trained service technicians to provide air
compressor assistance including parts breakdowns, diagnostics and
detailed descriptions of parts and accessories. The Debtor's
primary office is located at 3501 North Main Street, Fort Worth,
Texas and its workforce currently consists of eight employees
The Debtor on the Petition Date filed motions to use cash
collateral, pay prepetition wages, and grant adequate assurance to
utilities.
According to court filings, The Marcuse Companies estimates between
$1 million to $10 million in debt owed to 1 to 49 creditors. The
petition states that funds will be available to unsecured
creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Feb. 1, 2023, at 11:00 AM by TELEPHONE.
Proofs of claims are due by March 3, 2023.
About The Marcuse Companies
The Marcuse Companies Inc. -- https://www.marcusecompressor.com/ --
doing business as Marcuse & Son Inc. is a distributor of air
compressors and air compressor parts in North Texas. It also sells
industrial sized blast & paint rooms/booths.
The Marcus Companies filed a petition for relief under Subchapter V
of Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No.
22-43146) on Dec. 23, 2022. In the petition filed by Sydney A.
English, as president, the Debtor reported assets between $500,000
and $1 million and liabilities between $1 million and $10 million.
The Debtor is represented by:
Joseph F Postnikoff, Esq.
c/o Joseph F. Postnikoff
3501 N Main Street
Fort Worth, TX 76106
MEND CORRECTIONAL: U.S. Trustee Appoints Pivot Health Lawyer as PCO
-------------------------------------------------------------------
Mary Jensen, Acting U.S. Trustee for Region 12, appointed Susan
Goodman, Esq., as patient care ombudsman for MEnD Correctional
Care, PLLC.
Ms. Goodman is an attorney at Pivot Health Law, LLC. She is
licensed in the State of Texas and admitted to practice in the
Northern and Western Federal Districts.
In court filings, Ms. Goodman disclosed that she is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The ombudsman may be reached at:
Susan N. Goodman, RN, JD
Pivot Health Law, LLC
P.O. Box 69734
Oro Valley, AZ 85737
Tel: (520) 744-7061
Fax: (520) 575-4075
Email: sgoodman@pivothealthaz.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.
MERCURITY FINTECH: Posts US$2.4M Net Loss in First Half of 2022
---------------------------------------------------------------
Mercurity Fintech Holding Inc. reported a net loss of US$2.37
million on US$783,000 of total revenues for the six months ended
June 30, 2022, compared to a net loss of US$15.30 million on
US$6,000 of total revenues for the six months ended June 30, 2021.
As of June 30, 2022, Mercurity had US$7.62 million in total assets,
US$1.02 million in total liabilities, and US$6.60 million in total
shareholders' equity. Cash and cash equivalents were US$204,587 as
of June 30, 2022, compared to US$440,636 as of Dec. 31, 2021.
Mr. Shi Qiu, the chief executive officer, commented, "MFH has
reinvented itself in the first half of 2022 with the changes of our
Board of Directors ... and the management team, and has focused on
setting the foundations for future business opportunities.
Specifically, we have been divesting certain operations in Asia and
moving toward global operations focusing on the United States.
These are significant changes and as our Company continues to
evolve with the future blockchain technologies, we expect to profit
considerably in years to come. Despite the crypto winter and
unpredictable capital markets, we are satisfied with how our
Company has navigated these difficult market conditions; having
increased revenue, cut overhead costs, and received significant
investments through three rounds of financing in the fourth quarter
of 2022. Through the capital raises and recent management
restructuring, we have reaffirmed our Company's core values with a
focus on our shareholders and have set the foundations for robust
future growth opportunities in 2023."
A full-text copy of the press release is available for free at:
https://www.sec.gov/Archives/edgar/data/1527762/000110465922130694/tm2233649d1_ex99-1.htm
About Mercurity
Formerly known as JMU Limited, Mercurity Fintech Holding Inc. is a
digital fintech group powered by blockchain technology. The
Company's primary business scope includes digital asset trading,
asset digitization, cross-border remittance and other services,
providing compliant, professional, and highly efficient digital
financial services to its customers. The Company recently began
to narrow in on Bitcoin mining, digital currency investment and
trading, and other related fields. This shift has enabled the
company to deepen its involvement in all aspects of the blockchain
industry, from production to circulation.
Mercurity reported a net loss of $20.75 million for the year ended
Dec. 31, 2021, a net loss of $1.65 million for the year ended
Dec. 31, 2020, a net loss of $1.22 million for the year ended Dec.
31, 2019, a net loss of $123.24 million for the year ended Dec. 31,
2018, and a net loss of $161.90 million for the year ended Dec. 31,
2017.
MESOBLAST LTD: Extends Availability of Undrawn Tranches of Facility
-------------------------------------------------------------------
Mesoblast Limited said that funds managed by Oaktree Capital
Management, L.P. have extended to the company the availability of
up to an additional US$30.0 million of its US$90 million five-year
facility subject to achieving certain milestones on or before Sept.
30, 2023.
Mesoblast drew the first tranche of US$60 million in November 2021.
The facility has a three-year interest only period, at a rate of
9.75% per annum, after which time 40% of the principal amortizes
over two years and a final payment due November 2026. In
consideration for the milestone extension period, Oaktree will
receive warrants to purchase 455,000 American Depositary Shares
(ADSs)1 at US$3.70 per ADS, a 15% premium to the 30-day VWAP. The
warrants may be exercised within seven years of issuance.
About Mesoblast
Headquartered in Melbourne, Australia, Mesoblast Limited --
www.mesoblast.com -- is a developer of allogeneic (off-the-shelf)
cellular medicines for the treatment of severe and life-threatening
inflammatory conditions. The Company has leveraged its proprietary
mesenchymal lineage cell therapy technology platform to establish a
broad portfolio of late-stage product candidates which respond to
severe inflammation by releasing anti-inflammatory factors that
counter and modulate multiple effector arms of the immune system,
resulting in significant reduction of the damaging inflammatory
process. Mesoblast has locations in Australia, the United States
and Singapore and is listed on the Australian Securities Exchange
(MSB) and on the Nasdaq (MESO).
Mesoblast reported a loss attributable to owners of US$91.35
million for the year ended June 30, 2022, compared to a loss
attributable to owners of US$98.81 million for the year ended June
30, 2021. As of Sept. 30, 2022, the Company had US$684.49 million
in total assets, US$161.69 million in total liabilities, and
US$522.81 million in total equity.
Melbourne, Australia-based PricewaterhouseCoopers, the Company's
auditor since 2008, issued a "going concern" qualification in its
report dated Aug. 31, 2022, citing that the Company has net cash
outflows from operating activities and will need to obtain
financing from one or more sources that raise substantial doubt
about its ability to continue as a going concern.
MGA MANAGEMENT: Wins Cash Collateral Access Thru Jan 31
-------------------------------------------------------
The U.S. Bankruptcy Court for the District of Connecticut, Hartford
Division, authorized MGA Management, LLC to use the cash collateral
of SecurityPlus Federal Credit Union on an interim basis in
accordance with the budget, with a 10% variance, through January
31, 2023.
MGA requires interim access to cash receipts to pay business
expenses necessary to avoid irreparable harm to the estate.
As of the Petition Date, the Credit Union made loans to the Debtor
for which it received security interests.
As of November 5, 2019, for valuable consideration received, the
Debtor executed in favor of the Credit Union a Promissory Note in
the original principal amount of $1.6 million. The Debtor
acknowledges (i) as of the Petition Date it owed at least $1.785
million to the Credit Union pursuant to the Loan Documents; (ii)
the Prepetition Obligations constitute legal, valid, binding, and
non-avoidable obligations of the Debtors that are not subject to
any challenge or defense pursuant to the Code or applicable
non-bankruptcy law; (iii) the Prepetition Obligations were validly
and properly accelerated by the Credit Union prior to the Petition
Date; (iv) as to the Prepetition Obligations or payments thereon,
the Debtors and their estates have no claims, objections,
challenges, causes of action, and/or choses in action; (v) any
amount owed on account of the Note is secured by valid, properly
perfected, enforceable and unavoidable first priority security
interests and/or liens in or against the all of the Collateral.
As adequate protection, the Credit Union is granted a continuing
post-petition lien and security interest in all of the Debtor's
prepetition property as it existed on the Petition Date, of the
same type against which the Credit Union held validly perfected
liens and security interests as of the Petition Date; and a
continuing post-petition lien in all property acquired by the
Debtor after the Petition Date of the same type against which the
Credit Union held validly perfected liens and security interests as
of the Petition Date.
To the extent the Replacement Liens granted to the Credit Union are
insufficient to compensate them for any actual diminution in value
of the cash collateral, the Credit Union will be entitled to a
super-priority administrative claim pursuant to 11 U.S.C. section
503(b), and they will be entitled to the protections of, and the
priority set forth in, 11 U.S.C. section 507(b).
The Credit Union's Replacement Liens will maintain the same
priority, validity, extent and enforceability as the Credit Union's
security interest and/or liens and liens had on the Prepetition
Collateral and will be recognized only to the extent of any actual
diminution in the value of the Prepetition Collateral resulting
from the use of cash collateral pursuant to the Order.
A further hearing on the matter is scheduled for January 31, 2023
at 12 p.m.
A copy of the order is available at https://bit.ly/3jLXXSF from
PacerMonitor.com.
About MGA Management
MGA Management, LLC, is the fee simple owner of a real property
located in Hartford, Connecticut, having a current value of $3
million. MGA Management filed a petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Conn.
Case No. 22-20315) on May 9, 2022. In the petition signed by
Michael Ancona, member, the Debtor listed $3,041,461 in total
assets and $1,452,000 in total liabilities.
Judge James J. Tancredi oversees the case.
Joseph J. D'Agostino, Jr., Esq., at Joseph J. D'Agostino, Jr., LLC,
serves as the Debtor's counsel.
MOLECULAR IMAGING: Wins Cash Collateral Access Thru Feb 8
---------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division, authorized Molecular Imaging Chicago LLC to use
cash collateral on an interim basis in accordance with the budget,
with a 10% variance, through February 8, 2023.
Byline Bank and any other lien claimants are granted and will have
post-petition replacement liens, to the extent and with the same
priority as held pre-petition, in and to the cash collateral and
all post-petition property of the Debtor of the same type or kind
substantially equivalent to the pre-petition Collateral.
A further hearing on the matter is set for February 7, 2023 at 1:30
p.m.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3WLv9sk from PacerMonitor.com.
The Debtor projects $198,000 in total income and $197,699 in total
expenses for January 2023.
About Molecular Imaging Chicago LLC
Molecular Imaging Chicago LLC provides diagnostic testing services,
including PET/CT, MRI (Open and High Field), Diagnostic CT,
EMG/NCV, Ultrasound, Arthrogram, and Digital X-Ray services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Court (Bankr. N.D. Ill. Case No. 22-10864) on September
22, 2022. In the petition signed by Rajeev Batra, managing member,
the Debtor disclosed up to $500,000 in assets and up to $10 million
in liabilities.
Judge Jacqueline P. Cox oversees the case.
Gregory K. Stern, Esq., at Gregory K. Stern, P.C., is the Debtor's
counsel.
MONTROSE MULTIFAMILY: Taps UrbanOne as Real Estate Consultant
-------------------------------------------------------------
Montrose Multifamily Members, LLC and its affiliates seek approval
from the U.S. Bankruptcy Court for the Southern District of Texas
to employ UrbanOne Properties, LLC as real estate consultant and
property manager.
The Debtors require the services of the firm to lease their
property -- a 14-multifamily apartment complexes in the Montrose
neighborhood of Houston, Texas. The services include:
a. collection of all rents to be tendered to the Debtors and a
monthly accounting of rents received and expenses paid;
b. maintenance, decoration, and repairs to the apartment
complexes;
c. marketing and advertisement of the apartment complexes in
order to procure additional credit worthy tenants; and
d. assist the Debtors with real estate strategy.
The firm will get a commission of 5 percent from each monthly
rental payment, exclusive of reimbursement for payment of
materials, labor and other costs incurred.
Kyle Webb, a manager at UrbanOne Properties, 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:
Kyle Webb
UrbanOne Properties, LLC
4203 Montrose Blvd., Suite 400
Tel: (832) 974-0009
Email: leasing@urbanoneproperties.com
About Montrose Multifamily Members
Montrose Multifamily Members, LLC own and manage 14 multifamily
apartment complexes in the Montrose neighborhood of Houston,
Texas.
Montrose and its affiliates sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-90323)
on Oct. 4, 2022. In the petition signed by its managing partner,
Christopher Bran, the Debtor disclosed up to $10 million in both
assets and liabilities.
Judge David R. Jones oversees the case.
Susan Tran Adams, Esq., at Tran Singh, LLP, is the Debtor's
counsel.
Attorneys for DLP Capital LLC, as servicer for DLP Lending Fund,
LLC, DLP Housing Loans, LLC, DLP Income & Growth Fund, LLC, are
Lloyd Andrew Lim, Esq., Rachel Thompson Kubanda, Esq., and James
Eric Lockridge, Esq., at Kean Miller, LLP.
MUSE THREADS: Court OKs Interim Cash Collateral Access
------------------------------------------------------
The U.S. Bankruptcy Court for the District of Columbia authorized
Muse Threads, Inc. to use the cash collateral of Celtic Bank
Corporation on an interim basis in accordance with the budget.
Secured Creditors will have a replacement lien, to the extent of
any and all cash collateral used by the Debtor, on the Debtor's
future cash and receivables -- which the Debtor will be free to
continue to expend in the ordinary course of its business -- to the
extent the Secured Creditors had a valid and properly perfected
security interest in the Debtor's prepetition cash and/or
receivables.
The Debtor is directed to file a proposed budget for the use of
cash collateral covering the period beginning January 15, 2023, and
ending March 16, 2023, no later than January 17, 2023.
A final hearing on the matter is set for January 18 at 10 a.m.
A copy of the order is available at https://bit.ly/3CpnBmP from
PacerMonitor.com.
About Muse Threads Inc.
Muse Threads Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Col. Case No. 22-00238) on December 23,
2022. In the petition signed by Whitney Mirts, majority
shareholder, the Debtor disclosed $1,639,487 in assets and $784,772
in liabilities.
Judge Elizabeth L. Gunn oversees the case.
Mahlon Mowrer, Esq., at The Belmont Firm, is the Debtor's legal
counsel.
MUSE THREADS: Starts Subchapter V Bankruptcy Proceeding
-------------------------------------------------------
Muse Threads Inc. filed for chapter 11 protection in the District
of Columbia. The Debtor elected on its voluntary petition to
proceed under Subchapter V of chapter 11 of the Bankruptcy Code.
According to court filings, Muse Threads Inc. estimates betweeb $1
million and $10 million in debt owed to 1 to 49 creditors. The
petition states that funds will be available to unsecured
creditors.
About Muse Threads Inc.
Muse Threads Inc. -- https://www.musethreads.com -- operates an
e-commerce clothing store.
Muse Threads Inc. filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. D. Col. Case No.
22-00238) on December 23, 2022. In the petition filed by Whitney
Mirts, as majority shareholder, the Debtor reported assets between
$1 million and $10 million and liabilities between $500,000 and $1
million.
The Debtor is represented by:
Mahlon Mowrer, Esq.
The VerStandig Law Firm, LLC
452 Oakwood Street SE
Washington, DC 20032
NATHAN'S FAMOUS: Egan-Jones Retains B+ Senior Unsecured Ratings
---------------------------------------------------------------
Egan-Jones Ratings Company, on November 29, 2022, maintained its
'B+' foreign currency and local currency senior unsecured ratings
on debt issued by Nathan's Famous, Inc.
Headquartered in Jericho, New York, Nathan's Famous, Inc. operates,
franchises, and licenses Nathan's Famous, Miami Subs, Kenny Rogers
Roasters, and Arthur Treachers Fish & Chips fast-food restaurants.
NATIONAL CINEMEDIA: Acquires Right to $4.9M Receivables of NCM LLC
------------------------------------------------------------------
National CineMedia, Inc. entered into a Receivables Sales Agreement
with National CineMedia, LLC pursuant to which the Company acquired
the right to approximately $4.9 million of National CineMedia,
LLC's accounts receivable at a purchase price equal to the book
value of the accounts receivable in exchange for a cash payment,
according to the Company's Form 8-K filed with the Securities and
Exchange Commission.
Redemption of Regal Common Membership Units
The Second Amended and Restated Certificate of Incorporation of
National CineMedia, Inc. and the Third Amended and Restated Limited
Liability Company Operating Agreement, as amended, of National
CineMedia, LLC provide a redemption right to its members to
exchange its common membership units for shares of the Company's
common stock on a one-for-one basis, or at the Company's option, a
cash payment equal to the market price of one share of the
Company's Common Stock.
On Dec. 20, 2022, the Company received a Notice of Redemption from
Regal Cinemas, Inc. and Regal CineMedia Holdings, LLC for the
redemption of 40,683,797 common membership units, which represents
all of Regal's common membership units. On Dec. 27, 2022, Regal
complied with its obligation to surrender the common membership
units to National CineMedia, LLC for cancellation free and clear of
all liens. The Company contributed an equal number of newly issued
shares of its Common Stock to National CineMedia, LLC in exchange
for the common units surrendered and redeemed by Regal, and
National CineMedia, LLC in turn transferred the shares of Common
Stock to Regal on December 28, 2022. The shares of Common Stock
were issued in reliance upon the exemption from the registration
requirements of the Securities Act provided by Section 4(a)(2)
thereof for transactions not involving a public offering.
About National CineMedia
National CineMedia Inc. (NCM) is a cinema advertising network in
the U.S., which unites brands with the power of movies and
engage movie fans anytime and anywhere. NCM's Noovie pre-show is
presented exclusively in 50 leading national and regional theater
circuits including AMC Entertainment Inc. (NYSE:AMC), Cinemark
Holdings, Inc. (NYSE:CNK) and Regal Entertainment Group (a
subsidiary of Cineworld Group PLC, LON: CINE). NCM's cinema
advertising network offers broad reach and audience engagement
with over 20,100 screens in over 1,600 theaters in 195 Designated
Market Areas (all of the top 50). NCM Digital and
Digital-Out-Of-Home (DOOH) go beyond the big screen, extending
in-theater campaigns into online, mobile, and place-based marketing
programs to reach entertainment audiences. National CineMedia,
Inc. (NASDAQ:NCMI) owns a 48.3% interest in, and is the managing
member of, National CineMedia, LLC. On the Web: HTTP://www.ncm.com/
and HTTP://www.noovie.com/
National Cinemedia reported a net loss attributable to the company
of $48.7 million in 2021, compared to a net loss attributable to
the company of $65.4 million for the year before. For the six
months ended June 30, 2022, the Company reported a net loss
attributable to the company of $25.9 million on $103 million of
revenue compared to a net loss attributable to the company of $42.1
million on $19.4 million of revenue for the six months ended July
1, 2021. As of Sept. 29, 2022, the Company had $775.4 million in
total assets, $1.23 billion in total liabilities, and a total
deficit of $453.8 million.
* * *
As reported by the TCR on Oct. 5, 2022, S&P Global Ratings lowered
its issuer credit rating to 'CCC' from 'B-' on National Cinemedia
Inc. to reflect the increased risk of a default event due to
upcoming debt maturities and expected covenant breaches over the
next 12 months.
NIELSEN NV: Egan-Jones Withdraws BB- Senior Unsecured Ratings
-------------------------------------------------------------
Egan-Jones Ratings Company, on November 30, 2022, withdrew its
'BB-' foreign currency and local currency senior unsecured ratings
on debt issued by Nielsen N.V.
Headquartered in New York, New York, Nielsen N.V. is a global
information and measurement company.
NORTHSIDE VENTURES: Unsecureds Will Get 100% of Claims in Plan
--------------------------------------------------------------
Northside Ventures, LLC, filed with the U.S. Bankruptcy Court for
the Northern District of Indiana a Combined Plan of Reorganization
and Disclosure Statement dated January 3, 2023.
The Debtor is a limited liability company, incorporated with the
Indiana Secretary of State in 2017, which, prior to the Petition
Date, acquired interests in realty commonly known as and located at
100 Washington Street, Michigan City, Indiana 46360 (the
"Property").
The Debtor filed its petition for relief to be able to focus on
maximizing the value of the Property for the benefit of creditors
by marketing it for the optimal price, selling it, and funding
payment on allowed claims from the sale proceeds. By filing the
petition, the Debtor sought to conduct the foregoing sale in an
orderly fashion and, generate optimal value from the Property to
pay allowed claims.
The principal goal of this Case is to enable the Debtor's to
maximize payment on Allowed Claims. The Debtor seeks to effectively
market the Property for sale and optimize its value for payment on
Allowed Claims and implement this Plan for repaying Creditors in
accordance with the provisions of the Bankruptcy Code.
Class 1 consists of the Secured Claim of Harvest Small Business
(Small Business Administration). Harvest Small Business shall
retain its Lien in and upon the Property in full and final
satisfaction of the Claim 1 Claim. If the Debtor sells the
Property, the sale shall be pursuant to Section 363(b) and (f) of
the Bankruptcy Code and the Class 1 Claim shall be paid out of sale
proceeds in full and final satisfaction of the Class 1 Claim and
Liens of Harvest Small Business in or upon the Property. Class 1 is
unimpaired. Class 1 consists of the Harvest Small Business Secured
Claim in approximate amount of $613,458.88.
Class 2 consists of the Daniel F. Messina / Daniel F. Messina
Revocable Living Trust, for one Secured Claim in the amount of
$140,000.00. Daniel F. Messina / Daniel F. Messina Revocable Living
Trust shall retain the Lien in and upon the Property in full and
final satisfaction of the Claim 2 Claim. If the Debtor sells the
Property, the sale shall be pursuant to Section 363(b) and (f) of
the Bankruptcy Code and the Class 2 Claim shall be paid out of sale
proceeds in full and final satisfaction of the Class 2 Claim and
Liens of Daniel F. Messina / Daniel F. Messina Revocable Living
Trust in or upon the Property. Class 2 is unimpaired.
Class 3 consists of General Non-Priority Unsecured Claims other
than possible Claims allowed to 100 North Washington LLC and Todd
Davis and include the general nonpriority unsecured portions, if
any, of claims deemed unsecured, and all other claims of whatever
kind that are not specifically dealt with elsewhere in the Plan,
but not to include possible Claims of 100 North Washington LLC and
Todd Davis.
Claims in Class 3 will be paid 100% of their Claims within thirty
days of the Effective Date. Class 3 is presumed to have accepted
the Plan. Class 3 is unimpaired. Because only one proof of claim
has been filed (for $1,729.16), total Class 3 Claims are unknown.
Class 4 consists of any Claims filed by 100 North Washington LLC,
or any assignee or transferee thereof, or by Todd Davis, or any
assignee or transferee thereof. Claims in Class 4 will be paid on
their Claims within thirty days of the entry of any final,
non-appealable order for allowance of a Claims, but no earlier than
thirty days of the Effective Date. Class 4 is impaired because the
Debtor disputes that either 100 North Washington LLC or Todd Davis
hold any valid claims. Because no claims have yet been filed, total
Class 4 Claims are unknown.
The payments and Distributions described in the Plan shall be made
from the funds that the Debtor will have in its possession as of
the Confirmation Date.
The Debtor believes that selling the Property through the marketing
by the broker, for which it filed the application to employ, would
yield a higher sale value for the Property and would generate
payment of 100% on Claims for which the Debtor has notice and that
the Debtor believes the Bankruptcy Court should allow.
The Debtor believes that it can bring optimal value to payment on
its Allowed Claims through its continued efforts toward marketing
the Property for sale through Keen-Summit. Accordingly, the Debtor
believes that this Plan sets forth the best interests of Holders of
Claims and recommends to Holders of Claims that they vote in favor
of this Plan and allow the Debtor to execute its provisions.
A full-text copy of the Combined Plan and Disclosure Statement
dated January 3, 2023 is available at https://bit.ly/3jRDzQn from
PacerMonitor.com at no charge.
Counsel to Northside Ventures:
Bruce de'Medici, Esq.
de'Medici Law
318 West Adams Street, Suite 1600
Chicago, IL 60606
Tel: 312-731-6778
Email: bdemedici@bdemlaw.com
About Northside Ventures
Northside Ventures, LLC, a company in Michigan City, Ind., filed a
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
N. Ind. Case No. 22-31027) on Oct. 5, 2022. In the petition filed
by its manager, Jason Gatzka, the Debtor reported between $1
million and $10 million in both assets and liabilities.
Judge Paul E. Singleton oversees the case.
Bruce de'Medici, Esq., at de'Medici Law is the Debtor's legal
counsel.
NUTRIBAND INC: Two Proposals Approved at Annual Meeting
-------------------------------------------------------
Nutriband, Inc. held its 2022 Annual Meeting of Stockholders at
which the stockholders:
(1) elected Gareth Sheridan, Serguei Melnik, Mark Hamilton, Radu
Bujorneanu, Stefani Mancas, and Irina Gram to serve as directors
for one-year terms each until his or her successor is duly elected;
and
(2) ratified the appointment of Sadler, Gibb & Associates, LLC
as the Company's independent registered public accounting firm for
the fiscal year ending Jan. 31, 2022.
Issuance of Stock Options to Directors and Management
On Dec. 9, 2022, the newly-elected Board of Directors approved the
following option grants and the issuance of Option Award Agreements
with respect thereto to officers and directors for services
rendered in fiscal 2023.
Number of Per Share
Name Shares Exercise Price
Serguei Melnik 25,000 $3.88
Gareth Sheridan 25,000 $3.88
Gerald Goodman 20,000 $3.53
Alan Smith 10,000 $3.53
Patrick Ryan 10,000 $3.53
Jeff Patrick 10,000 $3.53
Diana Mather 7,500 $3.53
About Nutriband
Nutriband Inc. -- www.nutriband.com -- is primarily engaged in the
development of a portfolio of transdermal pharmaceutical products.
Its lead product under development is an abuse deterrent fentanyl
patch incorporating its AVERSA abuse deterrence technology. AVERSA
technology can be incorporated into any transdermal patch to
prevent the abuse, misuse, diversion, and accidental exposure of
drugs with abuse potential.
Nutriband reported a net loss of $6.18 million for the year ended
Jan. 31, 2022, a net loss of $2.93 million for the year ended Jan.
31, 2021, a net loss of $2.72 million for the year ended Jan. 31,
2020, and a net loss of $3.33 million for the year ended Jan. 31,
2019. As of October 31, 2022, the Company had $10.67 million in
total assets, $937,633 in total liabilities, and $9.73 million in
total stockholders' equity.
OC 10753 SUBWAY: Amends Administrative Claims Pay Details
---------------------------------------------------------
OC 10753 Subway, LLC ("10753"); OC 11097 Subway, LLC ("11097"); OC
15019 Subway, LLC ("15019"); Outside Capital, LLC ("OC")
(collectively, the "Debtors" and each a Debtor), submitted a Third
Amended Joint Subchapter V Plan of Reorganization dated January 3,
2023.
Allowed Administrative Claims for each Debtor shall be satisfied as
follows:
* 10753: Upon the first full month after the Effective Date of
the Plan and every month until Administrative Claims are paid in
full and then for the remainder of the Term of the Plan, 10753
shall deposit 4% of Gross Revenue into the 10753 Unsecured Creditor
Account but not less than the Net Profit amount set forth in the
Projections attached to the Amended Plan as Exhibit E. At the end
of each calendar quarter, the balance of the 10753 Unsecured
Creditor Account will be distributed to the holders of Allowed
Administrative Claims for 10753 on a Pro Rata basis until such time
as all holders of 10753 Allowed Administrative Claims have been
paid in full, and then will be distributed to Class 3 general
unsecured creditors that hold Allowed Claims on a Pro Rata basis.
* 11097: Upon the first full month after the Effective Date of
the Plan and every month until Administrative Claims are paid in
full and then for the remainder of the Term of the Plan, 11097
shall deposit shall deposit 1% of Gross Revenue into the 11097
Unsecured Creditor Account but not less than the Net Profit amount
set forth in the Projections. At the end of each calendar quarter,
the balance of the 11097 Unsecured Creditor Account will be
distributed to the holders of Allowed Administrative Claims for
11097 on a Pro Rata basis until such time as all holders of 11097
Allowed Administrative Claims have been paid in full, and then will
be distributed to Class C general unsecured creditors that hold
Allowed Claims on a Pro Rata basis.
* 15019: Upon the first full month after the Effective Date of
the Plan and every month until Administrative Claims are paid in
full and then for the remainder of the Term of the Plan, 15019
shall deposit 3% of Gross Revenue into the 15019 Unsecured Creditor
Account but not less than the Net Profit amount set forth in the
Projections. At the end of each calendar quarter, the balance of
the 15019 Unsecured Creditor Account will be distributed to the
holders of Allowed Administrative Claims for 15019 on a Pro Rata
basis until such time as all holders of 15019 Allowed
Administrative Claims have been paid in full, and then will be
distributed to Class III general unsecured creditors that hold
Allowed Claims on a Pro Rata basis.
The Amended Plan does not alter the proposed treatment for
unsecured creditors:
* Class 3 consists of the unsecured creditors of 10753 who
hold Allowed Claims. Holders of Class 3 Allowed Claims shall share
on a Pro Rata basis monies deposited into the 10753 Unsecured
Creditor Account. Upon the first full month following the Effective
Date of the Plan and every month until Administrative Claims of
10753 are paid in full and then for the remainder of the Term of
the Plan, 10753 shall deposit 4% of Gross Revenue into the 10753
Unsecured Creditor Account, but not less than the Net Profit amount
set forth in the Projections. At the end of each calendar quarter,
the balance of the 10753 Unsecured Creditor Account will be
distributed to the holders of Allowed Administrative Claims on a
Pro Rata basis until such time as all holders of Allowed
Administrative Claims have been paid in full, and then will be
distributed to Class 3 general unsecured creditors that hold
Allowed Claims on a Pro Rata basis.
* Class C consists of the unsecured creditors of 11097 who
hold Allowed Claims. Holders of Class C Allowed Claims shall share
on a Pro Rata basis monies deposited into the 11097 Unsecured
Creditor Account. Upon the first full month following the Effective
Date of the Plan and every month until Administrative Claims of
11097 are paid in full and then for the remainder of the Term of
the Plan, 11097 shall deposit 1% of Gross Revenue into the 11097
Unsecured Creditor Account, but not less than the Net Profit amount
set forth in the Projections. At the end of each calendar quarter,
the balance of the 11097 Unsecured Creditor Account will be
distributed to the holders of Allowed Administrative Claims on a
Pro Rata basis until such time as all holders of Allowed
Administrative Claims have been paid in full, and then will be
distributed to Class C general unsecured creditors that hold
Allowed Claims on a Pro Rata basis.
* Class III consists of the unsecured creditors of 15019 who
hold Allowed Claims. Holders of Class III Allowed Claims shall
share on a Pro Rata basis monies deposited into the 15019 Unsecured
Creditor Account. Upon the first full month following the Effective
Date of the Plan and every month until Administrative Claims of
15019 are paid in full and then for the remainder of the Term of
the Plan, 15019 shall deposit 3% of Gross Revenue into the 15019
Unsecured Creditor Account, but not less than the Net Profit amount
set forth in the Projections. At the end of each calendar quarter,
the balance of the 15019 Unsecured Creditor Account will be
distributed to the holders of Allowed Administrative Claims on a
Pro Rata basis until such time as all holders of Allowed
Administrative Claims have been paid in full, and then will be
distributed to Class III general unsecured creditors that hold
Allowed Claims on a Pro Rata basis.
* Class iv consists of the unsecured creditors of OC who hold
Allowed Claims. Holders of Class iv Allowed Claims shall share on a
Pro Rata basis monies deposited into the OC Unsecured Creditor
Account. Upon the first full month following the Effective Date of
the Plan and every month until Administrative Claims of OC are paid
in full and then for the remainder of the Term of the Plan, OC
shall deposit $717 into the OC Unsecured Creditor Account. At the
end of each calendar quarter, the balance of the OC Unsecured
Creditor Account will be distributed to the holders of Allowed
Administrative Claims on a Pro Rata basis until such time as all
holders of Allowed Administrative Claims have been paid in full,
and then will be distributed to Class iv general unsecured
creditors that hold Allowed Claims on a Pro Rata basis.
Each Debtor shall be empowered to take such action as may be
necessary to perform its obligations under this Plan.
On the Effective Date of the Plan, each Debtor will open a separate
interest-bearing deposit account at a federally insured commercial
bank selected by the Debtors. Each bank account will be maintained
by the Debtors as the 10753 Unsecured Creditor Account, the 11097
Unsecured Creditor Account, the 15019 Unsecured Creditor Account,
and the OC Unsecured Creditor Account into which all payments made
by each Debtor for the benefit of holders of Allowed Administrative
Claims and Class 3, C, III, and iv creditors will be made until the
obligations under the Plan are completed.
The Debtors believe that the Plan, as proposed, is feasible. With
respect to the Three Subways, the funding for the Plan will come
from each Debtor's continued operations. With respect to OC, the
funding for the Plan will come from payments made to OC from the
non-debtor affiliated entities.
A full-text copy of the Third Amended Joint Plan dated January 3,
2023 is available at https://bit.ly/3ig29d4 from PacerMonitor.com
at no charge.
Attorneys for Debtors:
Aaron A. Garber, Esq.
Wadsworth Garber Warner Conrardy, PC
2580 West Main Street, Suite 200
Littleton, CO 80120
Telephone: (303) 296-1999
Facsimile: (303) 296-7600
Email: agarber@wgwc-law.com
About OC 10753 Subway
OC 10753 Subway, LLC and its affiliates filed their voluntary
petitions for relief under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Colo. Lead Case No. 22-10999) on March
28, 2022. Joli A. Lofstedt serves as Subchapter V trustee.
At the time of filing, OC 10753 Subway listed as much as $500,000
in both assets and liabilities.
Judge Thomas B. McNamara oversees the cases.
Wadsworth Garber Warner Conrardy, PC and AW Financial Services, LLC
serve as the Debtors' legal counsel and accountant, respectively.
OREGON RESEARCH: Wins Cash Collateral Access Thru April 30
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Oregon authorized
Oregon Research Institute to use cash collateral on an interim
basis in accordance with its agreement with the Oregon Pacific
Bank.
As previously reported by the Troubled Company Reporter, the
parties agreed the Debtor may use cash collateral in accordance
with the budget, with a 10% variance, through April 30, 2023.
To protect against deterioration or diminution in the value of the
cash collateral, the Debtor will provide Oregon Pacific Bank:
i. a valid, enforceable, fully perfected, and unavoidable
replacement lien in favor of Secured Creditor on all of the
Debtor's assets or interests in assets acquired on or after the
Petition Date of the same types and categories that the Secured
Creditor had a lien on or security interest in as of the Petition
Date provided, however, that the Replacement Lien will have the
same scope, validity, perfection, relative priority and
enforceability as to the Secured Creditor's prepetition Date
security interest in the Collateral; and further provided, however,
that the Replacement Lien will be subordinate to the allowed and
approved fees and expenses (but not professional fees) of a
trustee, if any, appointed in any superseding Chapter 7 case; and
ii. adequate protection payments.
The Debtor also will keep the Collateral fully insured and free and
clear from other liens or encumbrances. The Bank may, in its sole
discretion, file financing statements, notices of liens or similar
instruments to perfect said security interest and are relieved from
the automatic stay in order to do so. The Bank reserves the right
to seek additional adequate protection in the form of additional
cash payments. Adequate protection payments are due on or before
the 15th day of the month in which they are scheduled.
A copy of the order is available at https://bit.ly/3Iq40qg from
PacerMonitor.com.
About Oregon Research Institute
Oregon Research Institute is a charitable 501(c) 3 research center
in Springfield, Ore., dedicated entirely to understanding human
behavior and improving the quality of human life. Funded by
research grants from the National Institutes of Health and by the
United States Department of Education, ORI scientists study such
topics as childhood obesity and behavioral problems, ways to
strengthen children's social and academic success, adolescent and
adult depression, promoting health across the age span, preventing
and treating teen substance use and abuse, and understanding and
preventing eating disorders.
Oregon Research Institute filed its voluntary petition for Chapter
11 protection (Bankr. D. Ore. Case No. 22-60978) on July 27, 2022,
listing $1 million to $10 million in assets and $500,000 to $1
million in liabilities. Chris Arthun, director of finance and
administration, signed the petition.
Judge Thomas M. Renn oversees the case.
Loren S. Scott, Esq., at Scott Law Group, LLP and Moss Adams, LLP
serve as the Debtor's legal counsel and accountant, respectively.
PARADISE SENIOR: Taps Law Office of Judith A. Descalso as Counsel
-----------------------------------------------------------------
Paradise Senior Apartment Complex, LLC received approval from the
U.S. Bankruptcy Court for the Southern District of California to
employ the Law Office of Judith A. Descalso as its bankruptcy
counsel.
The firm's services include:
(a) advising and consulting with the Debtor concerning
questions arising in the administration of its estate, the Debtor's
rights and remedies regarding the estate's assets and the claims of
creditors and other parties;
(b) representing the Debtor before the court;
(c) preparing employment and fee applications and, where
appropriate, filing objections to the fee applications of other
bankruptcy professionals;
(d) providing advice concerning the Debtor's reorganization;
(e) other legal services related to the Debtor's Chapter 11
case.
The firm will be paid at these rates:
Judith A. Descalso $485 per hour
Associates $440 per hour
Paraprofessionals $90 to $150 per hour
Prior to the petition date, the Debtor paid the law firm an initial
retainer in the amount of $21,738.
Judith Descalso, Esq., a partner at the Law Office of Judith A.
Descalso, disclosed in court filings that she and her firm are
"disinterested" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Judith A. Descalso, Esq.
Law Office of Judith A. Descalso
960 Canterbury Pl., Ste. 340
Escondido, CA 92025
Telephone: (760) 745-8380
Facsimile: (760) 860-9800
Email: jad@jdescalso.com
About Paradise Senior Apartment Complex
Paradise Senior Apartment Complex, LLC is a single asset real
estate (as defined in 11 U.S.C. sec. 101(51B)).
Paradise Senior Apartment Complex filed a petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Calif. Case No.
22-02986) on Nov. 20, 2022. In the petition filed by its manager,
Tolga Horoz, the Debtor reported between $10 million and $50
million in both assets and liabilities.
Judge Laura S. Taylor oversees the case.
The Debtor is represented by Judith A. Descalso, Esq., at the Law
Office of Judith A. Descalso.
PEBBLEBROOK HOTEL: Egan-Jones Retains BB- Senior Unsecured Ratings
------------------------------------------------------------------
Egan-Jones Ratings Company, on November 29, 2022, maintained its
'BB-' foreign currency and local currency senior unsecured ratings
on debt issued by Pebblebrook Hotel Trust.
Headquartered in Maryland, Pebblebrook Hotel Trust is an internally
managed hotel investment company that acquires and invests in hotel
properties located in large United States cities, with an emphasis
on major coastal markets.
PG MOTORS: Seeks Cash Collateral Access
---------------------------------------
PG Motors, LLC asks the U.S. Bankruptcy Court for the Middle
District of Florida, Tampa Division, for authority to use cash
collateral retroactive to the petition date and provide adequate
protection.
The Debtor requires the use of cash collateral to fund its
operating expenses and costs of administration in the Chapter 11
case.
Primalend Capital Partners, LP may claim blanket liens against the
Debtor's assets.
As of December 16, 2022, the Secured Creditor claims the total
amount due is $1.788 million. The Debtor disputes this amount.
As adequate protection for the use of cash collateral, the Debtor
offers the Secured Creditor:
a. Post-petition replacement liens on the Secured Creditor
Assets to the same extent, validity, and priority as existed
pre-petition;
b. The right to inspect the Secured Creditor Assets on 48
hours notice, provided that said inspection does not interfere with
the operations of the Debtor; and
c. Copies of monthly financial documents generated in the
ordinary course of business and other information as the Secured
Creditor reasonably requests with respect to the Debtor's
operations.
A copy of the Debtor's motion is available at
https://bit.ly/3CoC1nf from PacerMonitor.com.
A copy of the Debtor's budget is available at
https://bit.ly/3Xp9wxZ from PacerMonitor.com.
The Debtor projects $120,000 in income and $114,709 in total
expenses for the period from January to June 2023.
About PG Motors, LLC
PG Motors, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-05081) on December
24, 2022. In the petition signed by Kirk E. Grell,
president/managing member, the Debtor disclosed up to $500,000 in
assets and up to $10 million in liabilities.
Buddy D. Ford, Esq., at Buddy D. Ford, PA, is the Debtor's legal
counsel.
PHASEBIO PHARMACEUTICALS: Committee Taps FTI as Financial Advisor
-----------------------------------------------------------------
The official committee of unsecured creditors of Phasebio
Pharmaceuticals, Inc. received approval from the U.S. Bankruptcy
Court for the District of Delaware to employ FTI Consulting, Inc.
as its financial advisor.
The firm's services include:
a. assistance in the review of financial-related disclosures
required by the court, including schedules of assets and
liabilities, statement of financial affairs and monthly operating
reports;
b. assistance in the preparation of analyses required to assess
any proposed debtor-in-possession financing or use of cash
collateral;
c. assistance in the assessment and monitoring of the Debtor's
short-term cash flow, liquidity and operating results;
d. assistance in the review of the Debtor's proposed employee
compensation and benefits programs;
e. assistance in the review of the Debtor's potential
disposition or liquidation of both core and non-core assets;
f. assistance in the review of the Debtor's cost/benefit
analysis with respect to the affirmation or rejection of various
executory contracts and leases;
g. assistance in the review of the Debtor's identification of
potential cost savings, including overhead and operating expense
reductions and efficiency improvements;
h. assistance in the review and monitoring of the asset sale
process;
i. assistance in the review of any tax issues associated with,
but not limited to, claims or stock trading, preservation of net
operating losses, refunds due to the Debtor, plans of
reorganization, and asset sales;
j. assistance in the review of the claims reconciliation and
estimation process;
k. assistance in the review of other financial information
prepared by the Debtor, including, but not limited to, cash flow
projections and budgets, business plans, cash receipts and
disbursement analysis, asset and liability analysis, and the
economic analysis of proposed transactions for which court approval
is sought;
l. attendance at meetings and participation in discussions;
m. assistance in the review or preparation of information and
analysis necessary for the confirmation of a Chapter 11 plan and
related disclosure statement;
n. assistance in the evaluation and analysis of avoidance
actions, including fraudulent conveyances and preferential
transfers;
o. assistance in the prosecution of committee responses or
objections to the Debtor's motions, including attendance at
depositions and provision of expert reports and testimony on case
issues as required by the committee; and
p. other general business consulting services.
The firm will be paid at these rates:
Senior Managing Directors $1,045 to $1,495 per hour
Directors/Senior Directors/
Managing Directors $785 to $1,055 per hour
Consultants/Senior Consultants $435 to $750 per hour
Administrative/Paraprofessionals $175 to $325 per hour
Cliff Zucker, a senior managing director at FTI, 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:
Cliff Zucker
FTI Consulting, Inc.
1166 Avenue of the Americas 15th Floor
New York, NY 10036
Tel: (212) 841-9355
Email: cliff.zucker@fticonsulting.com
About Phasebio Pharmaceuticals
PhaseBio Pharmaceuticals, Inc. -- https://www.phasebio.com/ -- is
focused on the development and commercialization of novel therapies
to treat orphan diseases, with an initial focus on cardiopulmonary
indications. It is based in Malvern, Pa.
PhaseBio Pharmaceuticals filed a petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. D. Del. Case No. 22-10995) on
Oct. 24, 2022. In the petition filed by its chief executive
officer, Jonathan Mow, the Debtor reported $17,970,000 in assets
and $21,320,000 in debt as of Aug. 31, 2022.
Judge Laurie Selber Silverstein oversees the case.
The Debtor tapped Cooley LLP as lead bankruptcy counsel; Richards,
Layton & Finger, PA as Delaware bankruptcy counsel;
SierraConstellation Partners, LLC as financial advisor; KPMG, LLP
as tax consultant; and Miller Buckfire & Co. as investment banker.
Omni Agent Solutions is the claims, noticing and administrative
agent.
The U.S. Trustee for Region 3 appointed an official committee of
unsecured creditors in the Debtor's case on Nov. 3, 2022. McDermott
Will & Emery, LLP and FTI Consulting, Inc. serve as the committee's
legal counsel and financial advisor, respectively.
PUERTO RICO: Oversight Board Defends Motions in PREPA Case
----------------------------------------------------------
Robert Slavin of The Bond Buyer reports that the Puerto Rico
Oversight Board defended its latest actions in the Puerto Rico
Electric Power Authority bankruptcy and rejected bondholder and
unsecured creditor challenges to its proposals.
The urgent motion filed December 16, 2022 was "purely
administrative in nature," requesting the scheduling of a
disclosure statement hearing, deadlines for briefing on the
disclosure statement and the Confirmation Discovery Procedures
Motion, and document depository procedures, the board said in its
reply to the challenges in the U.S. District Court for Puerto
Rico.
Further, the board said, the plan is "confirmable in all reasonable
and legally relevant outcomes."
About Puerto Rico
Puerto Rico is a self-governing commonwealth in association with
the United States. The chief of state is the President of the
United States of America. The head of government is an elected
Governor. There are two legislative chambers: the House of
Representatives, 51 seats, and the Senate, 27 seats. The
governor-elect is Ricardo Antonio "Ricky" Rossello Nevares, the son
of former governor Pedro Rossello.
In 2016, the U.S. Congress passed PROMESA, which, among other
things, created the Financial Oversight and Management Board and
imposed an automatic stay on creditor lawsuits against the
government, which expired May 1, 2017.
The members of the oversight board are: (i) Andrew G. Biggs, (ii)
Jose B. Carrion III, (iii) Carlos M. Garcia, (iv) Arthur J.
Gonzalez, (v) Jose R. Gonzalez, (vi) Ana. J. Matosantos, and (vii)
David A. Skeel Jr.
On May 3, 2017, the Commonwealth of Puerto Rico filed a petition
for relief under Title III of the Puerto Rico Oversight,
Management, and Economic Stability Act ("PROMESA"). The case is
pending in the United States District Court for the District of
Puerto Rico under case number 17-cv-01578. A copy of Puerto Rico's
PROMESA petition is available at
http://bankrupt.com/misc/17-01578-00001.pdf
On May 5, 2017, the Puerto Rico Sales Tax Financing Corporation
(COFINA) commenced a case under Title III of PROMESA (D.P.R. Case
No. 17-01599). Joint administration has been sought for the Title
III cases.
On May 21, 2017, two more agencies -- Employees Retirement System
of the Government of the Commonwealth of Puerto Rico and Puerto
Rico Highways and Transportation Authority (Case Nos. 17-01685 and
17-01686) -- commenced Title III cases.
U.S. Chief Justice John Roberts has named U.S. District Judge Laura
Taylor Swain to preside over the Title III cases.
The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets as municipal investment
banker, and Ernst & Young, as financial advisor.
Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose LLP; and Hermann D. Bauer, Esq.,
at O'Neill & Borges LLC are onboard as attorneys.
Prime Clerk LLC is the claims and noticing agent. Prime Clerk
maintains a case web site at:
https://cases.primeclerk.com/puertorico
Jones Day is serving as counsel to certain ERS bondholders.
Paul Weiss is counsel to the Ad Hoc Group of Puerto Rico General
Obligation Bondholders.
R7 LEASE PURCHASE: Taps McDowell Law as Bankruptcy Counsel
----------------------------------------------------------
R7 Lease Purchase, Inc. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Pennsylvania to employ McDowell
Law, PC as its legal counsel.
The firm's services include:
a. providing the Debtor with legal advice with respect to its
powers and duties;
b. preparing legal papers;
c. representing the Debtor in claims reconciliation process
and other matters involving contests with secured and unsecured
creditors;
d. preparing, negotiating and implementing a plan of
reorganization; and
e. other legal services related to the Debtor's Chapter 11
case.
McDowell Law will be paid at these rates:
Ellen McDowell $425 per hour
Daniel Reinganum $300 per hour
The firm received a retainer in the amount of $11,738.
As disclosed in court filings, McDowell Law is a disinterested
person within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Ellen M. McDowell, Esq.
McDowell Law, PC
46 West Main Street
Maple Shade, NJ 08052
Phone: 856-482-5544
Fax: 856-482-5511
Email: DanielR@McDowellLegal.com
About R7 Lease Purchase
R7 Lease Purchase Inc. filed a Chapter 11 bankruptcy petition
(Bankr. E.D. Pa. Case No. 22-13287) on Dec. 7, 2022, with as much
as $1 million in both assets and liabilities. Judge Ashely M. Chan
oversees the case.
The Debtor is represented by Ellen M. McDowell, Esq., at McDowell
Law, PC.
RUBRYC THERAPEUTICS: Taps Bachecki Crom & Co. as Accountant
-----------------------------------------------------------
RubrYc Therapeutics, Inc. received approval from the U.S.
Bankruptcy Court for the Northern District of California to employ
Bachecki, Crom & Co., LLP as its accountant.
The Debtors requires an accountant to prepare and file tax returns;
analyze the tax impact of potential transactions, if necessary; and
assist in developing the Debtor's Chapter 11 plan of
reorganization.
The firm will be paid at these rates:
Partners $450 to $575 per hour
Senior Accountant $340 to $425 per hour
Junior Accountant $175 to $280 per hour
Austin Wade, a partner at Bachecki Crom & Co., 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:
Austin Wade
Bachecki Crom & Co., LLP
400 Oyster Point Blvd
San Francisco, CA 94080
Tel: (415) 398-3534
Email: awade@bachcrom.com
About RubrYc Therapeutics
RubrYc Therapeutics, Inc. -- http://www.rubryc.com/-- is a
biotechnology company that integrates chemistry and computation to
decode therapeutically significant protein interfaces,
revolutionizing the discovery of antibody-based drugs. The company
is based in San Carlos, Calif.
RubrYc Therapeutics filed a petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Calif. Case No. 22-30583) on Oct.
27, 2022. In the petition filed by its chief executive officer,
Isaac Bright, M.D., the Debtor reported assets between $1 million
and $10 million and liabilities between $10 million and $50
million.
Judge Dennis Montali oversees the case.
The Debtor tapped Dorsey & Whitney, LLP as legal counsel, and
Bachecki, Crom & Co., LLP and Countsy, an RGP Company as
accountants.
SAMEH H. AKNOUK: Court OKs Cash Collateral Access on Final Basis
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
authorized Sameh H. Aknouk, Dental Services, P.C. to use cash
collateral on a final basis in accordance with the budget, with a
10% variance.
The Debtor requires the use of cash collateral to continue
operating its business.
The Debtor has only one secured creditor, the United States Small
Business Administration. The Debtor's obligation to the SBA arose
out of a $150,000 Economic Injury Disaster Loan which it entered
into on June 13, 2020.
The SBA duly perfected its lien in the Collateral by filing a UCC-1
Financing Statement with the New York Secretary of State on June
29, 2020.
As adequate protection, the Secured Creditor is granted a valid,
enforceable, fully perfected, security interest in all of the
Debtor's pre-petition and post-petition assets and proceeds.
As further adequate protection for the Secured Creditor, the Debtor
will make monthly payments, not later than the 30th day of each
month (and the last day of February), in the amount of $731 as
adequate protection for any diminution in the value of any
collateral securing the Secured Claim as a result of the use of
cash collateral, commencing in the month of the date of entry of
the Order.
The Secured Creditor will have the right to assert a superpriority
claim pursuant to 11 U.S.C. section 507(b), and the Debtor will
have the right to its defenses to such a claim.
The Debtor's right to use cash collateral will terminate
immediately upon the occurrence of any of these events:
a) The entry of a Court order converting or dismissing the
Chapter 11 case;
b) The entry of a Court order confirming a plan of
reorganization in the Chapter 11 case;
c) The failure of the Debtor (i) to perform any of its
obligations under the Order, and (ii) cure the Default within 10
business
days after the giving of written notice thereof to the Debtor, the
United States Trustee and any official committee appointed in the
Chapter 11 Case by the Secured Creditor;
d) The amendment, supplementation, waiver or other
modification of all or part of the Order without the Secured
Creditor having been given at least 72 hours advance, written
notice, by overnight service upon the Secured Creditor (unless
otherwise prescribed by the Bankruptcy Court having jurisdiction
over Debtor's case). However, in no event will the Debtor seek
emergency relief concerning the Order from the Court without the
Secured Creditor having been given at least 24 hours advance,
actual notice (via telephone or electronic mail); or
e) The termination of all or substantially all of the
operations of the Debtor, whether by voluntary act(s) or
omission(s) of the Debtor, or otherwise.
A copy of the motion and the Debtor's budget is available at
https://bit.ly/3WMCMi7 from PacerMonitor.com.
The budget provides for total expenses, on a weekly basis, as
follows:
$42,543 for the week ending January 7, 2023;
$22,423 for the week ending January 14, 2023;
$22,517 for the week ending January 21, 2023;
$17,712 for the week ending January 28, 2023;
$42,501 for the week ending February 4, 2023;
$20,763 for the week ending February 11, 2023;
$20,043 for the week ending February 18, 2023;
$38,760 for the week ending February 25, 2023;
$38,760 for the week ending March 4, 2023; and
$27,252 for the week ending March 11, 2023.
About Sameh H. Aknouk, Dental Services, P.C.
Sameh H. Aknouk, Dental Services, P.C. sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
22-11651) on December 8, 2022. In the petition signed by Sameh H.
Aknouk, president, the Debtor disclosed up to $50,000 in assets and
up to $1 million in liabilities.
Judge Martin Glenn oversees the case.
Erica Aisner, Esq., at Kirby Aisner & Curley LLP, is the Debtor's
legal counsel.
SANDERSON HOLDINGS: Seeks to Hire C. Taylor Crockett as Counsel
---------------------------------------------------------------
Sanderson Holdings, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Alabama to employ C. Taylor
Crockett, PC to serve as legal counsel in its Chapter 11 case.
The firm will be paid at the rate of $425 per hour and reimbursed
for out-of-pocket expenses incurred.
The retainer fee is $5,000.
C. Taylor Crockett, Esq., disclosed in a court filing that the firm
is a "disinterested person" within the meaning of Section 101(14)
of the Bankruptcy Code.
The firm can be reached at:
C. Taylor Crockett, Esq.
C. Taylor Crockett, PC
2067 Columbiana Road
Birmingham, AL 35216
Tel: (205) 978-3550
Email: taylor@taylorcrockett.com
About Sanderson Holdings
Sanderson Holdings, LLC filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. N.D. Ala. Case No.
22-02967) on Dec. 7, 2022, with as much as $1 million in both
assets and liabilities. John M. Caraway has been appointed as
Subchapter V trustee.
The Debtor is represented by C. Taylor Crockett, PC.
SCHAPOL LLC: Involuntary Chapter 11 Case Summary
------------------------------------------------
Alleged Debtor: Schapol, LLC
2499 Hazel Stone Drive
Frisco TX 75034
Business Description: The Debtor is a Single Asset Real Estate
as defined in 11 U.S.C. Section 101(51B).
Involuntary Chapter
11 Petition Date: January 5, 2023
Court: United States Bankruptcy Court
Eastern District of Texas
Case No.: 23-40049
Petitioners' Counsel: James P. Moon, Esq.
LAW OFFICES OF JAMES P. MOON, P.C.
101 Vintage Drive, Suite 100
Red Oak TX 75154
Tel: 469-820-9509
Email: jpmpllc@gmail.com
A full-text copy of the Involuntary Petition is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/N333EHY/Unnamed_Debtor__txebke-23-40049__0001.0.pdf?mcid=tGE4TAMA
Alleged creditors who signed the petition:
Petitioner Nature of Claim Claim Amount
Mehrdad Tartibi Purchase of $250,000 plus fees
1218 Northern Way Real Estate
Winter Springs FL 32708
Manoochehr Tartibi Purchase of $250,000 plus fees
7617 Circula Sequoia Real Estate
Carlsbad CA 92009
James P. Moon, P.C. Legal Services $37,290
101 Vintage Drive
Suite 100
Red Oak, TX 75154
SOLUTIONS HOLDINGS: Feb. 9 Belleville Property Auction Set
----------------------------------------------------------
Secured party Fairbridge Real Estate Investment Trust LLC, f/k/a
RealFi Real Estate Investment Trust LLC, will offer for sale, at
public auction, all rights, title and interests of Solutions
Holdings LLC as pledgor in and to these: (a) 100% of the limited
liability membership interest in Solutions Holdings LLC, and (b)
all other collateral pledged pursuant to that certain ownership
interests pledged and security agreement dated as of Nov. 22, 2021
("pledged agreement"), by pledgor to secured party, pursuant to
which pledgor pledged to secured party among other things, all of
pledgor's rights, title and interests in, to and under 100% of the
limited liability company membership interests in the Company.
It is the understanding of the secured party that: (i) pledgor owns
100% of the limited liability company membership interests in the
Company; (ii) the Company owns the fee interest in the real
property known as 615 Washington Avenue, Belleville, NJ 07109;
(iii) the Company's limited liability company membership interests
are encumbered by and subject to, among other things, a first
priority security interest held by secured party securing
indebtedness in the approximate outstanding amount of $554,399 as
of Dec. 9, 2022, with interest, late fees, costs and expenses
accruing therefrom.
The public auction will be held on Feb. 9, 2023, at 2:00 p.m. (New
York Time) (i) by remote auction via Zoom, meeting link:
https://bit.ly/BvilleUCC, Meeting ID: 889 3775 6382, Password:
605426. The sale will be conducted by
Matthew D. Mannion
Mannion Auctions LLC
305 Broadway, Suite 200
New York, NY 10007
Tel: 212-267-6698
Email: mdmannion@jpandr.com
All deposits must be paid by cashier check, certified check or bank
check made payable to the attorneys for secured party:
Stephen A. Florek, III, Esq.
Florek & Counsel LLC
238 Route 206, Suite A
Branchville, New Jersey 07826
Tel: (973) 862-5052
Fax: (914) 219-0948
SONOMA PHARMACEUTICALS: Adopts Revised Director Compensation Plan
-----------------------------------------------------------------
Sonoma Pharmaceuticals, Inc.'s Board of Directors adopted a revised
Non-Employee Director Compensation Program and Stock Ownership
Guidelines in order to decrease the number of options to be granted
to each non-employee director in connection with the Company's
annual grant of stock options.
Also on Dec. 29, 2022, the Company completed its annual grant of
stock options to employees, including executive officers, and
directors of the Company. The annual grant is intended to
recognize employees who meet certain employment criteria and retain
key employees. The exercise price of the options is based on the
closing price of its common stock of $1.08 per share on Dec. 29,
2022, and the options granted to executive officers and directors
vest in three equal tranches on the first, second and third
anniversary of the grant date. All options vest upon change of
control and as otherwise provided in an executive officer's
employment agreement. Each director received 20,000 options
pursuant to the Director Compensation Plan and each executive
officer received grants as follows:
* Amy Trombly, Chief Executive Officer: 40,000 options;
* Chad White, Chief Financial Officer: a prorated amount of 9,753
options based on Mr. White's start of employment with the Company
on Oct. 3, 2022; and
* Bruce Thornton, Chief Operations Officer: 40,000 options.
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.
SP STAR: Has Deal on Cash Collateral Access
-------------------------------------------
SP Star Enterprise, Inc., dba Platinum Showgirls LA, and the U.S.
Small Business Administration ask the U.S. Bankruptcy Court for the
Central District of California, Los Angeles Division, for entry of
an order authorizing the Debtor to use cash collateral.
On June 25, 2020, the Debtor executed a U.S. Small Business
Administration Note, pursuant to which the Debtor obtained a
$150,000 loan. The terms of the Note require the Debtor to pay
principal and interest payments of $731 every month beginning 12
months from the date of the Note over the 30-year term of the SBA
Loan, with a maturity date of June 25, 2050. The SBA Loan has an
annual rate of interest of 3.75% and may be prepaid at any time
without notice of penalty.
As evidenced by the Security Agreement executed on June 25, 2020,
and a validly recorded UCC-1 filing on July 4, 2020, as Filing
Number 207802072674, the SBA Loan is secured by all tangible and
intangible personal property.
Based upon the SBA's secured lien against the Personal Property
Collateral, including but not limited to, cash collateral, the
Debtor requested that the SBA permit it to use cash collateral
retroactive to the Petition Date. Pursuant to the Stipulation and
subject to further Court order, the SBA has agreed to permit the
Debtor to use cash collateral.
The Debtor represents to the SBA that it will make no additional or
unauthorized use of the cash collateral retroactive from the SBA
Loan date until February 28, 2023, or the entry of an Order
Confirming the Debtor's Plan of Reorganization, whichever occurs
earlier.
As adequate protection, retroactive to the Petition Date, the SBA
will receive a replacement lien on all post-petition revenues of
the Debtor to the same extent, priority and validity that its lien
attached to the cash collateral. The scope of the replacement lien
is limited to the amount (if any) that cash collateral diminishes
post-petition as a result of the Debtor's post-petition use of cash
collateral. The replacement lien is valid, perfected and
enforceable and will not be subject to dispute, avoidance, or
subordination, and this replacement lien need not be subject to
additional recording.
As adequate protection, the Debtor will commence monthly payments
of $731 to the SBA on October 1, 2022, continuing until further
Court order or entry of an Order Confirming the Debtor's Plan of
Reorganization, whichever occurs earlier.
The SBA will be entitled to a super-priority claim over the life of
the Debtor's bankruptcy case, pursuant to 11 U.S.C. section 503(b),
507(a)(2) and 507(b), which claim will be limited to any diminution
in the value of the SBA's collateral, pursuant to the SBA Loan, as
a result of the Debtor's use of cash collateral on a post-petition
basis.
The Debtor also agrees to:
-- maintain insurance on the Personal Property Collateral;
-- designate the SBA as a loss payee or additional insured in
accordance with the SBA Loan and related loan documents; and
-- provide proof of insurance within seven days upon the SBA's
written request.
This Stipulation will remain in effect until February 28, 2023, or
until the Parties enter into an amended Stipulation or a consensual
Chapter 11 Plan, or until the case is converted or dismissed,
whichever first occurs.
A copy of the stipulation and the Debtor's budget is available at
https://bit.ly/3Cpiao0 from PacerMonitor.com.
The budget provides for total expenses, on a monthly basis, as
follows:
$68,761 for January 2023; and
$68,761 for February 2023.
About SP Star Enterprise
Located in Los Angeles, California, Platinum Showgirls LA provides
an after-hours hangout with sexy dancers entertaining all night.
SP Star Enterprise Inc., doing business as Platinum Showgirls LA,
filed a petition for relief under Subchapter V of Chapter 11 of the
Bankruptcy Code under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. C.D. Cal. (Case No. 22-14502) on August 18, 2022. In the
petition filed by Mohan S. Makkar, as president, Debtor disclosed
at least $1 million in liabilities against assets of less than
$100,000.
Gregory Kent Jones has been appointed as Subchapter V trustee.
The Debtor is represented by W. Derek May, Esq., at the Law Office
of W. Derek May.
SPG HOSPICE: PCO Files 3rd Report on SPG Affiliates' Facility
-------------------------------------------------------------
Susan Goodman, the court-appointed patient care ombudsman, filed a
third interim report regarding the quality of patient care provided
at the healthcare facility operated by SPG Hospice, LLC's
affiliates, Scottsdale Physicians Group, PLC and United Telehealth
Corp.
Scottsdale Physicians Group Entity
In this interim reporting cycle, PCO continued monitoring census
coverage reports and interacted with Scottsdale Physicians Group's
Chief Medical Officer, the Honor Health Shea Chief Medical Officer,
the Honor Health Credentials Verification Office (CVO), and the
Chapter 11 trustee.
The PCO is unaware of any negative patient impacts or care delivery
quality issues associated with the Shea clinician covering this
reporting cycle. One additional clinician who completed the
credentialing process has not yet begun assisting with coverage and
is expected to do so this month. While Scottsdale Physicians Group
has been successful in getting additional clinicians through the
credentialing process post-petition, these efforts have not reduced
the provider-to-patient billable encounter ratios within contract
parameters for any sustained period.
The post-acute, long-term care clinician team staffing remains
unchanged from PCO's Second Report. PCO drafted a letter to the
facility managers and administrators to communicate the bankruptcy
more broadly to facility customer leadership. However, the Chief
Medical Officer for this service offering assured PCO that the
clinicians servicing PA-LTC clientele all have contingency plans in
place to ensure continued customer support without reliance on
Scottsdale Physician Group for administrative or billing support,
if necessary.
United Telehealth Corp. Services
also known as SPG Virtual Care
The CMO also reminded the PCO that vacancies for office personnel
represent a need to fully staff to current patient demand.
Additional recruiting will be necessary to support census growth as
that occurs. While additional support staff would need to be hired
to support census growth, the current pool of 13 clinicians is
sufficient to handle additional patient visit volume.
PCO attempted to understand the scale of patients currently
serviced by United Telehealth given the continued uncertainty
surrounding the results of the third-party billing audit and the
size of the potential creditor claim by the United States.
Leadership estimated approximately 3,000 to 4,000 active patients.
However, some of these patients also have primary care physicians
and use the SPGVC team only for additional support after hospital
discharge to minimize the likelihood of hospital readmission.
PCO has asked the SPGVC leadership to engage in further analytics
to assist her in understanding more specifically the distribution
of patient volumes for non-contract customers and the number of
patients who rely on SPGVC to serve as their primary care provider
to get a better sense of the range and volume of primary care
patient services provided through this entity since this group of
patients has the most potential to be negatively impacted with any
service transition or interruption.
A copy of the third interim report is available for free at
https://bit.ly/3jFDBe3 from PacerMonitor.com.
About SPG Hospice
Established in 2018, SPG Hospice, LLC provides hospice services
throughout Arizona but primarily located in the Phoenix
metropolitan area.
SPG Hospice's affiliate, Scottsdale Physicians Group, PLC, provides
hospitalist staffing services for hospitals and physician staffing
services to skilled nursing facilities and other post-acute
settings. Its workforce is comprised of medical providers and
disease support personnel.
Meanwhile, United Telehealth Corp., another SPG Hospice affiliate,
provides advanced virtual care medical services to patients in
their homes throughout Arizona. It combines the remote provider
aspect of traditional telemedicine with an in-person medical
technician "Tech" who is physically present with the patient in
their home or facility.
SPG Hospice, Scottsdale and United Telehealth Corp. sought
protection for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D. Ariz. Lead Case No. 22-02385) on April 19, 2022. At the
time of the filing, SPG Hospice listed up to $50,000 in assets and
up to $500,000 in liabilities.
Judge Eddward P. Ballinger, Jr. oversees the cases.
Jonathan P. Ibsen, Esq., at Canterbury Law Group, LLP serves as the
Debtors' legal counsel.
James Cross, the court-appointed Chapter 11 trustee for the
Debtors, tapped Cross Law Firm, PLC as bankruptcy counsel; Terry A.
Dake, Ltd. as special counsel; Baldwin Moffitt Behm, LLP as tax
preparer; and Kathy Steadman of Coppersmith Brockelman, PLC as
healthcare personnel and regulatory compliance specialist.
Susan N. Goodman is the patient care ombudsman appointed in the
Debtors' bankruptcy cases.
SUMMIT HOTEL: Egan-Jones Retains BB Senior Unsecured Ratings
------------------------------------------------------------
Egan-Jones Ratings Company, on November 28, 2022, maintained its
'BB' foreign currency and local currency senior unsecured ratings
on debt issued by Summit Hotel Properties, Inc.
Headquartered in Austin, Texas, Summit Hotel Properties, Inc.
operates as a real estate investment trust.
TEGNA INC: Egan-Jones Retains CCC+ Senior Unsecured Ratings
-----------------------------------------------------------
Egan-Jones Ratings Company, on November 30, 2022, maintained its
'CCC+' foreign currency and local currency senior unsecured ratings
on debt issued by TEGNA Inc. EJR also maintained its 'B' rating on
commercial paper issued by the Company.
Headquartered in Tysons, Virginia, TEGNA Inc. is a broadcasting,
digital media and marketing services company.
TOMS KING: Seeks Approval to Tap Omni as Claims and Noticing Agent
------------------------------------------------------------------
TOMS King (Ohio) LLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the Northern District of Ohio to employ Omni
Agent Solutions, Inc. as claims and noticing agent.
Omni will oversee the distribution of notices and will assist in
the maintenance, processing and docketing of proofs of claim filed
in the Chapter 11 cases of the Debtors.
The services to be rendered by Omni will be billed at rates ranging
from $40 to $225 per hour.
In addition, Omni will seek reimbursement for expenses incurred.
Prior to the petition date, the Debtors provided Omni a retainer in
the amount of $50,000.
Paul Deutch, the executive vice president of Omni Agent Solutions,
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:
Paul H. Deutch
Omni Agent Solutions, Inc.
1120 Avenue of the Americas, 4th Floor
New York, NY 10036
Telephone: (212) 302-3580
Facsimile: (212) 302-3820
Email: paul@omniagnt.com
About TOMS King (Ohio)
TOMS King (Ohio) LLC and its affiliates filed their voluntary
petitions for relief under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Ohio Lead Case No. 23-50001) on Jan.
2, 2023. Judge Alan M. Koschik oversees the cases.
The Debtors tapped Allen Stovall Neuman & Ashton, LLP and Womble
Bond Dickinson (US), LLP as legal counsels, and Omni Agent
Solutions, Inc. as claims and noticing agent.
TRINITY LEGACY: Gets OK to Hire New Mexico Financial as Counsel
---------------------------------------------------------------
Trinity Legacy Consortium, LLC received approval from the U.S.
Bankruptcy Court for the District of New Mexico to employ New
Mexico Financial & Family Law, P.C as its legal counsel.
The firm's services include:
a. representing and advising the Debtor regarding all aspects
of its Chapter 11 case, including, without limitation, claims
objections, adversary proceedings, plan confirmation and all
hearings before the court;
b. preparing legal papers, including the Debtor's Chapter 11
plan of reorganization and disclosure statement;
c. assisting the Debtor in taking actions required to effect
reorganization under Chapter 11 of the Bankruptcy Code; and
d. other necessary legal services.
New Mexico Financial will be paid at these rates:
Don Harris, Esq. $425 per hour
Dennis A. Banning, Esq. $325 per hour
Paralegal and law clerk $180 per hour
In addition, the firm will receive reimbursement for its
out-of-pocket expenses.
Dennis Banning, Esq., a member of New Mexico Financial, disclosed
in a court filing that he is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Dennis A. Banning, Esq.
New Mexico Financial & Family Law, P.C.
320 Gold Avenue SW, Suite 1401
Albuquerque, NM 87102
Tel: 505-503-1637
Email: dab@nmfinanciallaw.com
About Trinity Legacy Consortium
Trinity Legacy Consortium, LLC operates a construction and home
building business with locations in Farmington, N.M. and Wallowa,
Ore.
Trinity Legacy Consortium sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D.N.M. Case No. 22-10973) on Dec. 7,
2022. In the petition signed by its managing members, Jan Swift and
Jacob Swift, the Debtor disclosed up to $500,000 in assets and up
to $1 million in liabilities.
Judge Robert H. Jacobvitz oversees the case.
Dennis A. Banning, Esq., at New Mexico Financial & Family Law, P.C.
is the Debtor's legal counsel.
TRINITY STONE: Seeks to Hire Ness Bros. Realtors as Auctioneer
--------------------------------------------------------------
Trinity Stone, Ltd seeks approval from the U.S. Bankruptcy Court
for the Northern District of Indiana to employ Ness Bros. Realtors
& Auctioneers in connection with the sale of its personal
property.
The firm will be paid a commission of 15 percent of the sales
price.
Kurt Ness, a managing member at Ness Bros. Realtors & Auctioneers,
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:
Kurt J. Ness
Ness Bros. Realtors & Auctioneers
519 N Jefferson St.
Huntington, IN 46750
Tel: (260) 356-3911
About Trinity Stone
Trinity Stone, Ltd. is a general contractor in Fort Wayne, Ind.,
that provides industry-leading products for multi-unit, student
housing, senior living and town home projects across the United
States.
Trinity Stone filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ind. Case No.
22-11094) on Oct. 13, 2022, with between $500,000 and $1 million in
assets and between $1 million and $10 million in liabilities.
Douglas R. Adelsperger has been appointed as Subchapter V trustee.
Judge Robert E. Grant oversees the case.
The Debtor tapped Scot T. Skekloff, Esq., at Haller & Colvin, PC as
legal counsel and Ronald D. Bookmyer, CPA, LLC as accountant.
TROIKA MEDIA: Blue Torch Extends Limited Waiver Until Jan. 13
-------------------------------------------------------------
Troika Media Group, Inc. and Blue Torch Finance, LLC have entered
into a further Limited Waiver of certain events of default under
the Financing Agreement dated March 21, 2022, by and among the
Company, the lenders from time to time party thereto, and Blue
Torch as collateral agent and administrative agent for the Lenders.
The Limited Waiver will expire on Jan. 13, 2022, if not terminated
earlier by Blue Torch, the Company disclosed in a Form 8-K filed
with the Securities and Exchange Commission.
The Limited Waiver concerns events of default that relate to the
Company's failure to satisfy certain financial and non-financial
covenants under the Financing Agreement.
Troika said, "The Company is currently engaged in good faith
negotiations with Blue Torch, as agent for the Lenders, to amend
the Financing Agreement and cure the events of default, although we
cannot assure you that we will be successful in doing so. If the
Company is unsuccessful in renegotiating the Financing Agreement
and curing the continuing events of default by the expiration of
the Waiver Period, the Company intends to seek further Limited
Waivers with Blue Torch, although we cannot assure you that Blue
Torch would be willing to grant additional waivers."
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.
VBI VACCINES: Receives 180-Day Extension to Comply With Nasdaq Rule
-------------------------------------------------------------------
VBI Vaccines Inc. received on Dec. 29 a letter from the Listing
Qualifications Department of the Nasdaq Stock Market notifying the
Company that it has been granted an additional 180-day period, or
until June 26, 2023, to regain compliance with the Minimum Bid
Price Requirement.
On July 1, 2022, VBI Vaccines received a letter from Nasdaq
indicating that, based upon the closing bid price of the Company's
common shares for the 30 consecutive business day period between
May 18, 2022 through June 30, 2022, the Company did not meet the
minimum bid price of $1.00 per share required for continued listing
on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule
5550(a)(2). The letter also indicated that the Company would be
provided with a compliance period of 180 calendar days, or until
Dec. 28, 2022, in which to regain compliance pursuant to Nasdaq
Listing Rule 5810(c)(3)(A).
The new compliance period is an extension of the initial Compliance
Period provided for in Nasdaq's deficiency notice to the Company,
dated July 1, 2022. Nasdaq's determination was based on the
Company meeting the continued listing requirement for market value
of publicly held shares and all other applicable requirements for
initial listing on the Nasdaq Capital Market, with the exception of
the Minimum Bid Price Requirement, and the Company's written notice
of its intention to cure the deficiency during the second
compliance period by effecting a reverse stock split, if
necessary.
If compliance with the Minimum Bid Price Requirement cannot be
demonstrated by June 26, 2023, Nasdaq will provide written
notification that the Company's common shares could be delisted.
In such event, Nasdaq rules permit the Company to appeal any
delisting determination to a Nasdaq Hearings Panel. Accordingly,
there can be no assurance that the Company will be able to regain
compliance with the Nasdaq listing rules or maintain its listing on
the Nasdaq Stock Market.
About VBI Vaccines
VBI Vaccines Inc. -- www.vbivaccines.com -- is a biopharmaceutical
company driven by immunology in the pursuit of powerful prevention
and treatment of disease. Through its innovative approach to
virus-like particles ("VLPs"), including a proprietary enveloped
VLP ("eVLP") platform technology, VBI develops vaccine candidates
that mimic the natural presentation of viruses, designed to elicit
the innate power of the human immune system. VBI is committed to
targeting and overcoming significant infectious diseases, including
hepatitis B, coronaviruses, and cytomegalovirus (CMV), as well as
aggressive cancers including glioblastoma (GBM). VBI is
headquartered in Cambridge, Massachusetts, with research operations
in Ottawa, Canada, and a research and manufacturing site in
Rehovot, Israel.
VBI Vaccines reported a net loss of $69.75 million for the year
ended Dec. 31, 2021, compared to a net loss of $46.23 million for
the year ended Dec. 31, 2020. As of Sept. 30, 2022, the Company
had $172.01 million in total assets, $34.68 million in total
current liabilities, $53.51 million in total non-current
liabilities, and $83.82 million in total stockholders' equity.
Iselin, New Jersey-based EisnerAmper LLP, the Company's auditor
since 2016, issued a "going concern" qualification in its report
dated March 7, 2022, citing that the Company has an accumulated
deficit as of Dec. 31, 2021, and cash outflows from operating
activities for the year-ended Dec. 31, 2021 and, as such, will
require significant additional funds to conduct clinical and
non-clinical trials, achieve regulatory approvals, and subject to
such approvals, commercially launch its products. These factors
raise substantial doubt about its ability to continue as a going
concern.
VIASAT INC: Egan-Jones Retains CCC+ Senior Unsecured Ratings
------------------------------------------------------------
Egan-Jones Ratings Company, on November 29, 2022, maintained its
'CCC+' foreign currency and local currency senior unsecured ratings
on debt issued by Viasat, Inc. EJR also maintained its 'B' rating
on commercial paper issued by the Company.
Headquartered in Carlsbad, California, Viasat, Inc. operates as a
communication company.
VIVOS REAL: Taps Homewise Realty Services as Real Property Manager
------------------------------------------------------------------
Vivos Real Estate Holdings, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Maryland to employ Homewise
Realty Services, LLC as real property manager.
The firm will render these services:
(a) pay real property taxes on behalf of the Debtor and
associated follow up tasks;
(b) confirm current insurance and associated follow up tasks;
(c) hire contractors;
(d) hire a janitorial service; and
(e) prepare monthly management reports and associated duties
therewith.
The firm's compensation is $185 per hour.
Adam Ross Levin, a real estate agent at Homewise Realty Services,
disclosed in a court filing that his firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Adam Ross Levin
Homewise Realty Services, LLC
11140 Rockville Pike, Suite 420
Rockville, MD 20852
Telephone: (240) 888-1847
About Vivos Real Estate Holdings
Vivos Real Estate Holdings, LLC, a company in Rockville, Md.,
sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. D. Md. Case No. 22-14207) on Aug. 2, 2022, listing as much
as $50,000 in assets and $1 million to $10 million in liabilities.
Naveen Doki, manager and president, signed the petition.
Judge Maria Ellena Chavez-Ruark oversees the case.
John D. Burns, Esq., at The Burns LawFirm, LLC is the Debtor's
counsel.
VOLUNTEER ENERGY: Unsecureds to Recover 9%-25% in Liquidating Plan
------------------------------------------------------------------
Volunteer Energy Services, Inc., filed with the U.S. Bankruptcy
Court for the Southern District of Ohio a Revised Disclosure
Statement for Chapter 11 Plan of Liquidation dated January 3,
2023.
The Debtor was a family-owned retail energy provider headquartered
in Pickerington, Ohio. Beginning in 2001, the Debtor supplied
natural gas to its various commercial, industrial, and residential
customers across Ohio.
The Debtor's business relied heavily on the purchase of energy from
Wholesale Energy Suppliers to service customers. The Debtor's
contracts with Wholesale Energy Suppliers were short-term
commitment contracts that the Debtor paid in arrears. On March 25,
2022, the Debtor was about to default on approximately $12.6
million in payments due to its Wholesale Energy Suppliers. These
defaults would create an irreversible domino effect resulting in a
severe liquidity crisis and the need for chapter 11 relief.
As of the Petition Date, the Debtor was in most instances between
the second and third steps and in some instances already facing the
penalties in the fourth step. The goal of this Chapter 11 Case was
to facilitate the orderly transition of the Debtor's customers to
default service to stop the unnecessary imposition of significant
penalties against the Debtor, which would allow the Debtor to
conduct an orderly wind-down for the benefit of all stakeholders.
On April 4, 2022, the Debtor filed Debtor's Expedited Motion the
private sale of certain of the Debtor's customer contracts (the
"Purchased Contracts") to NRG Retail LLC or its designee(s) (the
"Purchaser") free and clear of liens, claims, interests, and
encumbrances as contemplated by the Asset Purchase Agreement (the
"APA") between the Debtor and the Purchaser and the assumption and
assignment of the Purchased Contracts.
Pursuant to the APA and Sale Order, the Purchased Contracts were
transferred to the Purchaser for those customers who did not
otherwise unilaterally choose to switch to a different service
provider. The Debtor's customer contracts that did not constitute
Purchased Contracts will be rejected in accordance with the Plan.
Those customers that were not transferred to the Purchaser were
either transferred to different service providers or returned to
utility service. Following any price adjustments required under the
APA, the final purchase price for the Purchased Contracts was
$6,401,114.07.
The Plan is a plan of liquidation. In general, a chapter 11 plan
of liquidation (i) divides claims and equity interests into
separate classes, (ii) specifies the property that each class is to
receive under the Plan, and (iii) contains other provisions
necessary to implement the Plan. Generally, the Plan establishes a
mechanism by which assets of the Estate will be distributed to
Holders of Claims and Interests, in the order set forth in the
Plan.
Class 5 consists of General Unsecured Claims. In full and final
satisfaction, settlement, release, and discharge of any and all
General Unsecured Claims, each Holder of an Allowed General
Unsecured Claim in Class 5, except to the extent that a Holder of
an Allowed General Unsecured Claim agrees to less favorable
treatment, shall receive one or more Distributions equal to its Pro
Rata share of the General Unsecured Creditor Interests as such
Distributions become available as is reasonably practicable in the
reasonable discretion of the Liquidating Trustee.
The Liquidating Trust, in the Liquidating Trustee's discretion,
shall make periodic Distributions of available Cash from the
Liquidating Trust Assets to the Holders of Allowed General
Unsecured Creditor Interests at any time after the Effective Date.
The allowed unsecured claims total $23 million—$31 million. This
Class will receive a distribution of 9% to 25% of their allowed
claims. Class 5 is Impaired.
Class 6 consists of Interests in the Debtor. No Holder of an
Interest in the Debtor shall be entitled to a Distribution under
the Plan on account of such Interest. On the Effective Date, all
Interests shall be retired, cancelled, extinguished, and/or
discharged. Class 6 is Impaired.
The Plan shall be funded from the Effective Date Cash and any other
Assets of the Estate.
On the Effective Date, the Liquidating Trust shall be formed,
established, and become effective pursuant to the Plan and in
accordance with the Liquidating Trust Agreement, to receive the
Liquidating Trust Assets, to liquidate the Liquidating Trust Assets
and to enable the Liquidating Trustee to distribute same in
accordance with the terms of the Plan and the Liquidating Trust
Agreement.
On the Effective Date, or as soon thereafter as is practicable, the
Liquidating Trustee shall establish the Liquidating Trust Expense
Fund, the funding of which may include any Liquidating Trust
Assets; provided, however, that the Liquidating Trust Expense Fund
may not include more than $500,000 of the Initial Liquidating Trust
Funding. The Liquidating Trust Expense Fund shall be used to pay
the Liquidating Trust Expenses in accordance with the Liquidating
Trust Agreement, including, without limitation, costs and expenses
of (i) Professionals retained by the Liquidating Trustee, (ii) any
liquidation or administration of the Liquidating Trust Assets, and
(iii) the prosecution of Causes of Action, including Avoidance
Actions, and objections to Claims.
A full-text copy of the Revised Disclosure Statement dated January
3, 2023 is available at https://bit.ly/3ZdYOvB from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Darren Azman, Esq.
Natalie Rowles, Esq.
McDermott Will & Emery, LLP
One Vanderbilt Avenue
New York, NY 10017-3852
Tel: (212) 547-5400
Fax: (212) 547-5444
Email: dazman@mwe.com
nrowles@mwe.com
- and -
David M. Whittaker, Esq.
Isaac Wiles & Burkholder LLC
Two Miranova Place, Suite 700
Columbus, OH 43215
Phone: 614-221-2121
Fax: 614-365-9516
Email: dwhittaker@isaacwiles.com
About Volunteer Energy Services
Volunteer Energy Services, Inc., an electric power provider based
in Pickerington, Ohio, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ohio Case No. 22-50804) on March 25,
2022. In the petition signed by David Warner, chief financial
officer, the Debtor disclosed up to $100 million in both assets and
liabilities.
Judge C. Kathryn Preston oversees the case.
McDermott Will & Emery, LLP, and Isaac Wiles and Burkholder, LLC
serve as the Debtor's lead bankruptcy counsel and local counsel,
respectively. GlassRatner Advisory & Capital Group, LLC, doing
business as B. Riley Advisory Services, is the Debtor's financial
advisor. Epiq Corporate Restructuring, LLC as its administrative
advisor.
WESCO INTERNATIONAL: Egan-Jones Retains BB- Sr. Unsecured Ratings
-----------------------------------------------------------------
Egan-Jones Ratings Company, on November 29, 2022, maintained its
'BB-' foreign currency and local currency senior unsecured ratings
on debt issued by WESCO International, Inc.
Headquartered in Pittsburgh, Pennsylvania, WESCO International,
Inc. distributes electrical products and other industrial
maintenance, repair, and operating supplies.
[*] Trucking Companies That Went Bankrupt in 2022
-------------------------------------------------
Rachel Premack and Clarissa Hawes of Freight Waves report that it's
been a rough year for the trucking industry following the red-hot
market conditions of late 2020 and 2021.
Since the beginning of 2022, spot rates have declined by 27.6%,
according to the FreightWaves National Truckload Index. On the
contract market, which comprises a larger chunk of the trucking
industry, the rate to move a truck declined by 6% over the same
period.
The cost to run a trucking company, however, has sharply increased
despite this slump in rates. The retail cost of diesel has had the
most shocking uptick: 36% higher from the beginning of this 2022.
But compared to the "trucking bloodbath" of 2019, the industry
hasn't seen a wave of large firms declaring bankruptcy. Trucking
companies, instead, seem keen on expanding. Hiring activity,
according to federal data that tracks preemployment queries for
commercial drivers, has actually increased. Federal employment data
reflects that trucking payrolls have increased by around 55,600
drivers, or a 3.6% increase, from January to November.
Resilience in the trucking industry could be a result of many
trucking companies being flush with cash after the recent bull run.
Here are some of the small trucking companies that went bankrupt
this 2022:
* Freon Logistics, 10 drivers.
* Navarro Trucking Group, 15 drivers.
* JCB Trucking Enterprises, 16 drivers.
* McClellan Trucking and Duran Transfer, 21 drivers.
* Elite Transportation, 25 drivers.
* Rooney Trucking, 37 drivers.
* L.W. Miller Cos., 87 drivers.
[^] BOOK REVIEW: The Phoenix Effect
-----------------------------------
Nine Revitalizing Strategies No Business Can Do Without
Authors: Carter Pate and Harlann Platt
Publisher: John Wiley & Sons, Inc.
Softcover: 244 Pages
List Price: $27.95
Review by Gail Owens Hoelscher
Buy a copy for yourself and one for a colleague on-line at
http://amazon.com/exec/obidos/ASIN/0471062626/internetbankrupt
Think of all the managers of faltering companies who dream of
watching those companies rise from the ashes all around them! With
a record number of companies failing in 2001, and another
record-setting year expected for 2002, there are a lot of ashes
from which to rise these days.
Carter Pate and Harlan Platt highly value strong leadership able to
sharpen a company's focus and show the way to the future. They
believe that all too often, appropriate actions required to improve
organizations are overlooked because upper management either isn't
aware of the seriousness of the issues they face or they don't know
where to turn for accurate information to best address their
concerns. In the Phoenix Effect, the authors present their ideas to
"confront, comprehend, and conquer a company's ills, big and
small."
These ideas are grouped into nine steps: (i) Find out whether the
company needs a tune-up, a turnaround, or crisis management. Locate
the source of "the pain." (ii) Analyze the true scope of the
company's operations. Decide whether to stay in the same
businesses, withdraw from existing businesses, or enter new ones.
(iii) Hold the company to its mission statement. If it strives to
be "the most environmentally friendly." Figure out how. (iv) Manage
scale. Should the company grow, stay the same size, or shrink? (v)
Determine debt obligations and work toward debt relief. (vi) Get
the most from the company's assets. Eliminate superfluous assets
and evaluate underused assets. (vii) Get the most from the
company's employees. Increase output and lower workforce costs.
(viii) Get the most from the
company's products. Turn out products that are developed and
marketed to fill actual, current customer needs. (ix) Produce the
product. Search for alternate ways to create the product: owning or
leasing facilities, outsourcing, etc.
The authors believe that "how you're doing is where you're going."
They assert that the "one fundamental source of life in companies,
as in people, is the capacity for self-renewal, the ability to
excite your team for game after game. to go for broke season after
season." This ability can come from "(g)enetics, charisma, sheer
luck, stock options -- all crucial, yes, but the best renewal
insurance is a leader who always knows exactly how his or her
company is doing."
There are a lot of books written on this topic. Pate and Platt
successfully bridge the gap between overgeneralization and too
detail. They are equally adept at advising on how to go about
determining a business's scope and arguing for Monday rather than
Friday for implementing layoffs. They don't dwell on sappy
motivational techniques. They don't condescend to the reader or
depend too much on folksy vernacular and cliche. Their message is
clear: your company's phoenix, too, can rise from its ashes.
Carter Pate has served on the Board of multiple public companies.
During his two decades as a Partner at PricewaterhouseCoopers, he
held several global leadership positions, including being the
Global Managing Partner of the Advisory Services Practice,
Healthcare Practice and the Government practice. He subsequently
served as the CEO of Providence Service Corporation (revenue $1.5B)
and as the CEO of MV Transportation, one of the largest privately
held transportation companies.
Dr. Harlan D. Platt is a professor of Finance and Insurance at
Northeastern University. He is president of 911RISK, Inc., which
specializes in developing analytical models to predict corporate
distress. He received a Ph.D. from the University of Michigan, and
holds a B.A. degree from Northwestern University.
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2023. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
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*** End of Transmission ***