/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/230417.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, April 17, 2023, Vol. 27, No. 106 Headlines 105-31 150TH STREET: Taps Phillips, Artura & Cox as Legal Counsel 111-121 E. CONGRESS: Gets Approval to Hire DeConcini as Counsel 5218 PROPERTY: Public Auction for LLC Interests on April 25 78-80 ST MARK'S: Theater 80 Hoping for Miracle from May 9 Auction ACASTI PHARMA: Jean-Marie Canan Resigns as Director AGS PRO: Files Emergency Bid to Use Cash Collateral AMC ENTERTAINMENT: $2B Bank Debt Trades at 23% Discount AMERICAN LAND: Seeks to Hire Shaneyfelt & Associates as Counsel AMERICAN SCREENING: Seeks to Tap Kell C. Mercer as Legal Counsel AMERICAN VIRTUAL: Unsecureds Owed $6M to Get 90%-95% in Plan AMSTERDAM HOUSE: U.S. Trustee Appoints Creditors' Committee ASA ROOFING: Unsecureds Will Get 15.9% of Claims in 36 Months ASP BLADE HOLDINGS: $850M Bank Debt Trades at 15% Discount ASSET REALTY: Seeks Approval to Hire Special Counsel in Wilson Suit ASSET REALTY: Seeks to Hire Special Counsel in Six Lawsuits ASTRO ONE ACQUISITION: $155M Bank Debt Trades at 38% Discount ASURION LLC: Palmer Square Marks $750,000 Loan at 16% Off ATLAS SYSTEMS: Seeks to Hire Schafer and Weiner as Legal Counsel AVAYA INC: $743M Bank Debt Trades at 75% Discount B AND C BROS: Seeks Cash Collateral Access B&G PROPERTY: Unsecureds to Recover 100% From Sale or Exit Facility BANYAN CAY RESORT: Gets $102.1-Million Bid in Bankruptcy Court BAUSCH HEALTH: $2.50B Bank Debt Trades at 21% Discount BAYOU INTERMEDIATE II: Fitch Cuts LongTerm IDRs to B+, Outlook Neg. BAYTEX ENERGY: Fitch Assigns 'BB-' Rating on $750MM Sr. Unsec Notes BENARD QUEEN: Count I of Roof Technology's Complaint Dismissed BITTER CREEK: Seeks to Hire Merritt, McLane & Hamby as Auditor BLUE LIGHTNING: Case Summary & Largest Unsecured Creditors BLUE STAR: Delays Form 10-K Filing to Complete Disclosures BOXED INC: U.S. Trustee Appoints Creditors' Committee BRIGHT HORIZONS: S&P Upgrades ICR to 'BB-', Outlook Stable BRIGHTVIEW LANDSCAPES: S&P Downgrades ICR to 'B', Outlook Stable BUILDERS DIRECT: Case Summary & Nine Unsecured Creditors BURTS CONSTRUCTION: Seeks Continuance Until Last Week of April C PERRY & SONS: Seeks April 24 Extension of Plan Filing Deadline CAN B CORP: Delays Filing of 2022 Annual Report CARESTREAM DENTAL: S&P Downgrades ICR to 'B-', On Watch Negative CCS-CMGC: $110M Bank Debt Trades at 38% Discount CHESAPEAKE ENERGY: Fitch Hikes LongTerm IDR to 'BB+', Outlook Pos. CHICAGO SOUTH LOOP: Lender Seeks to Prohibit Cash Collateral Use CHICK LUMBER: Committee-Backed Plan to Resolve Citizens Claims CINEWORLD GROUP: Files Reorganization Plan CINEWORLD GROUP: Unsecureds Will Get 0.5% to 1.3% in Joint Plan CLEAN ENERGY: Requires More Time to Complete 2022 Annual Report CLOVIS ONCOLOGY: Seeks to Extend Plan Exclusivity to July 10 COEUR MINING: S&P Downgrades ICR to 'B-', Outlook Negative COMUNICADORES GRAFICOS: Case Summary & 20 Top Unsecured Creditors CONSOLIDATED: $999.9M Bank Debt Trades at 16% Discount CONUMA RESOURCES: Moody's Puts 'Caa2' CFR Under Review for Upgrade CONUMA RESOURCES: S&P Assign Prelim 'CCC+' Rating on Sec. Notes COPPER MECHANICAL: Unsecureds to Get 10% Dividend in Plan CORE SCIENTIFIC: Seeks to Extend Plan Exclusivity to July 19 CORIZON HEALTH: Proceedings in Scott Lawsuit Stayed for 90 Days CORRECTIONAL IMAGING: Case Summary & Two Unsecured Creditors CORRIDOR MEDICAL: Case Summary & 20 Largest Unsecured Creditors COVENANT SOLAR: Files Emergency Bid to Use Cash Collateral CRAFTSMAN ROOFING: Case Summary & 13 Unsecured Creditors CROWNROCK LP: S&P Upgrades ICR to 'BB-', Outlook Stable CYXTERA DC: $100M Bank Debt Trades at 21% Discount CYXTERA DC: $815M Bank Debt Trades at 22% Discount DACO CONSTRUCTION: Court Approves Disclosure Statement DAVID'S BRIDAL: $240M Bank Debt Trades at 69% Discount DILLARD'S INC: S&P Upgrades ICR to 'BB+' on Sustained Low Leverage DIOCESE OF ROCKVILLE: 4th Omnibus Objection to Claims Sustained DIVERSIFIED HEALTHCARE: Moody's Puts Caa3 CFR on Review for Upgrade DOLPHIN ENTERTAINMENT: Incurs $4.8 Million Net Loss in 2022 DOTDASH MEREDITH: Palmer Square Marks $746,231 Loan at 15% Off E QUALCOM: Amends Castros & Global Commerce Secured Claims Pay E-BOX LLC: Asset Sale Proceeds to Fund Plan Payments EARTH HOUSE: Plan and Disclosure Statement Due May 19 ECSEM CORP: Unsecureds to Recover 5% in Plan EIGHT-115 ASSOCIATES: Court Narrows Trustee's Claim vs. Reifer ELEVATE TEXTILES: $125M Bank Debt Trades at 92% Discount ELEVATE TEXTILES: Moody's Cuts CFR to Caa3 & Alters Outlook to Neg. ELMWOOD HEIGHTS: SARE Files Bare-Bones Petition ENVISION HEALTHCARE: $1B Bank Debt Trades at 93% Discount ENVISION HEALTHCARE: $2.20B Bank Debt Trades at 94% Discount ESCO LTD: Seeks to Hire Polsinelli PC as Bankruptcy Counsel ESCO LTD: U.S. Trustee Appoints Creditors' Committee EXACTECH INC: $235M Bank Debt Trades at 43% Discount EXCL LOGISTICS: Court OKs Cash Collateral Access Thru May 4 FARMERS COOPERATIVE: Unsecureds to Get Excess Sale Proceeds FEDNAT HOLDING: Exclusivity Period Extended to July 9 FIRST REPUBLIC: Fitch Lowers Rating on Preferred Debt to 'C' FMBC INVESTMENTS: Plan Disclosures Inadequate, McNabb Says FORMING MACHINING: $260M Bank Debt Trades at 19% Discount FTX GROUP: Suffered Deep Management Failures, Says CEO's Report GARCIA GRAIN: Gets Court Okay to Tap Attorneys, Accountants GEX MANAGEMENT: Requires More Time to Complete 2022 Annual Report GLATFELTER CORP: Moody's Ups CFR to B3 & Alters Outlook to Stable GOLDEN KEY: Court OKs Cash Collateral Access Thru June 30 GREENHEART NY: Gets OK to Hire Bottom Line CFOS as Bookkeeper GROWLIFE INC: Delays Filing of 2022 Annual Report GULFPORT ENERGY: Court Denies J&R Passmore Class Certification Bid HENDRIKUS TON: 5th Cir. Affirms Bankr. Court's Partition Judgment HINTONS5 LLC: UST Says Plan Disclosures Inadequate HORGAN INC: Taps Kucker Marino Winiarsky & Bittens as Legal Counsel HOVA MANAGEMENT: Seeks to Tap of Alan C. Stein as Legal Counsel HYRECAR INC: Committee Taps Blank Rome as Legal Counsel HYRECAR INC: Committee Taps Dundon Advisers as Financial Advisor IDAHO ALLERGY: Files Emergency Bid for Cash Collateral, DIP Loan IGLESIAS DIOS: May 24 Plan Confirmation Hearing Set ILLUMINE MEDSPA: Court OKs Interim Cash Collateral Access ILPEA PARENT: S&P Upgrades Long-Term ICR to 'B+', Outlook Stable IMMANUEL SOBRIETY: Has Final Court OK on Cash Collateral Access INDIAN PIPE: Seeks to Hire Kirby Aisner & Curley as Legal Counsel INTEGRATED NANO-TECHNOLOGIES: U.S. Trustee Appoints Equity Panel ISTANBUL REGO: Seeks to Extend Plan Exclusivity to September 28 IVANTI SOFTWARE: Palmer Square Marks $641,899 Loan at 17% Off JAX SERVICE: Amends Priority Unsecured Claim; Plan Hearing May 25 KEW NDBM: Unsecured Creditors Unimpaired in Plan KJMN PROPERTIES: Taps Rachel Sanchez-Parodi as Sr. Tax Specialist LIGADO NETWORKS: $117.6M Bank Debt Trades at 60% Discount LIVE NATION: Moody's Ups CFR to B1 & Senior Unsecured Notes to B2 LTL MANAGEMENT: Talc Claimants Wants to Toss New Ch. 11 Filing MADISON CLINIC: Gets Interim OK to Tap Altmann Law Firm as Counsel MAGNOLIA OFFICE: Non-Payment of UST Fees Raised in Objection MAKENA TRADING: Seeks to Hire Mark S. Roher as Bankruptcy Counsel MARY'S WOODS: Fitch Affirms LongTerm IDR at 'BB', Outlook Stable MATRIX PARENT: $160M Bank Debt Trades at 40% Discount MENACHEM LAND: Seeks to Hire Iskander Law as Bankruptcy Counsel MH SUB I: S&P Rates New $4.7BB First-Lien Term Loan 'B' MISS BRENDA: Seeks Cash Collateral Access MOBIQUITY TECHNOLOGIES: Board Elects Byron Booker as Director MODERN MEN: Says Creditors to Recover 100% in Sale Plan MUSIC GETAWAYS: Files Emergency Bid to Use Cash Collateral NATIONAL CINEMEDIA: $270M Bank Debt Trades at 66% Discount NATIONAL REALTY: Unsecureds Will Get 100% of Claims in Joint Plan NAUTILUS POWER: $728.6M Bank Debt Trades at 39% Discount NEP GROUP: $240M Bank Debt Trades at 24% Discount NEW HAPPY FOOD: Court Approves Disclosure Statement NEWAGE INC: Taps Grant Thornton to Provide Additional Tax Services NOBLE HEALTH: Taps Berman DeLeve Kuchan & Chapman as Counsel NORDSTROM INC: DBRS Confirms BB Issuer Rating, Stable Trend NORMANDIE LOFTS: Taps Northmarq Realty as Real Estate Broker NORTH JAX: Unsecureds to Split $20K via Quarterly Payments NORTHEASTERN ILLINOIS UNIVERSITY: Moody's Affirms Ba1 Issuer Rating NOVABAY PHARMACEUTICALS: Registers 81K Shares Under Incentive Plan NUMERICAL CONTROL: Taps PPL Acquisition Group as Auctioneer OFFICE PROPERTIES: Moody's Lowers CFR to Ba3, On Further Review ONE CALL: $700M Bank Debt Trades at 27% Discount ORIGINCLEAR INC: Delays Filing of 2022 Annual Report PANOS FITNESS: Court OKs Cash Collateral Access Thru April 28 PARAMOUNT RESTYLING: Has Deal on Continued Cash Collateral Access PARKLAND CORP: DBRS Confirms BB Issuer Rating, Trend Stable PARTY CITY: Files Amendments to Debt-for-Equity Plan PARTY CITY: May 17 Plan & Disclosure Hearing Set PHOENIX BUILDING: Case Summary & One Unsecured Creditor QUEST SOFTWARE: Palmer Square Marks $500,000 Loan at 34% Off RED PLANET: Palmer Square Marks $742,481 Loan at 33% Off REDSTONE HOLDCO 2: $450M Bank Debt Trades at 40% Discount REDSTONE HOLDCO 2: Palmer Square Marks $750,000 Loan at 40% Off REDSTONE HOLDCO: $1.11B Bank Debt Trades at 15% Discount REEVES FARM: Voluntary Chapter 11 Case Summary ROBERTSHAW US: $110M Bank Debt Trades at 79% Discount ROCK SPLITTERS: Wins Cash Collateral Access Thru June 22 RYZE RENEWABLES: Court OKs $8MM DIP Loan from Georgias Own SABRE GLBL: $644M Bank Debt Trades at 16% Discount SABRE GLBL: $675M Bank Debt Trades at 18% Discount SALE LLC: Files Emergency Bid to Use Cash Collateral SANUWAVE HEALTH: To File Restated Financial Statements SHIFRIN & ASSOCIATES: Court OKs Deal on Cash Collateral Access SILICON VALLEY BANK: KPMG, Goldman & Others Sued Over Collapse SILICON VALLEY BANK: Warren, AOC Question Oversized Deposits SIO2 MEDICAL: U.S. Trustee Appoints Creditors' Committee SKAR CONSTRUCTION: Taps Kimberly Bentley, CPA as Accountant SOUTHERN HERITAGE: Case Summary & Seven Unsecured Creditors STANADYNE LLC: Committee Seeks to Hire Kramer Levin as Counsel STANADYNE LLC: Committee Taps FTI Consulting as Financial Advisor STANADYNE LLC: Committee Taps Morris James LLP as Local Counsel STAT HOME: June 8 Plan Confirmation Hearing Set STORED SOLAR: Asset Sale Proceeds to Fund Committee & Trustee Plan SUNEDISON INC: TerraForm Exec Gets for Cash Flow Retaliation Trial SWS SERVICES: Court OKs Interim Cash Collateral Acce T-ROLL CONSTRUCTION: Court OKs Cash Collateral Access Thru May 6 TEAM HEALTH: $2.75B Bank Debt Trades at 17% Discount TOADFISH LLC: Rail Holdings to Sell All Assets on May 4 TRU GRIT FITNESS: Court Confirms Reorganization Plan TRUCK DYNASTY: Case Summary & 18 Unsecured Creditors U.S. STEM CELL: Delays Filing of 2022 Annual Report UNIQUE FREIGHT: Case Summary & 20 Largest Unsecured Creditors UPTOWN 240 LLC: Gets OK to Hire Eide Bailly as Accountant VYCOR MEDICAL: Delays Filing of 2022 Annual Report WICHITA HOOPS: Has Final Court OK on Cash Collateral Access WICHITA HOOPS: Seeks to Tap Smoll & Banning CPA's LLC as Accountant WILL-ONITA'S FAMILY: Taps Digiorgio Financial as Accountant WWEX UNI TOPCO: $150M Bank Debt Trades at 18% Discount YENTA LLC: Court Dismisses Chapter 11 Case ZHEJIANG TOPOINT: Henghe's Bid to Amend Answer Granted in Part [*] Delaware Is Top Venue for 2023 Chapter 11 Megacases [^] BOND PRICING: For the Week from April 10 to 14, 2023 ********* 105-31 150TH STREET: Taps Phillips, Artura & Cox as Legal Counsel ----------------------------------------------------------------- The 105-31 150th Street Realty LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Phillips, Artura & Cox as its counsel. The firm will render these services: (a) advise the Debtor with respect to its powers and duties in the continued management of its property; (b) represent the Debtor before the bankruptcy court and at all hearings on matters pertaining to its affairs; (c) advise and assist the Debtor in the preparation and negotiation with his creditors of a Plan of Reorganization; (d) prepare all legal papers; and (e) perform all other legal services for the Debtor which may be desirable and necessary. The firm received $9,250 as a retainer from Surplus Deposits Inc., which is also owned by Debtor's sole member, Raul Paul Martinez, plus the filing fee of $1,738. Richard Artura, Esq., an attorney at Phillips, Artura & Cox, 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: Richard F. Artura, Esq. Phillips, Artura & Cox 165 South Wellwood Avenue Lindenhurst, NY 11757 Telephone: (631) 226-2100 Email: Rartura@pwqlaw.com About The 105-31 150th Street Realty The 105-31 150th Street Realty LLC filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-40875) on Mar. 15, 2023, listing under $1 million in both assets and liabilities. Raul Paul Martinez, member, signed the petition. Judge Elizabeth S. Stong oversees the case. Richard F. Artura, Esq., at Phillips, Artura & Cox serves as the Debtor's counsel. 111-121 E. CONGRESS: Gets Approval to Hire DeConcini as Counsel --------------------------------------------------------------- 111-121 E. Congress, LLC received approval from the U.S. Bankruptcy Court for the District of Arizona to employ DeConcini McDonald Yetwin & Lacy, PC as its counsel. The firm will render these services: (a) advise the Debtor with respect to its powers and duties; (b) advise the Debtor with respect to the sale or disposition of estate assets, if necessary; (c) take required action to recover certain property and money owed to the Debtor, if necessary; (d) prepare legal documents; and (e) perform all other legal services that the Debtor deems necessary. The hourly rates of the firm's counsel and staff are as follows: Jody A. Corrales $360 Paraprofessionals $185 In addition, the firm will seek reimbursement for expenses incurred. Jody Corrales, Esq., an attorney at DeConcini McDonald Yetwin & Lacy, 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 through: Jody A. Corrales, Esq. DeConcini McDonald Yetwin & Lacy, PC 2525 East Broadway Blvd., Suite 200 Tucson, AZ 85716 Telephone: (520) 322-5000 Facsimile: (520) 322-5585 Email: jcorrales@dmyl.com About 111-121 E. Congress 111-121 E. Congress, LLC filed a voluntary petition for Chapter 11 protection (Bankr. D. Ariz. Case No. 23-02230) on April 7, 2023, with up to $10 million in both assets and liabilities. Jody A. Corrales, Esq., at DeConcini McDonald Yetwin & Lacy, PC serves as the Debtor's counsel. 5218 PROPERTY: Public Auction for LLC Interests on April 25 ----------------------------------------------------------- Auctions Advisors, on behalf of RL Atlantic Cent LLC ("secured party"), will offer for sale at a public auction on April 25, 2023, at 11:00 a.m. local time, the limited liability company membership interests of each of 5218 Property LLC, Centennial Plaza Prop LLC, and IMARC Properties LLC. The sale will be conducted in lots and via online video conference. Each qualified bidder will be required to post a $100,000 good faith deposit per property prior to bidding, which deposit will be increased to 25% of the successful bid. The terms and conditions of the sale are set forth in the Terms & Conditions, which, together with due diligence materials regarding the offered interests and the sale may be obtained by visiting https://www.auctionadvisors.com/ or reaching out to Jolshin@auctionadvisors.com 78-80 ST MARK'S: Theater 80 Hoping for Miracle from May 9 Auction ----------------------------------------------------------------- Keith J. Kelly of Our Town reports that Theatre 80 is hoping for a miracle to be saved from the May 9, 2023 bankruptcy auction. Fifty eight year old Theatre 80 has been in Chapter 11 bankruptcy since December 2020 and its second generation owner is frantically trying to prevent a real estate investor from forcing its two building at #78 and #80 St. Mark's Place from being sold in a Chapter 7 auction now set for May 9, 2023. Owner Lorcan Otway said a city agency moved mountains to get it a non-profit status on short notice so he can raise funds and try to save the theater and his home since he was 9 years old. But Otway and has wife Genie were evicted from the adjoining brownstone home on April 5, 2023 and locked out of the theater. A bankruptcy judge has slated an auction for the theater, bar, and apartment on May 9, 2023. All that Lorcan Otway, the owner of the embattled Theatre 80 wants, is a little more time. The off beat East Village theater--where You're a Good Man Charlie Brown had its world debut and which has been an East Village icon for 58 years--has been shut down and is imminent danger of being sold off to satisfy a $12 million loan that is in default. A city agency helped cut through some red tape to establish it as a not for profit corporation which second generation owner Otway hopes will prompt the bankruptcy court to stall a liquidation selloff as he tries to raise money. But he is racing a deadline as Maverick Real Estate Partners, which purchased the debt, pushes for a conversion to Chapter 7 bankruptcy and liquidation. The bankruptcy judge has set a May 9, 2023 auction date. Otway said the not for profit could be a "lifeline." But time is rapidly running out for Otway who may soon have nothin but memories. The history runs deeper than its days as a theater. It had once been a speakeasy where Al Capone drank. It was one of the first places Frank Sinatra performed, in 1939, while renting a room around the corner. Harry Belafonte was a regular in the 1950s, when it was the Jazz Gallery. It was Otway's father Howard, who moved the family into an adjoining brownstone when he bought the theater in 1964, by paying $64,000 to a manager who ran it for a lower east side mobster. The Otway family converted it to a theater and Otway recalls helping his father dig out the foundation for the stage as young lad and discovering the back door that led to a butcher shop on First Ave, where patrons entered the speakeasy that was known as "Schieb's Place" after the manager Walter Schieb who ran it for the mobsters. Lorcan, 70 and is wife Genie, who is in her 60s both lived where they worked in a brownstone adjoining the theater are hoping they can keep alive the theater, the William Barnacle Tavern and the quirky Museum of the American Gangster. The theater hold a treasure trove of memories, not to mention serving as a stepping stone for generations of aspiring and established stars. And until the Otway’s forced eviction by US Marshalls and the bankruptcy trustee Maryanne O’Toole on April 5, 2023, it was their home. The memories run deep. Otway recalls a young Billy Crystal, then an aspiring actor and NYU drama student working as an usher when You’re a Good Man Charlie Brown was making its debut in 1967. Crystal was a little overzealous with the flashlight one show and ended up ticking off Walter Cronkite, the veteran newscaster who made the trek of the East Village badlands to see the off Broadway play that was already capturing the city's heart. Otway has continued the tradition started by his father of having famous stars of Broadway and Hollywood placing their handprints prints in cement in the sidewalk outside the theater on St. Mark’s Place. One of the last to do so was the actor, author Malachy McCourt, who once owned a bar on St. Mark's Place and was a longtime family friend. "I'll be planting my hand in the cement," McCourt told the New York Post shortly before the ceremony began last August. "I wish we could cut the hands off the money grubbers who are trying to steal the place. It's terrible what is happening to Lorcan." Posters from past shows, as well as photos of the stars who were in them or were pals with his family line walls. One poster that his father helped produce was called "One Night Stands of a Noisy Neighbor" in one of Robert DiNiro's first starring rolls. The play was not at the theater, but Howard Otway was a producer of the Broadway production and a poster from the show is on display. There is a signed photo from Katharine Hepburn and according to Otway, it shows her climbing up the ladder onto a yacht owned by Spencer Tracy. They starred in nine movies together and were said to be blindingly in love with one another for decades. Tracy, who was married and never acknowledge his long running romance, had the photo squashed from public distribution but a signed copy of it hangs on the theater wall. Other signed photos came from Jimmy Stewart, Claudette Colbert, Bette Davis. Another picture shows Howard holding up Maureen Stapleton, who after being a star on Broadway achieved a new round of fame in later years as Edith on the long running CBS hit The Archie Bunker Show. Howard Otway had to visibly hold her up as the tipsy Stapelton was photographed leaving her handprint in wet cement for the Walk of Fame. Others whose handprints and signatures made it onto the sidewalk include Joan Rivers, Joan Crawford, Gloria Swanson and Alan Cumming. The actor who played Radar O’Reilly in "MASH," Gary Burghoff, also left his mark in a cement block that has yet to be set into the sidewalk. Otway hopes that the recent granting of an expedited not-for profit status by the IRS thanks to a push from the NYC Office of Cultural Affairs will prompt the Bankruptcy Judge Martin Glenn who is hearing the Chapter 11 bankruptcy case a little more time and to avoid converting it into a chapter 7 liquidation. But so far, that has not happened. The original $6.1 million loan has now ballooned to $12 million, because Maverick was permitted to jack up the interest rate to 25 percent once it fell into default. "We could not operate during the pandemic, but that did not stop the bank," Otway laments. "If we get some time, we can begin soliciting foundations to come to our aide as a not for profit," he says. "Maverick and all creditors will be paid 100 percent on the dollar," vows Otway. He claims he already has one deep pocketed Hollywood legend ready to step in, but only if they are successful in raising half the money separately. The original debt was incurred when a nasty family feud broke out between Otway and his brother after his mother who had inherited it from Otway’s father passed away. The original lender then sold the mortgage to Maverick Real Estate Partners, which Otway calls a "vulture developer" waiting for the chance to pounce and kick out he and his wife Genie. Representatives for Maverick had not returned a call or email by presstime. Its web site says it has 126 loans valued at $663 million on 223 properties. Maryanne O’Toole, who was appointed a bankruptcy trustee also did not return a call. "The gangsters who sold it to my father were better for the neighborhood than the current real estate predators," says Otway. Otway says he and his wife Genie are now effectively homeless, "We nowhere to go," he said. The City Commissioner of Cultural Affairs requested that the IRS expedite the request granting it a tax exempt status by certifying the organization as a 501(c)3, organization, he said, and amazingly it worked. "They granted it on [March 31, 2023]," Otway said. Now he needs a last minute reprieve from the bankruptcy judge to avoid a selloff of his beloved theater and the home he had lived in since he was nine years old. If it falls into the hands of a developer, he fear the new owner will demolish the theater, the bar, the museum and his boyhood home and build luxury condos or turn it over to chain store retailers. "Last 2022, the city lost 55 percent of the jobs in the theater industry," said Otway, citing NYC Comptroller Thomas DiNapoli. "Why wouldn't the court at least give the government agencies the respect they deserve and the confidence that they have the city;s and the nation's best interests at heart?" asks Otway. "All we want is a chance." About 78-80 St Mark's Place 78-80 St Mark's Place, LLC filed a petition for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 21-12139) on Dec. 29, 2021, listing $15,012,427 in assets and $8,128,713 in liabilities. Lawrence V. Otway, sole member, signed the petition. Judge Martin Glenn oversees the case. The Debtor tapped Andrew R. Gottesman, Esq., at Mintz & Gold, LLP, as legal counsel. ACASTI PHARMA: Jean-Marie Canan Resigns as Director --------------------------------------------------- Jean-Marie (John) Canan resigned from the board of directors of Acasti Pharma Inc., effective March 30, 2023. Mr. Canan was also a member of the Company's audit committee and governance and human resources committee. His resignation was not the result of any dispute or disagreement with the Company or the Company's board of directors on any matter relating to the operations, policies or practices of the Company, as disclosed in a Form 8-K filed by the Company with the Securities and Exchange Commission. About Acasti Pharma Acasti Pharma Inc. -- http://www.acastipharma.com-- is a late-stage specialty pharma company with drug delivery capability and technologies addressing rare and orphan diseases. Acasti's novel drug delivery technologies have the potential to improve the performance of currently marketed drugs by achieving faster onset of action, enhanced efficacy, reduced side effects, and more convenient drug delivery -- all which could help to increase treatment compliance and improve patient outcomes. Acasti Pharma reported a net loss and comprehensive loss of $9.82 million for the year ended March 31, 2022, a net loss and comprehensive loss of $19.68 million for the year ended March 31, 2021, and a net loss and comprehensive loss of $25.51 million for the year ended March 31, 2020. As of Dec. 31, 2022, the Company had $116.80 million in total assets, $20.08 million in total liabilities, and $96.72 million in total shareholders' equity. AGS PRO: Files Emergency Bid to Use Cash Collateral --------------------------------------------------- AGS Pro, Inc. asks the U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, for authority to use cash collateral through September 30, 2023. The Debtor needs to continue to use cash on hand, and monies generated from its services, to preserve its assets and ongoing business operations. The Debtor believes the following parties have or may have security interests in cash collateral: The Lee Andrews Living Trust, the Jake Andrews Living Trust, and the Randy Andrews Living Trust and Glacial Holdings, LLC. The Debtor's revenues in 2022 were $13.9 million. However, its profitability has been materially affected by ongoing litigation with a competing security company, Allied Security. According to the Debtor's balance sheet as of February 28, 2023, the Debtor had over $4.8 million of assets at book value. This included approximately $2.68 million of account receivables and $76,119 of fixed assets after depreciation. Currently, cash on hand is approximately $670,000. The fair market value of the Debtor's receivables, inventory and other assets is at least $3.0 million, and if the Debtor can be sold as a going concern it will be worth well in excess of that sum. Between April 2018 and September 2019, the Debtor entered into a number of separate loan agreements with the Lee Andrews Living Trust, the Jake Andrews Living Trust, and the Randy Andrews Living Trust in the total principal amount of $4.825 million. Each of the loan agreements accrues interest at 5% and granted the Andrews Trusts a security interest in "100% of all company assets including but not limited to revenues." The loan agreements matured by their own terms on June 1, 2019, December 31, 2019, and June 1, 2020, respectively. Thereafter, on or about November 16, 2022, the Andrews Trusts negotiated new promissory notes with the Debtor which, among other things, acknowledged the accrued interest then due, extended the maturity date of the original loan agreements to November 16, 2027, and increased the interest rate to 8%. The new promissory notes also continued to grant the Andrews Trusts a security interest in all of the Debtor's assets. In addition to the above items, the new promissory note to the Randy Andrews Living Trust also included an additional $3.060 million in new principal to reflect a new loan of $3.060 million to the Debtor. However, at the last minute the Superior Court decided to delay a sanction hearing until after the jury trial so the $3.060 million was never advanced to the Company. The total principal amounts due under the new loan agreements are $4.3 million as follows: $184,734 to The Lee Andrews Protective Trust #1, $184,734 to The Jake Andrews Protective Trust #1, and $3,879,497 to the Randy Andrews Living Trust, respectively. On January 30, 2023, the Debtor negotiated a promissory note and security agreement with Glacial Holdings, LLC, for a loan in the principal amount of $290,000. Glacial is a Delaware entity and the Debtor's principal Lee Andrews is a managing member of Glacial. The promissory note bears interest at 8%, granted Glacial a security interest in all the Debtor's assets, and matures on January 30, 2028. The Glacial promissory note suffers from the same defect as the Andrews Trusts' promissory notes in that it lists the borrower as AGS Protect, Inc., and not the Debtor AGS Pro, Inc. This error is also, again, perpetuated in the UCC-1 financing statement filed by Glacial on January 31, 2023. Although the Debtor believes the Andrews Trusts and Glacial are adequately protected by the continued operation of the Debtor's business, the Debtor is proposing to grant the Secured Parties a replacement lien on all of the estate's assets, excluding avoiding power claims and recoveries, to the extent that the Debtor's use of cash collateral results in a decrease in value of the Secured Parties' interest, if any, in the Debtor's assets; provided, however, that such replacement liens will only attach to the same extent, validity, and priority of the Secured Parties' prepetition liens against the Debtor's assets, and will not apply in the event that any such prepetition liens ultimately are avoided. A copy of the motion is available at https://bit.ly/43y3i2j from PacerMonitor.com. About AGS Pro, Inc. AGS Pro, Inc. provides security services throughout the United States and internationally with strategic alliance partnerships. Although founded in 2017, the Debtor’s team has been trusted in the security industry by businesses across the country and around the world for decades. The Debtor's services include commercial security, estate security and special events. The Debtor's headquarters is located at 6133 Bristol Parkway, Suites 175 and 280, Culver City, California 90230. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C. D. Cal. Case No. 23-12236) on April 13, 2023. In the petition signed by Lee Andrews, chief executive officer, the Debtor disclosed up to $10 million in assets and up to $50 million in liabilities. Judge Deborah J. Saltzman oversees the case. Aaron E. de Leest, Esq., at Danning, Gill, Israel & Krasnoff, LLP, represents the Debtor as legal counsel. AMC ENTERTAINMENT: $2B Bank Debt Trades at 23% Discount ------------------------------------------------------- Participations in a syndicated loan under which AMC Entertainment Holdings Inc is a borrower were trading in the secondary market around 77.4 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $2 billion facility is a Term loan that is scheduled to mature on April 22, 2026. About $1.92 billion of the loan is withdrawn and outstanding. AMC Entertainment Holdings, Inc. operates as a holding company. The Company, through its subsidiaries, provides theatrical exhibition, movie screening, food distribution, online ticket booking, and other related services. AMERICAN LAND: Seeks to Hire Shaneyfelt & Associates as Counsel --------------------------------------------------------------- American Land Investments, LTD. seeks approval from the U.S. Bankruptcy Court for the Southern District of Ohio to employ Shaneyfelt & Associates, LLC as its general bankruptcy counsel. The firm will render these services: (a) advise the Debtor with respect to its powers and duties in the continued management and operations of its business; (b) attend meetings and negotiate with representatives of creditors and other parties in interest; (c) take all necessary action to protect and preserve the Debtor's estate; (d) prepare on behalf of the Debtor legal papers; (e) promote the plan of reorganization, disclosure statement, and all related agreements and/or documents; (f) advise the Debtor in connection with any potential sale of assets; (g) appear before this court, any appellate courts, and the United States Trustee and protect the interests of the Debtor's estate before them; (h) consult with the Debtor regarding tax matters; and (i) perform all other necessary legal services and provide all other necessary legal advice to the Debtor in connection with this Chapter 11 case. The hourly rates of the firm's counsel and staff are as follows: Paul H. Shaneyfelt $325 Paralegals $140 On February 6, 2023 the firm received a retainer in the amount of $12,750 from Edwin Liette, the father of Duaine Liette, the general partner of the Debtor. Mr. Shaneyfelt 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 through: Paul H. Shaneyfelt, Esq. Shaneyfelt & Associates, LLC 315 Public Square, Suite 204 Troy, OH 45373 Telephone: (937) 216-7727 Facsimile: (937) 552-9954 Email: paulshaneyfeltlaw@gmail.com About American Land Investments American Land Investments, LTD. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ohio Case No. 23-30539) on April 7, 2023. In the petition signed by Duaine Liette, sole member, the Debtor disclosed up to $1 million in both assets and liabilities. Paul H. Shaneyfelt, Esq., at Shaneyfelt & Associates, LLC represents the Debtor as legal counsel. AMERICAN SCREENING: Seeks to Tap Kell C. Mercer as Legal Counsel ---------------------------------------------------------------- American Screening, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Louisiana to employ Kell C. Mercer, PC as its bankruptcy counsel. The firm will render these services: (a) advise the Debtor with respect to its rights, duties and powers in the Bankruptcy Case; (b) advise the Debtor regarding compliance with United States Trustee guidelines; (c) assist and advise the Debtor in its consultations with creditors and parties in interest relating to the administration of the Bankruptcy Case; (d) attend meetings and negotiate with representatives of creditors and other parties in interest; (e) assist and advise the Debtor as to its communications, if any, to the general creditor body regarding significant matters in the Bankruptcy Case; (f) represent the Debtor at all necessary hearings and other proceedings; (g) review, analyze, and advise the Debtor with respect to applications, orders, statements of operations and schedules filed with the court; (h) assist the Debtor in formulating a Plan and Disclosure Statement, engaging in negotiations regarding any plan and disclosure statement, and prosecuting a plan and disclosure statement to confirmation, if possible; (i) assist the Debtor in preparing pleadings and applications as may be necessary in furtherance of the Debtor's interests and objectives; and (j) perform such other legal services as may be required and are deemed to be in the interests of the Debtor. Kell Mercer, Esq., the firm's lead attorney, will charge an hourly fee of $400 for his services. Mr. Mercer 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: Kell C. Mercer, Esq. Kell C. Mercer, PC 901 S. Mopac Expy. Bldg. 1, Ste. 300 Austin, TX 78746 Telephone: (512) 627-3512 Facsimile: (512) 597-0767 Email: Kell.Mercer@mercer-law-pc.com About American Screening American Screening, LLC is an ISO 13485 Certified distributor of rapid drug and alcohol tests, infectious disease tests, and cardiac tests, and supplies to the United States, South America, Asia, Africa, Europe, and Australia. ASC leases its corporate office and warehouse space from an affiliated nondebtor, Kilgarlin Holdings, LLC. American Screening sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. La. Case No. 23-10350) on April 7, 2023. In the petition signed by Ronald Kilgarlin, Jr., managing member, the Debtor disclosed up to $9,100,921 in assets and up to $27,251,799 in liabilities. Kell C. Mercer, Esq., at Kell C. Mercer, P.C, represents the Debtor as legal counsel. AMERICAN VIRTUAL: Unsecureds Owed $6M to Get 90%-95% in Plan ------------------------------------------------------------ American Virtual Cloud Technologies, Inc., et al., submitted a Combined Disclosure Statement and Chapter 11 Plan of Liquidation. Three qualified bidders who participated in the auction for the Debtors' assets. Following an auction on March 7, 2023, the Debtors identified Skyvera, LLC, as the successful bidder with a purchase price of $6,780,062. On March 15, 2023, the Bankruptcy Court held a hearing on the sale motion and entered the sale order granting the relief requested therein and except as provided in the sale order, overruled all objections to the Sale. Under the Plan, Class 3 General Unsecured Claims total $6,100,000 will recover 90% to 95% of their claims. Each Holder of an Allowed General Unsecured Claim will receive, in full and final satisfaction, compromise, settlement, and release, and in exchange for such Allowed General Secured Claim, its Pro Rata Share of the Net Distributable Proceeds (which shall be paid pari passu with the AVCT Canada Employee Obligations). The Plan Administrator shall make the Initial GUC Distribution Amount on the Initial GUC Distribution Date. The remaining distribution(s) shall be made shall be made as soon as reasonably practicable after the Initial GUC Distribution Date. Class 3 is impaired. Allowed Claims and any amounts necessary to wind down the Debtors' Estates shall be paid from the Debtors' Assets, subject to the limitations and qualifications described herein. On or before the Effective Date, the Debtors shall establish the Plan Administrator Wind-Down and Expense Reserve, which account shall be administered by the Plan Administrator in his or her sole discretion. The amount used to fund the Plan Administrator Wind-Down and Expense Reserve shall be used to pay for the expenses of winding down the Estates and the AVCT Non-Debtor Subsidiaries in accordance with the laws of the country under which each is organized and governed. The Plan Administrator, subject to the terms and conditions of this Combined Disclosure Statement and Plan, shall wind-down the Estates and the AVCT Non-Debtor Subsidiaries as expeditiously as reasonably practicable. After all Estates and AVCT Non-Debtor Subsidiaries are wound-down and all expenses of the Plan Administrator have been paid, any remaining Cash in the Plan Administrator Wind-Down and Expense Reserve shall be treated as Net Distributable Proceeds for Distributions pursuant to this Combined Disclosure Statement and Plan. Counsel to the Debtors: Patrick J. Reilley, Esq. Stacy L. Newman, Esq. Jack M. Dougherty, Esq. Michael E. Fitzpatrick, Esq. COLE SCHOTZ P.C. 500 Delaware Avenue, Suite 1410 Wilmington, DE 19801 Telephone: (302) 652-3131 E-mail: preilley@coleschotz.com snewman@coleschotz.com jdougherty@coleschotz.com mfitzpatrick@coleschotz.com - and - Michael D. Sirota, Esq. David M. Bass, Esq. Court Plaza North, 25 Main Street Hackensack, NJ 07601 Telephone: (201) 489-3000 E-mail: msirota@coleschotz.com dbass@coleschotz.com A copy of the Disclosure Statement dated April 5, 2023, is available at https://bit.ly/3Gl0yLZ from PacerMonitor.com. About American Virtual Cloud Technologies American Virtual Cloud Technologies, Inc., and its affiliates offer cloud-based business communication services to customers looking to transition business-critical services, phone services and other business applications to the cloud. Its "Kandy" product is one of the largest pure-play providers of unified communications as a service (UCaaS), communications platform as a service (CPaaS), and Microsoft Teams Direct Routing as a Service (DRaaS) for blue-chip enterprise customers such as AT&T, IBM/Kyndryl, and Etisalat. American Virtual Cloud Technologies and affiliates AVCtechnologies USA, Inc. and Kandy Communications, LLC sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 23-10020) on Jan. 11, 2023. The Debtors disclosed $31,122,000 in total assets and $13,641,000 in total debt as of Sept. 30, 2022. Judge Mary F. Walrath oversees the cases. The Debtors tapped Cole Schotz P.C. as legal counsel; SOLIC Capital Advisors, LLC and SOLIC Capital, LLC as financial advisors; and Northland Securities as investment banker. Kroll Restructuring Administration, LLC is the claims and noticing agent and administrative advisor. The U.S. Trustee for Regions 3 and 9 appointed an official committee to represent unsecured creditors in the Debtors' cases. Saul Ewing, LLP and Dundon Advisers, LLC serve as the committee's legal counsel and financial advisor, respectively. AMSTERDAM HOUSE: U.S. Trustee Appoints Creditors' Committee ----------------------------------------------------------- The U.S. Trustee for Region 2 appointed an official committee to represent unsecured creditors in the Chapter 11 case of Amsterdam House Continuing Care Retirement Community, Inc. The committee members are: 1. Janice Grubin, as Executrix of the Estate of Robert Grubin 6 Jarvis Road Old Saybrook, CT 06475 Email: jgrubin@barclaydamon.com 2. Dr. Constance Miceli 300 East Overlook Apt. 365 Port Washington, NY 11050 Email: dswconstance@gmail.com 3. Irwin W. Silverberg 300 East Overlook Apt. 641 Port Washington, NY 11050 Email: Irwin.silverberg@cowen.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Amsterdam House Continuing Care Amsterdam House Continuing Care Retirement Community, Inc., doing business as The Amsterdam at Harborside, operates Nassau County's first and only continuing care retirement community licensed under Article 46 of the New York Public Health Law. The retirement community provides residents with independent living units, enriched housing and memory support services, comprehensive licensed skilled nursing care, and related health, social, and quality of life programs and services. Amsterdam is based in Port Washington, N.Y. Amsterdam filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-70989) on March 22, 2023, with $100 million to $500 million in both assets and liabilities. Brooke Navarre, president and chief executive officer of Amsterdam, signed the petition. Judge Alan S. Trust oversees the case. Gregory M. Juell, Esq., at DLA Piper LLP (US), represents the Debtor as legal counsel. ASA ROOFING: Unsecureds Will Get 15.9% of Claims in 36 Months ------------------------------------------------------------- ASA Roofing, Inc., filed with the U.S. Bankruptcy Court for the Eastern District of Virginia a Plan of Reorganization under Subchapter V dated April 11, 2023. The Debtor was established in 2009 with its principal place of business in Fairfax County, Virginia. The Debtor provides roofing services to the Northern Virginia area and operated profitably until the Covid emergency in 2019, when its revenue declined dramatically. Since filing this case, the Debtor has reduced its overhead by releasing much of its staff and changing its business model. Whereas it once maintained a crew dedicated to roofing which had to be paid whether working or not, it now uses subcontractors to perform this labor. The Debtor has also revised the manner in which it estimates jobs in order to assure that each job is more profitable. The Debtor anticipates that it will be able to make all of the payments provided for both inside and outside this Plan, as well as cover its normal operating expenses from its net surplus over the Plan term. The Debtor further submits that it is devoting all of its net surplus during the prosed term to the payments provided for under this Plan. Class 9 includes all other general unsecured creditors without priority not otherwise classified. The claims of Specialty Capital, LLC, and Wynwood Capital Group which were scheduled as secured claims, and for which there exists no property not already covered by the Small Business Administration's prior lien to support their secured status under 11 U.S.C. 506(d), are hereby reclassified as unsecured claims under this Plan. Class 9 claimants will receive a pro rata distribution (without interest) over 36 from the monthly Plan payments not needed to pay the claims of Classes 1, 2, 3, 4(b), 7, and 8, as described above. The Debtor anticipates, but cannot guarantee, that based on the best information available to it at the time this Plan is filed, that the Class 9 creditors will receive a distribution of not less than approximately 15.90% of their claims. Class 10 includes the Debtor's equity security holders, Camilla Santander, Ana Santander, and Catalina Santander. This class is comprised of the equity security holders, who shall retain their equity interest in the Debtor. The term of the Plan shall be 36 consecutive months from the effective date of the Plan. It is anticipated that the debtor's income shall be sufficient to make all payments required. A full-text copy of the Plan of Reorganization dated April 11, 2023 is available at https://bit.ly/3KZRsH4 from PacerMonitor.com at no charge. Counsel for the Debtor: Richard G. Hall, Esq. 601 King Street, Suite 301 Alexandria, VA 22314 Telephone: (703) 256-7159 Email: Richard.Hall33@verizon.net About ASA Roofing ASA Roofing, Inc. is a roofing contractor serving commercial and residential clients in the Alexandria, Arlington and Northern Virginia areas. The company is based in Alexandria, Va. ASA Roofing filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No. 22-11555) on Nov. 14, 2022, with up to $50,000 in assets and up to $10 million in liabilities. Judge Brian F. Kenney oversees the case. The Debtor tapped Richard G. Hall, Esq., as legal counsel and Arthur Lander, C.P.A., P.C. as accountant. ASP BLADE HOLDINGS: $850M Bank Debt Trades at 15% Discount ---------------------------------------------------------- Participations in a syndicated loan under which ASP Blade Holdings Inc is a borrower were trading in the secondary market around 85 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $850 million facility is a Term loan that is scheduled to mature on October 15, 2028. The amount is fully drawn and outstanding. ASP Blade Holdings, Inc. operates as Oregon Tool, Inc. and formerly known as Blount International, Inc. Oregon Tool, Inc., headquartered in Portland, Oregon, is a global manufacturer and distributor of professional-grade, consumable parts and attachments for use in forestry, agriculture, lawn and garden and other cutting applications. Platinum Equity, through its affiliates, is the owner of Oregon Tool. ASSET REALTY: Seeks Approval to Hire Special Counsel in Wilson Suit ------------------------------------------------------------------- Asset Realty, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Washington to employ Western Washington Law Group, PLLC and Kerry & Forrester, PLLC as special counsels. The Debtor needs the firms' legal assistance in connection with the collection proceedings filed against a certain Michelle Wilson in the U.S. Bankruptcy Court for the District of Arizona (Case No. 2:22-bk-08399- BKM). Western Washington Law Group has agreed to represent the Debtor on a contingency fee basis of 46% based on recovery. Western Washington Law Group will pay an advance fee of $5,000 to Kerry & Forrester and on an hourly basis for assistance in having the firm admitted to the Arizona bankruptcy court. As disclosed in court filings, Western Washington Law Group is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firms can be reached at: Dennis McGlothin, Esq. Western Washington Law Group, PLLC P.O. Box 468 Snohomish, WA 98291 Tel: (425) 728-7296 Fax: (425) 955-5300 Email: docs@westwalaw.com -- and -- S. Cary Forrester, Esq. Forrester & Worth, PLLC 3636 North Central Avenue, Suite 700 Phoenix, AZ 85012 Tel: (602) 271-4250 Fax: (602) 271-4300 Email: scf@forresterandworth.com About Asset Realty Asset Realty, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wash. Case No. 23-10326) on Feb. 22, 2023, with as much as $1 million in both assets and liabilities. Judge Marc Barreca oversees the case. James E. Dickmeyer, Esq., at the Law Office of James E. Dickmeyer, P.C. is the Debtor's bankruptcy counsel. Western Washington Law Group, PLLC, Kerry & Forrester, PLLC and Arnold and Jacobowitz, PLLC serve as the Debtor's special counsels. ASSET REALTY: Seeks to Hire Special Counsel in Six Lawsuits ----------------------------------------------------------- Asset Realty, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Washington to employ Western Washington Law Group, PLLC, and Arnold and Jacobowitz, PLLC as special counsels. The Debtor needs the firms' legal assistance in connection with the following cases: -- Asset Realty v. eXp Realty, LLC; eXp World Holdings, Inc.; eXp Real Estate Holdings, Inc. (Case No. 20-2-14385-5 SEA) before the King County Superior Court. The law firms will be paid on a contingency basis of 46% of the recovery, with Western Washington receiving 36% and Arnold and Jacobowitz 10% of the contingent fee. -- Asset Realty vs. Wilson/Cooley (Case No. 2:21-cv-00081-RSM) before the U.S. District Court for the Western District of Washington. The law firms are co-counsel on a contingency fee of 46% of the recovery. -- Asset Realty v. Edward Miller (Case No. 22CIV05093 KCX) before the King County District Court. Western Washington Law Group is engaged on a 40% contingency fee basis. -- Asset Realty v. Gardulski (Case No. 22CIV05092 KCX) before the King County District Court. Western Washington is engaged on a 40% contingency fee. -- Kovanen v. Asset Realty (Case No. 21-2-08665-1) before the Pierce County Superior Court. Western Washington is engaged on an hourly basis. -- General Star National Insurance Company v. Asset Realty (Case No. 2:22-CV-1168-DWC) before the U.S. District Court for the Western District of Washington. Western Washington Law Group is engaged on an hourly basis. As disclosed in court filings, both firms are "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code. The firms can be reached at: Dennis McGlothin, Esq. Western Washington Law Group, PLLC P.O. Box 468 Snohomish, WA 98291 Tel: (425) 728-7296 Fax: (425) 955-5300 Email: docs@westwalaw.com -- and -- Nathan J. Arnold, Esq. Arnold and Jacobowitz, PLLC 8201 164th Ave NE, Ste. 200 Redmond, WA 98052 Tel: (206) 799-4221 Email: Nathan@cajlawyers.com About Asset Realty Asset Realty, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wash. Case No. 23-10326) on Feb. 22, 2023, with as much as $1 million in both assets and liabilities. Judge Marc Barreca oversees the case. James E. Dickmeyer, Esq., at the Law Office of James E. Dickmeyer, P.C. is the Debtor's bankruptcy counsel. Western Washington Law Group, PLLC, Kerry & Forrester, PLLC and Arnold and Jacobowitz, PLLC serve as the Debtor's special counsels. ASTRO ONE ACQUISITION: $155M Bank Debt Trades at 38% Discount ------------------------------------------------------------- Participations in a syndicated loan under which Astro One Acquisition Corp is a borrower were trading in the secondary market around 62.3 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $155 million facility is a Term loan that is scheduled to mature on October 25, 2029. The amount is fully drawn and outstanding. Founded in 2021 and based in the US, Astro One Acquisition Corporation is a merged entity of Petmate and Brody. Both companies engage in the production and distribution of pet products such as cat waste management products, toys, kennels, shelters, chews, and feeding and watering products. ASURION LLC: Palmer Square Marks $750,000 Loan at 16% Off --------------------------------------------------------- The Palmer Square Opportunistic Income Fund has marked its $750,000 loan extended to Asurion LLC to market at $629,437 or 84% of the outstanding amount, as of January 31, 2023, according to a disclosure contained in the Palmer Square's Form N-CSR for the Semi-Annual Report on January 31, 2023, filed with the Securities and Exchange Commission on April 10, 2023. The Palmer Square extended a Bank Loan to Asurion LLC. The loan accrues interest at a rate of 9.820% (1-Month USD Libor+525 basis points) per annum. The loan is scheduled to mature on February 3, 2028. The Palmer Square Opportunistic Income Fund was organized as a Delaware statutory trust on May 1, 2014, and is registered as a non-diversified, closed-end management investment company under the Investment Company Act of 1940, as amended. Shares of the Fund are being offered on a continuous basis. The Fund commenced operations on August 29, 2014. Asurion, LLC provides wireless handset insurance services. The Company offers replacement of lost, stolen, damaged, and malfunctioning devices, as well as roadside assistance programs, technical support, mobile security devices, and electronics protection. ATLAS SYSTEMS: Seeks to Hire Schafer and Weiner as Legal Counsel ---------------------------------------------------------------- Atlas Systems, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to employ Schafer and Weiner, PLLC to handle its Chapter 11 case. The hourly rates of the firm's counsel and staff are as follows: Daniel J. Weiner $590 Howard Borin $450 Joseph K. Grekin $450 Leon Mayer $330 Kim Hillary $385 John J. Stockdale, Jr. $430 Jeff Sattler $360 Brandi M. Dobbs $290 Legal Assistant $170 Michael E. Baum, Of Counsel $615 John Stockdale, Jr., Esq., an attorney at Schafer and Weiner, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: John J. Stockdale, Jr., Esq. Schafer and Weiner, PLLC 40950 Woodward Ave., Suite 100 Bloomfield Hills, MI 48304 Telephone: (248)540-3340 Email: jstockdale@schaferandweiner.com About Atlas Systems Atlas Systems, Inc. was established in 1999 as an independent distributor of new and use telephones and telephone systems. Atlas Systems sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 23-43287) on April 10, 2023, with up to $10 million in both assets and liabilities. Christopher Klow, vice president of Atlas Systems, signed the petition. Judge Maria L. Oxholm oversees the case. John J. Stockdale, Jr, Esq., at Schafer and Weiner, PLLC, represents the Debtor as legal counsel. AVAYA INC: $743M Bank Debt Trades at 75% Discount ------------------------------------------------- Participations in a syndicated loan under which Avaya Inc is a borrower were trading in the secondary market around 25 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $743 million facility is a Term loan that is scheduled to mature on December 15, 2027. About $735.6 million of the loan is withdrawn and outstanding. Avaya Inc. provides communication software and services. The Company offers unified communications, as well as contact centers, cloud, and collaboration services. Avaya serves clients worldwide. B AND C BROS: Seeks Cash Collateral Access ------------------------------------------ B and C Bros., LLC asks the U.S. Bankruptcy Court for the Eastern District of Pennsylvania for authority to use cash collateral and provide adequate protection. The Debtor requires funds to operate on a daily basis for operating expenses and payroll. On October 19, 2022, the Debtor entered into a loan with Flexibility Capital, Inc. FCI loaned the Debtor approximately $70,000. It appears from the FCI Loan that FCI may have a valid security interest in all of the Debtor's tangible and intangible assets. The Debtor's former payroll and accounts payable manager made substantial errors in paying independent contractors that caused the Debtor's significant financial problems and caused the filing of the chapter 11. The Debtor avers that the Potential FCI Security Interests, by operation of law may provide FCI with a lien on new receivables incurred post-bankruptcy. The Debtor proposes that FCI will be adequately protected by its alleged first position lien on post-bankruptcy receivables, to the extent that Debtor does not avoid or cram down the lien. A copy of the motion is available at https://bit.ly/418ycN8 from PacerMonitor.com. B and C Bros., LLC B and C Bros., LLC is in the business of operating a commercial plumbing and heating business with its assets in Bucks County, Pennsylvania. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Pa. Case No. 23-10986-amc) on April 12, 2023. In the petition signed by Bill Davies, managing member, the Debtor disclosed up to $50,000 in both assets and liabilities. B&G PROPERTY: Unsecureds to Recover 100% From Sale or Exit Facility ------------------------------------------------------------------- B&G Property Investments, LLC, submitted an Amended Disclosure Statement dated April 7, 2023. The total payout to the unsecured creditors is described in the Projected Creditor Distributions, and is projected to be approximately $7.5 million plus interest, as applicable, under Section 726(a)(5), based on the Allowed Claims. The Debtor estimates that the percentage distribution to Unsecured Claims will be 100% on such claims, unless the holder(s) of such claims accept other treatment. The majority of Unsecured Claims will be paid in a single payment upon the Exit Facility or sale of The Villages. Under the Plan, Class 8 General Unsecured Claims are impaired. The terms of all agreements between the Debtor and General Unsecured Creditors shall remain the same, excepting that the maturity date of any note shall be extended to a date not less than 550 days from the Effective Date and that any interim payments prior to such maturity date shall be deferred until the earlier of the maturity date, Exit Facility or sale of The Villages development. In the event of the Exit Facility, the Creditors within Class 8 shall be collectively paid the amount required to satisfy the Claims of Class 8 Creditors. In the event of the sale of The Villages, Class 8 Creditors will receive, divided pro rata, all funds not otherwise distributed to Creditors holding administrative, priority, or Claims in Classes 1 through 7, up to the amount required to satisfy the Claims of Class 8 Creditors, including interest, as applicable, under Section 726(a)(5). The Debtor projects that approximately up to $7.5 million will collectively be paid to Class 8 creditors. The Debtor proposes to fund the payments called for by the Plan from Debtor's post-petition credit facilities, and from its share of the proceeds, if any, of the liquidation of certain Assets held by the Debtor as more fully described in this Disclosure Statement. Attorneys for the Debtor-in-Possession: Douglas R. Ricks, Esq. Christopher N. Coyle, Esq. VANDEN BOS & CHAPMAN, LLP 319 SW Washington St., Ste. 520 Portland, OR 97204 Tel: 503-241-4861 Fax: 503-241-3731 A copy of the Disclosure Statement dated April 7, 2023, is available at https://bit.ly/43j4LcH from PacerMonitor.com. About B&G Property Investments B&G Property Investments, LLC, a company in Medford, Ore., filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Ore. Case No. 22-60998) on July 29, 2022, with $10 million to $50 million in both assets and liabilities. Keith Boyd, manager, signed the petition. Judge Thomas M. Renn presides over the case. Douglas R. Ricks, Esq., at Vanden Bos & Chapman, LLP represents the Debtor. The U.S. Trustee for Region 18 appointed an official committee to represent unsecured creditors in the Debtor's Chapter 11 case. The committee is represented by Farleigh Wada Witt. BANYAN CAY RESORT: Gets $102.1-Million Bid in Bankruptcy Court -------------------------------------------------------------- Brian Bandell of the South Florida Business Journal reports that the 200-acre Banyan Cay hotel, residential and golf project in West Palm Beach has drawn a stalking horse bidder in bankruptcy court, with a buyer willing to pay $102.1 million for the property. Banyan Cay Resort & Golf LLC filed the Chapter 11 reorganization petition on March 29, 2023. This filing stayed a $95.1 million foreclosure judgment from U.S. Real Estate Credit Holdings, in care of El Segundo, California-based Calmwater Capital. It also blocked a $5 million mezzanine loan claim from a group of foreign investors in the EB-5 visa program. The debtor owns the 150-room Hyatt-branded hotel under construction at 2020 Banyan Resort Way, a 130-acre golf course designed by the legendary Jack Nicklaus, and development sites approved for 179 condo units, 28 single-family homes and 22 villas. Banyan Cay Resort & Golf filed a motion on April 2 to sell the property at auction, with a stalking horse bidder setting the floor. Westside Property Investment Co. was the proposed stalking horse bidder with a $102.1 million offer. If it does not win the bid, Westside would be in line for a $3.06 million breakup fee and $300,000 in expense reimbursement. The initial overbid by competing bidders must be $5 million. However, the deal would not include the single-family estate lots. The proposed deadline for bids would be June 8 and the proposed auction date, June 13, 2023. A court hearing to approve the sale would take place on June 20, 2023. "Entering into the stalking horse agreement with the stalking horse bidder ensures the debtors obtain fair market value by making a minimum purchase price for the assets available to the debtors that will be tested in the marketplace," the debtor stated in the motion to sell. "As such, creditors of the debtors’ estates can be assured the consideration obtained will be fair and reasonable and at or above the market." Miami-based attorney Joseph A. Pack, who represents the debtor, said the stalking horse bidder came into the picture recently thanks to real estate broker Keen-Summit Capital Partners. The single-family home lots could be sold separately, and he expected the debtor to secure at least $12 million for them. "It's likely the assets will get bid up at auction so there's a very strong likelihood there will be a very meaningful recovery for creditors," Pack said. Westside Property Investment Co. is a Colorado-based business led by Andy R. Klein. Its website lists several residential communities in Colorado it has developed. The motion to sell the assets will be heard by U.S. Bankruptcy Judge Erik P. Kimball on April 28, 2023. The debtor has yet to determine exactly how the proceeds from the sale would be distributed between its creditors. It's expected the mortgage lender and the mezzanine lenders, which are secured creditors, would be among the first to be paid. According to the case summary, the company owes just over $6.5 million in liens to construction vendors. It has 35 employees. The company generated $5.43 million in revenue in 2022, mostly from the golf course. The golf course has been open since 2017 and has about 200 members. The hotel will need more work to complete. About Banyan Cay Resort & Golf Banyan Cay Resort & Golf, LLC, and affiliates operate resorts and golf clubs. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-12386) on March 29, 2023. In the petition signed by Gerard A. McHale, McHale, P.A., proposed chief restructuring officer, the Debtor disclosed up to $500 million in both assets and liabilities. Judge Mindy A. Mora oversees the case. Gerard McHale of McHale, PA serves as CRO and CEO of the Debtors. Joseph A. Pack, Esq., at Pack Law, represents the Debtor as legal counsel. Keen-Summit Capital Partners LLC serves as marketing agent and broker for the Debtors. BAUSCH HEALTH: $2.50B Bank Debt Trades at 21% Discount ------------------------------------------------------ Participations in a syndicated loan under which Bausch Health Cos Inc is a borrower were trading in the secondary market around 79 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $2.50 billion facility is a Term loan that is scheduled to mature on February 1, 2027. About $2.41 billion of the loan is withdrawn and outstanding. Bausch Health Companies Inc. discovers and distributes pharmaceutical. The Company develops drugs for unmet medical needs in central nervous system disorders, eye health, and gastrointestinal diseases, as well as contact lenses, intraocular lenses, ophthalmic surgical equipment, and aesthetic devices. Bausch Health Companies serves customers worldwide. BAYOU INTERMEDIATE II: Fitch Cuts LongTerm IDRs to B+, Outlook Neg. ------------------------------------------------------------------- Fitch Ratings has downgraded Bayou TopCo, Inc. and Bayou Intermediate II, LLC's (dba: Cordis) Long-Term Issuer Default Ratings (IDRs) to 'B+' from 'BB-'. Fitch has also downgraded Bayou Intermediate II's first-lien revolving credit facility and first-lien term loan to 'BB'/'RR2' from 'BB+'/'RR1'. The ratings have been removed from Rating Watching Negative. The Rating Outlook is Negative. The rating downgrade and Negative Outlook reflect leverage and free cashflow are expected to be negatively impacted by material operating headwinds over the rating horizon. Over the longer term, Fitch believes business fundamentals are intact and stable; however, it could take longer to achieve normalization than Fitch had previously anticipated. The previous Rating Watch was due to Fitch needing time to gather information on the MedAlliance acquisition. Fitch was able to obtain sufficient information to assess the event-specific credit implications and does not believe the transaction will impact the rated entity's credit profile over the rating horizon. Fitch is subsequently withdrawing Bayou TopCo, Inc.'s rating as it is no longer considered relevant to the agency's coverage because the entity is not the filer of financials as Fitch had originally anticipated. KEY RATING DRIVERS Leading Position in Percutaneous Solutions: Cordis' carveout from Cardinal Health, Inc. (CAH) presents a solid standalone interventional cardiology and endovascular device business that will be further supported by private equity sponsor, Hellman & Friedman (H&F). Cordis' global commercial footprint and independent manufacturing capabilities expanded meaningfully under CAH's ownership since 2015. The standalone company is in the process of resetting its operational approach with a more focused strategy to increase margins and invest more for long-term growth. Cordis maintains global brand recognition for its high-quality products, offers a comprehensive portfolio of percutaneous solutions across six core product categories, and holds leading market shares in a number of those product categories. With over 50 years in business, Cordis manufactures critical medical devices used by over 16,000 hospitals globally in minimally invasive procedures. These products are physician preference items in mature product categories with minimal disruption risk. Physician familiarity with the product is important, and switching is uncommon (92% annual retention). In addition, Cordis' brand and products are known worldwide for their quality and ease of use. Near-Term Headwinds to EBITDA and FCF: The downgrade and Negative Outlook reflect that near-term EBITDA margins and FCF generation have been and Fitch expects will continue to be stressed by material and labor inflation, increased freight costs, pandemic-related regional disruptions, foreign exchange headwinds, carveout related costs, and material working capital needs driven by industry-wide supply shortage and separation-related accounts payable reduction. Fitch's projections assume modest improvement in inflationary pressures, stabilization of working capital, and a meaningful decline in carveout costs over the forecast period. Cost synergies are also expected to occur albeit later than Fitch previously thought. Management has identified over $50 million of long-term cost savings from optimizing quality, procurement, manufacturing, supply chain, and other operational functions, with long-term potential to expand EBITDA margins to mid-teens from high-single digits historically. Leverage Elevated; Support from Sponsor: Fitch expects EBITDA will rise above 6x in FYE 2023 as compared to 4.7x at Dec. 31, 2022 before gradually returning to below 4.5x in FYE 2025 assuming the headwinds abate. The ratios for the forecast periods are meaningfully higher than Fitch's prior expectations, largely driven by the aforementioned headwinds and revolver usage in fiscal 2023. Fitch expects EBITDA leverage to gradually decline with realization of savings initiatives, but notes that it could remain elevated if margin expansions do not materialize or if the company raises incremental long-term debt to replenish liquidity. Fitch view's Cordis' sponsors actions favorably with their willingness to provide meaningful additional equity support. Stand-Up Execution in Focus: Cordis' carveout process includes the transition from CAH Transition Service Agreements for finance, IT and supply chain functions. Cordis has an experienced management team, many of whom helped with the Johnson & Johnson carveout, and will have H&F oversight and resources to build an independent organization with a stronger internal R&D pipeline. The majority of the carveout processes are done, and separation is expected to be effectively completed by summer 2023. Whether and to what extent Cordis is able to realize the identified cost savings and synergies as an independent company will be integral to its ratings. Accelerating Investment in Innovation: Fitch views prior underinvestment in R&D as one of the largest risks to Cordis' long-term success and credit profile. Investing in innovation is a key growth strategy for Cordis as a standalone operation. In addition to funding operating requirements, Fitch expects Cordis to prioritize capital deployment towards reinvigorating product portfolio via internal R&D program, external partnerships, and M&A, balanced between replenishing existing portfolios and expanding into higher growth, higher margin adjacencies where the company does not currently play. Since separation in August 2021, Cordis has completed two strategic investments under the Cordis-X program and announced a plan to acquire MedAlliance, a Switzerland-based developer of sirolimus-eluting balloon technology. While investments in early stage, innovative technologies could drive long-term growth and margin improvement, these investments may also require additional capital injection and/or may not reach commercialization. This could result in higher than expected R&D spend, negatively impacting overall profitability and liquidity of the company. DERIVATION SUMMARY Cordis has leading global market positions in the interventional cardiology and endovascular device markets, but has a narrower focus and weaker R&D pipeline versus its competitors. Cordis' largest competitors include Boston Scientific Corp. (BBB+/Stable), which has larger scale and breadth, a focus in highly innovative products, and a more conservative financial profile. Fitch has also considered the company's other 'BB' rated peers in its analysis. Jazz Pharmaceuticals plc (BB-/Positive) and Owens & Minor, Inc. (BB-/Stable) have significantly larger scale than Cordis, but have less revenue diversity versus competitors. These companies operate with gross debt/EBITDA between 4.0x-4.5x and 3.0x-4.0x, respectively. KEY ASSUMPTIONS - Organic revenue growth in low single digits, generally in-line with market growth; - EBITDA margin declines modestly in fiscal 2023 before beginning to rebound in fiscal 2024 as savings initiatives start to fully realize; - Effective interest rate increases with the rise in LIBOR and ranges between 8%-9% over the forecast period; - FCF shows as negative in fiscal 2023 due to costs to carveout and working capital needs; FCF margins in the low single digits thereafter; - No acquisitions or shareholder returns are assumed over the rating horizon. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: - EBITDA Leverage expected to sustain below 4.0x; - Operational strength and success standing up business that results in (cash flow from operations - capex)/total debt around or above 7.5%. Factors that could, individually or collectively, lead to negative rating action/downgrade: - EBITDA Leverage expected to sustain above 5.0x; - EBITDA/Interest coverage sustained at or below 2.0x; - Integration issues, pressures to profitability or increased expenses that result in (cash flow from operations - capex)/total debt sustained below 5%; - Inability to successfully introduce new products to support mid-single digit revenue growth over the long term. LIQUIDITY AND DEBT STRUCTURE Adequate Liquidity: Liquidity includes $115 million of cash on the balance sheet at Dec. 31, 2022. The company has a $60 million first-lien secured revolver due in 2026, with $48.5 million in outstanding balance and the remaining capacity reserved for irrevocable LOC, as of Dec. 31, 2022. Fitch estimates negative FCF in fiscal 2023 due to working capital needs, inflationary pressures, and carveout associated costs, but does expect the company to turn FCF positive upon standing up. Fitch expects the company could raise incremental debt and/or seek additional sponsor equity contribution to enhance its financial flexibility. Maturities Manageable: Maturities consist of outstanding balances under the first lien revolver due 2026 and annual amortization of $4 million on the $375 million first lien term loan due 2028. The company will only be subject to a springing financial maintenance covenant of 8.3x first lien net leverage if 35% or more of the revolver is drawn. Debt incurrence and restricted payments covenants have a 4.75x first lien net leverage test. Debt Instrument Notching: For issuers with 'B+' Long-Term IDRs and below, Fitch assigns instrument ratings through a bespoke analysis. The recovery analysis assumes that Cordis would be considered a going concern in bankruptcy and that the company would be reorganized rather than liquidated. Fitch estimates a going concern enterprise value (EV) of $410 million for Cordis and assumes that administrative claims consume 10% of this value in the recovery analysis. The going concern EV is based upon estimates of post-reorganization EBITDA and the assignment of an EBITDA multiple. Fitch's estimate of Cordis' going concern EBITDA of $63 million is roughly 17% lower than the FYE 2022 EBITDA. The assumed going concern EBITDA reflects a scenario where cost initiatives do not materialize and EBITDA margins sustain at around current level. Fitch assumes a recovery EV/EBITDA multiple of 6.5x for Cordis. This is generally in line with the 6.0x-7.0x Fitch typically assigns to medical device/specialty pharmaceutical manufacturers. Fitch applies a waterfall analysis to the going concern EV and assumes that the company would fully draw the revolvers in a bankruptcy scenario. The analysis applies to $420 million in total first-lien secured debt including the fully drawn revolving facility and term loan, both rated at 'BB'/'RR2', two notches above the IDR. ISSUER PROFILE Bayou Intermediate II, LLC (Cordis) develops, manufactures and commercializes interventional cardiovascular, endovascular and closure devices globally, and provides a full suite of products used by interventional cardiologists, vascular surgeons and interventional radiologists in minimally invasive procedures. SUMMARY OF FINANCIAL ADJUSTMENTS Adjustments made for one-time charges and duplicative costs, separation related purchase price accounting adjustments, and stock-based compensation. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Bayou Intermediate II, LLC LT IDR B+ Downgrade BB- senior secured LT BB Downgrade RR2 BB+ Bayou Topco, Inc. LT IDR B+ Downgrade BB- LT IDR WD Withdrawn B+ BAYTEX ENERGY: Fitch Assigns 'BB-' Rating on $750MM Sr. Unsec Notes ------------------------------------------------------------------- Fitch Ratings has assigned a 'BB-'/'RR3' rating to Baytex Energy Corp.'s USD750 million senior unsecured notes offering maturing 2030. Net proceeds from the offering will replace and terminate the bridge facility established as part of the Ranger Oil Corporation acquisition and will be used in conjunction with the new USD250 million term loan and revolving facility drawings to fund the cash component of the acquisition. Baytex's rating reflects its proforma production scale, asset diversity, and headroom under Fitch's upgrade EBITDA leverage sensitivity with Baytex's leverage expected between 1.2x to 1.6x during Fitch's forecast. The Positive Outlook could be resolved as Baytex makes progress toward its CAD1.5 billion debt target, improves its liquidity position and demonstrates execution as an operator in the Eagle Ford trend. KEY RATING DRIVERS Scale Enhancing Merger: The acquisition of Ranger, which is expected to close in late 2Q23, values Ranger at CAD3.4 billion (USD2.5 billion) including assumed debt, with Ranger shareholders each receiving 7.49 Baytex shares and USD13.31 cash for total consideration of USD44.36 per share. Baytex projects the pro forma company to produce 155 thousand barrels of oil equivalent (mboepd) to 160mboepd with 85% liquids. This approximately maintains Baytex's favorable standalone liquids weighting and meaningfully increases its production scale to a level more typical of the 'BB' rating category. The acquisition of Ranger adds 160,000 net acres and increases the company's Eagle Ford inventory to 12-15 years at current production. A 174 million barrels of oil equivalent (mmboe) of proved reserves addition to Baytex from the acquisition improves its overall credit profile, as Baytex's standalone 264mmboe of proved reserves is below typical 'B+' rated peers. There is low risk the acquisition will not close as Juniper Capital Advisors, which owns approximately 54% of Ranger equity, has entered into an agreement to vote in favor of the transaction. Proceeds from the new issue of senior unsecured notes will be placed into escrow pending the successful completion of the Ranger acquisition. Limited Synergies: Synergies from the Ranger acquisition are limited due to Baytex's standalone non-operating Eagle Ford position, for which Marathon Oil Corporation is the operator, and experienced a modest production decline in 2022 attributable to reduced activity. The acquired Ranger position is not adjacent to Baytex's, so it does not provide opportunities for lateral drilling across the acreages. The acquisition of operated assets is beneficial to Baytex's credit profile as it allows Baytex control over development pace and increases the company's percentage of operating assets in the Eagle Ford from zero to 70%. Gross Debt Increase: The transaction is expected to be funded by a planned USD750 (CAD1,015 million) senior unsecured note issue, a USD250 million term loan and an increase in revolver drawings. Pro forma Baytex's gross debt is expected to be approximately CAD2.6 billion. Pro forma leverage is expected to be approximately 1.2x in 2023, which continues Baytex's clear headroom below Fitch's positive EBITDA leverage sensitivity of 2.0x. Shareholder Distributions: Baytex is increasing its shareholder return target to 50% of FCF, which includes a CAD0.09 annual fixed dividend (approximately CAD80 million annual cost), with the remaining FCF attributable to shareholder returns in the form of share buybacks. Under its stated financial policy, shareholder distributions may increase to 75% of FCF if Baytex meets its target of CAD1.5 billion total debt. Standalone Diversified Assets: Baytex has a meaningfully diverse asset base by geography and hydrocarbon. In 2022, 34% of production came from the Eagle Ford (80% liquids). The remaining 66% was Canadian production (84% liquids). Baytex's Canadian production is split 29% light and 52% heavy oil, with heavy oil prices discounted due to quality and transportation differentials. The impact on Baytex's overall margins from this is softened by its Light Louisiana Sweet-priced Eagle Ford production and Mixed Sweet Blend (MSW) priced Viking production. Hedged Differentials and Commodity Prices: Baytex intends to hedge approximately 40% of its pro forma net oil exposure, helping provide cash flow visibility. This is approximately the same oil exposure hedged standalone Baytex had in 2022. Baytex also partially hedges Canadian differentials between Western Canadian Select and MSW to West Texas Intermediate (WTI). Baytex has U.S. dollar to Canadian dollar FX exposure due to its Eagle Ford assets, U.S. dollar-denominated debts and Canadian dollar reporting. DERIVATION SUMMARY Pro forma the Ranger acquisition, Baytex will differentiate itself in size from Canadian peers MEG Energy Corp. (B+/Stable; 95.3mboepd in 2022; 100% liquids) and Vermilion Energy Inc. (BB-/Stable; 85.2mboepd in 2022; 53% liquids), whose rating benefits from its exposure to European benchmarked oil and gas. The pro forma Baytex will be larger than 'BB-'/Stable peers Matador Resources Company and SM Energy Company, which averaged 105.5mboepd and 145.1mboepd, respectively in 2022, but is expected to generate weaker netbacks due to the stronger economic benefits from Matador and SM Energy's Permian Basin exposure. A differentiating factor for Baytex has historically been the non-operating status portion of production relating to its Eagle Ford trend assets, which is not typical at the 'B+' rating level. However, this is expected to be less of a forward-looking concern, as Baytex's pro forma Eagle Ford operating status increases to 70%. KEY ASSUMPTIONS - WTI/bbl oil prices of USD80 in 2023, USD70 in 2024, and USD60 in 2025 and USD50 longer term; - Henry Hub (HH)/thousand cubic feet natural gas at USD3.5 in 2023, USD3.5 in 2024, USD3 in 2025 and USD2.75 longer term; - Alberta Energy Company (AECO) differentials steady as a percentage of HH during the majority of forecast; - Ranger acquisition successfully occurs in late 2Q23; - Low single-digit annual production growth through the forecast; - Modest dividend growth during the forecast; - Capex at or in excess of CAD1 billion annually. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: - Meaningful progress toward management-stated gross debt-reduction financial policy; - Improved liquidity and reduced revolver utilization; - Production growth resulting in average daily production over 125 mboepd; - Midcycle EBITDA leverage below 2.0x. Factors that could, individually or collectively, lead to negative rating action/downgrade: - Failure to complete the Ranger acquisition largely as contemplated could result in an Outlook revision to Stable; - Sustained increased revolver borrowings and the inability to live within cash flow over the next 12-18 months; - Loss of operational momentum or evidence of execution weaknesses on its operated Eagle Ford assets. - Midcycle EBITDA leverage sustained over 2.5x. LIQUIDITY AND DEBT STRUCTURE Pro Forma Liquidity: The company is utilizing revolver drawings, a USD250 million two-year term loan and a planned USD750 million senior unsecured notes issue to finance the cash component of the Ranger acquisition. Key Recovery Rating Assumptions The recovery analysis assumes Baytex would be reorganized as a going concern (GC) in bankruptcy rather than liquidated. Fitch has assumed a 10% administrative claim and a 100% draw on its secured revolving facility, reflecting that Baytex's facilities are not affected by redetermination risk. GC Approach Baytex's GC EBITDA assumption of CAD750 million reflects Fitch's view of sustainable, post-reorganization EBITDA upon which the agency bases the enterprise valuation (EV). Baytex's bankruptcy scenario considers a structurally lower-priced crude oil and natural gas environment, resulting in reduced operational and financial flexibility, in line with stress case assumptions beyond the existing production hedged period. Fitch believes the lower price environment supports a lower capital program, modest production declines and negative FCF. The GC assumption reflects Fitch's stressed case price deck. An EV multiple of 4.0x EBITDA is applied to the GC EBITDA to calculate a post-reorganization EV. The choice of this multiple considered the following factors: The historical bankruptcy case study exit multiples for peers ranged from 2.8x to 7.0x, with an average of 5.2x and a median of 5.4x; Selection of a 4.0x multiple is consistent with similarly rated Canadian peers, historically lower Proved Developing Producing reserves, lack of operator history in the Eagle Ford and exposure to lower-netback heavy oil in Canada. Liquidation Approach The liquidation estimate reflects Fitch's view of transactional and asset-based valuations, including recent transactions in the Canadian oil sands, Viking, Duvernay and the Eagle Ford Basin on a Canadian dollar/boepd and CAD/acre basis, as well as Baytex's standardized measure of net cash flows (PV-10) estimates. This data was used to determine a reasonable sales price for the company's assets. The allocation of value in the liability waterfall results in an 'BB-'/'RR3' rating for Baytex's senior unsecured notes, notching up one level from Baytex's 'B+' Issuer Default Rating. ISSUER PROFILE Baytex Energy is mid-sized a Canadian E&P company with a production mix including heavy oil, light oil and condensate, NGLs and natural gas. Its operations in Canada are within the Western Canadian Sedimentary Basin and in the U.S. within the Eagle Ford trend. ESG CONSIDERATIONS Baytex has an ESG Relevance Score of '4' for Energy/Management, reflecting the company's relatively smaller scale and heavy oil exposure, which may expose the company to impending energy-transition risks. These factors have a negative impact on the credit profile, and are relevant to the ratings in conjunction with other factors. Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Entity/Debt Rating Recovery ----------- ------ -------- Baytex Energy Corp. senior unsecured LT BB- New Rating RR3 BENARD QUEEN: Count I of Roof Technology's Complaint Dismissed -------------------------------------------------------------- Judge Paul Baisier of the U.S. Bankruptcy Court for the Northern District of Georgia has issued an order granting the motion to dismiss filed by Defendant-Debtors Benard Queen, Jr. and Nichole Jones Queen in the adversary proceeding captioned as In re BENARD QUEEN, JR., and NICHOLE JONES QUEEN, Chapter 11, Subchapter V, Debtors. ROOF TECHNOLOGY PARTNERS, LLC, Plaintiff, v. BENARD QUEEN, JR., and NICHOLE JONES QUEEN, Defendants, Case No. 21-11003-PMB, Adversary Proceeding No. 22-1005, (N.D. Ga.). The Order addresses the motion to dismiss as it relates to Count I of the Amended Complaint. The Court will address the motion to dismiss as it relates to Counts II and III in a separate Order. First Infinity Construction, Inc., an entity owned, operated, and controlled by the Debtors, was the prime contractor under a contract awarded to it by the United States of America to complete various hanger roofing projects at Fort Stewart, Georgia. The Plaintiff Roof Technology Partners, LLC entered into a teaming agreement with First Infinity in connection with the Hanger Project, under which the Plaintiff was a subcontractor/supplier. The Plaintiff contends it provided goods and/or services to First Infinity in the approximate sum of $745,000 under the Teaming Agreement. The Debtors personally guaranteed payment of the sums First Infinity owed to the Plaintiff. The Plaintiff initiated this Adversary Proceeding against the Debtors Benard Queen, Jr. and Nichole Jones Queen through the filing of a three count Complaint on May 5, 2022. In Count I, the Plaintiff alleges that the Debtors' actions as control persons of First Infinity in misappropriating Project Payments received from the Government on the Hanger Project constitute voidable transfers. The Debtors allegedly made false representations to the Plaintiff that they would pay the Plaintiff under the Teaming Agreement and for the goods and/or services it provided on the Hanger Project. Once work began, the Debtors made further representations to the Plaintiff on several occasions that the Plaintiff had not been paid because First Infinity was still awaiting payment from the Government when, in fact, it was routinely receiving payments. The Plaintiff also contends that these false statements, along with false statements as made to the Government by the Debtors that subcontractors were being paid when they were not, violated Georgia civil and criminal law. Based on its justifiable reliance on these alleged lies and misrepresentations by the Debtors as control persons of First Infinity, the Plaintiff asserts that it suffered an economic loss arising from the Debtors' misappropriation of funds including the Transfers, creating an obligation that should be excepted from discharge. In the Motion to Dismiss, the Debtors contend that in characterizing their alleged conduct, the Amended Complaint chiefly relies on speculation and conclusory statements. Even as amended, they say, the Amended Complaint remains deficient in setting forth sufficiently specific allegations of fact to allow a plausible inference that the Debtors engaged in the misconduct asserted in support of a finding of nondischargeability. The Debtors further argue that the Plaintiff's claim under Count I fails for the following reasons: "(i) the fraudulent transfer statutes relied on by the Plaintiff largely do not apply as a matter of law; (ii) Plaintiff has not adequately pled a claim for misrepresentation; and (iii) Plaintiff cannot show its debt was obtained by any of the allegedly offensive transfers or misrepresentations." Judge Baisier holds that this case is just like the case of Property Holdings, LLC v. Gaddy (In re Gaddy), 977 F.3d 1051, 1056 (11th Cir. 2020). "The debtors in both cases had contractual obligations to the creditor that resulted in a judgment. Both before and after the judgment was obtained, the debtor engaged in what the creditor asserts are fraudulent transfers, thereby depleting the estate from which the creditor might otherwise have been paid. . . The court in Gaddy held that the fact that fraudulent transfers had occurred did not convert the dischargeable contract debt into nondischargeable fraud debt." Based on the Plaintiff's own allegations, Judge Baisier finds that "there is simply no obligation of the Debtors (other than the Debt on the Contract evidenced by the Judgment) that the Plaintiff can point to that was obtained by false pretenses, a false representation, or actual fraud. Instead, like the plaintiff in Gaddy, the Plaintiff here holds only a judgment based on contractual obligations. The existence of fraudulent transfers in and around the time the incurrence of the contractual debt does not change its nature or create a separate debt that could be nondischargeable. . . Further, to the extent that the Plaintiff seeks to convert some portion of the amounts owed under its contract Judgment to amounts due as a result of fraudulent representations made by the Debtors. . . it has failed to set forth a time line pursuant to which the services it provided or paid for could have been obtained by the alleged misrepresentations. . . has failed to adequately plead those representations. . . has inappropriately relied on verbal representations about the financial condition of an affiliate of the Debtors, and thus has inadequately alleged that it holds a debt for services that were "obtained by" the alleged fraud." A full-text copy of the Order dated March 29, 2023, is available https://tinyurl.com/45m248m6 from Leagle.com. Benard Queen, Jr. and Nichole Jones Queen filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 21-11003) on Oct. 31, 2021. The Debtors are represented by David Levy, Esq. BITTER CREEK: Seeks to Hire Merritt, McLane & Hamby as Auditor -------------------------------------------------------------- Bitter Creek Water Supply Corporation seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Merritt, McLane & Hamby, PC as its auditor. The Debtor needs an auditor to complete an annual audit of its financial statements, prepare its federal information return for the Internal Revenue Service and depreciation schedule, and conduct other related services. The firm will charge a standard fee of $15,000, plus travel expenses for its services. Michael Hamby, CPA, a shareholder at Merritt, McLane & Hamby, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael Hamby, CPA Merritt, McLane & Hamby, PC 401 Cypress St., Ste. 303 Abilene, TX 79601 Telephone: (325) 672-9323 Facsimile: (325) 672-9491 Email: contact@mmh-cpa.com About Bitter Creek Water Supply Corporation Bitter Creek Water Supply Corporation, a water supplier in Sweetwater, Texas, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 22-10137) on Nov. 21, 2022, with up to $10 million in both assets and liabilities. Jeff Posey, president of Bitter Creek Water Supply, signed the petition. Judge Robert L. Jones oversees the case. The Debtor tapped Lynn Hamilton Butler, Esq., at Husch Blackwell, LLP as legal counsel and Merritt, McLane & Hamby, PC as auditor. BLUE LIGHTNING: Case Summary & Largest Unsecured Creditors ---------------------------------------------------------- Three affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Blue Lightning Holdings, Inc. 23-41064 333 Crowley Rd Ft Worth TX 76134 Blue Lightning Transportation Solutions, Inc. 23-41065 dba Blue Lightning Logistics 333 Crowley Rd Ft Worth TX 76134 Truckers Pipeline, Inc. 23-41066 2869 Historic Decatur Dr San Diego, CA 92006 Chapter 11 Petition Date: April 15, 2023 Court: United States Bankruptcy Court Northern District of Texas Judge: Hon. Mark X. Mullin (23-41064 and 23-41066) Hon. Edward L Morris (23-41065) Debtors' Counsel: Howard Marc Spector, Esq. SPECTOR & COX, PLLC 12770 Coit Road Suite 850 Dallas TX 75251 Tel: (214) 365-5377 Email: hms7@cornell.edu Blue Lightning Holdings' Estimated Assets: $0 to $50,000 Blue Lightning Holdings' Estimated Liabilities: $1 million to $10 million Blue Lightning Transportation's Estimated Assets: $0 to $50,000 Blue Lightning Transportation's Estimated Liabilities: $1 million to $10 million Truckers Pipeline's Estimated Assets: $0 Truckers Pipeline's Estimated Liabilities: $0 The petitions were signed by Eran Blitzblau as president. Full-text copies of the petitions containing, among other items, lists of the Debtors' largest unsecured creditors are available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/ARSNYSA/Blue_Lightning_Holdings_Inc__txnbke-23-41064__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/AZOMAZA/Blue_Lightning_Transportation__txnbke-23-41065__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/TK55T3Y/Truckers_Pipeline_Inc__txnbke-23-41066__0001.0.pdf?mcid=tGE4TAMA BLUE STAR: Delays Form 10-K Filing to Complete Disclosures ---------------------------------------------------------- Blue Star Foods Corp. was unable to file its Annual Report on Form 10-K for the year ended Dec. 31, 2022 by the prescribed due date, without unreasonable effort or expense, because the Company needs additional time to complete certain disclosures and analyses to be included in the Report. In accordance with Rule 12b-25 promulgated under the Securities Exchange Act of 1934, as amended, the Company intends to file the Report on or prior to the 15th calendar day following the prescribed due date. About Blue Star Foods Blue Star Foods Corp. is a sustainable seafood company that processes, packages and sells refrigerated pasteurized Blue Crab meat, and other seafood products. The Company's current source of revenue is importing blue and red swimming crab meat primarily from Indonesia, Philippines and China and distributing it in the United States and Canada under several brand names such as Blue Star, Oceanica, Pacifika, Crab & Go, First Choice, Good Stuff and Coastal Pride Fresh, and steelhead salmon produced under the brand name Little Cedar Farms for distribution in Canada. Blue Star Foods reported a net loss of $2.61 million for the year ended Dec. 31, 2021, compared to a net loss of $4.44 million for the year ended Dec. 31, 2020. As of Sept. 30, 2022, the Company had $16.85 million in total assets, $11.53 million in total liabilities, and $5.32 million in total stockholders' equity. * * * This concludes the Troubled Company Reporter's coverage of Blue Star Foods until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. BOXED INC: U.S. Trustee Appoints Creditors' Committee ----------------------------------------------------- The U.S. Trustee for Regions 3 and 9 appointed an official committee to represent unsecured creditors in the Chapter 11 cases of Boxed, Inc. and its affiliates. The committee members are: 1. U.S. Bank Trust Company, N.A. as Indenture Trustee for 7.00% Convertible Senior Notes Due 2026 Attn: Timothy Sandell 60 Livingston Ave. St. Paul, MN 55107, EP-MN-WS1D Phone: (651) 466-5867 Email: timothy.sandell@usbank.com 2. Brex Inc. Attn: Edrei Swanson 50 W. Broadway, Ste. 333, #15548 Salt Lake City, UT 84101 Phone: (305) 496-4211 Email: Edrei.Swanson@brex.com 3. FedEx Corporate Services, Inc. c/o John Pittman 3620 Hacks Cross Rd., Bldg. B Memphis, TN 38125 Phone: (901) 434-3228 Email: john.pittman@fedex.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Boxed Inc. Boxed, Inc. (OTCMKTS: BOXDQ) -- http://www.boxed.com/-- is an e-commerce retailer and an e-commerce enabler in New York. It operates an e-commerce retail service that provides bulk pantry consumables to businesses and household customers, without the requirement of a "big-box" store membership. This service is powered by the company's own purpose-built storefront, marketplace, analytics, fulfillment, advertising, and robotics technologies. Boxed further enables e-commerce through its Software & Services business, which offers customers in need of an enterprise-level e-commerce platform access to its end-to-end technology. Boxed and four affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10397) on April 2, 2023. In the petition signed by its chief executive officer, Chieh Huang, Boxed disclosed $100 million to $500 million in both assets and liabilities. Judge Brendan Linehan Shannon presides over the cases. The Debtors tapped Freshfields Bruckhaus Deringer US, LLP and Potter Anderson & Corroon, LLP as legal counsels; FTI Consulting, Inc. as financial advisor; and Solomon Parners, L.P. as investment banker. Epiq Corporate Restructuring, LLC is the claims and noticing agent and administrative advisor. BRIGHT HORIZONS: S&P Upgrades ICR to 'BB-', Outlook Stable ---------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Massachusetts-based Bright Horizons Family Solutions LLC to 'BB-' from 'B+'. The stable outlook reflects S&P's expectation that Bright Horizons will report double-digit percent revenue growth and solid EBITDA generation in 2023 while maintaining S&P Global Ratings-adjusted leverage in the high-3x area. S&P said, "The upgrade reflects the continued recovery in enrollment and tuition growth, revenue and EBITDA growth, and our assumption that leverage will decline and remain below 4.5x on a sustained basis.Driving this forecast is the continued recovery in enrollment increases in currently open centers, a mid- to high-digit percentage increase for tuition, the opening of 30-40 new centers, and the integration for the full year of Only About Children, which closed in the third quarter of 2022. In addition, we anticipate the company to have a more moderate financial policy regarding acquisitions and share buy-backs in the next 12-24 months and to use free cash flow for debt reduction. We note that the company's historical track record and financial policy are in line with a target leverage of 2.5x-3.5x net debt to EBITDA range on a company-reported basis, which roughly translates into a 3.5x-4.5x range in an S&P Global Ratings-adjusted basis. "We expect reported EBITDA margin to remain broadly flat in 2023 despite a possibly weaker economic environment and some headwinds due to the phasing out of Federal Stimulus Funds and labor cost inflation.Indeed, we believe that Bright Horizons will be able to implement tuition increases as demand for child care services continues to outstrip capacity and that occupancy rates will continue to improve throughout the year, especially in the most challenged centers. Compared with many peers in the industry, the company benefits from diversification into higher-margin businesses, such as back-up care and educational advisory, and from economies of scale due its broader capabilities. "Macroeconomic headwinds, including continued inflationary and labor constraints, as well as our forecast for a recession and rising levels of unemployment in 2023 could make the operating environment more difficult for early childhood education providers; however, greater return to office, Bright Horizons' geographical diversification, and exposure to heavily subsidized European markets could help to partially offset these headwinds.A shallow recession is forecast in S&P Global economists' base case starting in the first half of 2023. Inflation and a slowing macroeconomic backdrop may hinder growth in enrollment trends as people staying home without a job will be slower to enroll children into programs. However, we do not see this as a likely outcome because demand for early child-care education continues to exceed current capacity, with the biggest constraint to getting to full utilization being labor market challenges worldwide. In addition, Bright Horizons' focus on corporate client contracts provides a stickier customer base. "The stable outlook reflects our expectation that Bright Horizons will continue to report double-digit percent revenue growth and solid EBITDA generation while maintaining S&P Global Ratings-adjusted leverage in the high-3x area over the next 12 months. "We could lower the rating on Bright Horizons if adjusted debt to EBITDA increased and were sustained in the high-4x area. Under this scenario, credit metrics could deteriorate because of operating performance declines from a prolonged weak economy and adverse foreign exchange movements or a sizable debt-financed acquisition or share repurchases. "We could raise the rating if Bright Horizons meaningfully diversified and expanded, while maintaining margins, either internationally or through broadening its portfolio of services; or if adjusted debt to EBITDA improved to the low- to mid-3x area on a sustained basis." ESG credit indicators: E-2; S-3; G-2 S&P said, "Social factors are a moderately negative consideration in our credit rating analysis of Bright Horizons. A significant number of its child-care centers were closed during the COVID-19 pandemic, which caused sharp declines in revenue and profitability. In addition, the company's enrollment could be affected by adverse publicity concerning incidents or allegations of inappropriate, illegal, or harmful acts to a child at its child-care centers or by a caregiver." BRIGHTVIEW LANDSCAPES: S&P Downgrades ICR to 'B', Outlook Stable ---------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on BrightView Landscapes LLC to 'B' from 'B+'. The stable outlook reflects S&P's expectation the company will pass through cost increases, resulting in modest margin improvement. Brightview's S&P Global Ratings-adjusted leverage continues to remain above our threshold for the previous rating. The company faced a challenging year in 2022 with cost inflation and a lower-than-expected snowfall season, which resulted in S&P Global Ratings-adjusted leverage of 5.5x and free operating cash flow (FOCF) to debt below 5% as of fiscal year ended September 2022. S&P said, "We previously anticipated leverage below 5x, but now that we observed greater seasonal volatility in the business during the most recent snow season, we believe the company will operate with leverage around current elevated levels. While BrightView generates positive FOCF, we believe it will maintain an aggressive financial policy and will continue to utilize cash for acquisitions given the fragmented landscaping industry. We forecast the company will use cash for its high capital expenditure (capex) needs and large working capital outflows, which will limit any meaningful debt repayment. The company is majority owned by KKR Group Ltd., which makes it likely that BrightView would return cash to shareholders." Demand from the company's commercial sector and stable backlog should sustain top-line performance despite growing recession expectations, though headwinds emerged from residential end markets. The commercial segment accounts for about one-third of total consolidated revenues. S&P said, "We forecast the company will generate overall organic mid-single-digit growth in the next two years from return-to-office (RTO) initiatives and an increase in volumes. While we expect revenue growth in residential end markets to slow, we anticipate stable growth in its commercial end market. The company's backlog will further support revenue visibility in the next 12 months. We believe demand will also be stable given properties recurring need for basic landscape care even through recessionary periods." S&P said, "We forecast margin improvement as inflationary pressures ease and the company passes through costs. Margins will rise about 50 basis points (bps) in the next two years as fuel costs and supply chain disruptions subside and the company implements price increases. However, periods with low snowfall result in lower profitability given the high margin nature of this business segment, and this extends to other ancillary offerings that vary based on weather conditions. A risk to our forecast is the cyclical nature of landscaping in the residential sector, which may constrain margins if there is a softening in the economy." The stable outlook reflects our expectation that price increases will offset residual inflationary headwinds, resulting in a modest margin rise. S&P could lower its rating on BrightView over the next 12 months if leverage exceeds 6x and FOCF to debt falls to the low-single-digit area on a sustained basis. This would occur if: -- The company is unable to pass on labor and materials cost increases, resulting in margin contraction; -- BrightView's controlling owners prompt the company to undertake material debt-funded acquisitions, shareholder distributions, or share buybacks; or -- High working capital outflows and elevated capex hurt cashflow generation. S&P said, "We could consider an upgrade if we believe leverage will improve to and remain below 5x and FOCF to debt improves to the high-single-digit area. This could occur from acquisition benefits, and higher-than-anticipated demand in landscaping services. We would also need to see the company maintaining a cushion in credit metrics for weather- and business-related volatility." ESG credit indicators: E-2 S-2 G-3 Governance is a moderately negative consideration, as it is for most rated entities majority-owned by private-equity sponsors. S&P believes the company's highly leveraged financial risk profile points to corporate decision-making that prioritizes the interests of the controlling owners. This also reflects private-equity sponsors' generally finite holding periods and focus on maximizing shareholder returns. BUILDERS DIRECT: Case Summary & Nine Unsecured Creditors -------------------------------------------------------- Debtor: Builders Direct Sales Group LLC 2009 McKenzie Dr. Suite 124 Carrollton TX 75006 Chapter 11 Petition Date: April 15, 2023 Court: United States Bankruptcy Court Northern District of Texas Case No.: 23-30745 Judge: Hon. Scott W. Everett Debtor's Counsel: Howard Marc Spector, Esq. SPECTOR & COX, PLLC 12770 Coit Road Suite 850 Dallas TX 75251 Tel: (214) 365-5377 Email: hms7@cornell.edu Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by James Cook as manager. A full-text copy of the petition containing, among other items, a list of the Debtor's nine unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/AKIVPFA/Builders_Direct_Sales_Group_LLC__txnbke-23-30745__0001.0.pdf?mcid=tGE4TAMA BURTS CONSTRUCTION: Seeks Continuance Until Last Week of April -------------------------------------------------------------- Burts Construction, Inc., filed an emergency motion to continue the hearing on the First Amended Disclosure Statement. On March 2, 2023, the Court set a hearing on the Debtor's First Amended Disclosure Statement for April 10, 2023, at 10:30 a.m. The deadline for filing objections to the First Amended Disclosure Statement was April 3, 2023. On April 3, 2023, Plains State Bank filed an Objection to the First Amended Disclosure Statement which also included, by necessity, objections to the Debtor's First Amended Plan. The Debtor is in the process of compiling supplements to both the First Amended Disclosure Statement and First Amended Plan to resolve the Objection. The Debtor would like the opportunity to review the proposed supplements with Plains' Counsel prior to filing to ensure all objections are resolved. Counsel seeks this continuance to provide the Debtor and Counsel for Plains State Bank adequate time to resolve the Objection. David Trausch, Counsel for Plains State Bank, is unopposed to the continuance but does request that the hearing is not set on April 18 or 19, 2023. This motion is not brought for purposes of delay but rather in the interest of judicial economy to allow the Debtor time to provide the information requested by Plains State Bank. The Debtor would request a continuance until the last week of April 2023 or at the Court's convenience after that date. Attorneys for the Debtor: Julie M. Koenig, Esq. COOPER & SCULLY, PC. 815 Walker, Suite 1040 Houston, TX 77002 Tel: (713) 236-6825 E-mail: Julie.Koenig@cooperscully.com About Burts Construction Burts Construction, Inc. is a family-owned general contractor that offers, among other services, land clearing, demolition, site preparation, soil stabilization, underground utilities, and paving services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-31700) on June 20, 2022. In the petition signed by Katherine Burts, president, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Christopher M. Lopez oversees the case. Julie M. Koenig, Esq., at Cooper and Scully, PC is the Debtor's counsel. C PERRY & SONS: Seeks April 24 Extension of Plan Filing Deadline ---------------------------------------------------------------- C Perry & Sons Trucking, LLC, moves the Court for an extension of time to file a Plan of Reorganization and Disclosure Statement. The Court entered an Order requiring the Debtor's Plan to be filed by April 10, 2023. In order to file a Plan that provides proper treatment for the creditors, and in order to prepare proper projections, a short extension of time to file the Plan and Disclosure Statement is warranted. Due to the current status of the case, good cause exists for an extension of the deadline to file his Chapter 11 Plan up to and including April 24, 2023. Counsel for the Debtor: John G. Rhyne, Esq. P.O. Box 8327 Wilson, NC 27893 Telephone: (252) 234-9933 Telecopier: (252) 991-5567 E-mail: johnrhyne@johnrhynelaw.com About C Perry & Sons Trucking C Perry & Sons Trucking, LLC filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 23-00054) on Jan. 9, 2023, with as much as $1 million in both assets and liabilities. Clarence Perry, managing member, signed the petition. Judge Pamela W. McAfee oversees the case. John G. Rhyne, Esq., serves as the Debtor's counsel. CAN B CORP: Delays Filing of 2022 Annual Report ----------------------------------------------- Can B Corp. said via Form 12b-25 filed with the Securities and Exchange Commission it was unable to file the Form 10-K for the period ending Dec. 31, 2022 within the prescribed time period due to a delay in obtaining and compiling information required to be included in the Company's Form 10-K, which delay could not be eliminated by the Company without unreasonable effort and expense. In accordance with Rule 12b-25 of the Securities Exchange Act of 1934, as amended, the Company will file its Form 10-K no later than the fifteenth calendar day following the prescribed due date. About Can B Corp Headquartered in Hicksville New York, Canbiola, Inc. (now known as Can B Corp) -- http://www.canbiola.com-- develops, manufactures and sells products containing cannabinoids derived from hemp biomass and the licensing of durable medical devises. Can B Corp. reported a net loss of $12.17 million for the year ended Dec. 31, 2021, compared to a net loss of $8.88 million for the year ended Dec. 31, 2020. As of Sept. 30, 2022, the Company had $16.72 million in total assets, $12.22 million in total liabilities, and $4.49 million in total stockholders' equity. Lakewood, Colo.-based BF Borgers CPA PC, the Company's auditor since 2021, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company's significant operating losses raise substantial doubt about its ability to continue as a going concern. CARESTREAM DENTAL: S&P Downgrades ICR to 'B-', On Watch Negative ---------------------------------------------------------------- S&P Global Ratings downgraded digital dental imaging company Carestream Dental Technology Parent Ltd. (CSD) to 'B-' from 'B'. S&P also lowered its issue-level ratings on its revolver and first-lien debt to 'B-' from 'B' and its second-lien debt to 'CCC' from 'CCC+'. S&P said, "At the same time, we placed our issuer and issue-level ratings on CSD on CreditWatch with negative implications, reflecting the possibility of another downgrade given the heightened refinancing risks when its first-lien debt becomes current in September 2023, and tightening market conditions that could make refinancing challenging. "Our downgrade reflects our expectation that high interest rates will weaken the company's free operating cash flow (FOCF) and offset EBITDA expansion. "CSD's had a free operating cash flow (FOCF) deficit in 2022 of about $28 million, primarily driven by one-time costs related to the divestiture of its intraoral scanner business. Although we expect FOCF to turn positive in 2023, we estimate it will remain lower than historical levels of at least $30 million, as the increase in interest expenses offsets its modest improvement in EBITDA. Further rate hikes could put additional pressure on the company's FOCF. We expect FOCF as a percentage of debt to remain below 3% in 2023." Although CSD has adequate liquidity to address operating costs, its debt refinancing risk is elevated with debt maturities within the next six months. Carestream Dental had cash of about $65 million and $100 million of full revolver availability as of September 2022. S&P said, "Together with our expectation for reported EBITDA of at least $100 million in 2023, we estimate the company can cover its fixed charges that include about $80 million of interest expenses and minimal capital expenditure (capex) requirement under $5 million. Under our base case, we assume average annual benchmark Secured Overnight Financing Rate (SOFR) rates of about 5.2% in 2023 and about 4.5% in 2024." Although the company does not typically draw upon its revolving credit facility, it matures in June 2024. Furthermore, its $490 million of first-lien debt matures in September 2024 and $240 million second-lien debt matures in September 2025. The near-term debt maturities pose refinancing risk in a relatively challenging credit market environment, with benchmark rates at decade highs and credit risk premiums at elevated levels. Inability to refinance on a timely basis would translate into the debt becoming current and pressuring liquidity, it could also increase the likelihood of a debt restructuring. S&P expects CSD to benefit from continued business recovery in 2023. S&P said, "We expect the company's revenue to grow in the low-single-digit percent in 2023 supported by the recovery from the pandemic and growth in the dental U.S. market, despite the economic slowdown. In addition, new product introduction related to periodontal application and increase in revenue per customers due to switching to cloud-based practice management should support revenue growth. We also expect EBITDA margin to improve to about 26%-27% in 2023 up from 24% in 2022 as one-time costs related to the divestiture of intraoral scanner business and hosted environment migration subside. Subsequently, we expect adjusted leverage to be below 7x." CSD benefits from good fundamentals particularly within its core markets but capital equipment sales are sensitive to economic downturns. CSD's business concentration is significant, with about 70% of its revenues generated from dental imaging equipment sales. S&P said, "We believe this segment is highly competitive and dominated by substantially larger and better-capitalized peers. We think the company's ability to maintain a competitive technological position will depend on successful new product launches and require significant investment in research and development, which could pressure margins. At the same time, we believe the company's direct sales approach results in stronger customer relationships and higher margins compared to those of manufacturers that sell products through distributors, creating some cushion for competitive pressures." S&P said, "In addition, we believe that capital equipment sales are sensitive to budget pressures, especially during economic downturns. For example, during the 2008-2009 financial crisis, health care companies with primary exposure to capital sales showed a steep (about 20%-25%) decline in equipment sales revenues. Thus, we view potential volatility in the company's equipment as one of the key risks. Partially offsetting this sensitivity would be the generally favorable end market exposure in dental orthodontics. Dental practices have been focusing on specialty services such as orthodontics as their growth drivers and therefore require imaging technology such as the Cone Beam Computed Tomography (CBCT) offered by Carestream Dental. At the same time, we acknowledge the company's dental practice management software (DPMS) segment will likely remain resilient, given the recurring nature of its revenue stream. "The placement of ratings on CreditWatch with negative implications indicates there is a possibility we could lower our rating on Carestream Dental within the next few months given the heightened refinancing risks when its first-lien debt becomes current in September 2023, and tightening market conditions that could make refinancing challenging. "We intend to resolve the CreditWatch placement within the next three-to-six months or as soon as Carestream Dental refinances its capital structure. "We would likely lower our rating on CSD by at least one notch if the company is unable to refinance its capital structure before its first-lien term loan becomes current, which would constrain its liquidity and heighten its refinancing risk. "Alternatively, we could remove our ratings on Carestream Dental from CreditWatch if the company refinances its capital structure or extends its revolver and first-lien term loan maturities while maintaining credit metrics that we view as appropriate for the current rating." ESG credit indicators: E2 S2 G3 Governance is a moderately negative consideration. S&P said, "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." CCS-CMGC: $110M Bank Debt Trades at 38% Discount ------------------------------------------------ Participations in a syndicated loan under which CCS-CMGC Holdings Inc is a borrower were trading in the secondary market around 62.5 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $110 million facility is a Term loan that is scheduled to mature on October 1, 2026. The amount is fully drawn and outstanding. CCS-CMGC Holdings, Inc. operates as a holding company. The Company, through its subsidiaries, provides health care services. CHESAPEAKE ENERGY: Fitch Hikes LongTerm IDR to 'BB+', Outlook Pos. ------------------------------------------------------------------ Fitch Ratings has upgraded Chesapeake Energy Corporation's (Chesapeake) Long-Term Issuer Default Rating (IDR) to 'BB+' from 'BB'. Chesapeake's senior secured Reserve Based Loan (RBL) credit facility is affirmed at 'BBB-'/'RR1' and its senior unsecured notes are upgraded to 'BB+'/'RR4' from 'BB'/'RR4'. The Rating Outlook is Positive. Chesapeake's rating reflects its strong gas positions in the Marcellus and Haynesville plays, sub 1.0x EBITDA leverage, the company's liquidity and backend weighted maturity profile. It also considers Chesapeake's increasing gas weighting, which typically generate lower netback's than more oil weighted E&P's. The Positive Outlook could be resolved in up to 24 months as Chesapeake continues to develop a track record in line with its post-bankruptcy emergence conservative financial policy. KEY RATING DRIVERS Asset Sale Proceeds Provide Options: Net of taxes, deferred payments and transaction adjustments, Chesapeake will receive approximately $1.7 billion in 2023 from its Brazos Valley and Black Oil Eagle Ford asset sales announced in 1Q23 and over $100 million annually in deferred payments through 2027. Proceeds are expected to partially be used to repay Chesapeake's revolver draw, which was $1.05 billion at YE 2022. Excess funds from these assets sales position Chesapeake to take advantage of opportunistic M&A or increase shareholder distributions. Fitch anticipates that Chesapeake will use these funds, as well as any further proceeds from asset sales, in a manner that is consistent with maintaining its balance sheet quality and its financial flexibility. Decreased, But Positive FCF Forecast: Largely attributable to the decrease in gas prices, and to a lesser extent reduction in FCF attributable to Eagle Ford dispositions and an increase in base dividend, Fitch forecasts FCF to be moderately positive in 2024 and through the remainder of its forecast period. This compares to approximately $1 billion in 2024 FCF, before moderating during the remainder of the forecast under Fitch's prior published forecast in July 2022. Chesapeake emphasizes capital return in its financial policy and distributes FCF through a fixed dividend, currently approximately $300 million annually, and a variable dividend equal to 50% of quarterly post fixed dividend FCF. It also returns capital through share buybacks, which are approved for up to $2 billion through 2023 with approximately $0.9 billion in authorized buybacks remaining at YE 2022. The fixed component of Chesapeake's dividend is adequately is covered by pre-dividend FCF through Fitch's forecast period, while the variable dividend component and discretionary nature of share buybacks provide a buffer for Chesapeake to be able maintain positive FCF in a weaker oil and gas environment. Forecast Sub 1.0x Leverage: Fitch forecasts sub 1.0x gross EBITDA leverage and debt to flowing barrel approximately between $3,000/boe-$4,000/boe through its forecast. Chesapeake conservatively targets maintaining net debt at sub-1.0x and emphasizes FCF generation over drill bit growth in its capital allocation. Under Fitch's Stress Case price deck Chesapeake's EBITDA leverage performs between 2.0x-3.0x during Fitch's forecast period, which while elevated demonstrates reasonable capital structure resilience in a weak pricing environment that assumes gas prices of $2.00/mcf in 2023 and $2.25/mcf thereafter. The history of Chesapeake's voluntary bankruptcy in February 2021 affects Chesapeake's rating as its capital structure benefited from the equitization of $7.8 billion and not the company demonstrating managing through the cycle. This history increases the importance of seeing management's commitment to maintaining a conservative financial policy, which can be observed relative to other E&Ps over time. Chesapeake's relatively early decision to reduce its 2023 capital program by two rigs as gas prices weakened, management's consistent public emphasis on balance sheet protection and a growing track record of operating with low leverage are examples of prioritizing its financial structure. This upgrade reduces the gap between Chesapeake's rating and the investment grade level of many of Chesapeake's rating sub-factors. Continued financial and operational discipline, clarity over time on how the proceeds from Chesapeake's two Eagle Ford asset package sales will be used, as well as the impact of any future remaining Eagle Ford asset package sales may impact Chesapeake's credit profile. Reduced Diversification: The benefits of basin and hydrocarbon diversity on Chesapeake's credit profile are reduced from the company's divestitures in the Eagle Ford. Chesapeake has been very active in the M&A market closing the acquisition of Vine Energy in 4Q21, closing the acquisition of Chief Oil & Gas and coinciding disposition of its Powder River Basin position in 1Q22 and the announcement of two Eagle Ford asset package sales in 1Q23. Fitch anticipates Chesapeake to continue to utilize opportunistic M&A, which could increase funding and execution risk as well as diminishes current visibility on longer term asset profile. Significant Natural Gas Assets: Chesapeake's Marcellus and Haynesville positions averaged approximately 1.8bcfepd and 1.6bcfepd respectively in 2022 with approximately 15 years of inventory life are relatively high for a non-investment grade rating. Chesapeake has one of the largest operations in the Haynesville, where it is positioning itself to be a meaningful supplier to meet growing, price advantaged, Gulf Coast liquefied natural gas demand. Hedges Support Cash Flow Visibility: Depending on actual production, Chesapeake has 55%-60% and 30%-45% of its respective 2023 and 2024 production hedged. Additionally, Chesapeake adds cash flow visibility through its Marcellus and Haynesville basis hedge programs. Fitch expects the company will continue to hedge future production at similar levels to reduce pricing volatility and de-risk cash flows. DERIVATION SUMMARY Chesapeake's 2022 production of 4.0Bcfepd (10% liquids), which proforma its Eagle Ford dispositions announced in 1Q23 would be approximately 3.6Bcfepd, trailed gas peers EQT Corporation's (BBB-/Stable) 5.3Bcfepd (12% liquids), Southwestern Company's (BB+/Positive) 4.7Bcfepd (12% liquids),) and leads Antero Resources (BBB-/Stable) 3.2Bcfepd (34% liquids) as well as CNX Resources (BB+/Stable) 1.6Bcfepd (5% liquids) of production. Chesapeake's 2022 half-cycle cash netback of $5.4/Mcfe is stronger than these peers' respective netbacks of $4.9/Mcfe, $4.7/Mcfe, 4.31/Mcfe and $5.1/Mcfe due in large part to the liquids weighting of Chesapeake's Eagle Ford production. Going forward, this difference will tighten due to the announced 1H23 dispositions of approximately 382Mcfepd or 72% of 2022 its Eagle Ford production. Compared to Coterra Energy Inc. (BBB/Stable), whose production at 3.8Bcfepd (26% liquids) is comparable to Chesapeake's, Coterra's rating benefits from the historically conservatively managed balance sheets of its predecessor companies and a comparable netback of $5.3/Mcfe that reflects the oil weighting of Coterra's Permian and Anadarko basins production. KEY ASSUMPTIONS Fitch's Key Assumptions Within Its Rating Case for the Issuer: - WTI (USD/bbl) of $80 in 2023, $70 in 2024, $60 in 2025 and $50 thereafter; - Henry Hub (USD/mcf) of $3.50 in 2023 and 2024, $3.00 in 2025 and $2.75 thereafter; - Near maintenance production begins to modestly increase in latter half of forecast; - Marketing revenues and expenses are break-even; - Base interest rates applicable to the company's outstanding variable rate debt obligations reflects current SOFR forward curve. - Assume remaining Eagle Ford assets sold with closing in 2024 resulting a 100% gas producer; - Annual Capex between $1.5 billion to $2.0 billion during forecast period; - Base dividend of $0.55 per quarter maintained during forecast - Revolver fully repaid in 2023; - Continued active share repurchase program through YE 2023 with further share repurchases made under a new program after. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: - Commitment to its stated financial policy resulting in post dividend positive FCF generation through the cycle; - Netbacks's that are maintained above or in-line with IG rated gas peers; - Midcycle EBITDA Leverage sustained at or below 1.5x. Factors that could, individually or collectively, lead to negative rating action/downgrade: - Failure to maintain a clear, conservative financial and operational policy; - A trend of negative FCF contributing to diminished liquidity or utilization of revolver commitment consistently above 50%; - Midcycle EBITDA Leverage sustained over 2.0x; - Large M&A that is creditor unfriendly; - Loss of operational momentum with organic production trending below 3Bcfepd or materially increasing production costs. LIQUIDITY AND DEBT STRUCTURE Asset Sales Enhance Liquidity: Liquidity is provided by Chesapeake's $2.0 billion RBL facility, which replaced its 'Exit Facility' in December 2022 and had $1.05 billion of borrowings and $35 million in letters of credit outstanding at YE 2022. Unutilized capacity of $915 million and cash on hand at YE 2022 of $130 million provides approximately $1.0 billion of available liquidity, which along with post dividend FCF's are expected to support liquidity needs through Fitch's forecast period. Additionally, net Eagle Ford asset sale cash proceeds of $1.7 billion are expected to be received in 1H22. Back Weighted Maturity Schedule: Chesapeake's next senior notes issue matures in 2026, followed by its revolving credit facility in 2027. $1.45 billion of senior secured notes matures in 2029 of which $950 million of these notes were acquired during the Vine acquisition. With almost half of Chesapeake's $3 billion of total debt maturing in 2029, Chesapeake's medium-term refinancing risk is low. ISSUER PROFILE Chesapeake is a gas weighted U.S. onshore exploration and production company. The majority of its operations are within the Haynesville and Marcellus shales. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Chesapeake Energy Corp. LT IDR BB+ Upgrade BB senior unsecured LT BB+ Upgrade RR4 BB senior secured LT BBB- Affirmed RR1 BBB- CHICAGO SOUTH LOOP: Lender Seeks to Prohibit Cash Collateral Use ---------------------------------------------------------------- U.S. Bank National Association, as Trustee for Morgan Stanley Bank of America Merrill Lynch Trust 2013-C13, Commercial Mortgage Pass-Through Certificates, Series 2013-C13, as specially serviced by Rialto Capital Advisors, LLC, asks the U.S. Bankruptcy Court for the Northern District of Illinois Eastern Division, to prohibit the continued unauthorized, nonconsensual use of cash collateral by Chicago South Loop Hotel Owner, LLC. Despite the Lender's objection to the use of cash collateral, the Debtor has not sought consent to its cash collateral access, and despite the case having been pending for over 30 days, the Debtor has not sought authority from the Court to use cash collateral. According to the Lender, the Debtor has misrepresented to the Court the ownership of the operating hotel. More importantly, the Debtor represented and warranted that it owned the operations of the hotel and clearly intended to pledge such property to Lender in order to secure the Loan. Prior to the Petition Date, on October 24, 2013, the Debtor executed the Mortgage, Security Agreement and Fixture Financing Statement for the benefit of Morgan Stanley Mortgage Capital Holdings, LLC, the predecessor in interest to Lender, recorded with the Cook County Recorder of Deeds on October 25, 2013, as Document No. 1329817049. The Debtor executed the Promissory Note secured by the Mortgage, dated October 24, 2013 for the benefit of Original Lender, in the principal amount of $6.8 million. The Debtor also executed the Assignment of Leases and Rents dated October 24, 2013, recorded with the Cook County Recorder of Deeds on October 25, 2013 as Document No. 1329817050. The Mortgage and ALR encumber that certain real estate, improvements and personal located at the Property. The Mortgage and ALR encumber certain real and personal property commonly known as 11 West 26th Street, Chicago, Illinois 60616. The Original Lender perfected its interest in the personal property by recording that certain UCC-1 Financing Statement with the Cook County Recorder of Deeds on October 25, 2013 as Document No. 1329817051. The Debtor committed several defaults under the Loan Documents, including: 1. The Debtor's failure to make all payments due and payable to Lender in accordance with Articles IV and V of the Note and § 3.1 of the Mortgage by not paying default interests and late fees and other costs associated with the late payment of the monthly installment payments in December 2019, January and March 2020, and February, March, April, May, June, July, August, September, October, November and December 2021, which failures constitutes an Event of Default pursuant to, among other provisions, section 10.1(a) of the Mortgage; 2. The Debtor's failure to provide financial statements as requested, and as required by, among other provisions, section 3.12 of the Mortgage, to Lender, each failure of which constitutes an Event of Default pursuant to, among other provisions, section 10.1(b) of the Mortgage; and 3. The Debtor's failure to obtain the Lender's consent to the replacement of the Property Manager in violation of section 3.17 of the Mortgage, which constitutes an Event of Default pursuant to, among other provisions, section 10.1(m) of the Mortgage. The Lender provided the Debtor with over 14 months to cure the various defaults. Only after this period, on September 30, 2022, Lender commenced a foreclosure action against Debtor in the United States District Court for the Northern District of Illinois. On November 2, 2022, the District Court granted the Lender's motion to appoint Jeffrey Kolessar as receiver. Since the filing of the Foreclosure Action, the Debtor has failed to make any payments of principal and interest since the payment due on December, 2022. On March 8, 2023, the Lender moved to dismiss the bankruptcy case or have a Chapter 11 Trustee appointed. To the extent that the Debtor properly seeks approval to use cash collateral, the Debtor needs to provide Lender with adequate protection. A hearing on the matter is set for May 4, 2023 at 9 a.m. A copy of the motion is available at https://bit.ly/3zVqxWL from PacerMonitor.com. About Chicago South Loop Hotel Owner Chicago South Loop Hotel Owner, LLC operates public hotels and motels. Chicago South Loop Hotel Owner, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-02595) on Feb. 27, 2023. The petition was signed by Todd Hansen as manager. At the time of filing, the Debtor estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities. Judge Lashonda A. Hunt presides over the case. Penelope N. Bach, Esq. at Bach Law Offices, Inc. represents the Debtor as counsel. CHICK LUMBER: Committee-Backed Plan to Resolve Citizens Claims -------------------------------------------------------------- Chick Lumber, Inc., submitted an Amended Plan of Reorganization and a Disclosure Statement on April 5, 2023. The Plan is what is frequently described as "bootstrap" reorganization plan. The Debtor will continue to operate its business under the ownership and management of the Massas and use a portion of the net after-tax profits of the business to implement the Plan, including the Dividends becoming due creditors holding Allowed Claims under the Plan. The Plan is built on the agreements, compromises and settlements negotiated with the Debtor's Counsel, Committee Counsel, the Herget Defendants and the Committee. It includes an offer to Citizens to resolve the Citizens Adversary and all other Disputes. All creditors will receive at least as much under the Plan as they would in the Hypothetical Liquidation. While there is no guarantee of success, the Debtor and the Committee believe that the Confirmation of the Plan is in the best interests of creditors. In the Plan, the Debtor offers to compromise and settle all of the disputes between the Debtor and Citizens pursuant to Bankruptcy Rule 9019 if Confirmed by the Bankruptcy Court. The Debtor offers to (1) dismiss with prejudice the Citizens Adversary, (2) consolidate all of the Citizens Claims, which include the Citizens Loan, the secured claim purchased from American Express National Bank, (3) bifurcate the consolidated Citizens Claims into the Citizens Allowed Secured Claim and Citizens Allowed Subordinated Non-Priority Claim into the Citizens Allowed Secured Claim and Citizens Allowed Subordinated Non-Priority Claim and (4) allow Citizens the Citizens Allowed Secured Claim in the amount of $701,000 and the Citizens Allowed Subordinated Non-Priority Claim in the amount of $ $1,175,867. The Citizens Allowed Secured Claim will be paid in full, with interest at the rate of 3.25%, in 60 consecutive, equal monthly installments of principal and interest in the estimated amount of $12,674.08 each, beginning on the 30th day following the Effective Date and on the same date of each month thereafter. The Citizens Allowed Subordinated Non-Priority Claim will be paid Dividends and treated as an Allowed Non-Priority Claim after other Non-Priority Allowed Creditors have received 25% of the Dividends becoming due them on account of their Non-Priority Allowed Claims. The payment of the Citizens Allowed Secured Claim will be secured by first priority security interests in and to the kinds and types of property of the estate in, to and on which it held security interests on the petition date subject to the senior security interests preserved for the benefit of Minor Secured Creditors and such purchase money security interests as may be granted purchase money lenders and sellers in the future. All other Citizens Claims shall be disallowed by the entry of the Confirmation Order. In addition, the offer requires the Debtor and Citizens to exchange releases, which discharge, release and relinquish all debts, demands, judgments and liabilities, Causes of Action and remedies therefor, except for post-confirmation Causes of Action arising from, out of or incidental to any breach of or default under the Plan or the Citizens Preserved Transaction Documents, as modified by the Plan. The Plan provides for a resolution of all claims by and between the Debtor and the Massas (subject to Bankruptcy Court Approval in the Massa Bankruptcy Cases) on the one hand and the Herget Defendants on the other and all other beneficiaries of the Herget Trusts. The Debtor and the Massas (subject to any necessary Bankruptcy Court Approval) will execute and deliver a release that discharges, releases and relinquishes all debts, demands, judgments and liabilities, Causes Of Action, equitable and statutory rights and other claims of any and every nature whatsoever and remedies therefor any of them may have against the Herget Defendants including, without limitation, the claims asserted in Chick Lumber, Inc. v. Herget Building Supply, Inc., Adv. Pro. 21-1028-BAH, and in Ansa Building Supply, Inc. now Known as Chick Lumber, Inc. v. Carroll County Leasing Company, Rockingham County Superior Court, New Hampshire, Docket No. 218-2019-CV-01235 and will dismiss, with prejudice the HBS Adversary and the Rockingham County Action, except for those arising from a breach of or default under the Plan with respect to the Herget Defendants. In return, CCLC will withdraw with prejudice its Motion for Allowance of an Administrative Expense Claim pursuant to which is seeks payment of $33,398.79, subordinate its claim for damages arising from the Debtor's rejection of its lease to all claims of other creditors which, apart from any defenses arising from the HBS Adversary, might be allowed at $226,069.88. In addition, CCLC will vote in favor of the plan. No Herget Defendant will object to the Plan, and HBS will expressly assent to the terms of the Citizens Settlement and its treatment of the HBS Note. Finally, the Herget Defendants will deliver a general release that discharges, releases and relinquishes all debts, demands, judgments and liabilities, causes of action, equitable and statutory rights and other claims of any and every nature whatsoever and remedies therefor in favor of the Debtor and the Massas. To make the Plan feasible, a number of Plan Parties made significant concessions. Counsel to the Debtor and the Committee agreed to accept the payment of any allowed Administrative Expense Claim in up to 60 monthly installments of principal and interest as did counsel to the Committee although the Debtor reserves the right to pay the claims faster if it can do so prudently (the "Debtor's Counsel" and "Committee Counsel," respectively). Debtor's Counsel and Committee counsel agreed to cap the amount of fees they would seek at $250,000 and $50,000, respectively. The Committee agreed that allowed unsecured claims will be paid from the Unsecured Creditors' Share of Free Standing Cash Flow as provided for in the Plan for a period of up to 10 years beginning on or as of January 1, 2023 notwithstanding the later Effective Date. The Goldberg Foundation, one of the Debtor's landlords, agreed to accept a payment of $10,000 and roll the balance of its post-petition rent claim into the Goldberg Lease to be entered into with the Debtor pursuant to the Plan. As a result of the concessions made by senior creditors, the Plan gives Non-Priority Creditors a meaningful and realistic prospect of payment if the Plan is Confirmed by the Court. Like the earlier versions of the Plan built on the Citizens Settlement and the Herget Settlement, the Plan subordinates Nonpriority Unsecured Claims allegedly held by Citizens and CCLC and disallows any other claims held by either party. Under the Plan, Class 4 Citizens Subordinated Unsecured Claim total $1,175,867. Citizens will be paid a pro rata share of each distribution made from the Unsecured Creditors' Share of Free-Standing Cash in the same manner and on the same timing as Holders of Class 3 Claims; provided, however, that the holder of the Class 4 Claim will not begin receiving such distributions on account of its Allowed Claim until such time as all allowed Administrative Expense Claims have been paid in full and the holders of Allowed Class 3 Claims have received distributions totaling 25% of their Allowed Claims. Class 4 is impaired. The Plan will be implemented successfully. The Debtor has operated its business successfully for almost 2 years without a working capital loan. It survived Covid-19. The Plan is built on the Debtor's experience in this case. In the Debtor's opinion, the Plan does not require the Debtor to accomplish anything that is novel or extraordinary; it does require the diligent, hands-on management that Mr. Massa and the rest of the management team have provided throughout this case. Counsel for the Debtor: William S. Gannon, Esq. WILLIAM S. GANNON PLLC 740 Chestnut Street Manchester NH 03104 Tel: (603) 621-0833 Fax: (603) 621-0830 E-mail: bgannon@gannonlawfirm.com A copy of the Disclosure Statement dated April 5, 2023, is available at https://bit.ly/3ZUEOgF from PacerMonitor.com. About Chick Lumber Chick Lumber, Inc. -- https://www.chicklumber.com/ -- is a dealer of lumber, plywood, steel beams, engineered wood, trusses, steel and asphalt roofing, windows, doors, siding, trim, stair parts, and finish materials. It also offers drafting and design, installation, delivery, outside sales, and plan reading and estimating services. The Debtor sought Chapter 11 protection (Bankr. D.N.H. Case No. 19-11252) on Sept. 9, 2019, in Concord. In the petition signed by Salvatore Massa, president, the Debtor disclosed between $1 million and $10 million in both assets and liabilities. Judge Bruce A. Harwood oversees the case. William S. Gannon PLLC is the Debtor's legal counsel. The Office of the U.S. Trustee appointed a committee of unsecured creditors on Oct. 3, 2019. The Committee is represented by Goldstein & McClintock, LLLP as its legal counsel. CINEWORLD GROUP: Files Reorganization Plan ------------------------------------------ Simon Lee of Bloomberg News reports that Cineworld and its Chapter 11 subsidiaries filed a plan of reorganization in the Bankruptcy Court for the Southern District of Texas, Houston Division. The Plan contemplates the restructuring of the Chapter 11 companies, as previously detailed in an April 3, 2023 statement. The proposed restructuring does not provide for any recovery for holders of Cineworld's existing equity interests, consistent with the previous announcement. The Plan is supported by lenders holding and controlling about 83% of the group's term loans due 2025 and 2026 and revolving credit facility due 2023 and about 69% of the debtors' outstanding indebtedness under the debtor-in-possession financing facility pursuant to April 2023. About Cineworld Group PLC London-based Cineworld Group PLC was founded in 1995 and is the world's second-largest cinema chain. Cineworld operates 751 sites with 9,000 screens in 10 countries, including the Cineworld and Picturehouse screens in the UK and Ireland, Yes Planet in Israel, and Regal Cinemas in the United States. According to The Guardian, the Griedinger family, including Mooky's brother and deputy chief executive, Israel, have struggled to maintain control of the ailing business but have been forced to reduce their stake from 28% in recent years. Cineworld's top five investors include the Chinese Jangho Group at 13.8%, Polaris Capital Management (7.82%), Aberdeen Standard Investments (4.98%) and Aviva Investors (4.88%). The London-listed Cineworld, which has run up debt of more than $4.8 billion after losses soared during the pandemic, is pinning its hopes on a meatier slate of movies in 2022 to bounce back from a two-year lull. Cineworld Group plc and 104 affiliates sought Chapter 11 protection (Bankr. S.D. Texas Lead Case No. 22-90168) on Sept. 7, 2022, estimating more than $1 billion in assets and debt. Judge Marvin Isgur oversees the cases. The Debtors tapped Kirkland & Ellis, LLP and Jackson Walker, LLP as bankruptcy counsels; PJT Partners, LP as investment banker; AlixPartners, LLP as restructuring advisor; and Ernst & Young, LLP as tax services provider. Kroll Restructuring Administration, LLC is the claims agent. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases on Sept. 23, 2022. The committee tapped Weil, Gotshal & Manges, LLP and Pachulski Stang Ziehl & Jones, LLP as legal counsels; FTI Consulting, Inc., as financial advisor; and Perella Weinberg Partners, LP as investment banker. CINEWORLD GROUP: Unsecureds Will Get 0.5% to 1.3% in Joint Plan --------------------------------------------------------------- Cineworld Group PLC filed with the U.S. Bankruptcy Court for the Southern District of Texas a Disclosure Statement relating to Joint Chapter 11 Plan of Reorganization dated April 11, 2023. Cineworld's business was performing well and growing before the COVID-19 pandemic. The Group had generated its highest revenues in 2018 and 2019. Revenues were expected to continue growing following the Group's acquisition of Regal Entertainment Group in 2018 as Cineworld realized additional synergies from the further integration of the two companies. However, the COVID-19 pandemic changed everything about the cinema industry. Government-mandated shutdowns led to mass theater closures in early 2020, abruptly cutting off the cinema industry's source of revenue and decimating Cineworld's financial performance. Even after theaters reopened, the Group's business continued to experience significant pressures driven by, among other things, massive film release and production delays and an increase in consumption of home entertainment alternatives. In early February, following a lengthy diligence process, the Debtors received a response to the standalone restructuring proposal they provided to the Ad Hoc Group. On April 2, 2023, after extensive hard-fought, arm's-length negotiations, the Debtors and the Consenting Creditors entered into the Restructuring Support Agreement, the terms of which are embodied in the Plan and this Disclosure Statement. Critically, the RSA reflects a global settlement reached between the Debtors, the Ad Hoc Group, the Consenting Creditors, and the Creditors' Committee (the "Committee Settlement"). Among other things, the Committee Settlement provides that the Plan will establish a litigation trust (the "Litigation Trust") consisting of (a) $10 million in Cash, (b) all of the Debtors incorporated in the United States' rights, title, and interest in the Estates' claims under the class action lawsuit captioned In re Payment Card Interchange Fee and Merchant Discount Antitrust Litigation, MDL 1720 (MKB) (JO) (E.D.N.Y.) and under any such similar class action against credit card issuers arising from similar allegations as those set forth in the Interchange Litigation (the "Interchange Litigation," and such claims, the "Interchange Litigation Claims") as may be identified on or after the Effective Date, and (c) $500,000 in Cash for the administration of the Litigation Trust. Holders of Allowed General Unsecured Claims shall, subject to an allocation determined by the Creditors' Committee, receive their allocable share of (a) $10 million in Cash and (b) interests in the Litigation Trust representing a right to recovery of (i) the first $5 million of Cash recovered by the Litigation Trust from the Interchange Litigation Claims and (ii) 50% of any Cash recovered in excess of $5 million in connection with such claims. In addition, the Plan provides for the payment of the reasonable and documented expenses of BNY Mellon Corporate Trustee Services Limited, in its capacity as indenture trustee for the Convertible Bonds, in an amount not to exceed $700,000. As the Plan will be filed before it is determined whether a RoW Equity sale will be pursued, the Plan contains a mechanism whereby the amount of the Exit First Lien Facility will be ratably reduced in an amount equal to the proceeds of any RoW Equity sale. Class 5 consists of General Unsecured Claims. In full and final satisfaction of its Allowed General Unsecured Claims, on the Effective Date, each Holder of an Allowed General Unsecured Claim shall receive their allocable share of the GUC Recovery Pool. The allowed unsecured claims $1.34 billion - $2.13 billion. Class 8 consists of Intercompany Interests. In full and final satisfaction of the Allowed Intercompany Interests, on the Effective Date, all such Allowed Intercompany Interests shall be, at the option of the Debtors or the Reorganized Debtors, either: (i) Reinstated (except that they may be modified or recharacterized as Intercompany Claims); or (ii) set off, settled, distributed, contributed, merged, diluted, cancelled, released, or otherwise addressed or eliminated, and receive no distribution under the Plan. Class 9 consists of Interests in Cineworld Parent. The interests in Cineworld Parent shall be extinguished or otherwise rendered of no force and effect pursuant to the implementation of one or more Implementation Mechanism(s) in England and Wales, and Holders of Interests in Cineworld Parent will not receive any distribution on account of such Interests in Cineworld Parent. The Debtors and the Reorganized Debtors, as applicable, shall fund distributions under the Plan with (1) proceeds from the Exit First Lien Facility, (2) proceeds from the Direct Equity Allocation and Rights Offering, (3) the New Common Stock, and (4) Cash on hand. Co-Counsel to the Debtors: Matthew D. Cavenaugh, Esq. Rebecca Blake Chaikin, Esq. Veronica A. Polnick, Esq. Vienna Anay, Esq. Jackson Walker LLP 1401 McKinney Street, Suite 1900 Houston, TX 77010 Tel: (713) 752-4200 Fax: (713) 752-4221. Email: mcavenaugh@jw.com rchaikin@jw.com - and - Joshua A. Sussberg, Esq. Ciara Foster, Esq. Kirkland & Ellis LLP Kirkland & Ellis International LLP 601 Lexington Avenue New York, NY 10022 Tel: (212) 446-4800 Fax: (212) 446-4900 Email: jsussberg@kirkland.com About Cineworld Group London-based Cineworld Group PLC was founded in 1995 and is the world's second-largest cinema chain. Cineworld operates 751 sites with 9,000 screens in 10 countries, including the Cineworld and Picturehouse screens in the UK and Ireland, Yes Planet in Israel, and Regal Cinemas in the United States. According to The Guardian, the Griedinger family, including Mooky's brother and deputy chief executive, Israel, have struggled to maintain control of the ailing business but have been forced to reduce their stake from 28% in recent years. Cineworld's top five investors include the Chinese Jangho Group at 13.8%, Polaris Capital Management (7.82%), Aberdeen Standard Investments (4.98%) and Aviva Investors (4.88%). The London-listed Cineworld, which has run up debt of more than $4.8 billion after losses soared during the pandemic, is pinning its hopes on a meatier slate of movies in 2022 to bounce back from a two-year lull. Cineworld Group plc and 104 affiliates sought Chapter 11 protection (Bankr. S.D. Texas Lead Case No. 22-90168) on Sept. 7, 2022, estimating more than $1 billion in assets and debt. Judge Marvin Isgur oversees the cases. The Debtors tapped Kirkland & Ellis, LLP and Jackson Walker, LLP as bankruptcy counsels; PJT Partners, LP as investment banker; AlixPartners, LLP as restructuring advisor; and Ernst & Young, LLP as tax services provider. Kroll Restructuring Administration, LLC is the claims agent. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases on Sept. 23, 2022. The committee tapped Weil, Gotshal & Manges, LLP and Pachulski Stang Ziehl & Jones, LLP as legal counsels; FTI Consulting, Inc., as financial advisor; and Perella Weinberg Partners, LP as investment banker. CLEAN ENERGY: Requires More Time to Complete 2022 Annual Report --------------------------------------------------------------- Clean Energy Technologies, Inc. said via a Form 12b-25 filed with the Securities and Exchange Commission that the Company was unable to file its annual report on Form 10-K for the period ended Dec. 31, 2022 within the prescribed time period due to its difficulty in completing and obtaining required financial and other information without unreasonable effort and expense date. About Clean Energy Headquartered in Costa Mesa, California, Clean Energy Technologies, Inc. -- http://www.cetyinc.com-- designs, produces and markets clean energy products and integrated solutions focused on energy efficiency and renewables. The Company provides waste heat recovery solutions, waste to energy solutions, and engineering, consulting and project management solutions. Spokane, Washington-based Fruci & Associates II, PLLC, the Company's auditor since 2015, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company has an accumulated deficit, net losses, and working capital deficit from operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. CLOVIS ONCOLOGY: Seeks to Extend Plan Exclusivity to July 10 ------------------------------------------------------------ Clovis Oncology, Inc. and its affiliates ask the U.S. Bankruptcy Court for the District of Delaware to extend the exclusive periods during which only the Debtors may file a chapter 11 plan and solicit acceptances thereof to July 10, 2023 and September 11, 2023. The Debtors explained that they have made significant progress in moving the cases to a successful completion, including spending considerable time addressing numerous issues involving creditors and other parties in interest. The Debtors further explained that the extension request is reasonable and is consistent with the efficient prosecution of their Chapter 11 cases because it will provide them the additional time necessary to continue negotiations with their primary stakeholders and obtain interim approval of their Disclosure Statement and solicit acceptances to their Plan. The Debtors claimed that creditors will not be harmed by extending exclusivity. The Debtors' exclusive filing period and exclusive solicitation period are currently set to expire on April 10, 2023 and June 9, 2023, respectively. Clovis Oncology, Inc. is represented by: Robert J. Dehney, Esq. Andrew R. Remming, Esq. Matthew O. Talmo, Esq. Michael A. Ingrassia, Esq. MORRIS NICHOLS ARSHT & TUNNELL LLP 1201 North Market Street, 16th Floor Wilmington, DE 19899-1347 Tel: (302) 658-9200 Email: rdehney@morrisnichols.com aremming@morrisnichols.com mtalmo@morrisnichols.com mingrassia@morrisnichols.com - and - Rachel C. Strickland, Esq. Andrew S. Mordkoff, Esq. Erin C. Ryan, Esq. WILLKIE FARR & GALLAGHER LLP 787 Seventh Avenue New York, NY 10019 Tel: (212) 728-8000 Email: rstrickland@willkie.com amordkoff@willkie.com eryan@willkie.com About Clovis Oncology Clovis Oncology, Inc., is an American pharmaceutical company, which mainly markets products for treatment in oncology. The company is based in Boulder, Colo. Clovis Oncology and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bank. D. Del. Lead Case No. 22-11292) on Dec. 11, 2022. In the petition signed by Paul E. Gross, executive vice president and general counsel, Clovis Oncology disclosed $319,164,834 in assets and $754,564,457 in liabilities. Judge J. Kate Stickles oversees the cases. The Debtors tapped Morris Nichols Arsht and Tunnell, LLLP and Wilkie Farr & Gallagher, LLP as bankruptcy counsels; Alixpartners, LLP as financial advisor; Perella Weinberg Partners, LP as investment banker; and Ernst & Young, LLP as tax services provider. Kroll Restructuring Administration, LLC is the claims, noticing and solicitation agent. The U.S. Trustee for Region 3 appointed an official committee of unsecured creditors in the Debtors' cases. The committee tapped Morrison & Foerster, LLP as lead bankruptcy counsel; Potter Anderson & Corroon, LLP as Delaware counsel; Alvarez & Marsal North America, LLC as financial advisor; and Jefferies, LLC as investment banker. COEUR MINING: S&P Downgrades ICR to 'B-', Outlook Negative ---------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Coeur Mining Inc. to 'B-' from 'B.' Concurrently, S&P lowered its issue-level ratings on the company's senior secured debt to 'B+' from 'BB-' and on Coeur's senior unsecured debt to 'B-' from 'B' based on the downgrade on Coeur. The recovery ratings on both classes of debt are unchanged. The negative outlook reflects our expectation of weaker cash flows for Coeur over the next 12 months, which could deteriorate further based on our assumption that gold prices retreat from the current highs while the company has no hedge book program beyond 2023, leading to Coeur being highly dependent on favorable gold prices to sustain operations. S&P said, "Coeur's leverage will likely remain above 5x in 2023, with material deterioration expected in 2024 based on our assumption of a falling gold price and the absence of a hedge book beyond 2023. We expect adjusted leverage in the 5x-6x range in 2023 based on our assumption of a gold price of $1,700 per ounce (/oz) for the rest of 2023 and downside protection from gold and silver hedges. The company hedged about 52% of gold production at an average price of $1,961/oz and about 30% of silver production at an average price of $24.55/oz. Coeur commenced the hedge program to mitigate the impact of lower gold prices on cash flows as work on the Rochester mine expansion was underway. Currently, the company has no hedges in place beyond 2023 given that the Rochester project will be completed by the second half of 2023. Therefore, based on our assumption of a $1,500/oz gold price in 2024, we anticipate Coeur's adjusted leverage will likely deteriorate to the 8x-10x range, demonstrating the company's dependence on favorable metal prices to sustain operations and a moderate leverage profile. "We expect a sustained weakness in earnings due to higher production costs despite improving production on completion of the Rochester expansion. We forecast adjusted EBITDA of $140 million-$160 million in 2023, which compares favorably with the $107 million generated in 2022, but is below the average of $230 million generated in 2020-2021. As the Rochester mine expansion nears completion, we anticipate gold and silver production at the mine to increase by at least 24% and 32%, respectively, in 2023, thereby boosting earnings. On the other hand, average gold production costs, which increased by 32% in 2022, could rise an additional 5%-10% in 2023, partially offsetting the earnings boost from increased production levels. The increased production costs reflect the impact of inflation on key inputs such as diesel and cyanide. Furthermore, unit costs at Rochester remain elevated due to lower production volumes although we expect costs will improve as Coeur expects commissioning and ramp-up of the expansion project to be completed by the end of 2023. Coeur remains a high-cost producer with Rochester and Kensington mines in the fourth quartile of the cost curve. "Coeur's FOCF will likely remain negative in 2023 due to elevated capital expenditure levels associated with the Rochester expansion but the company might have enough liquidity to see the project through. The company's FOCF turned negative in 2021 when Coeur began the Rochester expansion project as its capital expenditure (capex) climbed 205% to $298 million. Capex has remained elevated since then, increasing to $341 million in 2022 and we expect similar levels this year as the project nears completion. So far, the company has managed these cash flow deficits with proceeds from the sales of assets, investments, equity offerings, and revolver drawings. For example, in 2022, the company sold its Sterling exploration properties to AngloGold Ashanti Ltd. for $150 million cash and received net proceeds of $147.7 million from two "at-the-market" transactions. We expect the company will continue to rely on some of these liquidity sources to help fund the potential cash flow deficit in 2023. For example, Coeur sold its remaining Victoria Gold Corp. shares for $40 million in January 2023 and completed an at-the-market equity program for net proceeds of $98.5 million in March 2023. Furthermore, the company increased its revolver by an additional $90 million in 2022, with a $10 million accordion feature available. Following an amendment to its credit agreement, which increased the net leverage covenant to 4.5x in 2023 from 3.5x previously, we do not expect any tightness in covenant headroom in 2023, given that Coeur has access to about $280 million available under its revolver. However, given the potential for increased revolver drawings this year to fund cash flow deficits, covenant headroom could be tight next year as the net leverage covenant will step down to 3.5x in 2024. "The negative outlook reflects our expectation of a sustained weakness in leverage metrics as the company finalizes the Rochester expansion project in 2023. Coeur will continue to generate negative FOCF, with deficits likely to be funded from increased revolver drawings and other ad-hoc liquidity infusions. Furthermore, given that Coeur is a high-cost gold producer, sharp declines in gold prices will likely highlight the company's dependence on favorable gold prices to sustain operations and leverage with no current protection against price downsides beyond 2023. We expect adjusted leverage of 5x-6x over the next 12 months." S&P could lower its rating on Coeur if its operating performance is materially worse than it projects due to unexpected delays to the completion of the Rochester expansion, or gold prices sharply retreat from the recent highs. In such a scenario, S&P would expect: -- Interest coverage below 2x; -- Material deterioration in liquidity; -- Unsustainable leverage; or -- FOCF to remain negative on a sustained basis. S&P could revise the outlook on Coeur to stable if the company completes the Rochester expansion project on time and is able to ramp up operations at the mine without any hiccups, leading to better-than-expected volumes, lower unit costs, and improved profitability on a sustained basis. Such a scenario will be consistent with: -- Adjusted leverage sustained below 7x; -- At least breakeven FOCF; and -- An adequate liquidity assessment. ESG credit indicators: E-3, S-3, G-2 COMUNICADORES GRAFICOS: Case Summary & 20 Top Unsecured Creditors ----------------------------------------------------------------- Debtor: Comunicadores Graficos Inc. CG Printing Group, Inc. URB. Industrial San Isidro Lote 16 Carr. 188 Km 0.5 Canovanas, PR 00729 Business Description: The Debtor is engaged in printing and related support activities. Chapter 11 Petition Date: April 13, 2023 Court: United States Bankruptcy Court District of Puerto Rico Case No.: 23-01064 Debtor's Counsel: Jesus Enrique Batista Sanchez, Esq. THE BATISTA LAW GROUP, PSC 239 Ave Arterial Hostos Ste 206 San Juan PR 00918-1475 Tel: (787) 620-2856 Email: jeb@batistasanchez.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Juan Rafael Pierantoni Gonzalez as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/Y3JS4UA/COMUNICADORES_GRAFICOS_INC__prbke-23-01064__0001.0.pdf?mcid=tGE4TAMA CONSOLIDATED: $999.9M Bank Debt Trades at 16% Discount ------------------------------------------------------ Participations in a syndicated loan under which Consolidated Communications Inc is a borrower were trading in the secondary market around 84.5 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $999.9 million facility is a Term loan that is scheduled to mature on October 2, 2027. The amount is fully drawn and outstanding. Consolidated Communications, Inc. is a broadband and business communications provider offering a wide range of communications solutions to consumer, commercial and carrier customers across a 23-state service area and an advanced fiber network spanning more than 45,000 fiber route miles. The company maintains headquarters in Mattoon, Ill. CONUMA RESOURCES: Moody's Puts 'Caa2' CFR Under Review for Upgrade ------------------------------------------------------------------ Moody's Investors Service assigned a Caa1 rating to Conuma Resources Limited's proposed $250 million senior secured notes due 2028. Concurrently, Moody's placed Conuma's Caa2 corporate family rating and its Caa2-PD probability of default rating under review for upgrade. Conuma's Caa1 senior secured notes rating on Conuma's existing notes due 2023 has been affirmed and will be withdrawn once repaid. The outlook was changed to rating under review from negative. Conuma will largely use proceeds from its proposed senior secured notes to repay $158 million of senior secured notes due 2023 and $59 million on its credit facility (the Large Employer Emergency Financing Facility "LEEFF Facility") with Canada Enterprise Emergency Funding Corporation, a federal government agency. "The review of Conuma's ratings reflects the company's pending notes issuance, which will resolve its refinancing risk and extends its debt maturity profile," commented Jamie Koutsoukis, a Moody's analyst. Assignments: Issuer: Conuma Resources Limited Senior Secured Regular Bond/Debenture, Assigned Caa1 (LGD4) On Review for Upgrade: Issuer: Conuma Resources Limited Corporate Family Rating, Placed on Review for Upgrade, currently Caa2 Probability of Default Rating, Placed on Review for Upgrade, currently Caa2-PD Affirmations: Issuer: Conuma Resources Limited Senior Secured Regular Bond/Debenture, Affirmed Caa1 (LGD3) Outlook Actions: Issuer: Conuma Resources Limited Outlook, Changed To Rating Under Review From Negative RATINGS RATIONALE Conuma's review for upgrade reflects the launch of the refinancing transaction which would resolve its current refinancing risk, extend the company's debt maturity profile upon completion, and incorporates continued strong metallurgical coal prices and an expectation of production growing with the restart of Quinette mine. Based on the terms of the transaction as proposed, Moody's expects that Conuma's ratings will be upgraded to Caa1 CFR and Caa1-PD PDR. Based on this and the company's pro forma capital structure, Moody's assigned a Caa1 rating to Conuma's proposed senior secured notes due 2028. The proposed notes are rated in line with the expected CFR given that they represent the preponderance of liabilities in the capital structure. Conuma's CFR is constrained by: 1) material free cash flow sensitivity to price (about $40 million per $10 change in met coal price expected in 2023); 2) execution risk of increasing production from 3.6 million tonnes back to above 4 million tonnes in 2023 and new pit development (Quinette acquisition) that will increase capex limiting free cash flow generation; 3) cast costs that have increased materially ($181 per tonne in 2022 compared to $130 per tonne in 2021) which reduces resiliency to lower coal prices; and 4) a relatively small production base (3.6 million tonnes in 2022, over 4 million tonnes expected in 2023) of one product (met coal) at three mines in one local jurisdiction. The rating benefits from: 1) a favorable mining jurisdiction (Canada); and 2) its location near rail and port infrastructure, allowing it to easily sell on the seaborne market. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's review will focus on the credit profile benefits from the extended debt maturity profile, as well as on maintaining adequate liquidity and will be concluded after the financing transaction is completed. The principal methodology used in these ratings was Mining published in October 2021. Conuma Resources Limited is a producer and exporter of premium seaborne metallurgical coal from the Peace River Coalfield in British Columbia. The company produces premium hard coking coal (HCC), mid-vol metallurgical coal and ultra low-vol pulverized coal injection (PCI). CONUMA RESOURCES: S&P Assign Prelim 'CCC+' Rating on Sec. Notes --------------------------------------------------------------- S&P Global Ratings assigned its preliminary 'CCC+' issue-level and '3' recovery ratings to Conuma Resources Ltd.'s (Conuma) proposed US$250 million senior secured notes due 2028. The '3' recovery rating on the secured debt indicates its expectation for meaningful (50%-70%; rounded estimate: 60%) recovery for secured debtholders in the event of a default. S&P expects Conuma will use net proceeds from the new US$250 million secured notes to refinance its existing US$158 million senior secured notes due in May 2023 at par and repay the balance outstanding under its unsecured large employer emergency financing facility (LEEFF) loans (about US$57 million). In addition, Conuma intends to upsize its revolving credit facility to US$27.5 million from US$22.5 million and extend its maturity to 2027 from 2023. S&P said, "We expect the new senior secured notes will rank pari passu with all of Conuma's existing and future secured debt and will have junior claim to the revolving credit facility. In our view, the capital structure on transaction close will include a higher proportion of secured claims than was previously the case and this will contribute to weaker recovery prospects." S&P Global Ratings views the proposed transaction, if completed, as positive to Conuma's credit risk profile as it would reduce refinancing risk, improve the company's liquidity position, and lower the probability of a distressed exchange or default. S&P said, "As a result, on close of the proposed refinancing, we expect to raise our long-term issuer credit rating (ICR) on Conuma to 'CCC+' from 'CCC', and this is reflected in our preliminary rating on the notes. Following the refinancing, we expect our ICR on Conuma will remain constrained at 'CCC+' based on our forecast for the company to generate cash flow deficits in 2024 and 2025. This assumes metallurgical (met) coal prices of US$250 per metric ton (/mt) for the remainder of 2023, US$190/mt in 2024, and US$160/mt in 2025. It also incorporates our view of the company's relatively high operating cost profile and anticipated capital expenditures related to the development of its Quintette mine acquired from Teck Resource Ltd. earlier this year". ISSUE RATINGS-RECOVERY ANALYSIS Key analytical factors: -- Conuma's capital structure following the proposed refinancing will primarily consist of a new US$27.5 million revolving credit facility due in 2027 and new US$250 million senior secured notes due in 2028. -- S&P's simulated default scenario contemplates a default in 2024, stemming from a significant decrease in met coal prices or operational issues such that the company would not be able to fund its minimum fixed charges. -- S&P applies a 5.0x multiple to our EBITDA proxy in its simulated default year, which is a significant discount for estimated EBITDA this year but incorporates much lower cyclical trough levels. -- S&P's proxy is derived primarily from Conuma's estimated fixed charges in the default year, mainly including interest costs and maintenance capital expenditures. -- S&P estimated that proposed secured noteholders could expect meaningful (50%-70% recovery; rounded estimate of 60%) after priority claims (including the revolver, which S&P assumes is 85% drawn). This corresponds with a '3' preliminary recovery rating and 'CCC+' preliminary issue-level rating. Simulated default assumptions: -- Simulated year of default: 2024 -- EBITDA at emergence: C$51 million -- EBITDA multiple: 5x Simplified waterfall: -- Net enterprise value (after 5% administrative costs): C$243 million -- Valuation split in % (obligors/non-obligors): 100/0 -- Priority claims: about C$32 million -- Total value available to secured claims: C$211 million -- Senior secured debt claims: C$350 million --Recovery expectations: 50%-70% (rounded estimate: 60%) All debt amounts include six months of prepetition interest COPPER MECHANICAL: Unsecureds to Get 10% Dividend in Plan --------------------------------------------------------- Copper Mechanical, Inc., submitted a Revised Second Amended Disclosure Statement for the Small Businesses Plan of Reorganization under Chapter 11 of the Bankruptcy Code. The Plan contemplates the reorganization of the Debtor's debts over the course of a 3-year period in accordance with the proposed treatment of each class. The Plan proposes to pay 10% dividend of the allowed general unsecured claims in the manner described herein. The following identify the Plan's proposed treatment of class 1 which contains general unsecured, impaired claims against the Debtor: Class 1 JPMorgan Chase Bank, N.A. total $38,476.22. The claim will be paid a 10% dividend ($3,847.62) in 36 monthly installment payments in the amount of $106.87, commencing on the Effective date of the plan. This class is impaired. Class 1 JPMorgan Chase Bank, N.A. total $61,900.00. The PPP Loan was forgiven, and the claim was withdrawn on October 21, 2022. This class is impaired. Class 1 JPMorgan Chase Bank, N.A. total $49,962.39. The claim will be paid a 10% dividend ($4,996.24) in 36 monthly installment payments in the amount of $138.78, commencing on the Effective date of the plan. This class is impaired. Class 1 148 Supplies Corp. total $94,519.97. The claim will be paid a 10% dividend ($9,451.99) in 36 monthly installment payments in the amount of $262.55, commencing on the Effective date of the plan. This class is impaired. Class 1 Citibusiness Card totaling $3,782.74. The claim will be paid a 10% dividend ($378.27) in 36 monthly installment payments in the amount of $10.50, commencing on the Effective date of the plan. This class is impaired. Class 1 F.W. Webb Company total $30,200.00. The claim will be paid a 10% dividend ($3,020.00) in 36 monthly installment payments in the amount of $83.88, commencing on the Effective date of the plan. This claim was not originally included to the Petition. On November 9, 2022, the Debtor amended schedule E/F listed claim of Law offices of F.W. Webb Company as unsecured. On December 20, 2022, the Court entered an Order establishing deadline for F.W. Webb Company to file a proof of claim on or before January 30, 2023. This class is impaired. The Plan will be financed (i) by continuing the reorganized business operations of the Debtor, (ii) funds accumulated in the Debtor in Possession bank account, as well as (iii) the contribution of Roman Midyany, made from the personal funds on as needed basis. The Debtor has no accounts receivables. Attorney for the Debtor: Alla Kachan, Esq. 2799 Coney Island Ave, Suite 202 Brooklyn, NY 11235 Tel: (718) 513-3145 Fax: (347) 342-3156 E-mail: alla@kachanlaw.com A copy of the Revised Second Amended Disclosure Statement dated April 7, 2023, is available at https://bit.ly/3GpXCh2 from PacerMonitor.com. About Copper Mechanical Copper Mechanical, Inc., sought Chapter 11 protection (Bankr. E.D.N.Y. Case No. 21-41797) on July 12, 2021, listing under $1 million in both assets and liabilities. Judge Nancy H. Lord oversees the case. The Debtor tapped the Law Offices of Alla Kachan, PC, as counsel, and Wisdom Professional Services Inc. as accountant. CORE SCIENTIFIC: Seeks to Extend Plan Exclusivity to July 19 ------------------------------------------------------------ Core Scientific and its affiliates asks the U.S. Bankruptcy Court for the Southern District of Texas to extend the periods during which the Debtors have the exclusive right to file a chapter 11 plan and to solicit acceptances thereof to July 19, 2023 and September 17, 2023, respectively. The Debtors explained that the requested extensions of the exclusive periods are necessary and appropriate to enable them to finalize an updated business plan and pursue a restructuring framework that will maximize the value of their estates for the benefit of all stakeholders, without interruption. The Debtors' exclusive filing period and exclusive solicitation period are currently set to expire on April 20, 2023 and June 19, 2023, respectively. Core Scientific, Inc. is represented by: Alfredo R. Perez, Esq. WEIL, GOTSHAL & MANGES LLP 700 Louisiana Street, Suite 1700 Houston, TX 77002 Tel: (713) 546-5000 Email: alfredo.perez@weil.com - and - Ray C. Schrock, Esq. Ronit J. Berkovich, Esq. Moshe A. Fink, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, NY 10153 Tel: (212) 310-8000 Email: ray.schrock@weil.com ronit.berkovich@weil.com moshe.fink@weil.com About Core Scientific Core Scientific, Inc. (OTCMKTS: CORZQ) is the largest U.S. publicly-traded Bitcoin mining company in computing power. Core Scientific, which was formed following a business combination in July 2021 with blank check company XPDI, 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. In July 2022, one of the Company's largest customers, Celsius Mining LLC, filed for Chapter 11 bankruptcy in New York. With low Bitcoin prices depressing mining revenue to a record low, Core Scientific first warned in October 2022 that it may have to file for bankruptcy if the company can't find more funding to repay its debt that amounts to over $1 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. Core Scientific and its affiliates filed petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-90341) on Dec. 21, 2022. As of Sept. 30, 2022, Core Scientific had total assets of US$1.4 billion and total liabilities of US$1.3 billion. Judge David R. Jones oversees the cases. The Debtors hired Weil, Gotshal & Manges, LLP as legal counsel; PJT Partners, LP as investment banker; and AlixPartners, LLP as financial advisor. Stretto is the claims agent. A group of Core Scientific convertible bondholders is working with restructuring lawyers at Paul Hastings. B. Riley Commercial Capital, LLC, as administrative agent under the Replacement DIP facility, is represented by Choate, Hall & Stewart, LLP. On Jan. 9, 2023, the U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped Willkie Farr & Gallagher, LLP as legal counsel, and Ducera Partners, LLC, as investment banker. CORIZON HEALTH: Proceedings in Scott Lawsuit Stayed for 90 Days --------------------------------------------------------------- Magistrate Judge Curtis Ivy, Jr., of the U.S. District Court for the Eastern District of Michigan stays the proceedings in the case captioned as RICKY SCOTT, Plaintiff, v. HENRY FORD HEALTH SYSTEM, et al., Defendants, Case No. 22-10306, (E.D. Mich.) for a period of 90 days. The 90-day stay applies to all parties. Judge Ivy reasons that "applying a stay to only Corizon Defendants could complicate the case with discovery issues and a bifurcated trial." In addition, Judge Ivy denies without prejudice the motion to withdraw as counsel filed by the Defendants Corizon Health, Inc., Corizon, LLC, Papendick, Reitsma-Mathias, and Tan. Judge Ivy explains that "a corporation must have counsel, and granting this motion would leave the Corizon entities unrepresented. Because there is uncertainty about professional liability coverage and conflicts of interest, a stay of proceedings is the better route. It will allow Corizon Defendants' counsel time to address the uncertainty. Counsel will not be prejudiced by remaining in the case during the stay and may file a new motion to withdraw after the expiration of the 90-day stay." A full-text copy of the Order dated March 29, 2023, is available https://tinyurl.com/383ckcv8 from Leagle.com. About Tehum Care Services Tehum Care Services Inc., doing business as Corizon Health Services Inc., is a privately held prison healthcare contractor in the United States. It is based in Brentwood, Tenn. Tehum Care Services filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-90086) on Feb. 13, 2023. In the petition filed by Russell A. Perry, as chief restructuring officer, the Debtor reported assets between $1 million and $10 million and liabilities between $10 million and $50 million. Judge Christopher M. Lopez oversees the case. The Debtor is represented by Jason S Brookner, Esq., at Gray Reed & McGraw, LLP. CORRECTIONAL IMAGING: Case Summary & Two Unsecured Creditors ------------------------------------------------------------ Debtor: Correctional Imaging Services, LLC PO Box 643 San Marcos, TX 78667 Chapter 11 Petition Date: April 14, 2023 Court: United States Bankruptcy Court Western District of Texas Case No.: 23-10252 Judge: Hon. H. Christopher Mott Debtor's Counsel: Stephen W. Sather, Esq. BARRON & NEWBURGER, P.C. 7320 N. MoPac Expressway 400 Austin, TX 78731 Tel: (512) 649-3243 Email: ssather@bn-lawyers.com Total Assets: $123,937 Total Liabilities: $1,467,222 The petition was signed by Stephen R. Nelson, as member. A full-text copy of the petition containing, among other items, a list of the Debtor's two unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/5DAM2BY/Correctional_Imaging_Services__txwbke-23-10252__0001.0.pdf?mcid=tGE4TAMA CORRIDOR MEDICAL: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Corridor Medical Services, Inc. PO Box 643 San Marcos, TX 78667 Chapter 11 Petition Date: April 14, 2023 Court: United States Bankruptcy Court Western District of Texas Case No.: 23-10251 Judge: Hon. Shad Robinson Debtor's Counsel: Stephen W. Sather, Esq. BARRON & NEWBURGER, P.C. 7320 N. MoPac Expressway 400 Austin, TX 78731 Tel: (512) 649-3243 Email: ssather@bn-lawyers.com Total Assets: $1,616,923 Total Liabilities: $5,233,339 The petition was signed by Stephen R. Nelson as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/43T5OAQ/Corridor_Medical_Services_Inc__txwbke-23-10251__0001.0.pdf?mcid=tGE4TAMA COVENANT SOLAR: Files Emergency Bid to Use Cash Collateral ---------------------------------------------------------- Covenant Solar Tech LLC and Covenant Roofing and Construction Inc. ask the U.S. Bankruptcy Court for the Eastern District of North Carolina, Raleigh Division, for authority to use cash collateral. The Debtors need to use cash collateral to make payment of ordinary operating expenses, and the costs of administering the Chapter 11 cases. As of the Petition Date, Debtors had cash of approximately $188,913 and the Debtors' accounts receivable total approximately $2.079 million. A review of the North Carolina Secretary of State's UCC filings reveals the following financing statements which might perfect a lien on the cash collateral: Debtor Secured Party ------ ------------- Covenant Roofing First Horizon Bank Covenant Roofing U.S. Small Business Administration Covenant Roofing MW GRP Capital Covenant Solar Consolidated Electrical Distributors, Inc. The potential secured creditors have not yet consented to Debtors' use of cash collateral. However, the Debtors can represent that they have had initial conversations with the first-position secured creditors of each Debtor and those conversations remain ongoing. The adequate protection proposed by the Debtors includes: (a) replacement liens to the same extent, validity, and priority as existed on the Petition date to secured creditors for the cash collateral used if the Motion is approved; (b) providing timely financial reports of their receipts and disbursements on a monthly basis consistent with the Debtor's monthly reporting requirements; (c) payment of any accruing taxes that are incurred by the Debtors post-petition; (d) maintenance of all general property and liability insurance coverage; (e) continued maintenance and protection of all prepetition collateral held by the secured creditors. A copy of the Debtor's motion and budget is available at https://bit.ly/3zWGdsz from PacerMonitor.com. The Debtor projects total cash out, on a weekly basis, as follows: $104,859 for the week beginning April 9, 2023; $461,754 for the week beginning April 16, 2023; and $216,931 for the week beginning April 23, 2023. About Covenant Solar Tech LLC Covenant Solar Tech LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. N.C. Case No. 23-00998-5-JNC) on April 11, 2023. In the petition signed by Julian C. Hall II, authorized person, the Debtor disclosed up to $10 million in both assets and liabilities. L. Katie Green, Esq., at Michael Best & Friedrich LLP, represents the Debtor as legal counsel. CRAFTSMAN ROOFING: Case Summary & 13 Unsecured Creditors -------------------------------------------------------- Debtor: Craftsman Roofing Services, Inc. 2660 Discovery Drive Raleigh, NC 27616 Chapter 11 Petition Date: April 13, 2023 Court: United States Bankruptcy Court Eastern District of North Carolina Case No.: 23-01013 Judge: Hon. Pamela W. Mcafee Debtor's Counsel: Philip M. Sasser, Esq. SASSER LAW FIRM 2000 Regency Parkway Suite 230 Cary, NC 27518 Tel: 919-319-7400 Fax: 919-657-7400 Email: travis@sasserbankruptcy.com Total Assets: $1,719,596 Total Liabilities: $2,633,504 The petition was signed by Russell Vandiver as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 13 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/4MKJHSQ/Craftsman_Roofing_Services_Inc__ncebke-23-01013__0001.0.pdf?mcid=tGE4TAMA CROWNROCK LP: S&P Upgrades ICR to 'BB-', Outlook Stable ------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Midland, Texas-based oil and gas exploration and production company CrownRock L.P. to 'BB-' from 'B+'. S&P said, "At the same time, we revised our recovery rating on the company's unsecured debt to '3' from '2', though our 'BB-' issue-level rating is unchanged. The '3' recovery rating indicates our expectation for meaningful (50%-70%; rounded estimate: capped at 65%) recovery in the event of a payment default. "The stable outlook reflects our expectation that CrownRock will significantly increase its production in 2023 while maintaining conservative leverage metrics, including average funds from operations (FFO) to debt of well above 60% and debt to EBITDA of well below 1.5x over the next two years. We also believe the company will use its excess free cash flow for a combination of discretionary distributions to its equity holders and further debt reduction. "The upgrade reflects CrownRock's recent organic growth and strong financial position. The company ended 2022 with more than 135 Mboe/d of production and over 575 million barrels of oil equivalent (MMBoe) of proved reserves, which are levels we view as increasingly comparable with those of its 'BB-'-rated peers. Despite its basin concentration and relatively high percentage of undeveloped reserves (50%), which imply a higher level of future capital spending, the company's low operating costs of less than $11.50/boe in the fourth quarter of 2022 was competitive. On the financial side, we expect CrownRock's metrics will remain strong, including average FFO to debt of more than 100% and debt to EBITDA of under 1x over the next two years. However, there is some uncertainty around the company's longer-term strategic direction because we understand that the LimeRock fund which holds the majority ownership stake in CrownRock, expires in June, though there is a sponsor option to unilaterally extend the fund by a year. Extending the fund another year into 2025 would require the support of LimeRock's limited partners. "Management has historically maintained low leverage ratios and continues to reduce debt.The company has a track record of conservative financial policy even though it is a sponsor-owned entity. We expect CrownRock's leverage will remain below 1x in the near term, although it is currently hedging a much lower amount of its production than it has in the past. We believe that the company will use its free operating cash flow, which may exceed $800 million per year in 2023 and 2024, increasingly for discretionary distributions, with a significant portion allocated toward debt repayment. CrownRock bought back an aggregate of $215 million of its 2025 and 2029 unsecured notes since April 2022 under its open market repurchase program. We expect the company will continue to chip away by targeting its 5.625% notes due October 2025, potentially refinancing the remainder of the notes as their maturity approaches. CrownRock also recently amended (elected commitment increased to $1 billion from $700 million) and extended its revolving credit facility to 2028. "The stable outlook on CrownRock reflects our expectation that its production will increase significantly in 2023 as it maintains conservative leverage metrics, including average FFO to debt of well above 60% and debt to EBITDA of well below 1.5x over the next two years. We also believe the company will use its excess free cash flow for a combination of discretionary distributions to its equity holders and further debt reduction. "We could lower our rating on CrownRock if we expect its FFO to debt to fall below 60% on a sustained basis, which would most likely occur if commodity prices decline below our expectations absent an offsetting reduction in its capital spending or it pursues a more aggressive financial policy incorporating higher capital spending or discretionary distributions. "We could upgrade CrownRock if it increases its scale to levels more comparable with those of its higher-rated peers or diversifies its geographic exposure while demonstrating prudent financial policies, including maintaining FFO to debt of comfortably above 60% and avoiding outspending its internally generated cash flows." ESG credit indicators:E-4, S-2, G-3 S&P said, "Environmental factors are a negative consideration in our credit rating analysis of CrownRock as the exploration and production and downstream industries contend with an accelerating energy transition and adoption of renewable energy sources. We believe falling demand for fossil fuels will lead to declining profitability and returns for the industry as it fights to retain and regain investors that seek higher-return investments. Governance is a moderately negative consideration, as is the case for most rated entities owned by private-equity sponsors. We believe the company's financial risk profile points to corporate decision-making that prioritizes the interests of the controlling owners. This also reflects the generally finite holding periods and focus on maximizing shareholder returns. We note that CrownRock recycled approximately 33% of its produced water in 2022; however, it does not have any targets for Scope 1 or 2 emissions." CYXTERA DC: $100M Bank Debt Trades at 21% Discount -------------------------------------------------- Participations in a syndicated loan under which Cyxtera DC Holdings Inc is a borrower were trading in the secondary market around 79.1 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $100 million facility is a Term loan that is scheduled to mature on May 1, 2024. About $97.5 million of the loan is withdrawn and outstanding. Cyxtera DC Holdings, Inc. provides data center services. The Company operates in the United States. CYXTERA DC: $815M Bank Debt Trades at 22% Discount -------------------------------------------------- Participations in a syndicated loan under which Cyxtera DC Holdings Inc is a borrower were trading in the secondary market around 78.5 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $815 million facility is a Term loan that is scheduled to mature on May 1, 2024. About $768.1 million of the loan is withdrawn and outstanding. Cyxtera DC Holdings, Inc. provides data center services. The Company operates in the United States. DACO CONSTRUCTION: Court Approves Disclosure Statement ------------------------------------------------------ Judge Michelle M. Harner has entered an order approving the Amended Disclosure Statement of DACO Construction Corporation. May 12, 2023, is fixed as the last day of filing written acceptances or rejections of the Amended Plan. June 1, 2023, at 10:00 a.m., is fixed for the hearing on confirmation of the Amended Plan to take place in Courtroom 9C of the U.S. Bankruptcy Court, U.S. Courthouse, 101 West Lombard Street, Baltimore, Maryland 21201. May 12, 2023 is fixed as the last day for filing and written objections to confirmation of the Amended Plan. About DACO Construction DACO Construction Corporation is a construction company based in Hanover, Md. DACO Construction sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Md. Case No. 22-14371) on Aug. 10, 2022. In the petition filed by its chief operating officer, Pedro Couto, the Debtor reported assets between $1 million and $10 million and liabilities between $1 million and $10 million. Judge Michelle M. Harner oversees the case. Marc Robert Kivitz, Esq., at the Law Office of Marc R. Kivitz, is the Debtor's counsel. DAVID'S BRIDAL: $240M Bank Debt Trades at 69% Discount ------------------------------------------------------ Participations in a syndicated loan under which David's Bridal LLC is a borrower were trading in the secondary market around 31.5 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $240 million facility is a Term loan that is scheduled to mature on January 18, 2024. About $13.3 million of the loan is withdrawn and outstanding. David's Bridal, LLC manufactures and distributes wedding dresses and accessories. The Company offers prom gowns, veils, shoes, handbags, gloves, ribbons, jewelry, invitation card designing, handbags, and reception decoration services. DILLARD'S INC: S&P Upgrades ICR to 'BB+' on Sustained Low Leverage ------------------------------------------------------------------ S&P Global Ratings raised all its ratings on U.S.-based regional department store retailer Dillard's Inc., including the issuer credit rating to 'BB+' from 'BB-'. The stable outlook reflects S&P's expectation for sustained profitability and free operating cash flow (FOCF), attributable to the company's strong inventory management and limited discounting relative to peers. S&P said, "The upgrade reflects our expectation that Dillard's store ownership, minimal balance sheet debt, and good merchandise execution will help navigate potential declines in consumer demand this year. The company's fiscal 2022 performance significantly exceeded our expectations, and we now believe it will largely sustain these gains. We note Dillard's management team has strategically employed operating initiatives that have helped maintain growth and achieve robust EBITDA margins. For example, it has taken a disciplined approach to inventory management to limit promotional activity. Dillard's year-over-year inventory balance increased 4%, while many competitors were up double-digit percents this year. This leads us to revise our forecast for sustained adjusted EBITDA margins to the low- to mid-teens percent area from the high-single-digit percent area. Still, our forecast incorporates significant moderation in recent performance (adjusted EBITDA margins were 18% in the latest fiscal year) given higher labor costs and slowing demand. Our base case incorporates a shallow recession in the second and third quarters of 2023. This marked improvement in profitability led to S&P Global Ratings-adjusted leverage of 0.6x at fiscal year-end 2022. S&P said, "As a result of the revised business risk assessment to fair from weak, we now net cash against debt in our adjusted leverage calculation. Dillard's capital structure includes only an $800 million secured revolving credit facility, about $320 million of unsecured notes, and $200 million of subordinated debentures. Given that plus about $650 million cash, we now forecast the company will end 2023 in a net cash position. This is by far the lowest leverage of the department stores we rate. We believe its rapidly improved profitability and increasing track record of operational success reflects an improved competitive standing within its regional markets." S&P said, "We expect Dillard's management to maintain a conservative financial policy. The company has historically operated with low funded debt, and we believe this policy will continue absent a change in controlling ownership. We project that Dillard's will be in a net cash position at fiscal year-end 2023, effectively zero adjusted leverage. Moreover, we expect S&P Global Ratings-adjusted leverage will remain well below 1x even if it pursues additional share repurchases or special dividends. Dillard's returned about $724 million to shareholders in 2022 through internally generated cash flow. We expect it will continue to utilize excess cash for shareholder returns. This is supported by our forecast for roughly $600 million of annual FOCF. Given our revised forecast for very low leverage and healthy FOCF, offset by volatility in recent years' performance, we revised our financial risk assessment to modest from intermediate. "We also note that Dillard's owns the real estate for about 90% of its stores, with a book value of over $1 billion. We view its substantial asset ownership as strategic, providing operating and financial flexibility. Under current management and family control, we expect the company to maintain its real estate ownership and a conservative approach to debt. "We believe Dillard's remains exposed to disruptive sector trends as a regional department store retailer. Apparel purchases are highly discretionary, and we expect performance will remain vulnerable to economic conditions such as the recent macroeconomic slowdown. In addition, declining physical store traffic, shifting category preferences, and online price transparency are persistent longer-term risks for Dillard's business. We believe omnichannel capabilities are an important competitive factor given customers' continued rapid adoption of e-commerce." The leading national department store chains continue to strengthen their omnichannel capabilities through accelerated investments in digital storefronts. Despite a strong 2021 and 2022, Dillard's has historically had lower margins than national peers due to its smaller footprint. In addition, it has an uneven operating track record. Profitability deteriorated significantly with adjusted EBITDA margins of less than 7% before the pandemic in fiscal 2019, declining nearly half since 2015 due to merchandise missteps. S&P said, "Notwithstanding its recent operating successes, we believe changing consumer apparel buying habits will be difficult to navigate, which increases the potential for operational missteps. Therefore, we continue to apply a negative comparable rating modifier to capture this standing in relation to its 'BBB-' rated peers." S&P said, "The stable outlook reflects our expectation that adjusted EBITDA margins will come down to the low- to mid-teens percent area, but remain several hundred basis points above pre-pandemic levels. It also reflects our expectation for a conservative balance sheet, supported by consistent and good annual FOCF of more than $600 million. We see the potential for internally funded special dividends or share repurchased based on relatively large cash balances." S&P could lower the rating if: -- A worsening macroeconomic environment or operational misstep causes weaker performance than expected, leading to adjusted EBITDA margins approaching 10% and weakening FOCF prospects; or -- The company shifts to a more aggressive financial policy with adjusted leverage above 2x. Although unlikely over the near term, S&P could raise the rating if: -- Performance expands beyond our base-case expectations, including gaining traction in growth initiatives to increase the overall scale of the business. This includes demonstrating positive comparable sales growth and stable EBITDA margins and cash flow generation through a soft economic environment; and -- Dillard's remains committed to a conservative financial policy. ESG credit indicators: E-2, S-2, G-2 DIOCESE OF ROCKVILLE: 4th Omnibus Objection to Claims Sustained --------------------------------------------------------------- Chief Bankruptcy Judge Martin Glenn for the Southern District of New York sustains the fourth omnibus objection to claims filed by the Debtor The Roman Catholic Diocese of Rockville Centre, New York and, disallows and expunges the claims listed in Schedule 1 to the Proposed Order. The Objection seeks to disallow eighteen claims. According to the Debtor, each of the eighteen Claims that are the subjects of the objection falls into one of the following grounds for objection: (1) Claims that are subject to a release executed by the Claimant (both before, and via, the Independent Reconciliation Compensation Program); and (2) Claims that have been adjudicated or dismissed. In support of the Objection, the Debtor submits the Declaration of Thomas G. Renker. One Responding Claimant opposes the Objection, arguing that the release he granted the Debtor via the IRCP was limited to claims for abuse by Brother Finian Magee, a religious order member. Claimant argues that the claim he submitted in this bankruptcy pertains to abuse by a second individual, Father Steven Peterson, a Diocesan priest. For that reason, Claimant argues that his claim is not subject to the IRCP release. The Court agrees with the Debtor's argument that in the General Release, the Claimant agreed to release "all claims" against the Debtor, regardless of who the Claimant did or did not identify as the abuser in the IRCP process. The Court explains that "the General Release is not so limited. The Claimant's citation to the General Release critically omits that he released "all claims . . . including, but not limited to, all claims or causes of action that arise or may arise from the underlying acts of sexual abuse by the Accused Member identified by Claimant." The clause pertaining to claims arising from abuse by an Accused Member is illustrative, not exhaustive. Indeed, that is what makes this release a general release." Seven Claimants filed responses to the claim objections arguing that the releases for their claims obtained via the IRCP are unenforceable. The Claimants make the following arguments why the releases are unenforceable: (1) the releases were against public policy; (2) the releases were obtained by fraud; (3) the releases were obtained by negligent misrepresentation; (4) the releases were overbroad; (5) the releases are unjustly enriching the Debtor; and (6) the Debtor should be estopped from objecting to the claims. The Court finds that the general policy objective that the Claimants have identified does not support the drastic result they seek here: rendering the agreements reached between the Debtor and survivors before the enactment of the Child Victims Act unenforceable. The Court also notes that the Debtor has identified that each Claimant entered into the releases voluntarily, represented that they carefully reviewed the agreement, consulted with counsel, and were fairly compensated. Moreover, the Court finds that "the Claimants fail to. . . point to any specific language in the releases that is ambiguous or susceptible to multiple interpretations; nor does it set forth how any alternative interpretations would support their Claimants' ability to disregard the releases and bring these claims again after accepting compensation, signing the releases, all while represented by counsel." Next, the Court rejects the Claimants' argument that the Debtor is being unjustly enriched by the releases it obtained from the respective Claimants." The Court reasons that "not only is there an absence of cases showing that unjust enrichment can be used to render a contract unenforceable; but, in fact, courts dismiss claims for unjust enrichment claims outright when they pertain to subject matter governed by a contract." Likewise, the Court rejects the Claimants arguments that the Debtor should be estopped from enforcing the releases against Claimants to whom it sent proof of claim forms. The Court finds that the Claimants "fail to explain with facts or caselaw why completing the form constitutes "reliance," i.e., why it would be reasonable to expect that completing the form would guarantee allowance of the claim, without any scrutiny of the claim by the Debtor or the Court." In addition, the Court finds that the Pre-IRCP Response is inadequate in alleging a fraud and negligent misrepresentation claim -- the elements of a fraud and negligent misrepresentation claim are not pled with particularity." There were nine claims for which no response was filed by the Claimants. Three grounds for objecting to these claims are asserted: (A) Claims that have been adjudicated or dismissed; (B) Claims that have been released by the Claimants before the IRCP; and (C) Claims that were released as part of the IRCP. A full-text copy of the Memorandum Opinion dated March 30, 2023, is available https://tinyurl.com/yckke5ct from Leagle.com. About The Roman Catholic Diocese of Rockville Centre, New York The Roman Catholic Diocese of Rockville Centre, New York, is the seat of the Roman Catholic Church on Long Island. The Diocese has been under the leadership of Bishop John O. Barres since February 2017. The State of New York established the Diocese as a religious corporation in 1958. The Diocese is one of eight Catholic dioceses in New York, including the Archdiocese of New York. The Diocese's total Catholic population is approximately 1.4 million, roughly half of Long Island's total population of 3.0 million. The Diocese is the eighth largest diocese in the United States when measured by the number of baptized Catholics. The Roman Catholic Diocese of Rockville Centre, New York, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 20-12345) on Sept. 30, 2020, listing as much as $500 million in both assets and liabilities. Judge Martin Glenn oversees the case. The Diocese tapped Jones Day as legal counsel, Alvarez & Marsal North America, LLC, as restructuring advisor, and Sitrick and Company, Inc., as communications consultant. Epiq Corporate Restructuring, LLC is the claims agent. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors in the Diocese's Chapter 11 case. The committee tapped Pachulski Stang Ziehl & Jones, LLP and Ruskin Moscou Faltischek, PC as its bankruptcy counsel and special real estate counsel, respectively. Robert E. Gerber, the legal representative for future claimants of the Diocese, is represented by the law firm of Joseph Hage Aaronson, LLC. DIVERSIFIED HEALTHCARE: Moody's Puts Caa3 CFR on Review for Upgrade ------------------------------------------------------------------- Moody's Investors Service has placed the ratings of Diversified Healthcare Trust, including its Caa3 corporate family rating, Caa3 guaranteed senior unsecured notes, and Ca senior unsecured notes under review for upgrade. The review follows the REIT's announcement that it has entered into a definitive agreement to merge with Office Properties Income Trust ("OPI"), an affiliated REIT with whom it shares an external manager. The SGL-4 speculative grade liquidity rating remains unchanged. Both REIT's boards have approved the transaction, but it remains subject to shareholder approval and is expected to close in third quarter 2023. The review for upgrade reflects the prospects of Diversified Healthcare combining with a larger, better capitalized company that enhances its ability to address upcoming maturities in the first half of 2024. Moody's notes, however, that the combined entity will still be highly levered and face near-term operating challenges which will limit the extent of ratings uplift that Diversified Healthcare would realize upon transaction close. On Review for Upgrade: Issuer: Diversified Healthcare Trust Corporate Family Rating, Placed on Review for Upgrade, currently Caa3 Senior Unsecured Regular Bond/Debenture, Placed on Review for Upgrade, currently Ca Backed Senior Unsecured Regular Bond/Debenture, Placed on Review for Upgrade, currently Caa3 Outlook Actions: Issuer: Diversified Healthcare Trust Outlook, Changed To Rating Under Review From Negative RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The review for upgrade reflects Moody's view that Divesified Healthcare's credit profile would improve should it complete the merger, as it would be part of a much larger and diversified company with lower leverage and improved fixed charge and margins. Diversified Healthcare would also be back in compliance with its bond covenants, which would allow it to incur debt and address upcoming debt maturities in 2024. Moody's note, howevever, that the combined company will still maintain a weak credit profile and upward ratings movement for Diversified Healthcare would therefore be constrained. OPI will need to access about $370 million of capital to close the transaction. Moody's review will focus on the combined company's pro forma capital structure, including the cost and form of incremental financings, and prospects for cash flows, in particular, the office and senior housing operations. Factors that could lead to an upgrade or downgrade of the ratings will be updated once the review is completed. Instrument ratings could change depending on the final capital structure of the transaction. Diversified Healthcare Trust is a real estate investment trust, or REIT, which owns senior living communities, medical office and life science buildings and wellness centers throughout the United States. DHC is managed by the operating subsidiary of The RMR Group Inc. (Nasdaq: RMR), an alternative asset management company that is headquartered in Newton, MA. The principal methodology used in these ratings was REITs and Other Commercial Real Estate Firms published in September 2022. DOLPHIN ENTERTAINMENT: Incurs $4.8 Million Net Loss in 2022 ----------------------------------------------------------- Dolphin Entertainment, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $4.78 million on $40.50 million of revenues for the year ended Dec. 31, 2022, compared to a net loss of $6.46 million on $35.73 million of revenues for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $75.37 million in total assets, $41.28 million in total liabilities, and $34.09 million in total stockholders' equity. Dolphin Entertainment stated, "Our ability to service our indebtedness will depend upon, among other things, our future financial and operating performance and our ability to obtain additional financing, which will be affected by prevailing economic conditions, the profitability of our content production and entertainment publicity and marketing businesses and other factors contained in these Risk Factors, some of which are beyond our control. "If we are not able to generate sufficient cash to service our current or future indebtedness, we will be forced to take actions such as reducing or delaying digital or film productions, delaying or abandoning potential acquisitions, delaying Dolphin 2.0 initiatives, selling assets, restructuring or refinancing our indebtedness or seeking additional debt or equity capital or bankruptcy protection. We may not be able to effect any of these remedies on satisfactory terms or at all and our indebtedness may affect our ability to continue to operate as a going concern." A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1282224/000155335023000246/dlpn_10k.htm About Dolphin Entertainment Headquartered in Coral Gables, Florida, Dolphin Entertainment, Inc. -- http://www.dolphinentertainment.com-- is an independent entertainment marketing and premium content development company. Through its subsidiaries, 42West LLC, The Door Marketing Group LLC and Shore Fire Media, Ltd, the Company provides expert strategic marketing and publicity services to many of the top brands, both individual and corporate, in the entertainment, hospitality and music industries. Dolphin Entertainment reported a net loss of $1.94 million for the year ended Dec. 31, 2020, and net loss of $2.33 million for the year ended Dec. 31, 2019. As of Sept. 30, 2022, the Company had $55.72 million in total assets, $26.74 million in total liabilities, and $28.98 million in total stockholders' equity. DOTDASH MEREDITH: Palmer Square Marks $746,231 Loan at 15% Off -------------------------------------------------------------- The Palmer Square Opportunistic Income Fund has marked its $746,231 loan extended to DotDash Meredith, Inc. to market at $635,543 or 85% of the outstanding amount, as of January 31, 2023, according to a disclosure contained in the Palmer Square's Form N-CSR for the Semi-Annual Report on January 31, 2023, filed with the Securities and Exchange Commission on April 10, 2023. The Palmer Square extended a Bank Loan to DotDash Meredith, Inc. The loan accrues interest at a rate of 8.434% (1-Month Term SOFR+400 basis points) per annum. The loan is scheduled to mature on December 1, 2028. The Palmer Square Opportunistic Income Fund was organized as a Delaware statutory trust on May 1, 2014, and is registered as a non-diversified, closed-end management investment company under the Investment Company Act of 1940, as amended. Shares of the Fund are being offered on a continuous basis. The Fund commenced operations on August 29, 2014. DotDash Meredith, Inc. is an American media company headquartered in New York, New York. The Company develops, owns, and operates the EW.com website, which includes a selection of video content posted along with their stories. E QUALCOM: Amends Castros & Global Commerce Secured Claims Pay -------------------------------------------------------------- E Qualcom, Corp., submitted a Fourth Amended Plan of Partial Liquidation and Reorganization dated April 11, 2023. This Plan of Reorganization proposes to pay creditors the Debtor from the liquidation of the Debtor's real Property (the Property), and cash flow from operations. This Plan provides for three classes of secured claims; one class of tax claims, one class of unsecured claims; and one class of equity security holders. Unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 10 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. All such claims will be paid on the effective date of this Plan with respect to any such claim unless the claimant agrees otherwise. Class 1 consists of the Secured Claim of Eric and Barbara Castro. The Secured portion of the Castros' claim has been fixed by Court Order for all purposes in this proceeding at $820,000.00. However, the Debtor has agreed to pay the Castros $920,000.00 at closing on the sale of the Property within 90 days of confirmation. Pending sale, the Debtor shall continue to pay the Castros monthly adequate protection payments, in the amount set by the Court. The remaining portion of the Castros' claim will be included in Class 5 – General Unsecured Creditors. Class 2 consists of the Secured Claim of Global Commerce Center. The Debtor is current on its post-petition obligations to Global Commerce Center and will continue to make those payments in a timely manner. The pre-petition claim for assessments in the amount of $73,678.24 shall be paid at closing on the sale of the Property. Like in the prior iteration of the Plan, all unsecured claims will be paid 10% of the allowed claim in 60 equal monthly payments with no interest beginning 30 days after the effective date of the Plan, or the date on which such claim is allowed by a final non appealable order. The payments required under the Plan will be made from the Debtor's business operations. A full-text copy of the Fourth Amended Plan dated April 11, 2023 is available at https://bit.ly/3ofScz2 from PacerMonitor.com at no charge. Attorney for Debtor: David W. Langley, Esq. 8551 W. Sunrise Boulevard, Suite 303 Plantation, FL 33322 Tel: (954) 356-0450 Fax: (954) 356-0451 Email: dave@flalawyer.com About E Qualcom, Corp. E Qualcom, Corp., filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-15957) on Aug. 1, 2022. In the petition filed by Luis Navia, as officer, the Debtor reported assets between $1 million and $10 million and liabilities between $1 million and $10 million. Aleida Martinez-Molina has been appointed as Subchapter V trustee. David W. Langley, Attorney At Law, is the Debtor's counsel. E-BOX LLC: Asset Sale Proceeds to Fund Plan Payments ---------------------------------------------------- E-Box, LLC, filed with the U.S. Bankruptcy Court for the Western District of Tennessee a Disclosure Statement describing Plan of Liquidation dated April 11, 2023. The Debtor is a limited liability company that was owned by Byron Norman Brown, III ("Norman"). Norman also owned/controlled a landfill (Blaylock & Brown Construction, Inc., also known as E Plex) which jointly occupied the office building and common grounds in which the Debtor was housed and conducted its business. In the meantime, Norman, unfortunately, departed this life on August 20, 2022. Byron Brown ("Byron"), Norman's son, had been involved in discussions with Debtor's counsel and Norman as to the filing of bankruptcy prior to Norman's death. Byron is a licensed attorney and has full-time legal employment outside of his father's businesses but devoted his time, since his father's demise, almost exclusively to his position as executor of Norman's probate estate and the businesses of the landfill, the Debtor and some of Norman's other business activities until he returned to his in-house counsel employment in early November 2022. In addition to significant efforts rendered to the Debtor by Byron and his uncle, as well as Dustin Lough, the Debtor also engaged SC&H Group, Inc. to assist it in the sale of its assets. The sale was highly successful. The sale resulted in two separate and distinct transactions: the first was the sale of trailers and other certificated vehicles that were not necessary to the purchaser of the main body of assets then, the sale of most of the remainder of the Debtor's operational assets, as well as the Asset Purchase Agreement involved the sale of substantially all of the remaining assets of the Debtor. From the sales proceeds, substantial secured claims were paid. Under the terms and conditions of the sale motion, and order, secured creditors were to have lodged an objection or claim in and to the sales proceeds that were going to result from the asset sales, and failure to do so meant that those purported secured creditors did not get to participate (and will not participate) in the sales proceeds as secured creditors, but rather as general, unsecured creditors. It does appear, at least at this point in time, that there will be sufficient cash remaining from the asset sales and cash on hand as of closing for the Debtor to make a meaningful distribution to the unsecured creditors, while paying the administrative expenses and priority claims in full. At this stage of this case, with substantially all of the operating assets having been sold, the Plan is a relatively simple, straightforward plan of liquidation, providing for a one time first and final distribution of available cash to claimants, pursuant to the priorities dictated by the Bankruptcy Code. The Debtor does have two operating assets remaining that are described as a RotoChopper Shingle Grinder and a 2014 Ford F-450 fuel service truck, and it is seeking a purchaser or purchasers for those and will, hopefully, have the sale(s) concluded prior to the Effective Date of the Plan. Class 3 consists of General Unsecured Creditors. The unsecured creditors in this case will receive a first and final distribution of all available cash (after administrative and priority claims are paid) so that their allowed claims are paid. In the event cash is insufficient to pay the unsecured creditors' claims in full, they will receive a first and final distribution from available cash on a pro rata basis. Class 4 consists of Equity Security Interest. Ordinarily, in a liquidating Chapter 11, the equity security interests would be terminated, cancelled and held for naught as of the effective date. In this case, however, there is a meaningful chance that there will be a surplus so that surplus funds will be returned to the equity security interest holders. Cash availability will depend upon claims, claims objections and resolution of any claims or causes of action held by or available to the Debtor. At the time the Debtor proposes its distribution of cash schedule to the Court, it should have a very good idea of whether unsecured creditors will be paid in full and/or whether funds will be available for a surplus and return of cash to the equity security interests. The equity security interests will also retain any income tax attributes of the Debtor as well. A full-text copy of the Disclosure Statement dated April 11, 2023 is available at https://bit.ly/419NPUD from PacerMonitor.com at no charge. Debtor's Counsel: Jerome C. Payne, Esq. PAYNE LAW FIRM 605 Poplar Avenue, Suite 102 Memphis, TN 38105 Tel: 901-794-0884 - and - Craig M. Geno, Esq. LAW OFFICES OF CRAIG M. GENO, PLLC 587 Highland Colony Parkway Ridgeland, MS 39157 Tel: 601-427-0048 About E-Box LLC E-Box, LLC, an electronic manufacturing company in Collierville, Tenn., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tenn. Case No. 22-23526) on Aug. 23, 2022, with up to $50 million in assets and up to $10 million in liabilities. Byron Brown, member of E-Box, signed the petition. Judge M. Ruthie Hagan oversees the case. The Debtor tapped The Law Offices of Craig M. Geno, PLLC and Payne Law Firm as legal counsels; Bob Mims, CPA and Tracy Cooper, CPA as accountants; and Dustin Lough of CR3 Partners, LLC as chief restructuring officer. EARTH HOUSE: Plan and Disclosure Statement Due May 19 ----------------------------------------------------- Judge Kathryn C. Ferguson has entered an order directing Earth House Inc. to file a Plan and Disclosure Statement by May 19, 2023. If the Plan and Disclosure Statement are not filed by May 19, 2023 the case will automatically be converted without further notice. About Earth House Earth House, Inc., is a healthcare 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. ECSEM CORP: Unsecureds to Recover 5% in Plan -------------------------------------------- ECSEM Corporation filed a Small Business Plan and a corresponding Disclosure Statement on April 14, 2023. The Debtor filed a second bankruptcy case to propose a viable plan to its creditors and obtain a fresh start. Under the Plan, stockholders Eridebel Mercado Cosme and Dr. Carlos Santiago Sanchez will retain control of the Debtor. General unsecured creditors are classified in Class 6 (unsecured claims of $5,500 or more) and Class 7 (unsecured claims of $5,499 or less). Classes 6 and 7 will receive a distribution of 5% of their allowed claims over a period of 5 years. ECSEM Corporation earlier sought and obtained an order extending until April 14, 2023, its deadline to file Plan and a Disclosure Statement. Attorney for the Debtor: Mary Ann Gandia-Fabian GANDIA-FABIAN LAW OFFICE P.O. Box 270251 San Juan, PR 00927 Tel: (787) 390-7111 Fax: (787) 729-2203 E-mail: gandialaw@qmail.com About Ecsem Corporation Ecsem Corporation is a "for profit" corporation organized under the laws of the Commonwealth of Puerto Rico, and is dedicated to the rental of commercial properties. It owns two real properties located in TOa Baja and Cidra, Puerto Rico. The property located at Toa Baja has 5 commercial spaces and the property in Cidra is a vacant lot composed of 5.28 "cuerdas". Ecsem Corporation filed a Chapter 11 bankruptcy petition (Bankr. D.P.R. Case No. 22-03006) on Oct. 19, 2022, with up to $500,000 in both assets and liabilities. Judge Mildred Caban Flores oversees the case. The Debtor tapped Mary Ann Gandia-Fabian, Esq., at Gandia-Fabian Law Office as legal counsel and Jimenez Vazquez & Associates, PSC as accountant. EIGHT-115 ASSOCIATES: Court Narrows Trustee's Claim vs. Reifer -------------------------------------------------------------- Chief Bankruptcy Judge Martin Glenn of the U.S. Bankruptcy Court for the Southern District of New York grants in part and denies in part the motion to dismiss filed by Daniel Reifer, DRR Irrevocable Trust, and RMC Equities, LLC in the adversary proceeding captioned as In re: EIGHT-115 ASSOCIATES, LLC, Chapter 7, Debtor. YANN GERON, as Chapter 7 Trustee of the Debtor, Eight-115 Associates, LLC, Plaintiff, v. DANIEL REIFER, RMC EQUITIES, LLC and DRR IRREVOCABLE TRUST Defendants, Case No. 20-11812 (MG), Adv. Pro. No. 22-01126 (MG), (S.D.N.Y.) The Chapter 7 Trustee of Eight-115 Associates, LLC filed this adversary proceeding against the Defendants: Daniel Reifer, DRR Irrevocable Trust, and RMC Equities, LLC. The Defendants filed a motion to abstain from or, alternatively, to dismiss the complaint in this adversary proceeding. The Trustee filed a timely opposition to the Motion. In the Opposition, the Trustee withdrew five of its original nine causes of action, leaving only claims of: (1) unjust enrichment, (2) constructive fraudulent conveyance, (3) intentional fraudulent conveyance, and (4) disallowance of claims. The Court denies the Motion to the extent that it sought abstention. The Court explains that "fully administering this chapter 7 case requires that the Trustee's claims against the Defendants be resolved promptly by settlement or judgment. This Court is in the best position to do that. . . The parties have since agreed on terms of a case management order, which the Court has entered, that will have this case move forward expeditiously." The Court finds that the Complaint provides clear allegations that the Defendants gained a monetary benefit through each Transfer that came at the expense of the Debtor. Furthermore, the Court finds that Trustee has plausibly alleged that the Debtor was taking on new debt at the time that it was making sizeable Transfers to the Defendants, which left the Debtor unable to cure violations on the Harlem Properties and led to defaults on its loan obligations. As such, the Court rules that the Complaint presents a plausible claim of unjust enrichment against the Defendants. In addition, the Court finds that "the Complaint allege sufficient facts that reasonably suggest the Transfers were without fair equivalency of consideration. . . the Trustee makes a convincing argument in his Opposition: the Defendants cannot characterize the Transfers to Daniel Reifer and DRR Trust as profit "distributions" to LLC members while simultaneously claiming fair consideration for the Transfers -- profit distributions by an LLC to its members are, by their nature, without consideration." In sum, the Court finds that the Trustee has met his burden to plead a claim of constructive fraudulent conveyance. It is well-settled that "conclusory allegations that defendant's conduct was fraudulent" or "merely quoting or paraphrasing the statutory language" is not enough to pass muster under heightened standard set forth in Rule 9(b) of the Federal Rules of Civil Procedure. In the case at bar, the only factual allegation the Trustee makes is that "Daniel Reifer caused the Transfers, which were not authorized under the Lincoln partnership agreement, to the benefit of the Defendants while the Debtor was undercapitalized." Even if this assertion is taken as true, the Court determines that the Complaint does not plausibly allege the Defendants' intent to hinder, delay, or defraud its creditors. Accordingly, the Court grants the Defendants' Motion with respect to the Trustee's intentional fraudulent conveyance claim and grants the Trustee leave to amend the Complaint with respect to this cause of action. Because the Trustee's intentional fraudulent conveyance claim has been dismissed, the Court concludes that the constructive fraudulent conveyance claim forms the basis for which the Transfers would be avoidable. In addition, the Court has already found that the Trustee has standing to pursue the fraudulent conveyance claims under section 544(b)(1) of the Bankruptcy Code. Therefore, the Trustee has sufficiently plead that the Transfers are avoidable under section 544. The Court further finds that the Trustee plausibly alleged that Daniel Reifer and RMC Equities are liable for the Transfers under section 550 of the Bankruptcy Code, which provides that the Trustee may recover "for the benefit of the estate, the property transferred, or . . . the value of such property, from . . . the initial transferee of such transfer or the entity for whose benefit such transfer was made." A full-text copy of the Memorandum Opinion and Order dated March 29, 2023, is available https://tinyurl.com/yz2j36f4 from Leagle.com. ELEVATE TEXTILES: $125M Bank Debt Trades at 92% Discount -------------------------------------------------------- Participations in a syndicated loan under which Elevate Textiles Inc is a borrower were trading in the secondary market around 7.6 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $125 million facility is a Term loan that is scheduled to mature on May 1, 2025. The amount is fully drawn and outstanding. Elevate Textiles, Inc. manufactures and supplies textile products worldwide. ELEVATE TEXTILES: Moody's Cuts CFR to Caa3 & Alters Outlook to Neg. ------------------------------------------------------------------- Moody's Investors Service downgraded Elevate Textiles, Inc.'s ratings, including the corporate family rating to Caa3 from Caa1, probability of default rating to Caa3-PD from Caa1-PD, senior secured first lien term loan rating to Caa3 from Caa1, and senior secured second lien term loan rating to Ca from Caa3. The outlook was changed to negative from stable. The downgrade reflects Moody's view that the weaker retail environment, high interest rates, and macroeconomic pressures will further increase the risk that the company may not be able to refinance its upcoming debt maturities in a timely and economical manner. Elevate has high leverage of 6x Moody's-adjusted debt/EBITDA (4.9x based on credit agreement net leverage calculations) as of September 30, 2022, and the company's free cash flow at current earnings levels has limited cushion to absorb increased interest rates. The company's asset-based revolving credit facility expires in February 2024 and its first and second lien term loans mature in May 2024. Moody's took the following rating actions for Elevate Textiles, Inc.: Corporate Family Rating, Downgraded to Caa3 from Caa1 Probability of Default Rating, Downgraded to Caa3-PD from Caa1-PD Backed Senior Secured 1st Lien Term Loan, Downgraded to Caa3 (LGD4) from Caa1 (LGD4) Backed Senior Secured 2nd Lien Term Loan, Downgraded to Ca (LGD5) from Caa3 (LGD5) Outlook, Changed to Negative from Stable RATINGS RATIONALE Elevate's Caa3 CFR and negative outlook reflect the company's high leverage and near-term maturities, which increase the risk of a debt restructuring. Subsequent to this rating action, Moody's has decided to withdraw the ratings because of inadequate information to monitor the ratings, due to the issuer's decision to cease participation in the rating process. Headquartered in Charlotte, North Carolina, Elevate Textiles, Inc. is a global textiles and threads manufacturer serving diverse end markets, including apparel, denim, military, fire, auto and industrials. Elevate is a direct subsidiary of Elevate Textiles Holding Corporation. The company is owned by affiliates of private equity firm Platinum Equity LLC. Revenues for the twelve months ended September 30, 2022 were approximately $1.3 billion. The principal methodology used in these ratings was Manufacturing published in September 2021. ELMWOOD HEIGHTS: SARE Files Bare-Bones Petition ----------------------------------------------- Elmwood Heights LLC filed for chapter 11 protection without stating a reason. According to court filings, Elmwood Heights estimates between $1 million and $10 million in debt owed to 1 to 49 creditors. The petition states that funds will not be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for May 11, 2023, at 1:00 PM at Office of UST (TELECONFERENCE ONLY) - CHAPTER 11s. About Elmwood Heights LLC Elmwood Heights LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101 (51B)). Elmwood Heights LLC filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-22255) on April 3, 2023. In the petition filed by Mary Schneck, as officer, the Debtor reported assets and liabilities between $1 million and $10 million. ENVISION HEALTHCARE: $1B Bank Debt Trades at 93% Discount --------------------------------------------------------- Participations in a syndicated loan under which Envision Healthcare Corp is a borrower were trading in the secondary market around 6.9 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $1 billion facility is a Term loan that is scheduled to mature on March 31, 2027. The amount is fully drawn and outstanding. Envision Healthcare Corporation provides health care services. The Hospital offers surgery, pharmacy, medical imaging, emergency care, and other related health care services. Envision Healthcare serves patients in the United States. ENVISION HEALTHCARE: $2.20B Bank Debt Trades at 94% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Envision Healthcare Corp is a borrower were trading in the secondary market around 5.5 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $2.20 billion facility is a Term loan that is scheduled to mature on March 31, 2027. The amount is fully drawn and outstanding. Envision Healthcare Corporation provides health care services. The Hospital offers surgery, pharmacy, medical imaging, emergency care, and other related health care services. Envision Healthcare serves patients in the United States. ESCO LTD: Seeks to Hire Polsinelli PC as Bankruptcy Counsel ----------------------------------------------------------- ESCO, Ltd., doing business as Shoe City, seeks approval from the U.S. Bankruptcy Court for the District of Maryland to employ Polsinelli PC as its bankruptcy counsel. The firm will render these services: (a) take all necessary action to protect and preserve the estate of the Debtor; (b) advise the Debtor of its powers and duties in the continued operation of its business; (c) prepare legal papers; (d) advise the Debtor concerning, and assist in negotiation and documentation of, financing agreements, cash collateral orders and related transactions; (e) assist with the liquidation and disposition of the Debtor's assets, by sale or otherwise; (f) take all necessary or appropriate actions in connection with any plan of reorganization and related disclosure statement and all related documents; (g) appear in court and protect the interests of the Debtor before this court; (h) review all pleadings filed in the Chapter 11 case; and (i) perform all other legal services in connection with the Chapter 11 case as may reasonably be required. The hourly rates of the firm's counsel and staff are as follows: Shareholders $600 - $950 Associates $430 - $600 Paraprofessionals $375 In addition, the firm will seek reimbursement for expenses incurred. Christopher Ward, Esq., an attorney at Polsinelli, 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: Christopher A. Ward, Esq. Polsinelli PC 222 Delaware Ave., Suite 1101 Wilmington, DE 19801 Telephone: (302) 252-0920 Facsimile: (302) 252-0921 Email: cward@polsinelli.com About ESCO Ltd. ESCO, Ltd., a retailer of apparel and footwear, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 23-12237) on March 31, 2023. In the petition signed by Stanley W. Mastil, chief restructuring officer, the Debtor disclosed up to $50 million in both assets and liabilities. The Debtor tapped Polsinelli PC as its bankruptcy counsel and Gavin/Solmonese, LLC as chief restructuring officer (CRO). Stretto, Inc. is the claims and noticing agent. ESCO LTD: U.S. Trustee Appoints Creditors' Committee ---------------------------------------------------- The U.S. Trustee for Region 4 appointed an official committee to represent unsecured creditors in the Chapter 11 case of ESCO, Ltd. The committee members are: 1. Harvic International, Ltd. 10 West 33rd Street New York, NY 10001 2. Nike USA, Inc. One Bowerman Drive Beaverton, OR 97005 3. Puma North America 455 Grand Union Boulevard Somerville, MA 02145 4. Mondawmin, LLC & RPI Chesterfield c/o Brookfield Properties Retail, Inc. 350 N. Orleans Street, Suite 300 Chicago, IL 60654-1607 5. PREIT Services, LLC 2005 Market Street, Suite 1000 Philadelphia, PA 19103 Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About ESCO Ltd. ESCO, Ltd., a retailer of apparel and footwear in Gwynn Oak, Md., filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 23-12237) on March 31, 2023. In the petition signed by its chief restructuring officer, Stanley W. Mastil, the Debtor disclosed $10 million to $50 million in both assets and liabilities. The Debtor tapped Polsinelli PC as bankruptcy counsel; Stretto, Inc. as claims and noticing agent; and Gavin/Solmonese, LLC as restructuring advisor. Mr. Mastil of Gavin/Solmonese is the Debtor's CRO. EXACTECH INC: $235M Bank Debt Trades at 43% Discount ---------------------------------------------------- Participations in a syndicated loan under which Exactech Inc is a borrower were trading in the secondary market around 57.5 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $235 million facility is a Term loan that is scheduled to mature on February 14, 2025. About $221.5 million of the loan is withdrawn and outstanding. Exactech, Inc. develops, manufactures, markets, and sells orthopedic implant devices and related surgical instrumentation. EXCL LOGISTICS: Court OKs Cash Collateral Access Thru May 4 ----------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Washington, at Seattle, authorized Excl Logistics, LLC to use cash collateral on an interim basis in accordance with the budget, with a 15% variance, through the date of the final hearing set for May 4, 2023 at 9:30 a.m. As adequate protection for the Debtor's use of cash collateral on an interim basis, the Court grants TBS Factoring Service, LLC, Kautilya Capital, LLC Defined Benefit Plan, and Commercial Credit Group, Inc. replacement liens in the Debtor's post-petition cash, accounts receivable and inventory, and the proceeds of each of the foregoing, to the same extent and priority as any duly perfected and unavoidable liens in cash collateral held by the Secured Creditors as of the petition date, to the extent that any cash collateral of the Secured Creditors are actually used by the Debtor. The Debtor is authorized to make adequate protection payments to Commercial Credit Group, Inc. in the amount of $18,000 and TBS Factoring Service, LLC in the amount of $1,000 on or before April 15, 2023 as set forth in the Budget in order to protect the interest of those Secured Creditors. As previously reported by the Troubled Company Reporter, the Debtor requested authority to use cash collateral to pay ordinary and necessary operating expenses including adequate protection payments that come due. Based on a UCC search performed on February 28, 2023, the Debtor has identified 12 secured creditors with a potential interest in the Debtor's personal property, more specifically: -- First Corporate Solutions, as representative for TBS Factoring Services, LLC, -- Ernies Fueling Network (Termination filed 03/06/23), -- Kautilya Capital, LLC, -- Defined Benefit Plan, -- Commercial Credit Group, Inc., -- Pape Material Handling (Termination filed 03/06/23), -- Exertion 221 Trust, and -- Commercial Credit Group, Inc. A copy of the order is available at https://bit.ly/3o9yPY9 from PacerMonitor.com. About Excl Logistics, LLC Excl Logistics, LLC operates a trucking operation providing freight carrying and logistic services to its customers from its headquarters located in Snohomish Washington. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 23-10364) on February 27, 2023. In the petition signed by Anil Bhambi, managing member, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Christopher M. Alston oversees the case. Thomas D. Neeleman, Esq., at Neeleman Law Group, P.C., represents the Debtor as legal counsel. FARMERS COOPERATIVE: Unsecureds to Get Excess Sale Proceeds ----------------------------------------------------------- Farmers Cooperative Association #301 filed its First Amended Plan of Liquidation for the Chapter 11 bankruptcy estate pursuant to 11 U.S.C. Sec. 1189. The Debtor's assets consist of equipment and miscellaneous personal property used in the operation of the retail location and well as the Real Estate located at 28 N. Church Street and 28 Modern Street, Sullivan, Missouri 63080. The Debtor received a Notice of Foreclosure scheduling a non-judicial foreclosure sale of the Debtor's Real Estate on December 16, 2023. The Debtor filed this chapter 11 proceeding to allow the orderly sale of its assets and provide time to market the Real Estate. The Debtor asserts that it has equity in the Real Estate. The Debtor and First State Community Bank reached an agreement that allowed the Debtor to conduct a liquidation sale and later an auction of its assets at its retail location. Pursuant to a Motion for Order Authorizing Sale of Debtor's Personal Property Free and Clear of All Interests, Including Liens, Claims and Encumbrances Pursuant to 11 U.S.C. s 363(b)(1) approved by the Court, the Debtor held an auction of its personal property which concluded on March 27, 2023. As of the March 30, 2023, the auction results were being finalized but the preliminary tally showed approximately $237,382.00 in gross proceeds with approximately $55,206.65 of those proceeds (net) unencumbered by liens and available for distribution to Creditors. The Debtor is marketing the Real Estate for sale and has an agreement with First State Community Bank that provides a reasonable amount of time for the Debtor to market and sell the Real Estate. If any sale brings proceeds in excess of liens and commissions, those proceeds will be available for distribution to Creditors. The Real Estate was appraised in early 2023 for $754,000.00. Under the Plan, Class 2 consists of all Allowed Unsecured Claims held by any Unsecured Creditors against the Estate. After payment in full of the Administrative Claims and Priority Tax Claims and following resolution of all claim objections; the Class 2 Claimants will receive pro-rata payment from the liquidation proceeds of personal property not subject to the lien of First State Community Bank. To the extent there are any proceeds in excess of liens from sale of the Real Estate, the Plan Administrator shall make a pro-rata distribution to Class 2 Claimants holding Allowed Claims. Class 2 is impaired. During the Bankruptcy Case, the Court entered the Sale Order allowing the Debtor to liquidate the personal property of the Debtor. The personal property asset sale was completed on March 30th, 2023. The preliminary accounting shows approximately $50,106.65 not subject to the lien of First State Community Bank available for distribution. Counsel for the Debtor: Spencer P. Desai, Esq. THE DESAI LAW FIRM, LLC 13321 North Outer Forty Road, Suite 300 St. Louis, MO 63017 Telephone: (314) 666-9781 Facsimile: (314) 448-4320 E-mail: spd@desailawfirmllc.com A copy of the First Amended Plan of Liquidation dated April 7, 2023, is available at https://bit.ly/3MutYLA from PacerMonitor.com. About Farmers Cooperative Association #301 Farmers Cooperative Association #301 is a local feed cooperative that offers its customers full lines of feed, minerals, lime, and fertilizers. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mo. Case No. 22-43908) on Dec. 16, 2022. In the petition signed by Bill Manion, president, the Debtor disclosed up to $10 million in assets and up to $1 million in liabilities. Judge Bonnie L. Clair oversees the case. Spencer Desai, Esq., at the Desai Law Firm, is the Debtor's legal counsel. FEDNAT HOLDING: Exclusivity Period Extended to July 9 ----------------------------------------------------- Judge Peter D. Russin of the U.S. Bankruptcy Court for the Southern District of Florida extended FedNat Holding Company's exclusive periods to file a plan and disclosure statement and solicit acceptances thereof to July 9, 2023 and September 7, 2023, respectively. The judge found that the extension is in the best interests of the Debtors, their estates, their creditors and other parties in interest, and that good and sufficient cause exists to grant the extension. FedNat Holding Company is represented by: Shane G. Ramsey, Esq. NELSON MULLINS RILEY & SCARBOROUGH LLP 150 Fourth Avenue, North, Suite 1100 Nashville, TN 37219 Tel: (615) 664-5355 Email: shane.ramsey@nelsonmullins.com About FedNat Holding Company FedNat Holding Co. -- https://www.fednat.com -- is a regional insurance holding company in Sunrise, Fla., which controls substantially all aspects of the insurance underwriting, distribution and claims processes through subsidiaries and contractual relationships with independent and general agents. It is not an insurance carrier and does not issue insurance policies. Rather, FedNat provides agency, underwriting and policyholder services to its insurance carrier clients. Its business is comprised of two primary components: underwriting and claims processing. FedNat and its affiliates filed petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Fla. Lead Case No. 22-19451) on Dec. 11, 2022. In the petition filed by its manager, Mark Allen, FedNat reported assets between $10 million and $50 million and liabilities between $100 million and $500 million. Judge Peter D. Russin oversees the cases. The Debtors are represented by Shane G. Ramsey, Esq., at Nelson Mullins Riley & Scarborough, LLP. The U.S. Trustee for Region 21 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped Pachulski Stang Ziehl & Jones, LLP as lead bankruptcy counsel; Bast Amron, LLP as local counsel; and AlixPartners, LLP as financial advisor. FIRST REPUBLIC: Fitch Lowers Rating on Preferred Debt to 'C' ------------------------------------------------------------ Fitch Ratings has downgraded First Republic Bank's (FRC) preferred debt to 'C' from 'CCC' following the recent suspension of dividends on these instruments. Since the rating on the preferred stock is now at its floor, Fitch has concurrently removed the Rating Watch Negative. Fitch has also assigned a recovery rating of 'RR6' to FRC's preferred debt. FRC's 'B' Long-Term Issuer Default Rating (IDR) and Negative Watch, as well as other debt level ratings are unaffected by this action. KEY RATING DRIVERS In line with FRC's IDR of 'B' and in accordance with Fitch's Bank Rating Criteria, FRC's preferred stock recovery rating of 'RR6' results in and preferred stock rating of 'C' based on a recovery analysis that simulates solvency problems and then applies haircuts relative to balance sheet values. Based on Fitch's analysis, the recovery prospects are currently viewed as poor under this analysis. This analysis does not account for alternative paths for FRC and therefore potential recovery could be different under any such alternative scenarios. RATING SENSITIVITIES Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Since the preferred rating is now 'C', the rating is already at its floor and cannot be downgraded further. Factors that could, individually or collectively, lead to positive rating action/upgrade: -- The preferred rating could be upgraded to the extent there is an improvement in its view of loss severity or a major credit event transpires that supports an upward revision of the rating. SUMMARY OF FINANCIAL ADJUSTMENTS Fitch adjusted the book value of the balance sheet to its fair value in order to perform a recovery analysis. Assumptions were made regarding the fair value of certain line items. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- First Republic Bank Preferred LT C Downgrade RR6 CCC FMBC INVESTMENTS: Plan Disclosures Inadequate, McNabb Says ---------------------------------------------------------- Garry W. McNabb filed an objection to the Amended Disclosure Statement to Accompany Debtor's Plan of Liquidation Dated March 8, 2023 filed by FMBC Investments, LLC. McNabb is a party-in-interest in this case and majority owner of the West Heiman Properties and the proceeds of its sale. As of the Petition Date, this Debtor was solvent by millions of dollars according to the Debtor's schedules (Assets: $7,500,909, Liabilities: $2,640,482). Notwithstanding McNabb's majority ownership interest in the West Heiman Properties (valued at $6,604,950 based on the current proposed sale to Mack Props, LLC), the bankruptcy estate remains solvent with a surplus in the amount of $360,321 after satisfying all currently scheduled unsecured claims in full (in the amount of $534,729). Prior to the Petition Date, McNabb validly exercised the Conversion Option that converted the debt owed by FMBC to McNabb into an 88.0660% equity ownership of the West Heiman Properties in favor of McNabb. The Debtor denied that McNabb exercised the Conversion Option and subsequently refused to arbitrate the Conversion Option dispute (as required under the Collateral Loan Agreement) when requested by McNabb. The Debtor then filed this Bankruptcy Case in an attempt to avoid its obligations under the Collateral Loan Agreement with McNabb. If the Debtor were somehow able to undo McNabb's valid exercise of the Conversion Option, then the Debtor's equity holders, Shawn and Elizabeth Bailes, would receive an ill-gotten windfall in excess of $4.8 million. Such a result would erode the integrity of the bankruptcy process and operate as a beacon for future, solvent SARE debtors to file bankruptcy to shed contractual obligations and enrich stakeholders. McNabb points out that the Disclosure Statement makes only passing reference to the Sale Orders and makes no reference to the structure adopted by this Court concerning the Disputed Funds. The Disclosure Statement does not reflect the contingencies in place due to (a) the dispute between McNabb and the Debtor concerning the Conversion Option, (b) McNabb's majority ownership interest in the West Heiman \ Properties and/or (c) the pending and effective contract claim allowing the conversion by McNabb of Debtor's debt to an ownership interest in the proceeds of the sale of the West Heiman Properties, the Disputed Funds. McNabb asserts that the Disclosure Statement (and the Plan) make material representations and assumptions concerning the Debtor's assets available for distribution that would be inaccurate should McNabb prevail in litigation in this Court or in arbitration. Specifically, based on a purchase price of $7,500,000.00, if McNabb prevailed in arbitration the bankruptcy estate's interest in the West Heiman Properties would be valued at $895,050.00. McNabb would thereby be entitled to, and rightfully so, the entirety of the Disputed Funds ($6,604,950 plus accrued interest). The sale price was actually $7,700,000. The Disclosure Statement also fails to include any provisions governing the Debtor's participation in arbitration or, if applicable, litigation of the Conversion Option dispute pre or post confirmation of the Plan. The Disclosure Statement contains a statement about treatment of McNabb's "claim" with is contradicted by the Plan. The Disclosure Statement states that the "claim" of McNabb is impaired. The Plan asserts that McNabb's "claim" is unimpaired. The claim and interest of McNabb are clearly impaired – the Conversion Option is ignored in the Plan. McNabb therefore objects to the Disclosure Statement and requests that the Court (a) deny the Debtor's motion to approve the Disclosure Statement until such time as the Court requires the Debtor to amend the Disclosure Statement (and, by implication, the Plan) to include provisions accounting for the Arbitration Motion, the Motion to Dismiss, the Conversion Option dispute, the structure governing the Disputed Funds as memorialized in the Sale Orders, and the accounting or provision for "rejection" damages, if applicable. McNabb further objects to any and all characterizations made by the Debtor in the Disclosure Statement and the Plan as to McNabb's status as a party in interest or creditor in this case, and to the Debtor's representations as to the balance of indebtedness that accrued under the Security Documents. McNabb objects to the characterization in the Disclosure Statement as to the cause of the Chapter 11 petition, which will be litigated and resolved in the Motion to Dismiss. McNabb expressly reserves all rights to supplement, oppose or take any and all actions necessary with respect to these issues, or any issues or claims related thereto, either in connection with the Disclosure Statement or Plan, in this Bankruptcy Case or other proceeding, as appropriate. McNabb further reserves all rights and remedies with respect to the Disclosure Statement or Plan, including but not limited to, the right to raise additional arguments at the hearing on the Disclosure Statement. Attorneys for Garry W. McNabb: William R. O'Bryan, Jr., Esq. Kevin C. Baltz, Esq. J. Mitchell Carrington, Esq. BUTLER SNOW LLP 150 Third Avenue South, Suite 1600 Nashville, TN 37201 Tel: (615) 651-6700 Fax: (615) 651-6701 E-mail: bill.obryan@butlersnow.com kevin.baltz@butlersnow.com mitch.carrington@butlersnow.com About FMBC Investments Nashville, Tenn.-based FMBC Investments, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No. 21-01880) on June 18, 2021. At the time of the filing, the Debtor disclosed $1 million to $10 million in both assets and liabilities. Judge Charles M. Walker oversees the case. Dunham Hildebrand, PLLC and the Law Firm of Baggott Law, PLLC serve as the Debtor's bankruptcy counsel and special counsel, respectively. FORMING MACHINING: $260M Bank Debt Trades at 19% Discount --------------------------------------------------------- Participations in a syndicated loan under which Forming Machining Industries Holdings LLC is a borrower were trading in the secondary market around 80.8 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $260 million facility is a Term loan that is scheduled to mature on October 9, 2025. The amount is fully drawn and outstanding. Forming Machining Industries Holdings, LLC is a supplier of specialized components, primarily for the aerospace industry. The Company specializes in large scale parts and complex subassemblies. Its products include door, nacelle and wing structures. FTX GROUP: Suffered Deep Management Failures, Says CEO's Report --------------------------------------------------------------- The CEO of cryptocurrency exchange FTX has filed a report with the Delaware bankruptcy court describing a company that suffered "profound" failures of management and asset control, where losing track of tens of millions of dollars in assets was considered routine. John J. Ray III, who was appointed CEO of FTX Trading immediately before its Chapter 11 filing, filed on April 9, 2023, his first interim report on the control failures at the FTX Exchanges. When the Chapter 11 Cases were first filed, the Debtors identified five core objectives: (1) implementation of controls, (2) asset protection and recovery, (3) transparency and investigation, (4) efficiency and coordination with any non-U.S. proceedings and (5) maximization of value. It is in furtherance of these core objectives, particularly transparency, that CEO Ray's first interim report is issued. The Debtors plan to issue supplemental reports which describe the cause and effect of the pre-petition events which lead up to the Chapter 11 Cases. In working to achieve their objectives, the Debtors have had to overcome unusual obstacles due to the FTX Group's lack of appropriate record keeping and controls in critical areas, including, among others, management and governance, finance and accounting, as well as digital asset management, information security and cybersecurity. Normally, in a bankruptcy involving a business of the size and complexity of the FTX Group, particularly a business that handles customer and investor funds, there are readily identifiable records, data sources, and processes that can be used to identify and safeguard assets of the estate. Not so with the FTX Group. Upon assuming control, the Debtors found a pervasive lack of records and other evidence at the FTX Group of where or how fiat currency and digital assets could be found or accessed, and extensive commingling of assets. This required the Debtors to start from scratch, in many cases, simply to identify the assets and liabilities of the estate, much less to protect and recover the assets to maximize the estate's value. This challenge was magnified by the fact that the Debtors took over amidst a massive cyberattack, itself a product of the FTX Group's lack of controls, that drained approximately $432 million worth of assets on the date of the bankruptcy petition (the "November 2022 Breach"), and threatened far larger losses absent measures the Debtors immediately implemented to secure the computing environment. Despite the public image it sought to create of a responsible business, the FTX Group was tightly controlled by a small group of individuals who showed little interest in instituting an appropriate oversight or control framework. These individuals stifled dissent, commingled and misused corporate and customer funds, lied to third parties about their business, joked internally about their tendency to lose track of millions of dollars in assets, and thereby caused the FTX Group to collapse as swiftly as it had grown. In this regard, while the FTX Group's failure is novel in the unprecedented scale of harm it caused in a nascent industry, many of its root causes are familiar: hubris, incompetence, and greed. This first interim report provides a high-level overview of certain of the FTX Group's control failures in the areas of (i) management and governance, (ii) finance and accounting, and (iii) digital asset management, information security and cybersecurity. The report does not address all control failures in these or other areas. The Debtors continue to learn new information daily as their work progresses and expect to report additional findings in due course. Mr. Ray said in his conclusion to his report, "The FTX Group's profound control failures placed its crypto assets and funds at risk from the outset. They also complicated the Debtors' recovery efforts, although the Debtors have made and continue to make substantial progress in that regard. To date, the Debtors have recovered and secured in cold storage over $1.4 billion in digital assets, and have identified an additional $1.7 billion in digital assets that they are in the process of recovering. The Debtors will continue to provide updates on their ongoing recovery efforts and investigation." 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 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, 2022, 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 The Official Committee of Unsecured Creditors tapped Paul Hastings as counsel, FTI Consulting, Inc., as financial advisor, and Jefferies LLC as the investment banker. Young Conaway Stargatt & Taylor LLP is the Committee's Delaware and conflicts counsel. Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory T. Donilon, Edward L. Schnitzer, and David M. Banker, is representing Sam Bankman-Fried in the Chapter 11 cases. White-collar crime specialist Mark S. Cohen has reportedly been hired to represent SBF in litigation. Lawyers at Paul Weiss previously represented SBF but later renounced representing the entrepreneur due to a conflict of interest. GARCIA GRAIN: Gets Court Okay to Tap Attorneys, Accountants ----------------------------------------------------------- Dina Arévalo of The Monitor reports that a federal bankruptcy judge has approved Garcia Grain Trading Corp.'s request to hire attorneys and accountants to help it navigate through a Chapter 11 bankruptcy amid concerns that the floundering company has insufficient funds to pay its creditors, including dozens of local farmers. Chief U.S. Bankruptcy Judge Eduardo V. Rodriguez approved Garcia Grain's requests on Friday, April 7, 2023, after a nearly hour-long hearing held the previous day. The judge's rulings come after farmers from across the Rio Grande Valley, represented in the bankruptcy by a committee of unsecured creditors, expressed concerns that the company doesn't have enough cash on hand to afford the hires. With the judge's decision, however, Garcia Grain is free to continue employing attorneys from the Lubbock-based law firm, Mullin Howard & Brown LLP. During Thursday's, April 6, 2023, hearing, one of the firm’s attorneys, David R. Langston, reported that Garcia Grain had engaged Mullin prior to the initial bankruptcy filing on Feb. 17. Garcia Grain paid Mullin a $100,000 retainer, of which more than $38,000 already has been used, Langston said. Going forward, Mullin will be required to seek the court's permission for further payment for services. The unsecured creditors committee, or UCC, also alleges that Garcia Grain has been working with some or all of its four largest creditors — whose claims are collateralized via multiple liens — to protect their self-interests in recovering assets during the restructuring in a manner that would leave farmers hanging out to dry. Those creditors -- Vantage Bank, Falcon Bank, StoneX Commodities Solutions and a McAllen-based supply chain tech company called GrainChain, have claim to more than $41 million in debt. "(T)he claims of the secured lenders, that is, those with the most access and knowledge of (Garcia Grain's) financial records ... obtained 'affiliate' guarantees and pledges of their assets to secure the funds these lenders advanced to (Garcia Grain), not the affiliates,” the UCC stated in its March 20 filing. The UCC claims the arrangement has allowed Garcia Grain to "denude" the estate of recoverable assets "in order to acquire ranches, farm land, and other valuable assets." It further claims that Garcia Grain doesn't actually have plans to restructure, but instead is maneuvering toward a Chapter 7-style liquidation. "Such a Plan, based only on the schedules of values of those assets and claims, leave nothing for unsecured creditors," the UCC stated. To that end, the unsecured creditors committee also filed a limited objection to Garcia Grain's proposal to hire accountants D. Williams & Co, Inc., of Lubbock, just to go over the company's books. Instead, the UCC wanted the scope of any accounting firm to include "forensic fraud audit purposes." About Garcia Grain Trading Corp. Garcia Grain Trading Corp.'s line of business includes buying and marketing grain, dry beans, soybeans, and inedible beans. The company is based in Donna, Texas. Garcia Grain Trading sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Case No. 23-70028) on Feb. 17, 2023, with up to $50 million in both assets and liabilities. Octavio Garcia, chief executive officer and president, signed the petition. Judge Eduardo V. Rodriguez oversees the case. David R. Langston, Esq., at Mullin Hoard & Brown, LLP, is the Debtor's legal counsel. GEX MANAGEMENT: Requires More Time to Complete 2022 Annual Report ----------------------------------------------------------------- Gex Management, Inc. was unable to file its Annual Report on Form 10-K for the fiscal year ended Dec. 31, 2022 by the prescribed date of March 31, 2023, without unreasonable effort or expense, because the Company needs additional time to complete certain disclosures and analyses to be included in the Report. In accordance with Rule 12b-25 promulgated under the Securities Exchange Act of 1934, as amended, the Company intends to file the Report on or prior to the 15th calendar day following the prescribed due date. About GEX Management GEX Management, Inc. -- http://www.gexmanagement.com-- is a provider of business services, consulting and staffing solutions to corporations across the nation. The Company provides both long and short-term consulting and staffing solution services, including corporate consulting, enterprise strategy and technology consulting, enterprise project management; grey, white and blue collar staffing solutions and Human Capital Management (HCM) solution capabilities. GEX Management reported a net loss of $6.05 million for the year ended Dec. 31, 2021, compared to a net loss of $224,947 for the year ended Dec. 31, 2020. As of June 30, 2022, the Company had $277,779 in total assets, $5.50 million in total liabilities, and a total shareholders' deficit of $5.22 million. Houston, Texas-based Hudgens CPA, PLLC, the Company's auditor since 2021, issued a "going concern" qualification in its report dated July 20, 2022, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. GLATFELTER CORP: Moody's Ups CFR to B3 & Alters Outlook to Stable ----------------------------------------------------------------- Moody's Investors Service upgraded Glatfelter Corporation's corporate family rating to B3 from Caa1, probability of default rating to B3-PD from Caa1-PD, senior unsecured notes rating to Caa1 from Caa2, senior secured first lien revolving credit facility to Ba3 from B1, and speculative grade liquidity rating to SGL-3 from SGL-4. Moody's has also changed the outlook to stable from negative. "The rating actions reflect Glatfelter's successful refinancing of a significant near-term maturity, improving its liquidity and Moody's expectation that financial leverage will improve towards 6.5x over the next 12-18 months" said Aziz Al Sammarai, Moody's Analyst. On March 30, 2023, Glatfelter completed the refinancing of its EUR220 million term loan that would have matured in February 2024 with a new EUR250 million senior secured term loan facility maturing in March 2029 from certain affiliates of Angelo, Gordon & Co., L.P. The transaction improves the company's liquidity by eliminating near term maturities with the next significant maturity in September 2026 when its revolver expires. Upgrades: Issuer: Glatfelter Corporation Corporate Family Rating, Upgraded to B3 from Caa1 Probability of Default Rating, Upgraded to B3-PD from Caa1-PD Speculative Grade Liquidity Rating, Upgraded to SGL-3 from SGL-4 Senior Secured Bank Credit Facility, Upgraded to Ba3 (LGD2) from B1 (LGD2) Senior Unsecured Regular Bond/Debenture, Upgraded to Caa1 (LGD5) from Caa2 (LGD5) Outlook Actions: Issuer: Glatfelter Corporation Outlook, Changed To Stable From Negative RATINGS RATIONALE Glatfelter CFR (B3) is constrained by high financial leverage (Debt/EBITDA) at around 8.5x (YE 2022) which Moody's expects will remain elevated in 2023; lack of meaningful backward integration and exposure to volatile input prices and cost inflation (market pulp, synthetic fibers, and energy costs) mainly at its composite fibers business; and competitive end markets (such as feminine hygiene and single-serve coffee filters) with large competitors and buyers. Glatfelter's rating benefits from leading market positions in several niche segments of the composite fibers and airlaid materials forest products subsectors; global diversity, with operating platforms in Europe and North America; and decent demand growth for most of its products. Glatfelter's has adequate liquidity (SGL-3) with about $240 million of available liquidity to cover about $80 million of liquidity consumption in 2023. At December 2022, sources include about $111 million of cash and about $131 million of availability under its committed $250 million revolving credit facility, which expires in September 2026. Moody's expects liquidity uses to include about $55 million of free cash flow consumption and about $28 million of term loan amortization in 2023. The company has adequate headroom under its most restrictive financial covenants with maximum net secured leverage ratio of 4.25x, with step downs after December 2024. The company has limited ability to raise alternative liquidity given its secured capital structure. The stable outlook reflects Moody's expectation that Glatfelter will maintain adequate liquidity over the next 12-18 months and that its financial leverage will improve towards 6.5x driven by a combination of EBITDA growth and debt repayment. The Ba3 ratings on Glatfelter's $250 million senior secured revolving credit facility is three notches above the B3 CFR, reflecting the first lien security on substantially all domestic assets of the company and their priority over the company's senior unsecured obligations. The Caa1 rating on the company's $500 million senior unsecured notes are one notch below the CFR, reflecting the noteholders' subordinate position in the company's capital structure behind the secured obligations. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if financial leverage (Debt/EBITDA) is sustained below 5x, EBITDA to interest is sustained above 2x, and free cash flow is consistently positive. The ratings could be downgraded if liquidity weakens, operating performance deteriorates, financial leverage is sustained above 6.5x, or EBITDA to interest is sustained below 1.5x. Headquartered in Charlotte, North Carolina, Glatfelter is a manufacturer of fiber-based engineered materials. The principal methodology used in these ratings was Paper and Forest Products published in December 2021. GOLDEN KEY: Court OKs Cash Collateral Access Thru June 30 --------------------------------------------------------- The U.S. Bankruptcy Court for the District of Maryland, Greenbelt Division, authorized Golden Key Group, LLC to use the cash collateral of Associated Receivables Funding, Inc. on an interim basis to pay operating expenses for the period from April 18 through June 30, 2023. The Debtor is permitted to use cash collateral for these purposes: (a) maintenance and preservation of its assets; (b) the continued operation of its businesses by payment of its actual expenses including, but not limited to, ordinary and necessary overhead expenses, taxes, insurance, utilities, payroll, and other routine and necessary vendors and other expenses as reflected in the Budget; and (c) payment of fees owed to the Office of the United States Trustee. As adequate protection, AR Funding is granted replacement liens upon and security interests in all of the properties and assets of the Debtor: (i) only to the extent the AR Funding's cash collateral is used by the Debtor and such use results in a diminution of the value of its cash collateral; and (ii) with the same perfection and priority in the postpetition collateral and proceeds thereof of the Debtor that AR Funding held in the prepetition collateral as of the Petition Date; provided, however, that the collateral will expressly exclude litigation claims or other cause of action of the estate. Any replacement liens will at all times be subordinate to the payment of the quarterly fees paid to the United State Trustee pursuant to 28 U.S.C. section 1930, and to the compensation and expense reimbursement (excluding professional fees) allowed to any trustee appointed in the case. The security interests granted by the Debtor in favor of AR Funding will be deemed perfected without the necessity for the filing or execution of documents which otherwise might be required under non-bankruptcy law for the perfection of security interests if AR Funding's security interests were perfected under applicable state law before the bankruptcy filing. In the event and to the extent that AR Funding's interest in the Collateral is diminished as a result of the Debtor's use of the cash collateral during the Second Interim Period, AR Funding will be granted an administrative claim against the Debtor's bankruptcy estate. These events constitute an "Event of Default": (a) Any default, violation or breach of any of the terms of the order, including the failure of the Debtor to use the cash collateral in strict compliance with the Order and Budget attached thereto; (b) The failure of the Debtor to file timely monthly operating reports in the Bankruptcy Case; (c) Conversion of the Case to a case under Chapter 7 of the Bankruptcy Code; (d) The appointment of a Chapter 11 trustee in the Case; (e) The appointment of an examiner in the Case; (f) The dismissal of the Case; or (g) the discontinuation of the Debtor's business or the issuance of an Order for the Debtor to discontinue its business. A copy of the Court's order and the Debtor's budget is available at https://bit.ly/3Gyr7xq from PacerMonitor.com. The Debtor projects total cash outflow, on a monthly basis, as follows: $3,413,305 for April 2023; $3,232,969 for May 2023; and $3,101,855 for June 2023. About Golden Key Group, LLC Golden Key Group, LLC is a professional services firm dedicated to helping federal and commercial clients solve today's strategic, organizational and operational challenges while addressing their future needs. Founded in 2002, Golden Key Group's solution offerings include Human Capital Management Support, Human Resources Operations, Employee Training and Leadership Development, Professional Consulting Services, Program Management Office, Acquisition and Category Management, Analytics and Information Technology, Executive Search Services, and Select Solutions. The Debtor sought protection under U.S. Bankruptcy Code (Bankr. D. Md. Case No. 23-10414) on January 20, 2023. In the petition signed by Gretchen McCracken as CEO and managing member, the Debtor disclosed up to $10 million in assets and up to $50 million in liabilities. Judge Maria Elena Chavez-Ruark oversees the case. Paul Sweeney, Esq., at Yumkas, Vidmar, Sweeney and Mulrenin, LLC, represents the Debtor as legal counsel. GREENHEART NY: Gets OK to Hire Bottom Line CFOS as Bookkeeper ------------------------------------------------------------- Greenheart, NY, Inc. received approval from the U.S. Bankruptcy Court for the Southern District of New York to employ BLG CFO LLC, doing business as Bottom Line CFOS, as its bookkeeper. The firm will render these services: (a) prepare and review monthly operating statements and other financial reports or statements required by the court of the Office of the United States Trustee, the Bankruptcy Code, the Bankruptcy Rule or otherwise deemed to be necessary of beneficial to the Debtor and/or their estate; and (b) render such other financial assistance or services as may be necessary in this case. The hourly rates of the firm's professionals are as follows: Bookkeeping Staff $60 Chief Financial Officer (CFO) and Advisory Roles $120 In addition, the firm will seek reimbursement for expenses incurred. Jeffrey Cohen, a member at Bottom Line CFOS, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jeffrey Cohen Bottom Line CFOS 24751 Sussex St. Oak Park, MI 48237 Email: info@bottomlinecfos.com About Greenheart NY Greenheart NY, Inc. filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 23-10091) on Jan. 25, 2023, with as much as $1 million in both assets and liabilities. Judge Michael E. Wiles oversees the case. The Debtor tapped Kamini Fox, Esq., at Kamini Fox, PLLC as counsel and BLG CFO LLC, doing business as Bottom Line CFOS, as bookkeeper. GROWLIFE INC: Delays Filing of 2022 Annual Report ------------------------------------------------- GrowLife, Inc. was unable to file its Annual Report on Form 10-K for the year ended Dec. 31, 2022 by the prescribed due date, without unreasonable effort or expense. Specifically, the Company's receipt of information from certain third parties related to the completion of its audit has been delayed. In accordance with Rule 12b-25 promulgated under the Securities Exchange Act of 1934, as amended, the Company intends to file the Report on or prior to the 15th calendar day following the prescribed due date. About GrowLife Founded in 2012, GrowLife, Inc. (PHOT)-- http://www.shopgrowlife.com-- is the owner of Bridgetown Mushrooms, acting as its parent Company. Founded in 2018 in Portland Oregon, Bridgetown Mushrooms grows a variety of functional and gourmet mushrooms which are in turn sold through multiple commercial and consumer sales channels. The company also develops and markets mushroom based products nationwide as well as manufactures and sells Mycology supplies to meet the demand for commercial mushroom farmers across the United States. GrowLife reported a net loss of $5.47 million for the year ended Dec. 31, 2021, compared to a net loss of $6.38 million for the year ended Dec. 31, 2020. As of Sept. 30, 2022, the Company had $2.71 million in total assets, $9.97 million in total current liabilities, $59,057 in total long-term liabilities, and a total stockholders' deficit of $7.33 million. Irvine, Calif.-based Macias Gini & O'Connell LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated May 16, 2022, citing that the Company has suffered recurring losses from operations, incurred negative cash flows from operating activities, and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. GULFPORT ENERGY: Court Denies J&R Passmore Class Certification Bid ------------------------------------------------------------------ Chief District Judge Algenon L. Marbley of the U.S. District Court for the Southern District of Ohio denies the motions filed by the Plaintiffs in the case captioned as J&R PASSMORE, LLC et al., Plaintiffs, v. RICE DRILLING D, LLC et al., Defendants, Case No. 2:18-cv-01587, (S.D. Ohio) The Plaintiffs: J&R Passmore, LLC; Bruce and Jennifer Schuster; Brent and Doreen Butler; and Ryan and Cheryl Feiock -- own various pieces of property in Belmont County, Ohio, as well as the oil and gas rights to these properties. The Defendant Rice Drilling D, LLC, entered into leases with the Plaintiffs for the development of oil and gas minerals on the Plaintiffs' properties. Rice and Defendant Gulfport Energy Corporation entered into an agreement whereby they agreed to drill wells in Belmont County. The Plaintiffs filed this action on behalf of themselves and other similarly situated owners of oil and gas mineral rights located in Belmont County, Ohio, seeking: (1) a declaratory judgment that their leases specifically and unambiguously reserve all oil and gas mineral rights and estates below the base of the Utica Shale formation to the lessees; and (2) damages for bad faith trespass, conversion, and unjust enrichment from the Defendants for knowingly drilling and producing oil and gas from the Point Pleasant Formation. In February 2022, the Plaintiffs filed three Motions to Strike expert testimony and declarations filed by Defendants to support their opposition to class certification. First, the Plaintiffs filed a Motion to Strike John McBeath. The Court finds that McBeath's expert report addresses the issues of commonality and predominance, which are critical to the Court's assessment of class certification. The Court maintains that it will only use the factual information provided in McBeath's report to arrive at a conclusion regarding class certification. McBeath's expert opinion assesses whether the facts surrounding the leasing of at-issue properties and production of oil and gas therefrom could assess the "claims and damages asserted by all putative class members." The Plaintiffs also filed two Motions to Strike the Declarations of Lucas Herren (XTO corporate representative) filed by Defendant XTO Energy, Inc. and Matt Reser (Ascent corporate representative) filed by Defendant Ascent-Resources Utica, LLC in opposition to class certification. The first motion deals with a Joint Stipulation of Facts entered by the Plaintiffs and XTO and Herren's Declaration. The second motion deals with a second Joint Stipulation of Facts entered by the Plaintiffs and Ascent and Reser's Declaration. In both joint stipulations, the parties agreed to: (1) certain language regarding the lessor's reserved rights to produce from certain shale formations; (2) which pooling units all leases and oil and gas wells were located; and (3) information about the identity of the current landowners of the leases at issue. The Court finds that the "joint stipulations entered into by the parties are generic, and do not include the level of specificity claimed by the Plaintiffs. . . The facts outlined in the declarations simply do not conflict with the Stipulations, and the Plaintiffs fail to connect the dots between the alleged conflicts and their claimed conclusions." Because Plaintiffs seek to certify this class as an opt-out class action under Rule 23(b)(3) of the Federal Rules of Civil Procedure, the Court must assess whether: (1) questions of law or fact common to members of the class predominate over questions affecting individual members; and if (2) the class action is a superior method to others for the fair and efficient adjudication of the controversy. The Court finds that "the elements of the Plaintiffs' claims demonstrates that individual inquiries must be conducted for each member of the class as it relates to three state law claims. . . Each of these state law claims require a location-specific inquiry, and necessarily a Plaintiff-specific inquiry." Moreover, the Court determines that "a number of those same potential plaintiffs have brought suit separately and have a strong interest in controlling and maintaining separate actions. . . there is substantially related litigation currently pending in this district and in Ohio state courts, which undermines the efficiency offered by the proposed class action. . . the several million-dollar award in Tera, LLC v. Rice Drilling D, LLC, 2023-Ohio-273, 46-48 (Ohio Ct. App. 7th Dist. 2023) demonstrates. . . that putative class members are already strongly incentivized to pursue individualized litigation strategies." A full-text copy of the Opinion & Order dated March 28, 2023, is available https://tinyurl.com/3s9wz6w7 from Leagle.com. About Gulfport Energy Gulfport Energy Corporation (NASDAQ: GPOR) -- http://www.gulfportenergy.com/-- is an independent natural gas and oil company focused on the exploration and development of natural gas and oil properties in North America and a producer of natural gas in the contiguous United States. Headquartered in Oklahoma City, Gulfport holds significant acreage positions in the Utica Shale of Eastern Ohio and the SCOOP Woodford and SCOOP Springer plays in Oklahoma. In addition, Gulfport holds non-core assets that include an approximately 22% equity interest in Mammoth Energy Services, Inc. (NASDAQ: TUSK) and has a position in the Alberta Oil Sands in Canada through its 25% interest in Grizzly Oil Sands ULC. Gulfport and its subsidiaries sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-35562) on Nov. 13, 2020. As of Sept. 30, 2020, Gulfport had $2,375,559,000 in assets and $2,520,336,000 in liabilities. The Honorable David R. Jones is the case judge. The Debtors tapped Kirkland & Ellis LLP as their bankruptcy counsel; Jackson Walker L.L.P. as local bankruptcy counsel; Alvarez & Marsal North America, LLC as restructuring advisor; and Perella Weinberg Partners L.P. and Tudor, Pickering, Holt & Co. as financial advisor; and PricewaterhouseCoopers LLP as tax services provider. Epiq Corporate Restructuring LLC is the claims agent. Wachtell, Lipton, Rosen & Katz is counsel for the special committee of Gulfport's Board of Directors while Chilmark Partners is the financial advisor. Katten Muchin Rosenman LLP is counsel for the special committee of the governing body of each Debtor other than Gulfport while M III Partners, LP is the financial advisor. The U.S. Trustee for Region 7 formed an official committee of unsecured creditors in the Debtors' Chapter 11 cases. The committee is represented by Norton Rose Fulbright US LLP and Kramer Levin Naftalis & Frankel, LLP and Jefferies LLC as its investment banker. HENDRIKUS TON: 5th Cir. Affirms Bankr. Court's Partition Judgment ----------------------------------------------------------------- In the appealed case captioned as IN THE MATTER OF HENDRIKUS TON, Debtor. LYNDA RONQUILLO TON, Appellant, v. HENDRIKUS TON, Appellee, Case No. 22-30378, (5th Cir.), the U.S. Court of Appeals for the Fifth Circuit affirms the district court's order sustaining the bankruptcy court's partition judgment. Hendrikus Ton and Lynda were married in 1987. During the marriage, the Tons owned and operated several businesses, including Abe's Boat Rentals Inc. In October 2012, Hank pleaded guilty to conspiracy to defraud the United States by failing to file employment taxes. Hank admitted that he underreported withheld taxes for Abe's employees between the years 2006 and 2009 and agreed to repay the approximate amount of $3.6 million restitution to the IRS. Lynda then filed for divorce in Louisiana in November 2012 and received a judgment which terminated the community property regime retroactive to the date of that filing. In 2018, Hank filed for bankruptcy. The bankruptcy court ordered a reorganization plan which incorporated Hank's personal assets and assets of the marriage's community property to satisfy the debt, including the series of loans he took out in connection with his tax liability. On May 12, 2021, the bankruptcy court entered a final judgment partitioning the Tons' community property, taking into consideration the bankruptcy court's Original Partition Judgment, the district court's holding on appeal, and the bankruptcy court's holding on remand. Lynda then appealed the bankruptcy court's judgment to the district court. The district court determined that Lynda did not meet her burden to establish that the bankruptcy court erred. This appeal followed. On appeal, Lynda argues that she should not be forced to forfeit her undivided one-half of the former community to satisfy Whitney Bank's creditor claim because the valuation was based on 2014 and 2015 loans made to Abe's after the community had terminated on the Tons' divorce in 2012. She avers that she did not file for bankruptcy, that she was not responsible for the debt, and that the debt was incurred by her ex-husband six years after the divorce in 2012. She asserts that she did not guarantee Abe's debts and had opposed the loans being made. The Fifth Circuit explains that "community property," as used to define property of the bankruptcy estate, includes community property and former community property that has not been partitioned as of the petition date. The Court further points out that "Lynda filed for divorce in November 2012, roughly a month after Hank pleaded guilty to tax fraud and agreed to repay the tax liability. . . Thus, at the time the tax liability was imposed, the Tons were still married, so the tax liability became a liability of the community. Further, the tax fraud was connected to Abe's, a business jointly owned and operated by the Tons during their marriage. When Abe's filed for Chapter 11 bankruptcy relief in 2018, that case was converted to Chapter 7. With the conversion of its bankruptcy case, Abe's ceased operations and was liquidated by a bankruptcy Trustee. The Trustee sold Abe's assets, but the bankruptcy court determined that the obligation was not satisfied and resorted to a reorganization plan to satisfy Hank's debt, which included Lynda's assets and vested economic interests." The Fifth Circuit further explains that "obligations incurred by the spouses during the marriage are community obligations unless and until the challenging party demonstrates either that such an obligation was not incurred for the common interest of the spouses or that the interest of one spouse did not benefit the other spouse. Because Lynda did not rebut this presumption or show that the bankruptcy court otherwise erred in calculating the community obligations, the district court correctly held that the additional loans taken out after the divorce -- pertinent here, the 2013 and 2015 loans -- were "merely refinanced community obligations, such as the tax liability." Lynda also argues that the bankruptcy and district courts erred in holding that she, as the non-filing spouse, lost her vested economic interest in the co-owned former community property as a result of Hank's filing for bankruptcy in 2018. She contends that, under Louisiana law, former spouses become co-owners of the former community property and that her portion of the co-owned former community may only be assessed for liability that incurred prior to its termination. The Fifth Circuit agrees with the district court's reasoning that the bankruptcy code preempts state law when the two conflict. Consequently, "a bankruptcy estate acquires both spouses' interests in the community property and is therefore the sole owner (even where one spouse does not file bankruptcy)." Since the Court have already determined that Lynda's property interest was properly incorporated into the bankruptcy estate because the liability was incurred not only before the partitioning of the former community property, but also before she filed for divorce -- it is unnecessary to further examine the bankruptcy court's economic-interest calculations. Lastly, Lynda contends that the plan did not treat Parcel No. 900648-C as community property for the purposes of satisfying the liability. However, the district court determined that the record established that the partition judgment incorporated the $320,000 value of Parcel No. 900648-C. Lynda never challenged the bankruptcy court's valuations during her appeal of the original partition, so she has failed to establish clear error in the bankruptcy court's calculations. A full-text copy of the Per Curiam dated March 29, 2023, is available https://tinyurl.com/2rkmazdj from Leagle.com. About Hendrikus Edward Ton Hendrikus Edward Ton sought Chapter 11 protection (Bankr. E.D. La. Case No. 18-11101) on April 27, 2018. The Debtor estimated assets in the range of $500,001 to $1 million and $1 million to $10 million in debt. The Debtor tapped Stewart F. Peck, Esq., at Lugenbuhl, Wheaton, Peck, Rankin & Hubbard as counsel. On Oct. 2, 2018, the Court appointed Bonnie Buras and Coldwell Banker TEC Realtors as realtors. HINTONS5 LLC: UST Says Plan Disclosures Inadequate -------------------------------------------------- William K. Harrington, United States Trustee for Region 2, says Hintons5, LLC's Disclosure Statement does not contain "adequate information" as required under 11 U.S.C. Sec. 1125(b). "Information regarding the sale of the Debtor's real property is out of date. The Disclosure Statement does not contain an accounting of the receipts from the sale of the Debtor's real property, disbursements at closing of the sale, and the balance remaining, nor does it provide an accounting of how the remaining funds will be disbursed under the Plan. The Disclosure Statement is also silent regarding tax implications for the Debtor. In addition, the Debtor has not correctly stated the amount of quarterly fees due and owing. It is impossible to determine the exact amount owed because the Debtor has not filed any Operating Reports since July 2022. The Debtor should come current on Operating Reports well before confirmation," the U.S. Trustee said. Accordingly, the U.S. Trustee asks the Court to deny approval of the Disclosure Statement. About Hintons5 LLC Hintons5 LLC, a Middletown, N.Y.-based single asset real estate corporation, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 20-35871) on Aug. 20, 2020. At the time of the filing, the Debtor disclosed between $500,001 and $1 million in both assets and liabilities. The Debtor tapped Genova & Malin as bankruptcy counsel and McCabe & Mack LLP as special counsel. HORGAN INC: Taps Kucker Marino Winiarsky & Bittens as Legal Counsel ------------------------------------------------------------------- Horgan, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Kucker Marino Winiarsky & Bittens, LLP as its legal counsel. The firm's services include: (a) providing advice to the Debtor with respect to its powers and duties under the Bankruptcy Code in the continued operation of its business and the management of its property; (b) negotiating with creditors of the Debtor, preparing a plan of reorganization and taking the necessary legal steps to consummate a plan, including, if necessary, negotiations with respect to financing a plan; (c) appearing before the various taxing authorities to work out a plan to pay taxes owing in installments; (d) preparing legal documents; (e) appearing before the bankruptcy court; and (f) other necessary legal services. The firm will be paid at the rate of $450 per hour and will be reimbursed for out-of-pocket expenses incurred.. Kucker received from the Debtor a retainer of $8,333.33, inclusive of $1,738 filing fee. Joel Shafferman, Esq., a partner at Kucker, 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: Joel M. Shafferman, Esq. Kucker Marino Winiarsky & Bittens, LLP 737 Third Avenue New York, NY 10017 Tel: (212) 869-5030 Email: jshafferman@kuckermarino.com About Horgan Inc. Horgan, Inc. filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 23-10325) on March 7, 2023, with as much as $1 million in both assets and liabilities. Judge David S. Jones oversees the case. The Debtor is represented by Joel M. Shafferman, Esq., at Kucker Marino Winiarsky & Bittens, LLP. HOVA MANAGEMENT: Seeks to Tap of Alan C. Stein as Legal Counsel --------------------------------------------------------------- Hova Management Group Corp. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ the Law Office of Alan C. Stein, PC as its counsel. The firm will render these services: (a) advise the Debtor with respect to its powers and duties in the continued management of its business and property; (b) represent the Debtor before the Bankruptcy Court and at all hearings on matters pertaining to its affairs; (c) advise and assist the Debtor in the preparation and negotiation of a plan of reorganization with its creditors; and (d) perform all other legal services for the Debtor. The firm will be compensated at its hourly rate of $450 plus reimbursement of expenses incurred. The Debtor and the firm agreed a retainer payment of $12,000. Alan Stein, Esq., 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: Alan C. Stein, Esq. Law Office of Alan C. Stein PC 7600 Jericho Turnpike, Suite 308 Woodbury, NY 11797 Telephone: (516) 932-1800 Facsimile: (516) 932-0220 Email: Alan@alanstein.net About Hova Management Group Hova Management Group Corp. is engaged in activities related to real estate. The Debtor owns four properties in Jamaica, N.Y. valued at $4.8 million. Hova Management Group filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-70902) on March 16, 2023, with $5,378,101 in total assets and $3,903,282 in total liabilities. Esmaeil Hosseinipour, president of Hova Management Group, signed the petition. Judge Elizabeth S. Stong oversees the case. The Law Office of Alan C. Stein PC serves as the Debtor's counsel. HYRECAR INC: Committee Taps Blank Rome as Legal Counsel ------------------------------------------------------- The official committee of unsecured creditors of Hyrecar, Inc. received approval from the U.S. Bankruptcy Court for the District of Delaware to employ Blank Rome, LLP as its legal counsel. Blank Rome will be paid at these rates: Joseph M. Welch, Partner $715.50 per hour Josef W. Mintz, Partner $693 per hour Lawrence R. Thomas, Associate $565 per hour Jordan L. Williams, Law Clerk $375 per hour In addition, the firm will receive reimbursement for out-of-pocket expenses incurred. Josef Mintz, Esq., a partner at Blank Rome, 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. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Blank Rome disclosed the following: (a) Blank Rome agreed a 10% rate accommodation for all partners for this engagement. (b) No Blank Rome professional included in this engagement varied his rate based on the geographic location of the case. (c) The firm did not represent the committee prior to the petition date. (d) The firm is preparing a proposed staffing plan and budget for approval by the committee. Blank Rome can be reached at: Josef W. Mintz, Esq. Blank Rome, LLP 1201 N. Market Street Wilmington, DE 19801 Tel: (215) 569-5528 Fax: (302) 425-6478 Email: josef.mintz@blankrome.com About Hyrecar Inc. HyreCar Inc. is a nationwide leader operating a carsharing marketplace for ridesharing and food and package delivery nationwide via its proprietary technology platform. HyreCar filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 23-10259) on Feb. 25, 2023, with $10 million to $50 million in both assets and liabilities. Mark Allen, manager, signed the petition. The Debtor tapped Greenberg Glusker Fields Claman & Machtinger LLP and Cole Schotz, PC as legal counsel; and Zukin Partners, LLC as investment banker. Donlin, Recano & Company, Inc. is the claims and noticing agent and administrative advisor. The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Debtor's Chapter 11 case. Blank Rome, LLP and Dundon Advisers, LLC serve as the committee's legal counsel and financial advisor, respectively. HYRECAR INC: Committee Taps Dundon Advisers as Financial Advisor ---------------------------------------------------------------- The official committee of unsecured creditors of Hyrecar, Inc. received approval from the U.S. Bankruptcy Court for the District of Delaware to employ Dundon Advisers, LLC as its financial advisor. The committee requires a financial advisor to: -- assist in the analysis, review, and monitoring of the restructuring or liquidation process, including, but not limited to, an assessment of the unsecured claims pool and potential recoveries for unsecured creditors; -- develop a complete understanding of the Debtor's businesses and their valuations; -- determine whether there are viable alternative paths for the disposition of the Debtor's assets; -- monitor and, to the extent appropriate, assist the Debtor in efforts to develop and solicit transactions, which would support unsecured creditor recovery; -- assist the committee in identifying, valuing and pursuing estate causes of action, including, but not limited to, relating to pre-bankruptcy transactions, control person liability and lender liability; -- assist the committee to analyze, classify and address claims against the Debtor and participate effectively in any effort to estimate (in any formal or informal sense) contingent, unliquidated and disputed claims; -- assist the committee to identify, preserve, value and monetize tax assets of the Debtor, if any; -- advise the committee in negotiations with the Debtor, lenders and third parties; -- assist the committee in reviewing the Debtor's financial reports, including, but not limited to, statements of financial affairs, schedules of assets and liabilities, cash budgets and monthly operating reports; -- assist the committee in reviewing the Debtor's cost/benefit analysis with respect to the assumption or rejection of various executory contracts and leases; -- review and provide analysis of the present and any subsequent proposed debtor-in-possession financing or use of cash collateral; -- assist the committee in evaluating and analyzing avoidance actions, including fraudulent conveyances and preferential transfers; -- review and provide analysis of any proposed disclosure statement and Chapter 11 plan and, if appropriate, assist the committee in developing an alternative Chapter 11 plan; -- attend meetings and assist in discussions with the committee, the Debtor, the secured lenders, the U.S. Trustee and other parties in interest and professionals; -- attend meetings of the committee as well as meetings with other key stakeholders and parties; -- provide testimony as and when may be deemed appropriate; and -- provide other necessary financial advisory services. The firm will be paid at these rates: Principals $850 per hour Managing Directors and Senior Advisers $760 per hour Senior Directors $700 per hour Directors $625 per hour Associate Directors $550 per hour Senior Associates $475 per hour Associates $370 per hour Matthew Dundon, a principal at Dundon Advisers, disclosed in a court filing that his firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Matthew Dundon Dundon Advisers, LLC Ten Bank Street, Suite 1100 White Plains, NY 10606 Telephone: (917) 838-1930 Email: md@dundon.com About Hyrecar Inc. HyreCar Inc. is a nationwide leader operating a carsharing marketplace for ridesharing and food and package delivery nationwide via its proprietary technology platform. HyreCar filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 23-10259) on Feb. 25, 2023, with $10 million to $50 million in both assets and liabilities. Mark Allen, manager, signed the petition. The Debtor tapped Greenberg Glusker Fields Claman & Machtinger LLP and Cole Schotz, PC as legal counsel; and Zukin Partners, LLC as investment banker. Donlin, Recano & Company, Inc. is the claims and noticing agent and administrative advisor. The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Debtor's Chapter 11 case. Blank Rome, LLP and Dundon Advisers, LLC serve as the committee's legal counsel and financial advisor, respectively. IDAHO ALLERGY: Files Emergency Bid for Cash Collateral, DIP Loan ---------------------------------------------------------------- Idaho Allergy, LLC asks the U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, for authority to use the cash collateral of its secured creditors: JP Morgan Chase Bank, N.A., U.S. Small Business Administration, Itria Ventures LLC, Brownstone Funding, and Kapitus LLC. The Debtor requires the use of cash collateral to pay the reasonable expenses it incurs during the ordinary course of its business. The Debtor relates that the COVID-19 pandemic had a significant negative impact on its business, which decreased the Debtor's income. In an effort to keep its doors open, the Debtor took out several hard money loans, which the Debtor is now unable to pay back. Due to the accumulating debts from weekly payments owed to the hard money lenders, the Debtor's operational expenses, and debts owed to the secured creditors, the Debtor was unable to meet its debt service obligations. Creditors, most notably Itria Ventures LLC, began intercepting the Debtor's receivables directly from 50-plus insurance companies who make up the vast majority of the Debtor's income, resulting in the Debtor's inability to pay its current lease obligations and other operating costs. The Debtor attempted to negotiate reasonable settlement terms with its creditors, but ultimately could not reach an agreement that made sense for the Debtor, thus necessitating the filing of the bankruptcy case. Post-petition it will take time for the Debtor to notify the numerous insurance companies it works with of the pending bankruptcy filing, and to begin receiving its receivables. The Debtor asserts it is in immediate need for authority to obtain post-petition financing from CMD Group, LLC to meet its operational expenses, most notably, payroll which will come due on April 20, 2023. The Debtor additionally had issues with its former medical billers who were not adequately billing and collecting the Debtor's receivables. The former medical billers are no longer with the Debtor, and the Debtor's uncollected receivables are not likely to be paid by the insurance companies to the Debtor. As a result, CMD Group, LLC has taken over management of the Debtor's billing. In first position, the Debtor has a loan with JP Morgan Chase, N.A. for approximately $1.859 million. Chase is secured by Debtor's assets by virtue of having filed a UCC Financing Statement with California Secretary of State on or about March 6, 2020. Based on the estimated valuation of the Debtor's assets of approximately $200,000, Chase's first position claim is secured up to the value of the collateral. The Debtor proposes to start making adequate protection payments to Chase in the amount of $1,000 effective May 1, 2023, after obtaining the Court's order on the cash collateral motion. In second position, the Debtor has a loan with the U.S. Small Business Administration for $150,000. The SBA is secured by the Debtor's assets by virtue of having filed a UCC Financing Statement on June 8, 2020. Since the SBA is in second position, and based on the valuation of the Debtor's assets is fully undersecured. The Debtor is not proposing any adequate protection payments to the SBA. In third position, the Debtor has a loan with Itria Ventures, LLC for $541,800. Itria is secured by the Debtor's assets by virtue of having filed a UCC Financing Statement on May 9, 2022. Since Itria is in third position, and based on the valuation of the Debtor's assets is fully undersecured. The Debtor is not proposing any adequate protection payments to Itria. In fourth position, the Debtor has a loan with Brownstone Funding for $142,000. Brownstone is secured by the Debtor's assets by virtue of having Tiled a UCC Financing Statement on September 22, 2022. Since Brownstone is in fourth position, and based on the valuation of the Debtor's assets is fully undersecured, the Debtor is not proposing any adequate protection payments to Brownstone. In fifth position, the Debtor has a loan with Kapitus LLC for $296,096. Kapitus is secured by Debtor's assets by virtue of having filed a UCC Financing Statement on January 12, 2023. Since Kapitus is in fifth position, and based on the valuation of the Debtor's assets is fully undersecured, the Debtor is not proposing any adequate protection payments to Kapitus. A hearing on the matter is set for April 18, 2023 at 10:30 a.m. A copy of the motion is available at https://bit.ly/3zXX4LH from PacerMonitor.com. About Idaho Allergy, LLC Idaho Allergy, LLC applies the latest scientific and medical advances to provide patient care and treatment for allergies, asthma, and COPD. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-12146) on April 10, 2023. In the petition signed by Sanjeev Jain, chief executive officer, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Deborah J. Saltzman oversees the case. Michael Jay Berger, Esq., at the Law Offices of Michael Jay Berger, represents the Debtor as legal counsel. IGLESIAS DIOS: May 24 Plan Confirmation Hearing Set --------------------------------------------------- On Feb. 3, 2023, Iglesias Dios Es Amor, Inc., filed with the U.S. Bankruptcy Court for the District of Puerto Rico a Disclosure Statement for Chapter 11 Plan. On April 13, 2023, Judge Edward A. Godoy approved the Disclosure Statement and ordered that: * May 24, 2023 at 1:30 PM is the hearing for the consideration of confirmation of the Plan and of such objections as may be made to the confirmation of the Plan. * That acceptances or rejections of the Plan may be filed in writing by the holders of all claims on/or before 14 days prior to the date of the hearing on confirmation of the Plan. * That any objection to confirmation of the plan shall be filed on/or before 14 days prior to the date of the hearing on confirmation of the Plan. * That the debtor shall file with the Court a statement setting forth compliance with each requirement in section 1129, the list of acceptances and rejections and the computation of the same, within 7 working days before the hearing on confirmation. A copy of the order dated April 13, 2023 is available at https://bit.ly/3GNIV7M from PacerMonitor.com at no charge. The Debtor's counsel: Gerardo Santiago Puig Doral Bank Plaza, Ste 801, 33 Resolucion Street San Juan, PR 00920 Tel: (787) 777-8000 E-mail: gsantiagopuig@gmail.com About Iglesias Dios Es Amor Iglesias Dios Es Amor, Inc., is a corporation that administer a Church in the municipality of Trujillo Alto. It has been in this business since June 29, 1977.Â Â Mr. Elias Reyes Ortiz is the president of the corporation. Since Hurricane Maria, the members of the assembly has been significantly reduced, causing the debtor to default on a mortgage loan with Cooperativa de Ahorro (COOPACA). Coopaca filed a mortgage foreclosure case against the debtor corporation and a judgment was entered. Due to the advanced stage of the foreclosure, Iglesias Dios Es Amor, Inc., filed its voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.P.R. Case No. 21-03508) on Nov. 29, 2021, with as much as $1 million in both assets and liabilities. Elias Reyes Ortiz, president, signed the petition. Judge Edward A. Godoy oversees the case. The Debtor tapped Gerardo L. Santiago Puig, Esq., at Santiago Puig Law Offices as legal counsel and Juan C. Pomales Torres as accountant. ILLUMINE MEDSPA: Court OKs Interim Cash Collateral Access --------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Orlando Division, authorized Illumine Medspa and Skincare, LLC to use cash collateral on an interim basis, through May 8, 2023. The Debtor is permitted to use cash collateral to pay: (a) amounts expressly authorized by the Court, including payments to the Subchapter V Trustee; (b) the current and necessary expenses set forth in the budget, with a 10% variance and (c) additional amounts as may be expressly approved in writing by the secured creditors, DMKA, LLC and McKesson Corporation. As of the Petition Date, the Debtor's cash on hand was approximately $800 and approximately $2,000 owed to the Debtor is being withheld by Square Financial Services, Inc./Block, Inc. that the Debtor is working to release. The Secured Creditors will have a perfected post-petition lien against cash collateral to the same extent and with the same validity and priority as the prepetition lien, without the need to file or execute any documents as may otherwise be required under applicable non-bankruptcy law. The Debtor will maintain insurance coverage for its property in accordance with the obligations under all applicable loan and security documents. A continued hearing on the matter is set for May 8 at 1:30 p.m. A copy of the court's order and the Debtor's budget is available at https://bit.ly/411rSqZ from PacerMonitor.com. About Illumine Medspa and Skincare, LLC Illumine Medspa and Skincare, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 6:23-bk-01229) on April 3, 2023. In the petition signed by Myriam Louaked, managing member, the Debtor disclosed up to $1 million in both assets and liabilities. Judge Tiffany P. Geyer oversees the case. Benjamin R. Taylor, Esq., at Latham Luna Eden & Beaudine LLP, represents the Debtor as legal counsel. ILPEA PARENT: S&P Upgrades Long-Term ICR to 'B+', Outlook Stable ---------------------------------------------------------------- S&P Global Ratings raised its long-term issuer credit and issue ratings on Ilpea Parent Inc. and its senior secured notes to 'B+' from 'B', with the recovery rating unchanged at '3', indicating our expectation of 50%-70% (rounded estimate: 60%) recovery in a default scenario. The stable outlook reflects S&P's expectation that Ilpea will continue to exhibit good operating performance, control costs, and maintain its margins at 16%-17%, leading to S&P Global Ratings-adjusted debt to EBITDA of below 4.5x, free operating cash flow (FOCF) to debt of about 5%, and robust cash interest coverage and liquidity. Ilpea's resilient operating performance and lower leverage are commensurate with a 'B+' rating. In fiscal 2022, Ilpea reported record-high revenue and EBITDA, which came in at the high end of our forecast. Revenue expanded 22.1% to about EUR474 million, mainly due to higher pricing in the appliance business and the progressive recovery in the auto segment. S&P Global Ratings-adjusted EBITDA margins improved about 190 basis points (bps) to 17.1%, thanks to a change in mix more skewed to appliances (62% of fiscal 2022 sales), which typically enjoy higher margins than autos (29%) or building products (9%), and the company's ability to quickly implement price adjustments to pass through the recorded increase in raw material, freight, and utilities costs. S&P Global Ratings-adjusted debt to EBITDA improved to 4.4x from 5.3x in 2021 and S&P now anticipates it will remain below 4.5x over 2023 and 2024. S&P said, "We think Ilpea can cope with softening demand thanks to new contracts and a diligent pricing policy, notwithstanding a subdued operating environment in the appliance sector and some customer concentration. After a positive evolution for appliance revenue in 2022 (25% growth year-on-year to EUR283 million), with a positive product mix effect also on margins, key operators such as AB Electrolux (BBB+/Stable/A-2) and Whirlpool Corp. (BBB/Negative/A-2) now see demand slowing due to weak consumer confidence. At the same time, we note that Ilpea primarily serves the refrigeration and laundry markets where demand is mostly driven by replacement, and therefore less exposed to discretionary spending. In addition, we anticipate that the extension of 2022's high prices into first-half 2023 (while we forecast decreasing prices in the second half), coupled with additional volumes in emerging markets owing to new contracts won last year, will allow Ilpea to slightly more than offset declining volumes for this end market. Easing supply chain bottlenecks and new business opportunities will support revenue in the auto segment. Auto topline should continue to recover, and expand a mid-single-digit percentage, amid improved availability of components and chips, a still-high backlog of clients, and new business opportunities, such as the freshly signed supply contract with Tesla for its Cybertruck. Overall, we expect Ilpea's revenue to expand 3%-5% in 2023 and 1%-2% in 2024 after 10% growth in 2022. S&P also expects an improvement in the segment's margins, mainly owing to decreasing raw materials and energy costs. However, it continues to assume that auto will be the least profitable segment for Ilpea, with a reported EBITDA margin of 10%-11%. S&P said, "After deleveraging ahead of our expectations in 2022, we expect Ilpea to maintain S&P Global Ratings-adjusted debt to EBITDA comfortably below 4.5x over 2023 and 2024. The price adjustments implemented in 2022, on the back of increasing raw materials and energy costs, coupled now with somewhat decreasing pressure from input costs, should allow the company to protect profitability, with S&P Global Ratings-adjusted EBITDA margins remaining at 16%-17% over 2023 and 2024. Considering an at least stable EBITDA and decreasing debt, owing to both amortization and foreign exchange tailwinds from expectations of a weaker U.S. dollar (Ilpea's outstanding $220 million out of the $225 million senior secured term loan represented approximately 80% of total reported debt at Oct. 31, 2022), we forecast S&P Global Ratings-adjusted debt to EBITDA of below 4.5x in 2023 and 2024 from 4.4x in 2022 and 5.3x in 2021. "FOCF turned positive in 2022, from negative EUR3.9 million in 2021, and we now expect EUR14 million-EUR17 million in 2023 and 2024, which is higher than we previously anticipated.Capital expenditure (capex) should remain in line with previous years, at 4%-5% of revenue (about EUR20 million-EUR24 million per year), half of which is minimum maintenance capex and the rest discretionary investments, mainly focused on automation. Working capital needs should progressively unwind, mainly thanks to lower safety stock needs, but we forecast they will remain a drag on cash generation, mainly owing to increasing revenue. We also assume dividends will be limited to up to EUR5 million per year, as per the contractual limit agreed with lenders. "Ilpea's liquidity has structurally improved and we expect the company to maintain tight control over it, with committed lines more than offsetting needs, even in case of acquisitions. The company has taken several measures that have structurally improved its liquidity position over the years. These include reduced usage of short-term debt facilities, which decreased to EUR6.6 million in 2022 from EUR33.2 million in 2016, and increased cash and cash equivalents, which expanded to EUR55.8 million from EUR9.5 million over the same period. Moreover, in 2021 the company proactively extended its debt maturity profile (see "U.S.-Based Gasket Maker Ilpea Parent Affirmed At 'B' Following Debt Extension; Outlook Stable", published June 30, 2021), thanks to which there are no material maturities until 2028. We expect Ilpea will continue to show proactive treasury management and preserve ample liquidity buffers over 2023 and 2024, even in case of acquisitions. "The stable outlook reflects our expectation that Ilpea will continue to exhibit good operating performance, control costs, and maintain EBITDA margins of 16%-17%. We expect the company will maintain S&P Global Ratings-adjusted debt to EBITDA below 4.5x and FOCF to debt at about 5%, with robust cash interest coverage and liquidity. "We could lower our rating if weak operating performance leads to S&P Global Ratings-adjusted debt to EBITDA approaching 5.0x, or FOCF turns negative. "We regard rating pressure as remote currently. An upgrade will hinge on Ilpea expanding its product offering, decreasing its reliance on key clients, and diversifying to other end markets while keeping S&P Global Ratings-adjusted EBITDA margins sustainably above 16%, even at the bottom of the cycle. In addition, we could revise our outlook to positive if the company's leverage improves to sustainably below 3.5x and FOCF to debt increases to sustainably above 10%." ESG credit indicators: E-2, S-2, G-3 Governance factors are a moderately negative consideration in our credit rating analysis of Ilpea, primarily due to our view that the group is privately held, and its decision making is mainly linked to a few key persons. Environmental and social factors are an overall neutral consideration in our credit rating analysis of Ilpea. Although roughly one-third of its revenue is derived from the auto end market, Ilpea supplies products such as tubes, seals, profiles, and hides to both internal combustion engine and battery electric vehicles. We view the transformation toward electric vehicles as having a minimal impact on demand for Ilpea's products. IMMANUEL SOBRIETY: Has Final Court OK on Cash Collateral Access --------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California, Riverside Division, authorized Immanuel Sobriety Inc. to use cash collateral on a final basis in accordance with the budget. The Debtor is authorized to make payments commencing in August 2023 to the U.S. Small Business Administration in the amount of $2,157 per month. As previously reported by the Troubled Company Reporter, the Debtor requires the use of cash collateral to continue its business operations, including payroll for its employees, and avoid irreparable harm to the Debtor's business and ability to reorganize. In response to the Debtor's substantial cash flow issues, the Debtor entered into accounts receivable financing agreements (merchant loans) in order to pay its expenses and keep its doors open. The Debtor entered into merchant agreements with four merchant lenders and received cash advances totaling approximately $270,000. While the Debtor was able to service the merchant loans for a period of time, it eventually was unable to sustain the loan payments. The Debtor realized its current financial state was not sustainable, including, but not limited to its inability to simultaneously maintain its current payroll expenses, monthly lease payments and service the merchant loans. As adequate protection, the Debtor proposed that secured creditors are granted replacement liens, to the extent of any diminution of cash collateral arising from the use of cash collateral by the Debtor, upon all post-petition assets of the Debtor's bankruptcy estate, to the same extent, validity and priority of the secured creditors' pre-petition liens and security interests in the Debtor's assets. The replacement liens are deemed duly perfected and recorded under all applicable laws without the need for any notice or filings. About Immanuel Sobriety Inc. Immanuel Sobriety Inc. provides drug and alcohol rehabilitation programs and treatment services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-10806) on March 2, 2023. In the petition signed by Elizabeth Reid, chief executive officer, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Judge Wayne Johnson oversees the case. The Law Office of Crystle J. Lindsey represents the Debtor as legal counsel. INDIAN PIPE: Seeks to Hire Kirby Aisner & Curley as Legal Counsel ----------------------------------------------------------------- Indian Pipe Drive LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Kirby Aisner & Curley LLP as its counsel. The firm will render these services: (a) advise the Debtor with respect to its powers, duties, and responsibilities in the continued management of its property and affairs; (b) negotiate with creditors of the Debtor and work out a plan of reorganization and take the necessary legal steps to effectuate such a plan; (c) prepare legal papers; (d) appear before the Bankruptcy Court to protect the interest of the Debtor and to represent the Debtor in all matters pending before the court; (e) attend meetings and negotiate with representatives of creditors and other parties in interest; (f) advise the Debtor in connection with any potential refinancing of secured debt, if necessary, and any potential sale of its assets; (g) represent the Debtor in connection with obtaining post-petition financing, if necessary; (h) take any necessary action to obtain approval of a disclosure statement and confirmation of a plan of reorganization; and (i) perform all other legal services for the Debtor. The hourly rates of the firm's counsel and staff are as follows: Dawn Kirby $550 Erica R. Aisner $450 Julie Cvek Curley $450 Jessica M. Hill $295 Law Clerks $200 Paralegals $150 In addition, the firm will seek reimbursement for expenses incurred. Dawn Kirby, Esq., an attorney at Kirby Aisner & Curley, disclosed in a court filing that the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Dawn Kirby, Esq. Kirby Aisner & Curley LLP 700 Post Road, Suite 237 Scarsdale, NY 10583 Telephone: (914) 401-9500 Email: dkirby@kacllp.com About Indian Pipe Drive Indian Pipe Drive LLC is primarily engaged in renting and leasing real estate properties. It owns in fee simple title a property located at 19 Indian Pipe Drive, Quogue, NY 11959 having an appraised value of $1.87 million. Indian Pipe Drive filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-70882) on March 15, 2023. In the petition filed by Sandra Sadowski, managing member, the Debtor reported total assets of $1,870,000 and total liabilities of $1,073,082. Judge Robert E. Grossman oversees the case. Dawn Kirby, Esq., at Kirby Aisner & Curley LLP serves as the Debtor's counsel. INTEGRATED NANO-TECHNOLOGIES: U.S. Trustee Appoints Equity Panel ---------------------------------------------------------------- The U.S. Trustee for Region 1 appointed an official committee to represent equity securities holders in the Chapter 11 case of Integrated Nano-Technologies, Inc. The committee members are: 1. Claude Wright 28920 Somers Drive Naples, FL 34119 Telephone: 585-202-8045 Email: chwright@wrightbev.com 2. Ronald H. Fielding 42 Surfsong Road Kiawah Island, SC 29455 Telephone: 585-683-3354 Email: rfielding1@comcast.net 3. Robert B. Calihan 1250 Clover Street Rochester, NY 14610 Telephone: 585-281-2593 Email: rcalihan@calihanlaw.com 4. Patrick D. Martin c/o Ashford Advisors, LLC 30 Grove Street Pittsford, NY 14534 Telephone: 585-697-0362 Email: pmartin@ashfordadvisors.com 5. J. Michael Holloway 40 Cannock Drive Fairport, NY 14450 Telephone: 585-944-5801 Email: mike.holloway1@gmail.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Integrated Nano-Technologies Integrated Nano-Technologies, Inc. is a company in Henrietta, N.Y., which offers scientific research and development services. Integrated Nano-Technologies filed its voluntary petition for Chapter 11 protection (Bankr. W.D.N.Y. Case No. 22-20611) on Dec. 22, 2022, with $100,000 to $500,000 in assets and $10 million to $50 million in liabilities. Donald H. Noble, chief financial officer, signed the petition. Judge Warren oversees the case. Jeffrey A. Dove, Esq., at Barclay Damon, LLP and Compass Advisory Partners, LLC serve as the Debtor's legal counsel and investment banker, respectively. ISTANBUL REGO: Seeks to Extend Plan Exclusivity to September 28 --------------------------------------------------------------- Istanbul Rego Park, Inc. asks the U.S. Bankruptcy Court for the Eastern District of New York to extend its exclusive period period to file a plan of reorganization to September 28, 2023. The Debtor's exclusive period to file the plan of reorganization and disclosure statement is currently set to expire on May 31, 2023. The Debtor stated that ample cause exists to grant the requested extension as, inter alia: (i) the Debtor needs more time to reach mutually agreeable terms of settlement with the Creditors of the case, in order to fully resolve the filed claims, and allowing the Debtor to approve said terms by an Order of the Bankruptcy Court and confirm a plan of reorganization containing said terms; (ii) there is no prejudice to the Creditors, as, in fact, allowing the Debtor time to reach and finalize mutual terms of treatment of the Creditors' claims, respectively, will be in the best interest of all Creditors; and (iii) Debtor has been paying post-petition obligations as they become due. Istanbul Rego Park, Inc. is represented by: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN P.C. 2799 Coney Island Avenue, Suite 202 Brooklyn, NY 11235 Tel: (718) 513-3145 About Istanbul Rego Park Istanbul Rego Park, Inc., filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 22-43000) on Dec. 2, 2022, with as much as $1 million in both assets and liabilities. Judge Nancy Hershey Lord oversees the case. The Debtor tapped the Law Offices of Alla Kachan, PC as bankruptcy counsel and Wisdom Professional Services Inc. as accountant. IVANTI SOFTWARE: Palmer Square Marks $641,899 Loan at 17% Off ------------------------------------------------------------- The Palmer Square Opportunistic Income Fund, has marked its $641,899 loan extended to Ivanti Software, Inc to market at $534,115 or 83% of the outstanding amount, as of January 31, 2023, according to a disclosure contained in the Palmer Square's Form N-CSR for the Semi-Annual Report on January 31, 2023, filed with the Securities and Exchange Commission on April 10, 2023. The Palmer Square extended a Bank Loan to Ivanti Software, Inc. The loan accrues interest at a rate of 9.011% (3-Month USD Libor+425 basis points) per annum. The loan is scheduled to mature on December 1, 2027. The Palmer Square Opportunistic Income Fund was organized as a Delaware statutory trust on May 1, 2014, and is registered as a non-diversified, closed-end management investment company under the Investment Company Act of 1940, as amended. Shares of the Fund are being offered on a continuous basis. The Fund commenced operations on August 29, 2014. Ivanti Software, Inc. provides information technology services. The Company offers IT asset management, security, endpoint, and supply chain solutions. JAX SERVICE: Amends Priority Unsecured Claim; Plan Hearing May 25 ----------------------------------------------------------------- Jax Service Center, LLC, submitted a First Amended Small Business Plan of Reorganization dated April 11, 2023. This Plan of Reorganization under Chapter 11 of the Code proposes to pay creditors of the Debtor from Debtor's cash flow from operations and future income. Creditors in Class 5 will receive distributions which the proponent of this Plan has valued at approximately 5 cents on the dollar. This Plan also provides for payment of Administrative Expense and Priority Claims. Said Claims will be paid in full on or within 90 days of the Effective date of this Plan, or by agreement with the Payee, subject to approval of the Court. Class 4 Priority Unsecured Claim of New York State Taxation & Finance in the amount of $89,829.73 shall be paid at $1,500.00 per month until paid in full. Like in the prior iteration of the Plan, all Class 5 Claims shall be paid as wholly unsecured claims. Debtor will pay an amount equal to approximately 5% of all allowed Class 5 claims. Payment of Class 5 claims will begin 30 Days after the Effective Date and continue thereafter for 60 months or until paid 5% of their Claims. The Plan will be implemented by the Debtor remitting payment to creditors from the Debtor's cash flow derived from income from plumbing, heating and air conditioning clients. Upon 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. The Bankruptcy Court has scheduled May 25, 2023 at 11:30 AM as the hearing on the confirmation of the Plan. May 12, 2023 is fixed as the last to cast votes to accept or reject the Plan. A full-text copy of the First Amended Plan dated April 11, 2023 is available at https://bit.ly/3UEWgor from PacerMonitor.com at no charge. Attorneys for Debtor: Peter A. Orville, Esq. Orville & McDonald Law, PC 30 Riverside Dr. Binghamton, NY 13905 Telephone: (607) 770-1007 About Jax Service Center Jax Service Center, LLC, operates an automobile service center, dealership and transport company. Jax Service was formed as a limited liability company on February 25, 2014. Jax Service Center sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.N.Y. Case No. 22-30821) on Dec. 13, 2022. In the petition signed by Sean Smith, owner, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Judge Wendy A. Kinsella oversees the case. Peter A. Orville, Esq., at Orville & McDonald Law, P.C., is the Debtor's legal counsel. KEW NDBM: Unsecured Creditors Unimpaired in Plan ------------------------------------------------ Kew NDBM Hold 2607, LLC, submitted a Disclosure Statement in connection with the solicitation of acceptances and rejections of its Plan of Reorganization under the Bankruptcy Code. The Debtor owns real property located at 2022 Strauss Street, Brooklyn, NY 11212. An uninhabited structure is situated on the Property. The structure is undergoing construction. The Property does not generate any income. The Debtor's business generally involves purchasing real property, satisfying mortgages and notes with respect to those properties, and developing the properties to obtain the projected future value. Under the Plan, Class III consists of those unsecured creditors holding Allowed Claims that are not Priority Claims. Allowed Class III Claims will be satisfied by payment from the Plan Funds. Class III is unimpaired. The Plan Funds will consist of the proceeds of a loan by a private lender, 1241 WM Lender LLC, for $1.4 million. Proposed Counsel for the Debtor: Leo Jacobs, Esq. JACOBS P.C. 595 Madison Avenue, 39th Floor New York, NY 10022 Tel: (212) 229-0476 E-mail: leo@jacobspc.com A copy of the Disclosure Statement dated April 5, 2023, is available at https://bit.ly/417oESb from PacerMonitor.com. About Kew NDBM Hold 2607 KEW NDBM HOLD 2607, LLC, owns a real property located at 2022 Strauss Street, Brooklyn, NY 11212. To stay an imminent auction of its assets, KEW NDBM HOLD 2607, LLC filed its voluntary petition for Chapter 11 protection (Bankr. E.D.N.Y. Case No. 23-40024) on Jan. 4, 2023, with as much as $1 million to $10 million in both assets and liabilities. Sigmund Freund, sole member of KEW NDBM HOLD, signed the petition. Judge Jil Mazer-Marino oversees the case. Leo Jacobs, Esq., at Jacobs P.C., serves as the Debtor's legal counsel. KJMN PROPERTIES: Taps Rachel Sanchez-Parodi as Sr. Tax Specialist ----------------------------------------------------------------- KJMN Properties, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of California to employ Rachel Sanchez-Parodi, a senior tax specialist based in Gilroy, Calif., to The Debtor needs a senior tax specialist to prepare its tax returns. Ms. Sanchez-Parodi will charge between $693 and $1,477 for prior returns cost and between $2,079 and $4,431 for estimated tax return preparation cost in three years (2020, 2021, and 2022). Ms. Sanchez-Parodi disclosed in a court filing that she is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The professional can be reached at: Rachel Sanchez-Parodi H&R Block 784 First St. Gilroy, CA 95020 Telephone: (408) 847-2464 About KJMN Properties LLC KJMN Properties LLC filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 23-50160) on Feb. 15, 2023. In the petition filed by Kim Narog, managing member, the Debtor disclosed between $1 million and $10 million in both assets and liabilities. Judge Stephen L. Johnson oversees the case. The Debtor tapped the Law Offices of E. Vincent Wood as counsel and Rachel Sanchez-Parodi as senior tax specialist. LIGADO NETWORKS: $117.6M Bank Debt Trades at 60% Discount --------------------------------------------------------- Participations in a syndicated loan under which Ligado Networks LLC is a borrower were trading in the secondary market around 39.8 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $117.6 million facility is a Term loan that is scheduled to mature on May 27, 2023. The amount is fully drawn and outstanding. Ligado Networks LLC operates as a special purpose entity. The Company provides mobile satellite coverage, as well as develops innovative solutions that will accelerate 5G and IoT network deployments. LIVE NATION: Moody's Ups CFR to B1 & Senior Unsecured Notes to B2 ----------------------------------------------------------------- Moody's Investors Service upgraded Live Nation Entertainment, Inc.'s corporate family rating to B1 from B2. At the same, the company's probability of default rating was upgraded to B1-PD from B2-PD, its senior unsecured notes rating was upgraded to B2 from B3 and its senior secured rating was upgraded to Ba3 from B1. Live Nation's speculative grade liquidity rating was upgraded to SGL-1 (strong) from SGL-2 (good). The outlook is stable. "The ratings upgrade reflects the strong recovery in concert attendance and sponsorship revenue which has improved Live Nation's operating performance" said Jason Mercer, Moody's Vice President Senior Analyst. "Moody's expect strong liquidity and leverage of about 5.5x through to 2024", Mercer added. Upgrades: Issuer: Live Nation Entertainment, Inc. Corporate Family Rating, Upgraded to B1 from B2 Probability of Default Rating, Upgraded to B1-PD from B2-PD Speculative Grade Liquidity Rating, Upgraded to SGL-1 from SGL-2 Senior Secured Bank Credit Facility, Upgraded to Ba3 (LGD3) from B1 (LGD3) Senior Secured Regular Bond/Debenture, Upgraded to Ba3 (LGD3) from B1 (LGD3) Senior Unsecured Regular Bond/Debenture, Upgraded to B2 (LGD4) from B3 (LGD5) Outlook Actions: Issuer: Live Nation Entertainment, Inc. Outlook, Remains Stable RATINGS RATIONALE The ratings upgrade reflects the strong rebound in Live Nation's operating performance following the return of live events across the company's geographic footprint. Live Nation's full-year 2022 revenue was almost $17 billion; a 40% increase over pre-pandemic 2019 revenue. The ratings also reflect the potential for this demand to partially retrench in 2023 and 2024 as both customers and artists drove abnormally high demand after two years of pandemic-related shutdowns, in Moody's view. Live Nation's rating benefits from (1) a strong market position, enhanced by established relationships with performing artists together with platforms for concert promotions and ticketing which create substantial barriers to entry; (2) sustainable and predictable cash flow; and (3) good growth prospects, especially in emerging markets where rising middle class incomes will drive increased consumption of live events. The ratings are constrained by (1) high adjusted leverage of 5.3x (LTM December 2022) which Moody's expect will remain around 5.5x through 2024; (2) governance risks stemming from the lack of a publicly articulated leverage target; and (3) Moody's expectations of a more challenging operating environment with new ticketing competitors, regulatory scrutiny of the company's substantial market position and consumer protection issues. The stable outlook reflects Moody's expectations of continued strong operational performance, solid free cash flow generation and strong liquidity over the next 12 months, despite Moody's expectations for a modest pull back or leveling off in concert attendance and sponsorship revenues. Live Nation is expected to maintain strong liquidity (SGL-1) over the next 12 months with liquidity sources of over $2.2 billion with minimal debt maturities. Liquidity sources include unrestricted cash of $1.2 billion ($5.6 billion balance sheet cash less $1.3 billion in ticketing client cash and $3.1 billion in net event-related deferred revenue and accrued artist fees), $579 million of availability under a $630 million revolving credit facility that matures in October 2024 (none drawn but there is $51 million of letters of credit outstanding), and Moody's expected free cash flow of about $450 million over the next 12 months. Moody's believes the company will remain in compliance with a net leverage covenant (with step downs through to 2025) over the next 12 months. Live Nation has limited ability to generate liquidity from asset sales. The Ba3 rating on Live Nation's senior secured credit facilities and senior secured notes is one notch above the B1 CFR to reflect preferential access to realization proceeds as well as loss-absorption capacity provided by junior-ranking B2-rated senior unsecured notes and unrated subordinated convertible notes. The Ba3 senior secured rating incorporates a one notch override from the LGD-indicated outcome of Ba2 as security for the notes is provided only by domestic restricted subsidiaries, and there is material value in the foreign subsidiaries that do not provide guarantees. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Factors that Could Lead to an Upgrade -- Stable operating performance while maintaining good liquidity -- Debt/EBITDA (on a Moody's adjusted basis) improving towards 4.5x (5.5x expected for 2023), and -- Interest coverage (as measured by EBITA/Interest) above 2.5x (2.4x expected for 2023) Factors that Could Lead to a Downgrade -- Further suspensions of live events -- Debt/EBITDA (on a Moody's adjusted basis) is sustained above 6.5x -- Interest coverage (EBITA/Interest) drops below 1.0x, or -- Weak liquidity The principal methodology used in these ratings was Business and Consumer Services published in November 2021. Live Nation Entertainment, Inc., headquartered in Beverly Hills, California, owns, operates and/or exclusively books venues and promotes live entertainment with operations in North America, Europe, Asia and South America. The company also operates a leading live entertainment ticketing and marketing company (Ticketmaster). Revenue for 2022 was about $17 billion. LTL MANAGEMENT: Talc Claimants Wants to Toss New Ch. 11 Filing -------------------------------------------------------------- Evan Ochsner of Bloomberg Law reports that people suing Johnson & Johnson over its talc products are urging a court to dismiss the company's latest attempt to use bankruptcy to address the litigation, saying the strategy amounts to "fraud and sanctionable conduct." J&J's move to place subsidiary LTL Management LLC into bankruptcy was made in bad faith, talc claimants said in court papers filed Monday, April 10, 2023. The filing calls on Judge Michael Kaplan of the US Bankruptcy Court for the District of New Jersey to toss the case without requiring the parties to file the paperwork usually necessary for a dismissal. J&J unveiled an $8.9 billion settlement proposal and placed LTL into bankruptcy last week hours after the bankruptcy court formally dismissed LTL's prior Chapter 11 case, which attempted to resolve thousands of claims that its talc products caused cancer. J&J has maintained that none of the talc-related claims against the company have merit because its products are safe and do not cause cancer. In altering a key funding agreement between J&J and LTL for the second bankruptcy, the companies committed a fraudulent transfer, talc claimants said in the Monday, April 10, 2023, brief. The ad hoc group is also challenging J&J's statement that it has the support of 60,000 to 70,000 claimants for its new proposed settlement. None of the leading law firms in the multi-district litigation against J&J support the proposed settlement, according to the filing. "To honor the memory of those victims who have died, to bring justice to the survivors and their families, and to protect the bankruptcy system from fraudulent machinations that erode its integrity, in light of the fraud and sanctionable conduct that permeates LTL's second filing, this case must also be dismissed," the filing says. The group also urged the judge not to take any action in the new case until an official committee is appointed to advocate for talc claimants. J&J's worldwide vice president of litigation, Erik Haas, said in a statement Monday that the company remains confident it has support from more than 60,000 claimants and will move the plan to a creditor vote as quickly as possible. "The opposition from a small number of plaintiff law firms involved in the multi-district litigation begs the question of why they would prefer the tort system, where their clients have not recovered anything in most of the cases tried and where it would take thousands of years to litigate the remaining cases," Haas said. About LTL Management LTL Management, LLC, is a subsidiary of Johnson & Johnson (J&J), which was formed to manage and defend thousands of talc-related claims and oversee the operations of Royalty A&M. Royalty A&M owns a portfolio of royalty revenue streams, including royalty revenue streams based on third-party sales of LACTAID, MYLANTA/MYLICON and ROGAINE products. LTL Management filed a petition for Chapter 11 protection (Bankr. W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on Nov. 16, 2021. The Hon. Michael B. Kaplan is the case judge. At the time of the filing, the Debtor was estimated to have $1 billion to $10 billion in both assets and liabilities. The Debtor tapped Jones Day and Rayburn Cooper & Durham, P.A., as bankruptcy counsel; King & Spalding, LLP and Shook, Hardy & Bacon LLP as special counsel; McCarter & English, LLP as litigation consultant; Bates White, LLC as financial consultant; and AlixPartners, LLP as restructuring advisor. Epiq Corporate Restructuring, LLC, is the claims agent. An official committee of talc claimants was formed in the Debtor's Chapter 11 case on Nov. 9, 2021. On Dec. 24, 2021, the U.S. Trustee for Regions 3 and 9 reconstituted the talc claimants' committee and appointed two separate committees: (i) the official committee of talc claimants I, which represents ovarian cancer claimants, and (ii) the official committee of talc claimants II, which represents mesothelioma claimants. The official committee of talc claimants I tapped Genova Burns LLC, Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as its legal counsel. Meanwhile, the official committee of talc claimants II is represented by the law firms of Cooley LLP, Bailey Glasser LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and Sherman Silverstein Kohl Rose & Podolsky P.A. * * * Johnson & Johnson (NYSE:JNJ) on April 4, 2023, announced that its subsidiary LTL Management LLC (LTL) has re-filed for voluntary Chapter 11 bankruptcy protection to obtain approval of a reorganization plan that will equitably and efficiently resolve all claims arising from cosmetic talc litigation against the Company and its affiliates in North America. To that end, the Company has agreed to contribute up to a present value of $8.9 billion, payable over 25 years, to resolve all the current and future talc claims, which is an increase of $6.9 billion over the $2 billion previously committed in connection with LTL's initial bankruptcy filing in October 2021. LTL also has secured commitments from over 60,000 current claimants to support a global resolution on these terms. MADISON CLINIC: Gets Interim OK to Tap Altmann Law Firm as Counsel ------------------------------------------------------------------ The Madison Clinic for Applied Behavior Analysis, LLC received interim approval from the U.S. Bankruptcy Court for the Northern District of Alabama to employ Altmann Law Firm, LLC as its counsel. The firm will render these services: (a) advise the Debtor with respect to its powers and duties in the continued management of its financial affairs and property; and (b) perform any and all other necessary legal services for the Debtor. Steven Altmann, Esq., an attorney at Altmann Law Firm, will be paid at his hourly rate of $350 plus expenses incurred. The firm will require a retainer of $9,000. Mr. Altmann 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: Steven D. Altmann, Esq. Altmann Law Firm, LLC The Nomberg Law Firm 3940 Montclair Road, Suite 401 Birmingham, AL 35213 Telephone: (205) 882-5005 Email: steve@nomberglaw.com About The Madison Clinic for Applied Behavior Analysis The Madison Clinic for Applied Behavior Analysis, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ala. Case No. 23-80259) on Feb. 14, 2023, with up to $50,000 in assets and up to $1 million in liabilities. Judge Clifton R. Jessup Jr. oversees the case. Steven Altmann, Esq., at Altmann Law Firm, LLC represents the Debtor as counsel. MAGNOLIA OFFICE: Non-Payment of UST Fees Raised in Objection ------------------------------------------------------------ The United States Trustee for Region 21, in furtherance of the administrative responsibilities imposed pursuant to 28 U.S.C. Sec. 586(a), submitted an objection to the Fifth Amended Disclosure Statement filed by Magnolia Office Investments, LLC. The U.S. Trustee points out that the Debtor remains delinquent in payment of U.S. Trustee's fees for the 3rd and 4th quarters 2022. The U.S. Trustee has raised this in prior objections. The U.S. Trustee further points out that as previously indicated the Debtor is NOT a small business debtor however it continues to file monthly operating reports using the incorrect form. Furthermore, the most recent report fails to contain the required attachments such as a check register or copies of checks. The U.S. Trustee has raised this in prior objections. The U.S. Trustee requests, that if the Fifth Amended Plan is not approved by the Court at the April 10, 2023 hearing, the Court should either dismiss or convert this case to Chapter 7. About Magnolia Office Investments Magnolia Office Investments, LLC, is a single asset real estate (as defined in 11 U.S.C. Sec. 101(51B)). It owns the commercial office building located at 1211 Governors Square Blvd., Tallahassee, Fla., which is valued at $5.5 million. Magnolia Office Investments sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-14044) on May 24, 2022. In the petition signed by Anand Patel, as managing member, Magnolia Office Investments listed as much as $10 million in both assets and liabilities. The case is assigned to Judge Erik P. Kimball. David L. Merrill, Esq., at The Associates, is the Debtor's legal counsel. MAKENA TRADING: Seeks to Hire Mark S. Roher as Bankruptcy Counsel ----------------------------------------------------------------- Makena Trading Corp., doing business as Makena Express, seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ The Law Office of Mark S. Roher, PA as its counsel. The firm will render these services: (a) advise the Debtor with respect to its powers and duties in the continued management of its business; (b) advise the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (c) prepare legal documents; (d) protect the interest of the Debtor in all matters pending before the court; and (e) represent the Debtor in negotiation with its creditors in the preparation of a plan. Mr. Roher will be paid at a discounted hourly rate of $400 plus expenses incurred. The Debtor has agreed to pay the firm a retainer of $7,000. Mr. Roher disclosed in a court filing that his firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Mark S. Roher, Esq. Law Office of Mark S. Roher, PA 1806 N. Flamingo Road, Suite 300 Pembroke Pines, FL 33028 Telephone: (954) 353-2200 Email: mroher@markroherlaw.com About Makena Trading Corp. Makena Trading Corp. filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-12637) on Apr. 3, 2023, with $1 million to $10 million in both assets and liabilities. Guillermo Gutierrez, president, signed the petition. Judge Scott M. Grossman oversees the case. The Law Office of Mark S. Roher, PA serves as the Debtor's counsel. MARY'S WOODS: Fitch Affirms LongTerm IDR at 'BB', Outlook Stable ---------------------------------------------------------------- Fitch Ratings has affirmed Mary's Woods at Marylhurst, OR's (MWM) Issuer Default Rating (IDR) at 'BB'. Fitch has also affirmed the 'BB' ratings on the series 2018A revenue bonds issued by the Hospital Facility Authority of Clackamas County, OR, and the series 2017A revenue bonds issued by the Public Finance Authority on behalf of MWM. The Rating Outlook is Stable. Entity/Debt Rating Prior ----------- ------ ----- Mary's Woods at Marylhurst (OR) LT IDR BB Affirmed BB Mary's Woods at Marylhurst (OR) /General Revenues/1 LT LT BB Affirmed BB SECURITY The bonds are secured by a pledge of obligated group gross revenues, a mortgage lien on certain property and a debt service reserve fund. ANALYTICAL CONCLUSION The 'BB' rating reflects the expected resilience of MWM's financial profile through Fitch's forward-looking scenario analysis, despite MWM's thin leverage and capital-related metrics resulting from debt issuances in 2017 and 2018. The rating is supported by MWM's strong revenue defensibility, highlighted by solid independent living unit (ILU) occupancy rates and a sound overall operating risk profile assessment. While MWM continues to face macroeconomic pressures largely related to labor costs, Fitch expects with the stabilization of the ILU expansion project (The Village), cash flow generation should improve, contributing to stabilization of leverage metrics over the next several years. KEY RATING DRIVERS Revenue Defensibility: 'a' Strong Demand Indicators Bolstered by Quality Service Area MWM's strong revenue defensibility reflects its single site nature in a solid primary market area (PMA) coupled with the organization's strong historical occupancy levels. MWM's PMA benefits from population growth exceeding national averages and median household income levels that are well above state and national averages. Over the last four years, ILU occupancy has averaged 94%, assisted living unit (ALU) has averaged 73% and memory care (MC) has averaged 82%. As of Dec. 31, 2022, ILU occupancy was 93.9%. However, in recent years non-ILU occupancy has lagged, affected by the coronavirus pandemic disrupting the fill-up of the recent project's ALUs, and ongoing macroeconomic labor challenges. ALU occupancy measured about 64% at FYE 2021 and 70% at Dec. 31, 2022. MC initially held up well during the pandemic, declined to 57% at FYE 2021, but has since rebounded to 74% as of Dec. 31, 2022. Given the robust demand for ILUs, long term Fitch believes ALU and MC occupancy rates should continue to rebound over time. MWM's weighted average entrance fees (WAEFs) are approximately $469 thousand compared to the typical home price in Clackamas County of about $586 thousand according to Zillow. Management reports that average resident net worth is well above its entrance fees. As a result, entrance fees remain affordable. MWM has regular entrance fee and monthly service fee increases and a solid waitlist of approximately 590 potential residents, which further supports the strong revenue defensibility assessment. Operating Risk: 'bbb' Near-Term Operating Pressures; Long-Term Metrics Should Improve MWM offers Type B contracts, with the majority of residents on 80% refundable contracts, and the remaining residents in either 50% refundable or no-refundable contracts. MWM's midrange operating risk assessment reflects its very healthy average age of plant given the completion of their recent expansion project, offset somewhat by historically weaker operating metrics that continued into fiscal 2022. Given consistent demand, Fitch expects overall occupancy rates to continue to improve over the next couple of years. The operating ratio, net operating margin (NOM) and NOM-adjusted have averaged 109.5%, 2.9% and 16.6% over the last five years, which Fitch believes is adequate for the current rating. In recent years, operating metrics have been disrupted by the pandemic; MWM experienced slower turnover in existing ILUs resulting in lighter net entrance fees received in fiscals 2020 and 2021. Additionally, many residents postponed moving through the continuum of care during the pandemic. In fiscal 2022, entrance fees rebounded sharply, with net entrance fees of approximately $14.1 million. However, MWM faced increased labor expenses and inflation pressures throughout fiscal 2022, and the operating ratio, NOM and NOM-adjusted were 121.3%, negative 6.6% and 26% in fiscal 2022. Longer term, Fitch expects MWM's core operating metrics to rebound to levels more consistent with historical trends. Fitch anticipates moderate capital spending going forward following a recent period of high capex related to The Village expansion project. Over the past five years, capex to depreciation has averaged 657.9%. As a result of the robust capex, MWM's average age of plant measured a very low 7.1 years at FYE 2022. MWM's capital-related metrics remain modest due to significant debt issued to fund the expansion project. In fiscal 2022, revenue-only maximum annual debt service (MADS) coverage was 0.04x and MADS-to-revenue was a high 22.7%. History of debt-to-net available was 26.9x over the past five years. While MWM remains leveraged, Fitch expects the completion of expansion project and stabilization of the new ILUs should result in moderately improved capital-related ratios over time. Financial Profile: 'bb' High Debt Load Results in Thin Leverage Metrics In context of MWM's strong revenue defensibility and midrange operating risk assessments, Fitch expects that MWM will maintain a financial profile that is largely consistent with the 'bb' assessment through Fitch's forward-looking scenario analysis. MWM had unrestricted cash and investments measuring at approximately $43.4 million at FYE 2022. Cash on hand remained sound at 391 days at FYE 2022. Cash-to-adjusted debt, however, remains compressed, measuring approximately 22.1% at FYE 2022, inclusive of operating leases. Total debt is about $196.2 million. The lease debt is related to MWM's ground lease as the campus is situated on land owned by the Sisters and MWM leases the land under a ground lease from the Sisters. The lease obligation represents the funding level for a hypothetical purchase of the leased asset and is included in Fitch's core leverage metrics. Fitch's forward-looking scenario analysis shows MWM's balance sheet remaining leveraged, although capital-related ratios should stabilize and improve over time. Even in a stress case scenario, ratios remain consistent with Fitch's 'BB' category. Asymmetric Additional Risk Considerations There are no asymmetric risk factors affecting the rating. RATING SENSITIVITIES Factors that could, individually or collectively, lead to negative rating action/downgrade: - Deterioration in unrestricted liquidity leading to weaker capital-related metrics, particularly if cash-to-adjusted debt were sustained below 15%; - Failure to meet future covenant requirements. Factors that could, individually or collectively, lead to positive rating action/upgrade: - Improvement and stabilization in operating metrics; - Significant improvement in leverage position with cash-to-adjusted debt sustained at 40% or higher. CREDIT PROFILE MWM is a Type B life plan community (LPC) that opened in 2001 in Lake Oswego in Oregon's Willamette Valley, on land owned by the Sisters of the Holy Names of Jesus and Mary (the Sisters). Mary's Woods operates a LPC consisting of 479 ILUs, 125 ALUs and 23 MC units, which includes new units from the recent expansion. In 2019, management transitioned the remaining five skilled nursing beds into ALUs and no longer has skilled nursing facility (SNF) exposure. Total operating revenues measured approximately $37.8 million in audited fiscal 2022 (June YE). Sources of Information In addition to the sources of information identified in Fitch's applicable criteria specified below, this action was informed by information from Lumesis. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. MATRIX PARENT: $160M Bank Debt Trades at 40% Discount ----------------------------------------------------- Participations in a syndicated loan under which Matrix Parent Inc is a borrower were trading in the secondary market around 60.5 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $160 million facility is a Term loan that is scheduled to mature on March 1, 2030. The amount is fully drawn and outstanding. Matrix Parent, Inc. does business as Mobileum. Matrix operates across four main businesses ranked as following in descending order by revenue contribution: Roaming and Network Services; Fraud, Security and Business Assurance; Testing and Service Assurance; and Engagement and Experience. Matrix pioneered the development of mobile roaming steering software used broadly among telecom operators. MENACHEM LAND: Seeks to Hire Iskander Law as Bankruptcy Counsel --------------------------------------------------------------- Menachem Land, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Iskander Law as its general bankruptcy counsel. The firm will render these services: (a) advise the Debtor of its duties, powers, and responsibilities; (b) advise the Debtor with respect to the rights and remedies of its bankruptcy estate and the rights, claims, and interests of all parties in interest; (c) represent the Debtor in all hearings and proceedings in the Bankruptcy Court involving its estate and in all related meetings and negotiations with representatives of the creditors and other parties in interest; (d) take all necessary actions to protect and preserve the Debtor's estate; (e) take all action necessary to prepare an amended disclosure statement and negotiate, prepare, and obtain approval of an amended Chapter 11 plan and related required documents; (f) prepare employment and fee applications for the Debtor's professionals; (g) prepare and file all pleadings and other court filings; and (h) perform all other necessary legal services in connection with the prosecution of this Chapter 11 case. The hourly rates of the firm's counsel and staff are as follows: Mario Iskander $400 Paralegals $200 In addition, the firm will seek reimbursement for expenses incurred. Mario Iskander, Esq., an attorney at Iskander Law, disclosed in a court filing that his firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Mario Iskander, Esq. Iskander Law 1110 E. 6th Street Santa Ana, CA 92701 Telephone: (240) 439-1970 Email: mario@iskanderlaw.com About Menachem Land Menachem Land, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-14634) on Aug. 25, 2022. In the petition filed by its managing member, Jane Un, the Debtor reported between $1 million and $10 million in both assets and liabilities. Judge Vincent P. Zurzolo oversees the case. Stephen R. Wade, Esq., at the Law Offices of Stephen R. Wade P.C., is the Debtor's counsel. MH SUB I: S&P Rates New $4.7BB First-Lien Term Loan 'B' ------------------------------------------------------- S&P Global Ratings assigned its 'B' issue-level rating and '3' recovery rating to online media and client services company MH Sub I LLC's (doing business as WebMD and Internet Brands) proposed $4.7 billion first-lien term loan. The '3' recovery rating indicates its expectation for meaningful (50%-70%; rounded estimate: 60%) recovery in the event of a payment default. S&P views the term loan as leverage neutral and believe it will extend the company's weighted average debt maturity. The company will use the net proceeds from the proposed term loan to refinance part of its debt structure by paying down $4.7 billion of its existing first-lien term loans due 2024. S&P said, "The new term loan will mature in 2028, which we believe will meaningfully improve the company's debt maturity profile. However, we don't expect the new term loan to reduce the company's substantial annual interest expense of more than $450 million." The negative outlook reflects the risk that the company's free operating cash flow (FOCF) to debt will remain well below 5% due to elevated SOFR rates, potentially softer advertising demand over the next 12 months, and lower-than-expected profitability. S&P could lower its issuer credit rating on MH Sub I if it expects its FOCF to debt will remain well below 5% due to: -- Continued elevated or higher-than-projected SOFR rates; -- Weaker-than-expected advertising demand that results in flat or negative revenue growth; -- Poor cost management such that EBITDA margins do not materially improve over the next 12 months; or -- Unfavorable interest costs on the company's first-lien debt due 2024 as it is refinanced. S&P could revise its outlook to stable if: -- The company refinances its 2024 debt maturities well ahead of when they become current at affordable interest rates; and -- S&P expects it will generate FOCF to debt of 5% or above, increase its revenue by at least the low single-digit percent area, and improve its EBITDA margins to the high-30% area. ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors -- S&P's simulated default scenario assumes a default in 2026 because of a failure to adequately integrate acquisitions, the loss of revenue in its core businesses, softness in advertising markets that may coincide with a prolonged economic recession, or an unsustainable capital structure due to a large debt-financed dividend. -- S&P believes its lenders would pursue a reorganization rather than a liquidation in a hypothetical default to maximize their recoveries. -- MH Sub I's capital structure comprises a $300 million first-lien revolving credit facility due in 2026, the proposed $4.7 billion first-lien term loan due in 2028, and a $575 million second-lien term loan facility due in 2029. -- S&P understands that substantially all of the company's material subsidiaries guarantee the credit facility and their assets form collateral for the credit facility. -- Other default assumptions include an 85% draw on the revolving credit facility, U.S. benchmark rate is 2.5%, and all debt amounts include six months of prepetition interest. Simulated default assumptions -- Year of default: 2026 -- EBITDA at emergence: About $485 million -- EBITDA multiple: 6.5x Simplified waterfall -- Net enterprise value (after 5% administrative costs): About $3 billion -- First-lien debt claims: About $4.8 billion --Recovery expectations: 50%-70% (rounded estimate: 60%) -- Second-lien debt claims: About $600 million --Recovery expectations: 0%-10% (rounded estimate: 0%) MISS BRENDA: Seeks Cash Collateral Access ----------------------------------------- Miss Brenda LLC and Sea West Inc. ask the U.S. Bankruptcy Court for the District of Alaska at Anchorage for authority to use cash collateral and provide adequate protection. Trident Seafood Corporation holds an interest in the cash collateral of Miss Brenda. Trident is the assignee of a loan from the People's Bank to the Debtor in the original principal amount of $750,000. The People's Bank Loan documents include a Commercial Security Agreement providing a grant of a security interest by the Debtor Miss Brenda in the substantially all of its personal property. A UCC-1 financing statement was filed to perfect the People's Bank security interest with the Alaska Department of Natural Resources on April 25, 2018, recording number 20180072125 for which a continuation statement was filed on December 8, 2022, recording number 20220190364. In addition, the People's Bank loan included a first position preferred ship mortgage on the fishing vessel Miss Brenda, which had a survey value of $1.2 million as of May 2021. As of the Petition Date, the Debtor calculated the outstanding balance on the People's Bank Loan as $626,934. The loan agreement provides for non-default interest at the rate of six percent per annum and a default rate of 12% per annum. The Debtor Sea West is obligated to Trident on a separate loan in amount that Debtor Sea West calculates as $255,223 as of the Petition Date. Trident calculates the loan balance as higher, with the difference due to the application or non-application of approximately $70,000 in funds held by Trident on account of Sea West. The Sea West loan is secured by a first position preferred ship mortgage on Debtor Sea West's vessel, Northern Dawn, and a second position preferred ship mortgage on Miss Brenda. As of the Petition Date, Debtor Miss Brenda held and holds approximately $41,304 in its bank account, constituting Trident's prepetition cash collateral to secure the People's Bank Loan. Insurance premium payments for the vessels Miss Brenda and Northern Dawn is due on May 1, 2023 in the respective amounts of $13,448 and $8,923 (half of the annual premium for each). Trident agrees it is in its best interest that the vessels remain insured and has agreed to the use of its cash collateral to pay the Insurance Premiums, in exchange for a replacement lien in post-petition cash collateral generated by Debtor Miss Brenda as adequate protection for the diminution of the value of its cash collateral as of the Petition Date based upon the Debtor's use thereof. As adequate protection, Trident will be granted a replacement lien in any post-petition cash collateral generated by Miss Brenda LLC to the same extent and in the same validity and priority as Trident's lien in prepetition collateral. A copy of the motion is available at https://bit.ly/415RAud from PacerMonitor.com. About Miss Brenda LLC Miss Brenda LLC is part of the fishing industry. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Alas. Case No. 23-00041) on March 16, 2023. In the petition signed by Jack D. Berntsen, manager, the Debtor disclosed $1,530,826 in assets and $626,933 in liabilities. Christine M. Tobin-Presser, Esq., at Bush Kornfeld LLP, represents the Debtor as legal counsel. MOBIQUITY TECHNOLOGIES: Board Elects Byron Booker as Director ------------------------------------------------------------- Mobiquity Technologies, Inc. announced in its Form 10-K that Peter Zurkow resigned from the Board as planned for personal reasons. On April 4, 2023 the Company's Board elected Byron Booker as an independent director to fill the vacancy resulting from Mr. Zurkow's resignation and to serve as a member of the Company's Audit Committee, Nominating Committee and Executive Compensation Committee. Byron Booker, age 49, is the CEO of Lookhu Inc., a multi-channel streaming platform which he founded in 2014. He is a seasoned entrepreneur in the entertainment industry with extensive experience in live streaming, content licensing, video production, and music production, having secured deals with Sony ATV and Universal Music Group, in addition to working with renowned artists such as Chris Brown, Rihanna, P Diddy and Pit Bull. Mr. Booker's most recent work includes the executive production of the visual album titled "Raydemption," featuring celebrities such as Ray J, Princess Love, FloRida, Brandy, and Snoop Dogg. He has also produced successful films and live events alongside social media influencers Vitaly, Tim Delghetto, Tonio Skitz, and Kinsey Wolanski, featuring movie icons Danny Trejo and Tiny Lister, including the all-time record for any event at the South by Southwest film festival in 2013 with over 300,000 concurrent streams. He is also chairman of the Recording Artists Guild, an association of over 12,000 recording artists worldwide, which he founded in 2009. Mr. Booker received a bachelor's degree in business studies from Dallas Baptist University. Mr. Booker has been granted under the Company's stock option plan five year vested non-statutory options to purchase 25,000 common shares at an exercise price of $.22 per share exercisable at any time after the date of grant. He will also receive the same cash consideration per month that is paid to other Board members. About Mobiquity Technologies Inc. Headquartered in Shoreham, NY, Mobiquity Technologies, Inc. is a next-generation marketing and advertising technology and data intelligence company which operates through its proprietary software platforms in the programmatic advertising space. The Company's product solutions are comprised of two proprietary software platforms: its advertising technology operating system (or ATOS) platform; and its data intelligence platform. Mobiquity Technologies reported a net loss of $8.06 million for the year ended Dec. 31, 2022, compared to a net loss of $18.33 million for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $2.63 million in total assets, $2.65 million in total liabilities, and a total stockholders' deficit of $10,830. Palm Beach Gardens, FL-based D. Brooks & Associates, the Company's auditor since 2022, issued a "going concern" qualification in its report dated March 31, 2023, citing that the Company has incurredoperating losses, has incurred negative cash flows from operations and has an accumulated deficit. These and other factors raise substantial doubt about the Company's ability to continue as a going concern. MODERN MEN: Says Creditors to Recover 100% in Sale Plan ------------------------------------------------------- Modern Men Developers LLC submitted a Disclosure Statement pursuant to Section 1125 of the Bankruptcy Code and in conjunction with its Plan of Reorganization. The Debtor is the proponent of this Plan as well as the Disbursing Agent. This Plan provides for distributions to the holders of allowed claims from the sale of Real Estate commonly known as 7532 S. Champlain Avenue, Chicago, Illinois 60619 ("The Champlain Property"). The Debtor's Plan of Liquidation provides that Debtor shall list the Champlain Property for sale with an agent approved by the bankruptcy court within 30 days of the filing of this Plan of Liquidation. All creditors will be paid from the proceeds of sale. In general, the Debtor will pay Administrative Claims (One Class), Impaired Secured Creditor (1 Claim), Impaired General Unsecured Creditors (5 Claims). It is believed that all creditors will receive 100% of their allowed claim. Under the Plan, Class 2 General Unsecured Claims total $43,183.40. The claims consisting of City of Chicago Department of Law - $1,037.17; City of Chicago Department of Law - $12,817.40; T-Mobile USA Inc. - $3,605.95; Peoples Gas Light and Coke Company - $19,322.88; and Village of Maywood - $6,400.00 shall be paid Pro Rata at closing on the Champlain Property subject to the First Mortgage and unpaid administrative expenses. (Debtor predicts all unsecured creditors shall be paid 100% of their allowed claims). Class 2 is impaired. The Debtor will make all payments upon the liquidation of the Champlain Property. Counsel for the Debtor: Paul M. Bach, Esq. Penelope N. Bach, Esq. BACH LAW OFFICES, INC. P.O. Box 1285 Northbrook, IL 60062 Tel: (847) 564-0808 A copy of the Disclosure Statement dated April 5, 2023, is available at https://bit.ly/3Um52b5 from PacerMonitor.com. About Modern Men Developers Modern Men Developers LLC filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ill. Case No. 23-00147) on Jan. 5, 2023. The Debtor is represented by Bach Law Offices, Inc. MUSIC GETAWAYS: Files Emergency Bid to Use Cash Collateral ---------------------------------------------------------- Music Getaways LLC sought and obtained authority from the U.S. Bankruptcy Court for the District of California, Northern Division, to use cash collateral on an emergency basis. In its Motion, the Debtor sought access to the cash collateral of its secured creditors: * 24 Capital, * Alternative Funding Group Corp., * Castro Investments, LLC, * Pearl Beta Funding, LLC, and * Wolters Kluwer Lien Solutions. The Debtor requires access to cash collateral to pay the reasonable expenses it incurs during the ordinary course of its business. In January 2023, the Debtor arranged for three events scheduled at the Hard Rock Punta Cana location, but while one of the events was underway, the hotel cancelled the other two events with only 24 hours' notice. This caused massive customer merchant chargebacks, depleting the Debtor's funds and causing major public relations problems for future business. The Debtor entered Chapter 11 bankruptcy to continue its ongoing business and repair its business reputation, while also repaying existing debts. The Debtor currently has four events on sale for 2023 in Los Cabos and Cancun. The Debtor believes it has a high likelihood of successful reorganization. The Debtor has already partnered with new venues, is currently selling for events in the remainder of 2023, and is planning events for 2024. The Debtor's secured creditors -- according to priority of UCC-1 recordings -- are: 1. Wolters Kluwer Lien Solutions, with an unknown claim amount secured by a UCC statement filed on October 25, 2022. 2. 24 Capital with an estimated balance of $432,746. UCC-1 Statement as filed on November 3, 2022. 3. Pearl Beta Funding LLC, with an estimated balance of $314,895. UCC-1 Statement was filed on December 27, 2022. 4. Castro Investments, LLC, with an estimated balance of $500,000. UCC-1 Statement was filed on January 10, 2023. 5. Alternative Funding Group Corp., with an estimated balance of $594,656. UCC-1 Statement was filed on January 27, 2023. The Debtor's priority unsecured creditors include the California Department of Tax and Fees, and Internal Revenue Service, for amounts not known at this time. The Debtor's unsecured creditors include booking agent commissions, advertising, cancellation fees, call center services, customer refunds, and delinquent rent, with an estimated total balance of $3,811,624. The value of the Debtor's assets as of the petition date is estimated at $54,747. Based on the value of the assets, except for Alternative Funding, all other junior licnholders are fully undersecured. As a result, the Debtor will not be proposing any adequate protection payments to undersecured creditors. The Debtor is proposing $2,000 monthly adequate protection payments to Alternative Funding while it works with its counsel in negotiating plan treatment stipulations with its creditors and formulating its reorganization plan. As additional adequate protection, the Secured Creditors will receive a replacement lien on all post-petition revenues of the Debtor to the same extent, priority and validity that each respective lien attached to the cash collateral. The scope of each 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 Court will hold another hearing on the Debtor's request on May 16, 2023, at 2:00 p.m. A copy of the motion is available at https://bit.ly/3GCsbjU from PacerMonitor.com. About Music Getaways LLC Music Getaways LLC arranges and schedules music events. It was formed in 2019. The majority of the Company's events were held at Hard Rock Hotels, and the Company received a contract with Hard Rock Hotels to produce shows for their time share customers. Music Getaways sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-10256) on April 6, 2023. In the petition signed by Warren D. Hill, managing member, the Debtor disclosed up to $100,000 in assets and up to $10 million in liabilities. Judge Ronald A. Clifford III oversees the case. Michael Jay Berger, Esq., at Law Offices of Michael Jay Berger, represents the Debtor as legal counsel. NATIONAL CINEMEDIA: $270M Bank Debt Trades at 66% Discount ---------------------------------------------------------- Participations in a syndicated loan under which National CineMedia LLC is a borrower were trading in the secondary market around 34 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $270 million facility is a Term loan that is scheduled to mature on June 20, 2025. About $257.2 million of the loan is withdrawn and outstanding. National CineMedia, LLC owns and operates movie theaters. The Company offers entertainment content, advertising, and movie screening services. NATIONAL REALTY: Unsecureds Will Get 100% of Claims in Joint Plan ----------------------------------------------------------------- National Realty Investment Advisors, LLC and its Debtor Affiliates together with the Official Committee of Unsecured Creditors filed with the U.S. Bankruptcy Court for the District of New Jersey a Disclosure Statement for the Joint Chapter 11 Plan of Liquidation dated April 11, 2023. The Debtors commenced the Chapter 11 Cases on June 7, 2022 in order to provide the Debtors with a breathing-spell to prevent a disorderly liquidation of their estates through investor redemption requests and to reject and/or terminate disadvantageous executory contracts and unexpired leases. At the time the Chapter 11 Cases were filed, the Debtors were under investigation by and/or received subpoenas and/or requests for information from the United States Attorney's Office for the District of New Jersey, the United States Securities and Exchange Commission, the New Jersey Bureau of Securities, the Illinois Securities Department and the Alabama Securities Commission. To the best of the Debtors' knowledge, they were under investigation because of the fraudulent scheme allegedly perpetrated over several years by numerous individuals. After considering the pending investigations and the determination made by the Debtors' existing management that the Debtors were not able to satisfy their debts as they came due, these Chapter 11 Cases and the application of the automatic stay in section 362 of the Bankruptcy Code were necessary for investors, creditors, and other stakeholders to recover as much money as possible on their investments. In these Chapter 11 Cases, the Plan contemplates a liquidation of all the Debtors and is therefore referred to as a plan of liquidation. The Debtors' assets largely consist of real properties, Cash, and the Liquidation Trust Actions under the Plan. The Liquidation Trust Actions include, but are not limited to, causes of action, claims, remedies, or rights that may be brought by or on behalf of the Debtors or the Estates under chapter 5 of the Bankruptcy Code and related statutes or common law, as well as any other claims, rights, or causes of action held by the Debtors' Estates. The Plan has two principal components: (a) substantive consolidation of the Debtors and (b) the Contributing Investor Settlement. The Plan presently contemplates the creation of a Liquidation Trust and Wind-Down Entities, as well as the appointment of a Liquidation Trustee and a Wind-Down CEO, who will administer and liquidate all remaining property of the Debtors and their Estates, subject to the oversight of the Liquidation Trust Advisory Board. The Plan Proponents are considering alternative corporate structures for the post-Effective Date liquidation entity in order to minimize costs and avoid negative tax consequences for investors. The Plan Proponents reserve the right to pursue an alternative corporate structure prior to or at the Confirmation Hearing if it is determined that an alternative post-confirmation corporate governance structure is in the best interests of the Debtors' Estates and stakeholders. The Plan also provides for Distributions to be made to certain Holders of Administrative Claims, Professional Fee Claims, Priority Tax Claims, Priority Non-Tax Claims, Third-Party Mortgage Claims, Non-Investor General Unsecured Claims, Investor Claims, and any Allowed JVA Claims, and Subordinated Claims (if any), and for the funding of the Liquidation Trust and the Wind-Down Entities. The Plan also provides for substantive consolidation as of the Effective Date of all Debtors into the Liquidation Trust. Finally, the Plan provides for the dissolution and wind-up of the affairs of all the Debtors other than NRIA, and the administration of any remaining assets of the Debtors' Estates by the Liquidation Trustee or the Wind-Down CEO, as applicable. Class 4 consists of Non-Investor General Unsecured Claims. In full satisfaction, settlement, and release of and in exchange for such Claims, the Holders of Allowed Class 4 Claims will receive, following payment of Allowed Administrative Expense Claims, Priority Tax Claims, Class 1 Claims, Class 2 Claims, and Class 3 Claims, payment in full on account of such Allowed Class 4 Claims. The allowed unsecured claims total $5,200,000 - $11,100,000. This Class will receive a distribution of 100% of their allowed claims. Class 4 is Unimpaired. Class 8 consists of all Equity Interests in the Debtors. Equity Interests in the Debtors shall not be entitled to, and shall not, receive or retain any property or interest in property under the Plan on account of such Equity Interests. As of the Effective Date, all Equity Interests in the Debtors shall be deemed void, cancelled, and of no further force and effect. Class 8 is deemed to have rejected the Plan and, therefore, Holders of Equity Interests in the Debtors are not entitled to vote on the Plan. The Plan provides for the disposition of substantially all the Estate Assets and the distribution of the net proceeds thereof to Holders of Allowed Claims, consistent with the priority provisions of the Bankruptcy Code. The Plan will be implemented by various acts and transactions as set forth in the Plan, including, among other things, the establishment of the Liquidation Trust, the appointment of the Liquidation Trustee, the Wind-Down CEO, and the Liquidation Trust Advisory Board, and the making of Distributions by the Liquidation Trust in accordance with the Plan. A full-text copy of the Disclosure Statement dated April 11, 2023 is available at https://bit.ly/41cgqso from Omni Agent Solutions, claims and noticing agent. Counsel to the Debtors: SILLS CUMMIS & GROSS, P.C. S. Jason Teele, Esq. Daniel J. Harris, Esq. Gregory A. Kopacz, Esq. One Riverfront Plaza Newark, New Jersey 07102 Telephone: (973) 643-7000 Counsel to the Official Committee of Unsecured Creditors: ICE MILLER LLP Louis T. DeLucia, Esq. Alyson M. Fiedler, Esq. 1500 Broadway, 29th Floor New York, New York 10036 Telephone: (212) 835-6312 Daniel Polatsek, Esq. Michael W. Ott, Esq. 200 W. Madison St., Suite 3500 Chicago, Illinois 60606 Telephone: (312) 726-6245 About National Realty Investment National Realty Investment Advisors, LLC is a luxury-homes developer based in Secaucus, N.J. National Realty Investment Advisors and 102 affiliates, including NRIA Partners Portfolio Fund I, LLC, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Lead Case No. 22-14539) on June 7, 2022. In the petition filed by its independent manager, Brian Casey, National Realty Investment Advisors listed up to $50,000 in both assets and debt. NRI Partners Portfolio listed assets between $50 million and $100 million and liabilities between $500 million and $1 billion. Judge John K. Sherwood oversees the cases. S. Jason Teele, Esq., at Sills Cummis & Gross P.C., is the Debtors' counsel. Omni Agent Solutions is the claims and noticing agent. The U.S. Trustee for Regions 3 and 9 appointed an official committee of unsecured creditors on June 30, 2022. The committee is represented by Ice Miller, LLP. NAUTILUS POWER: $728.6M Bank Debt Trades at 39% Discount -------------------------------------------------------- Participations in a syndicated loan under which Nautilus Power LLC is a borrower were trading in the secondary market around 60.6 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $728.6 million facility is a Pik Term loan that is scheduled to mature on May 16, 2024. About $573.1 million of the loan is withdrawn and outstanding. Nautilus Power, LLC provides utility services. The Company generates, transmits, and distributes electric energy. NEP GROUP: $240M Bank Debt Trades at 24% Discount ------------------------------------------------- Participations in a syndicated loan under which NEP Group Inc is a borrower were trading in the secondary market around 76.3 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $240 million facility is a Term loan that is scheduled to mature on October 19, 2026. The amount is fully drawn and outstanding. NEP Group Inc is a United States-based company. The Company provides broadcasting services. The Company is a supplier to broad spectrum of content across both sports and entertainment. The Company offers outside broadcast, studio production, audio, lighting and media management services. NEW HAPPY FOOD: Court Approves Disclosure Statement --------------------------------------------------- Judge Jeffery W. Cavender has entered an order approving the Disclosure Statement of New Happy Food Company, et al., for solicitation purposes. The Court will hold an initial telephonic hearing for announcements on Confirmation of the Plan at the following number: toll-free number: 833-568-8864; meeting id: 160 459 5648, at 11:00 A.M. on May 18, 2023, in Courtroom 1203, United States Courthouse, 75 Ted Turner Drive, SW, Atlanta, Georgia 30303. May 11, 2023, is fixed as the last day for filing and serving written objections to confirmation of the Plan. May 11, 2023, is fixed as the last day for filing written acceptances or rejections of the Plan. Attorneys for the Debtor: William A. Rountree, Esq. Elizabeth A. Childers, Esq. ROUNTREE LEITMAN KLEIN & GEER, LLC Century Plaza I, 2987 Clairmont Road, Suite 350 Atlanta, GA 30329 Tel: (404)584-1238 E-mail: wrountree@rlkglaw.com echilders@rlkglaw.com About New Happy Food Company New Happy Food Company operates a grocery store in Atlanta, Ga. Its affiliate, NHC Food Company Inc. operates a warehouse business. New Happy Food Company and NHC Food Company sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Lead Case No. 21-54898) on June 29, 2021. In the petition signed by You Nay Khao, owner, NHC Food Company disclosed total assets of up to $1 million and total liabilities of up to $10 million. Meanwhile, New Happy Food Company listed up to $500,000 in assets and up to $10 million in liabilities. The Debtors tapped Rountree, Leitman & Klein, LLC as legal counsel and Chang Company, CPAs, PC as accountant. NEWAGE INC: Taps Grant Thornton to Provide Additional Tax Services ------------------------------------------------------------------ NewAge, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Grant Thornton LLP to provide additional tax services. The firm will render these additional services: (a) assist in developing and performing a claims review for tax types and appropriate respondents; (b) confer with the Debtors' counsel and their third-party restructuring firm to identify appropriate actions to take with respect to such claims; (c) utilize payroll tax specialists and income tax specialists to review the Debtors' records relating to the tax claims; ` (d) gather documentation to dispute certain estimated tax claims; and (e) prepare identified payroll tax forms to close out the claims process. Grant Thornton is voluntarily writing off all time spent on its bankruptcy tax claim services from September 2022 through November 2022, which results in an aggregate discount of $3,705 in fees. MK Mortensen, a partner at Grant Thornton, 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: MK Mortensen Grant Thornton LLP 155 North 400 West, Suite 135 Salt Lake City, UT 84103 Telephone: (801) 415-1040 Email: mk.mortensen@us.gt.com About NewAge Inc. NewAge Inc. (Nasdaq: NBEV) -- http://www.NewAgeGroup.com/-- a Utah-based company, commercializes a portfolio of organic and healthy products worldwide primarily through a direct-to-consumer (D2C) route to market distribution system across more than 50 countries. The company competes in three major category platforms including health and wellness, inner and outer beauty, and nutritional performance and weight management. NewAge Inc. and certain of its subsidiaries, Ariix LLC, Morinda Holdings, Inc., and Morinda, Inc., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 22-10819) on August 30, 2022. NewAge reported total assets of $310,902,000 against total liabilities of $149,447,000 as of the bankruptcy filing. Judge Laurie Selber Silverstein oversees the cases. The Debtors tapped Greenberg Traurig, LLP as bankruptcy counsel and SierraConstellation Partners, LLC as financial advisor. Houlihan Lokey Capital, Inc. conducted the pre-bankruptcy marketing process for the Debtors. Stretto is the claims agent. The U.S. Trustee for Region 3 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases on Sept. 14, 2022. Cole Schotz P.C. and Dundon Advisers LLC serve as the committee's legal counsel and financial advisor, respectively. On Nov. 30, 2022, the Debtors filed a combined disclosure statement and joint Chapter 11 plan of liquidation. The plan was confirmed on March 1, 2023. NOBLE HEALTH: Taps Berman DeLeve Kuchan & Chapman as Counsel ------------------------------------------------------------ Noble Health Real Estate II LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Missouri to employ the firm of Berman, DeLeve, Kuchan & Chapman, LLC as its counsel. The firm will render these services: (a) advise the Debtor with respect to their rights and obligations as Debtor and regarding compliance with the Bankruptcy Code; (b) prepare and file any and all legal documents which may be required in this proceeding; (c) represent the Debtor at the meeting of creditors, confirmation, and related hearings and any continued or adjourned hearings thereof; (d) solicit consents to the Debtor's proposed plan of reorganization, disclosures and communications with creditors relating thereto, and securing confirmation of said plan; (e) represent the Debtor with respect to any matters that may arise in connection with its reorganization proceeding and the conduct and operation of its business; and (f) examine claims of creditors in order to determine their validity, priority, and amount; advise the applicants in connection with legal problems. Prior to the petition date, the Debtor paid the firm a retainer of $18,500. The hourly rates of the firm's counsel and staff are as follows: Ronald S. Weiss $350 Joel Pelofsky $350 Paralegal Personnel $150 Document Maintenance Personnel $75 In addition, the firm will seek reimbursement for expenses incurred. Ronald Weiss, Esq., an attorney at the firm of Berman, DeLeve, Kuchan & Chapman, 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: Ronald S. Weiss, Esq. Joel Pelofsky, Esq. Berman, DeLeve, Kuchan & Chapman, LLC 1100 Main, Suite 2850 Kansas City, MO 64105 Telephone: (816) 471-5900 Facsimile: (816) 842-9955 Email: rweiss@bdkc.com jpelofsky@bdkc.com About Noble Health Real Estate II Noble Health Real Estate II, LLC is engaged in activities related to real estate. The company is based in Fulton, Mo. Noble Health Real Estate II filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Mo. Case No. 23-20100) on March 3, 2023. In the petition signed by Zev M. Reisman, general manager and corporate secretary, the Debtor disclosed up to $50,000 in assets and up to $50 million in liabilities. Judge Dennis R. Dow presides over the case. Ronald S. Weiss, Esq., and Joel Pelofsky, Esq., at Berman, DeLeve, Kuchan & Chapman, LLC serve as the Debtor's bankruptcy counsel. NORDSTROM INC: DBRS Confirms BB Issuer Rating, Stable Trend ----------------------------------------------------------- DBRS Limited changed the trend on Nordstrom, Inc.'s (Nordstrom or the Company) Issuer Rating to Stable from Positive and confirmed the Issuer Rating at BB. The trend change to Stable from Positive reflects Nordstrom's softer-than-expected operating performance over the last two quarters, especially during the crucial holiday season, and DBRS Morningstar's weakened earnings outlook amid a challenging macroeconomic backdrop because of decreased consumer purchasing power. That said, the rating confirmation at BB combined with the Stable trend reflects DBRS Morningstar's expectation that the Company will be able to navigate this environment within the context of the current rating category. Nordstrom's rating continues to be supported by its well-established reputation for customer service, size, market position, and leading digital capabilities as well as its increasingly diverse customer base and retail channels. The rating also considers Nordstrom's exposure to intensifying competition, economic cycles shifting consumer trends, and operational execution risks. On April 20, 2022, DBRS Morningstar confirmed the Company's Issuer Rating at BB and changed the trend to Positive from Stable. The confirmation and trend change reflected the ongoing recovery in Nordstrom's earnings as a result of the uptrend in consumer demand amid economic re-openings and were further supported by DBRS Morningstar's expectation that Nordstrom's operating margins will improve sequentially such that EBITDA moves toward $1.1 billion in F2022 and the debt-to-EBITDA leverage remains well within the 3.0 times (x) to 3.5x range on a normalized and sustained basis. DBRS Morningstar also noted in April 2022 that should credit metrics deteriorate (i.e., the debt-to-EBITDA ratio rises meaningfully above 3.5x on a sustained basis) as a result of weaker-than-expected operating performance, reinstated regulatory restrictions or substantial cost inflation, and/or more aggressive financial management, the trend could go back to Stable. Nordstrom reported steady topline recovery as net sales increased 8.8% during the nine months ended October 29, 2022, to $11.2 billion compared with $10.3 billion during the same period in 2021. However, EBITDA margins, at 6.4%, continued to remain substantially below DBRS Morningstar's expectations and were materially affected by higher markdowns and inflationary pressures on input cost and wages. Furthermore, on January 19, 2023, Nordstrom also provided an update on its holiday sales in advance of the release of its full fourth-quarter financials, disclosing significantly weaker-than-expected sales and margins for the nine-week holiday period ended December 31, 2022. Sales declined by 3.5% year over year during the period, and Nordstrom lowered its EBIT margin guidance for full-year F2022 to the 2.8% to 3.1% range from the 4.1% to 4.4% range, reflecting additional markdowns and margin pressures. As such, the Company now expects EBITDA for full-year F2022 to be approximately $1 billion, well below DBRS Morningstar's expectations, and forecasts the debt-to-EBITDA leverage to remain well above 3.5x at the end of F2022. Looking ahead, DBRS Morningstar believes Nordstrom's earnings will continue to be affected by decreased consumer discretionary spending and persistent inflationary cost pressures over the near term. DBRS Morningstar expects overall revenue to remain relatively flat in F2023, benefitting from inflationary price increases in full-price stores but fully offset by volume moderation as well as higher markdowns in the off-price stores, and only increase modestly by the low- to mid-single digits in F2024, benefitting from some volume recovery. DBRS Morningstar also expects margin recovery will continue to be challenged in a weaker trading environment and believes margins will remain considerably below the historic levels of 9% to 10% as inflationary cost pressures are only partially offset by efficiency improvements and cost-saving initiatives. As such, DBRS Morningstar forecasts EBITDA to improve only marginally toward $1.1 billion in F2023 and F2024. In terms of the Company's financial profile, DBRS Morningstar expects earnings pressure to weigh on operating cash flows, which DBRS Morningstar forecasts to be in the $750 million to $800 million range in F2023 and F2024. DBRS Morningstar also forecasts capital expenditures of approximately $500 million annually and primarily focused on technology and supply chain investments, while the Company's reinstated annualized dividend payments could grow toward $200 million by F2024. As such, DBRS Morningstar believes the Company will have limited free cash flow available for debt reduction and consequently forecasts the debt-to-EBITDA leverage to remain above 3.5x in F2023 and F2024. A positive rating action could occur if Nordstrom's operating performance is stronger than DBRS Morningstar's expectations such that financial leverage returns to below 3.5x levels on a normalized and sustainable basis. Conversely, a negative rating action could occur should credit metrics deteriorate further (i.e., the debt-to-EBITDA ratio rises to above 4x on a sustained basis) as a result of weaker-than-expected operating performance and/or more aggressive financial management. Notes: All figures are in U.S. dollars unless otherwise noted. NORMANDIE LOFTS: Taps Northmarq Realty as Real Estate Broker ------------------------------------------------------------ Normandie Lofts Ktown, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Northmarq Realty Services. The Debtor requires the services of a real estate broker in connection with the sale of its 50-unit apartment building located at 167 S. Normandie Ave., Los Angeles. The firm will get a commission of 2.5% of the sales price. Richard Brent Sprenkle, a partner at Northmarq Realty Services, 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: Richard Brent Sprenkle Northmarq Realty Services 841 Apollo #465, El Segundo, CA 90245 Tel: (310) 621-8221 About Normandie Lofts Ktown Normandie Lofts KTown LLC owns the "Normandie Lofts," which are affordable apartment units located at 167 Normandie Ave., Los Angeles. Normandie Lofts KTown filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 23-10125) on Jan. 30, 2023, with $1 million to $10 million in assets and $10 million to $50 million in liabilities. Edward Lorin, manager, signed the petition. Judge Martin R. Barash oversees the case. The Debtor is represented by Leslie A. Cohen, Esq., at Leslie Cohen Law, PC. NORTH JAX: Unsecureds to Split $20K via Quarterly Payments ---------------------------------------------------------- North Jax Concrete and Construction, LLC, filed with the U.S. Bankruptcy Court for the Middle District of Florida a Disclosure Statement describing Chapter 11 Plan dated April 11, 2023. The Debtor is a construction company that primarily operates as a subcontractor in the Jacksonville area for projects that include the installation and repair of underground utilities, and the installation of concrete on various types of commercial construction projects. The primary reason for filing is the Debtor's payroll tax debt that was incurred over the 5-7 years prior to filing, due to poor bookkeeping and tax advice. The Internal Revenue Service has recorded multiple liens against the Debtor's property. The Debtor sold its real property which significantly reduced the amount owed to the Internal Revenue Service. In addition, the Debtor has stabilized its business operations and has made consistent adequate protection payments to the IRS. This Plan provides for two classes of secured claims, one class of executory contract creditor(s), one class of general unsecured claims, and one class of equity security holders. This Plan also provides for the payment of administrative and priority claims. Class 4 consists of General Unsecured Claims. The general unsecured claims shall receive a total of $20,000.00 distributed pro rata in sixteen quarterly payments. The first payment will be due on or before December 31, 2023, and will continue to become due on or before the last day of each calendar quarter thereafter, with the last payment being due on or before September 30, 2027. Equity interest holder John C. Holton III will waive distributions under the Plan as additional new value consideration to retain his equity interest. This Plan of Reorganization proposes to pay creditors of the Debtor from cash flow from the normal operations of the Debtor's business and from the sale of Debtor's real property. A full-text copy of the Disclosure Statement dated April 11, 2023 is available at https://bit.ly/43yhHM9 from PacerMonitor.com at no charge. Counsel for the Debtor: Byron Wright III, Esq. Robert C. Bruner, Esq. Bruner Wright, PA 2810 Remington Green Circle Tallahassee, FL 32308 Telephone: (850) 385-0342 Facsimile: (850) 270-2441 Email: twright@brunerwright.com rbruner@brunerwright.com About North Jax Concrete and Construction North Jax Concrete and Construction, LLC, a company in Jacksonville, Fla., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-01206) on June 15, 2022. In the petition signed by its managing member, John C. Holton III, the Debtor listed $1 million to $10 million in both assets and liabilities. Judge Jacob A. Brown oversees the case. The Debtor tapped Byron Wright, III, Esq., and Robert C. Bruner, Esq., at Bruner Wright P.A. as bankruptcy attorneys; Georgia Evans of Professional Management Systems, Inc. as accountant; and Derek Denard of Leyton USA, Inc. as tax credit consultant. NORTHEASTERN ILLINOIS UNIVERSITY: Moody's Affirms Ba1 Issuer Rating ------------------------------------------------------------------- Moody's Investors Service has affirmed Northeastern Illinois University's Ba1 issuer rating, as well as the Ba2 rating on the certificates of participation (COP). Total debt outstanding was $43.7 million at the end of fiscal 2022. The outlook is stable. RATINGS RATIONALE The affirmation of the Ba1 issuer rating on Northeastern Illinois University (NEIU) is supported by the positive state funding outlook and solid liquidity, while also acknowledging the continued enrollment pressures leading to moderating operating performance through at least fiscal 2023. Challenging demographics and elevated competition have resulted in multiple years of declines in enrollment and net tuition revenue, the university's second largest revenue source. The university anticipates that enrollment will continue to trend down in fall 2023, even as it implements measures to address student market challenges. Favorably, the state's improving fiscal condition supports prospects for sustained growth in state appropriations, providing a stabilizing credit element for the university as it continues making critical expense adjustments to manage through enrollment and tuition revenue headwinds. An improved operating environment incorporates increased pension contributions by the state reducing the risk of the state shifting future pension liabilities and associated contributions to the university. Further, the university's liquidity and financial reserve coverage of debt each have grown stronger over the last five years, though capital spending has remained well below depreciation expense during this period, resulting in an elevated age of plant. The affirmation of the Ba2 ratings on the certificates of participation reflects the one notch distinction from the issuer rating due to the contingent nature of the obligation. RATING OUTLOOK The stable outlook acknowledges the university's improved state funding environment and strengthened liquidity profile, which help mitigate the continued student demand pressures and thinning operating performance. FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATINGS -- Significant improvement in brand and strategic positioning, reflected in enrollment and net tuition revenue growth and less reliance on the state to fund operations -- Material and sustained strengthening of operating performance -- For Certificates of Participation (COPs) bonds, sustained increase in university revenues and/or material increase in available funds FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATINGS -- Material reductions in state appropriations and operational support -- Failure to make progress towards stabilizing enrollment and net student revenue by fall 2024 -- Weakening of liquidity including reserve balances or an inability to return to at least breakeven operations by fiscal 2024 LEGAL SECURITY The Certificates of Participation (COP) debt is payable from both state appropriated funds and from budgeted legally available funds of the university including tuition and fees. Though the COPs are payable from NEIU's broad budget, the obligation to pay can be terminated under certain circumstances in the event that the university does not receive sufficient state appropriations and the board determines the university does not have other legally available funds. The University Facilities System (UFS) bonds are unrated and secured by the net revenue of the system, plus an additional pledge of student fees and tuition revenue, as needed. There is a rate covenant of 2.0x coverage of maximum annual debt service and an additional bonds test. There is no debt service reserve fund, and any surplus balances in the UFS may be released and used to support any lawful purpose. The debt service coverage ratio stood at 47.1x as of fiscal 2022, which was well above covenant provisions. PROFILE NEIU is a regional comprehensive public university with multiple campuses in the Chicago metropolitan area. It is designated by the US Department of Education as a Hispanic-Serving Institution. Fall 2022 full-time equivalent student enrollment was 3,757 students and fiscal 2022 operating revenue was approximately $170 million, as calculated by Moody's. METHODOLOGY The principal methodology used in these ratings was Higher Education Methodology published in August 2021. NOVABAY PHARMACEUTICALS: Registers 81K Shares Under Incentive Plan ------------------------------------------------------------------ NovaBay Pharmaceuticals, Inc. filed a Form S-8 Registration Statement with the Securities and Exchange Commission to register a total of 81,417 shares of common stock, par value $0.01 per share, of NovaBay, for issuance under the NovaBay Pharmaceuticals, Inc. 2017 Omnibus Incentive Plan. The shares of Common Stock being registered by this Registration Statement give effect to the Company's 1-for-35 reverse stock split that was effective on Nov. 15, 2022. The number of shares of Common Stock available for issuance under the stockholder-approved Plan is subject to an automatic annual increase on the first day of each of the Company's fiscal years beginning on Jan. 1, 2018 and ending on Jan. 1, 2027 by an amount equal to (i) four percent of the number of shares of Common Stock outstanding on the last day of the immediately preceding fiscal year or (ii) such lesser number of shares of Common Stock as determined by the Board of Directors. For 2023, the Board authorized an increase of 81,417 shares of the Common Stock under the Plan, consisting of the full four percent increase allowed pursuant to the Plan's evergreen provision. These shares are in addition to the 66,243 shares of Common Stock registered on the Company's Form S-8 filed on June 2, 2017 (File No. 333-218469), the 17,583 shares of Common Stock registered on the Company's Form S-8 filed on Jan. 19, 2018 (File No. 333-222625) pursuant to the annual increase in 2018 according to the Plan's evergreen provision, the 51,460 shares of Common Stock registered on the Company's Form S-8 filed on Feb. 7, 2020 (File No. 333-236328) pursuant to the annual increases in 2019 and 2020 according to the Plan's evergreen provision (with 19,531 shares of Common Stock from the 2019 annual increase and 31,929 shares of Common Stock from the 2020 annual increase), the 47,752 shares of Common Stock registered on the Company's Form S-8 filed on Jan. 15, 2021 (File No. 333-252155) pursuant to the annual increase in 2021 according to the Plan's evergreen provision, and the 54,590 shares of Common Stock registered on the Company's Form S-8 filed on May 13, 2022 (File No. 333-264953) pursuant to the annual increase in 2022 according to the Plan's evergreen provision. Since the Plan provides that the annual increase in the aggregate number of shares that may be issued pursuant to the Plan's evergreen provision begins for fiscal years commencing Jan. 1, 2018, this Registration Statement accounts for the sixth share increase under the evergreen provision. The number of shares of Common Stock registered under each prior Registration Statement listed above has been adjusted to account for the Reverse Stock Split. A full-text copy of the prospectus is available for free at: https://www.sec.gov/Archives/edgar/data/1389545/000143774923008873/nby20230328_s8.htm About Novabay Headquartered in Emeryville, California, NovaBay Pharmaceuticals, Inc. -- http://www.novabay.com-- develops and sells scientifically created and clinically proven eyecare and skincare products. NovaBay's leading product, Avenova Antimicrobial Lid & Lash Solution, is often prescribed by eyecare professionals for blepharitis and dry-eye disease and is also available directly to eyecare consumers through online distribution channels such as Amazon. DERMAdoctor offers more than 30 OTC dermatologist-developed skincare products through the DERMAdoctor website, well-known traditional and digital beauty retailers, and international distributors. NovaBay also manufactures and sells effective, yet gentle and non-irritating wound care products. Novabay reported a net loss of $10.61 million for the year ended Dec. 31, 2022, a net loss and comprehensive loss of $5.82 million for the year ended Dec. 31, 2021, a net loss and comprehensive loss of $11.04 million for the year ended Dec. 31, 2020, a net loss and comprehensive loss of $9.66 million for the year ended Dec. 31, 2019, and a net loss and comprehensive loss of $6.54 million for the year ended Dec. 31, 2018. San Francisco California-based WithumSmith+Brown, PC, the Company's auditor since 2010, issued a "going concern" qualification in its report dated March 31, 2023, citing that the Company has a history of recurring losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. NUMERICAL CONTROL: Taps PPL Acquisition Group as Auctioneer ----------------------------------------------------------- Numerical Control Support, Inc. received approval from the U.S. Bankruptcy Court for the District of Kansas to employ PPL Acquisition Group XVII, LLC, an auction firm in Northbrook, Ill. The Debtor requires the services of an auctioneer to sell, via public auction, certain equipment and other personal property of the estate. Actual amounts collected from the sale of the assets will be distributed as follows: a. The first to PPL to reimburse the guarantee price already paid by the auctioneer; b. The next $40,000 to sales agent to cover expenses and risk; and c. All proceeds over $950,000, split 100% to owner and 0% to sales agent (exclusive of sales tax and buyer's premium). d. The balance of the funds to be held in the Debtor's counsel's IOLTA trust account as ordered by the court. e. As PPL conducts the sales process and from the actual amounts collected from the sale of the assets (exclusive of sales tax and buyer's premium), the auctioneer shall be entitled to compensation and expenses in an amount equal to (i) 100% of all sale proceeds collected up to $950,000, plus the premium of any required bond incurred by the auctioneer in excess of $500; (ii) 0% of any sale proceeds collected above $950,000. As additional and further compensation, the firm is entitled to a buyer's premium of 18%. Arthur Barrett, vice president of PPL, 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: Arthur Barrett PPL Acquisition Group XVII, LLC 105 Revere Drive, Ste. C Northbrook, IL 60062 Tel: (224) 927-5318 Email: barret@pplgroupllc.com About Numerical Control Support Numerical Control Support, Inc., a company in Lenexa, Kan., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 22-21075) on Nov. 3, 2022, with $1,440,773 in assets and $3,097,661 in liabilities. Joshua Peterson, chief executive officer and president of Numerical Control Support, signed the petition. Judge Robert D. Berger oversees the case. Colin Gotham, Esq., at Evans & Mullinix, P.A. serves as the Debtor's legal counsel while Taylor Group, LLC is the Debtor's accountant. OFFICE PROPERTIES: Moody's Lowers CFR to Ba3, On Further Review --------------------------------------------------------------- Moody's Investors Service downgraded the corporate family rating and senior unsecured rating of Office Properties Income Trust ("OPI") to Ba3 from Ba2. The senior unsecured rating of Select Income REIT was also downgraded to Ba3 from Ba2. Moody's has also placed each of these ratings on review for further downgrade. Moody's has maintained the speculative grade liquidity rating (SGL) at SGL-3. The ratings downgrades follow the REIT's announced plans to merge with Diversified Healthcare Trust ("Diversified Healthcare"), an affiliated healthcare REIT with which it shares an external manager. The rating action reflects Moody's concerns about OPI's financial policy and business strategy, as it demonstrates its willingness to materially increase its already high financial leverage and increase business risk, regardless of whether this particular transaction closes. The review for further downgrade reflects the specific credit risks associated with the planned merger. The two REITs signed an agreement under which OPI will be the surviving entity and own a diversified portfolio comprised of senior living (40% of gross book value), office (35%), medical office buildings (14%), life sciences (9%) and other (3%) assets. OPI has secured a $368 million 1-year bridge facility to fund the transaction, although it plans to access alternative financing in order to avoid using this costly facility. The merger is subject to shareholder approval and management expects it to close in third-quarter 2023. OPI's review for downgrade reflects Diversified Healthcare's very high financial leverage and weak cash flow metrics as the REIT's senior housing operations have been slow to recover from the pandemic. Should OPI complete this merger, Moody's expects that OPI's key credit metrics and covenant cushion would weaken further as management does not expect senior housing cash flows will help it to deleverage until late 2024. The following ratings have been downgraded and placed under review for downgrade: Downgrades: Issuer: Office Properties Income Trust Corporate Family Rating, Downgraded to Ba3 from Ba2; Placed Under Review for further Downgrade Senior Unsecured Regular Bond/Debenture, Downgraded to Ba3 from Ba2; Placed Under Review for further Downgrade Issuer: Select Income REIT Senior Unsecured Regular Bond/Debenture, Downgraded to Ba3 from Ba2; Placed Under Review for further Downgrade (Assumed by Office Properties Income Trust) Outlook Actions: Issuer: Office Properties Income Trust Outlook, Changed To Rating Under Review From Negative Issuer: Select Income REIT Outlook, Changed To Rating Under Review From Negative RATINGS RATIONALE The placement of OPI's Ba3 ratings under review for downgrade reflects Moody's expectation for a material increase in debt and weaker credit metrics should it complete its planned merger with Diversified Healthcare. Based on the pro forma capital structure, OPI would have about $5.1 billion of debt post-closing versus $2.5 billion as of December 31, 2022. The REIT's net debt/EBITDA would increase meaningfully from existing already high levels, 7.7x (annualized for the fourth quarter 2022), as Diversified Healthcare is generating very modest levels of cash from its senior housing operating business which is in the early stages of recovery. Interest coverage will also decline given higher debt levels and the REIT's need to access external financing in order to close the merger and manage upcoming debt maturities. OPI's unsecured revolver expires in January 2024, while the two REITs have a total of $600 million unsecured bonds that need to be refinanced in the second quarter of 2024. Moody's review will focus on OPI's pro forma capital structure, including the cost and form of incremental financings, and prospects for cash flows, in particular from the office and senior housing operations. OPI's corporate governance score was lowered to G-4 (highly negative) from G-3 (moderately negative), and its credit impact score was simultaneously lowered to CIS-4 (highly negative) from CIS-3 (moderately negative). The change in OPI's governance and credit impact scores is related to its financial policy as it intends to merge with a company that carries significantly higher leverage and maintains a weak cash flow profile. The change in its scores is also related to management credibility and track record, given its ongoing shift in business and financial strategy. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Factors that could lead to an upgrade or downgrade of the ratings will be updated once the review is completed. Office Properties Income Trust is a real estate investment trust, or REIT, focused on owning and leasing high quality office properties to tenants with high credit quality characteristics in select, growth-oriented U.S. markets. The principal methodology used in these ratings was REITs and Other Commercial Real Estate Firms published in September 2022. ONE CALL: $700M Bank Debt Trades at 27% Discount ------------------------------------------------ Participations in a syndicated loan under which One Call Corp is a borrower were trading in the secondary market around 72.6 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $700 million facility is a Term loan that is scheduled to mature on April 22, 2027. The amount is fully drawn and outstanding. One Call Corporation operates in providing health care services. ORIGINCLEAR INC: Delays Filing of 2022 Annual Report ---------------------------------------------------- OriginClear, Inc. filed a Form 12b-25 with the Securities and Exchange Commission with respect to its Annual Report on Form 10-K for the year ended Dec. 31, 2022. The Company said it has encountered a minor delay in assembling the financial information for the year ended Dec. 31, 2022. The timely filing of Form 10-K has become impracticable without undue hardship and expense to the Company. About OriginClear Headquartered in Clearwater, Florida, Originclear, Inc. -- www.originclear.tech -- is a water technology company which has developed in-depth capabilities over its 14-year lifespan. Those technology capabilities have now been organized under the umbrella of OriginClear Tech Group. OriginClear, under the brand of OriginClear Tech Group, designs, engineers, manufactures, and distributes water treatment solutions for commercial, industrial, and municipal end markets. OriginClear reported a net loss of $2.12 million for the year ended Dec. 31, 2021. As of June 30, 2022, the Company had $5.01 million in total assets, $17.70 million in total liabilities, $12.18 million in commitments and contingencies, and a total shareholders' deficit of $24.87 million. Houston, Texas-based M&K CPAS, PLLC, the Company's auditor since 2019, issued a "going concern" qualification in its report dated April 6, 2022, citing that the Company suffered a net loss from operations and has a net capital deficiency, which raises substantial doubt about its ability to continue as a going concern. PANOS FITNESS: Court OKs Cash Collateral Access Thru April 28 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of New York authorized Panos Fitness, LLC to use cash collateral on an interim basis in accordance with the budget, through April 28, 2023. The Debtor is permitted to use cash collateral to pay only (i) reasonable and necessary expenses to be incurred in the ordinary course in connection with the operation of its business and in accordance with the 13-week cash flow projection, (ii) administrative expenses incurred in connection with the Subchapter V Case, and (iii) other payments as may be authorized by separate Court order. The Debtor's cumulative cash disbursements shall not be more than 10% of the projected amount set forth in the Cash Flow Projection. As adequate protection for the use of cash collateral, DCC Shamrock, LLC will receive, to the extent of any diminution in the value of its interest in the DCC's interest in the Prepetition Collateral, and effective as of the Petition Date, perfected replacement security interests in, and valid, binding, enforceable and perfected liens or mortgages, on all of the Debtor's Postpetition Collateral to the same extent of its prepetition liens. As additional adequate protection for the use of cash collateral, DCC will receive monthly payments in the amount of $5,000 each commencing during the first week of May, 2023. A final hearing on the matter is set for April 27, 2023 at 11:30 a.m. A copy of the court's order and the Debtor's budget is available at https://bit.ly/43A8faY from PacerMonitor.com. The Debtor projects total disbursements, on a weekly basis, as follows: $2,400 for the week ending April 14, 2023; $21,000 for the week ending April 21, 2023; $2,500 for the week ending April 28, 2023; $45,488 for the week ending May 5, 2023; $6,000 for the week ending May 12, 2023; $20,500 for the week ending May 19, 2023; and $2,500 for the week ending May 26, 2023. About Panos Fitness, LLC Panos Fitness, LLC operates physical fitness facilities. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.N.Y. Case No. 23-30184) on March 29, 2023. In the petition signed by Dean S. Panos, managing member, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Wendy A. Kinsella oversees the case. Stephen A. Donato, Esq., at Bond, Schoeneck & King, PLLC, represents the Debtor as legal counsel. PARAMOUNT RESTYLING: Has Deal on Continued Cash Collateral Access ----------------------------------------------------------------- Paramount Restyling Automotive Inc., GemCap Holdings, LLC and the U.S. Small Business Administration advised the U.S. Bankruptcy Court for the Central District of California, Riverside Division, that they have reached an agreement regarding the Debtor's use of cash collateral and now desire to memorialize the terms of this agreement into an agreed order. The Debtor and the Secured Creditors have agreed to extend the Debtor's use of cash collateral through and including May 31, 2023, pursuant to the terms thereof and the budget. The Debtor is in arrears on its payments, each in the amount of $36,000, owed to GemCap for the months of March and April 2023 under the Budget. Upon the entry of a Court order approving the Stipulation, the Debtor will be deemed to be (a) required to pay the Make-Up Payments in the total amount of $72,000 to GemCap by no later than April 24, 2023, (b) authorized to use cash collateral through and including May 31 pursuant to the Extended Budget attached upon terms consistent with the terms of the Order, and (c) required to make all other payments to GemCap and the SBA set forth in the Amended Budget. As previously reported by the Troubled Company Reporter, GemCap asserts a claim in the approximate amount of $2.123 million and its claim is secured by first priority security interests and liens upon substantially all of the Debtor's assets. The SBA asserts a claim in the approximate amount of $503,129, which is secured by second priority security interests and liens upon substantially all of the Debtor's assets. A copy of the stipulation and the budget is available at https://bit.ly/3UwjNrN from PacerMonitor.com. The Debtor projects $736,866 in total cash available and $685,372 in total cash paid out for April 2023. About Paramount Restyling Automotive Inc. Paramount Restyling Automotive Inc. is a manufacturer of automotive parts, accessories, and tires. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-10069) on January 9, 2023. In the petition signed by Samson Yang, vice president and authorized signatory, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Wayne Johnson oversees the case. David L. Neale, Esq., at Levene, Neale, Bender, Yoo & Golubchik, LLP, represents the Debtor as legal counsel. PARKLAND CORP: DBRS Confirms BB Issuer Rating, Trend Stable ----------------------------------------------------------- DBRS Limited confirmed the Issuer Rating and Senior Unsecured Notes rating of Parkland Corporation (Parkland or the Company) at BB with Stable trends. The Recovery Rating on Senior Unsecured Notes remains RR4. The confirmations reflect Parkland's strong operating performance during 2022, fueled by continued and broad-based growth in fuel volumes, relatively higher fuel margins as well as growth in the Company's food and convenience retail segment. The Stable trends reflect DBRS Morningstar's expectations that the Company is well positioned to navigate ongoing inflationary pressures, normalizing refinery margins, as well as integration risks associated with the Company's numerous acquisitions, within the context of the current rating category. Parkland's ratings continue to be supported by its strong market position, diversified customer and supplier base, and geographic diversification, while taking into account the intense competition, exposure to economic cycles, and volatility in refinery margins. Parkland's earnings profile is expected to remain relatively stable at a level considered strong for the current BB rating category, despite the expectation of fuel margin normalization and ongoing inflationary headwinds, benefitting from integration synergies and volume growth. In the fuel segment, volumes are expected to increase in the high-single-digits from 27.0 million liters in 2022, benefitting from the full-year contribution from five acquisitions completed in 2022 as well as modest organic growth, while fuel gross margins on a cents-per-liter (cpl) basis are likely to normalize from elevated levels, due to weaker economic activity and relatively higher inventories. Additionally, a planned turnaround at the Burnaby refinery in Q1 2023 will negatively affect results. The food and convenience segment is expected to grow in the low-to-mid-single digits, benefitting from the M&M integration as well as ongoing expansion of the On the Run convenience store network. As such, DBRS Morningstar forecasts Parkland's EBITDA to increase to $1.75 billion in 2023 and increase toward $1.85 billion in 2024 from approximately $1.69 billion in 2022. Parkland's financial profile is expected to improve over the near to medium term, benefitting from growth in earnings, while debt levels should remain relatively stable. Cash flow from operations should continue to track operating income, increasing to above $1.25 billion in 2023 and $1.35 billion in 2024, from approximately $1.17 billion in 2022. Capital expenditure spending is forecast to remain relatively stable at $500 million annually, while dividends cash outflow should increase toward $250 million, in part due to the suspension of the Dividend Reinvestment Plan (DRIP) program. DBRS Morningstar expects that any free cash flow (after changes in working capital) will be used to complete tuck-in acquisitions and/or to reduce debt modestly. As such, DBRS Morningstar expects Parkland's key credit metrics to improve moderately over the near to medium term, with debt-to-EBITDA leverage improving to below 4.00 times (x) in 2023 and below 3.75x in 2024, from 4.13x at the end of 2022. A positive rating action could occur if Parkland's debt-to-EBTIDA levels improve in line with DBRS Morningstar's expectations to below 4.00x on a normalized and sustainable basis, primarily driven by growth in operating income, including the successful integration of recent acquisitions. Conversely, although unlikely, a negative rating action could occur if Parkland's leverage weakens to levels toward 5.0x as a result of weaker-than-expected operating results and/or more aggressive financial management. Notes: All figures are in Canadian dollars unless otherwise noted. PARTY CITY: Files Amendments to Debt-for-Equity Plan ---------------------------------------------------- Party City Holdco Inc., et al., submitted an Amended Disclosure Statement for the Joint Chapter 11 Plan of Reorganization. Holders of over 97% of the Secured Notes Claims (the "Consenting Noteholders") have already agreed, subject to the terms and conditions of the Restructuring Support Agreement to vote in favor of the Plan. Despite significant strides made on these and other initiatives in the face of these headwinds, in late 2022, the Company, with the assistance of its advisors, began to evaluate and consider several strategic alternatives and transactions aimed at refinancing or restructuring its debt obligations with minimal disruption to its operations. Among other efforts to combat market and industry headwinds, in November 2022, PCHI commenced discussions with the advisors to an ad hoc group of holders of Secured Notes (the "Ad Hoc Noteholder Group"). After thoroughly evaluating all options available to the Company, PCHI determined that a pre-negotiated, in-court restructuring predicated on the equitization of the Secured Notes and the rationalization of its real estate lease portfolio would best position the Company for future success. These discussions were ultimately successful. Following extensive negotiations with the Ad Hoc Noteholder Group, on January 17, 2023, the Company entities which would become the Debtors in these Chapter 11 Cases and the members of the Ad Hoc Noteholder Group, who represented, at the time, more than 70% of the holders of the principal amount outstanding under the Secured Notes, entered into a restructuring support agreement (the "Restructuring Support Agreement"), which, among other things, outlined the terms of the Company's proposed restructuring. Later that day, the Debtors commenced these Chapter 11 Cases to implement an expeditious, pre-negotiated restructuring that will shore up the Company's long-term viability. Per the terms of the Restructuring Support Agreement, the Debtors have pursued a swift resolution of these Chapter 11 Cases. The Debtors have obtained the Ad Hoc Noteholder Group's approval of their business plan as required under the Restructuring Support Agreement, obtained final approval of their postpetition financing on a fully-consensual basis, and made meaningful strides in rightsizing their lease portfolio through a series of lease rejections and renegotiations and the approval of procedures governing the closure of certain retail properties. Under the terms of the Restructuring Support Agreement, which are documented in the DIP Credit Agreement, the Plan, and this Disclosure Statement, the Company expects to deleverage its balance sheet and gain access to significant new capital to fund its going-forward, post-emergence operations through (i) the equitization of the Secured Notes, (ii) the sale of equity in Reorganized PCHI through the Equity Rights Offering, (iii) the DIP Equitization, and (iv) entry into the ABL Exit Facility. This reduction in funded debt will allow the Reorganized Debtors to focus on long-term growth and, in turn, strengthen their competitive position in the market. The key terms of the Plan are as follows: * The full equitization of Secured Notes Claims pursuant to the Plan, under which Holders of Allowed Secured Notes Claims shall receive 100% of the New Common Stock, subject to dilution on account of any DIP Equitization Shares, any New Common Stock issued in connection with the Equity Rights Offering, the Backstop Commitment Premium, and the MIP Equity Pool; * The sale of $75 million of equity in Reorganized PCHI via the Equity Rights Offering, which will be fully-backstopped by the Equity Commitment Parties pursuant to the terms of the Backstop Agreement; and * The equitization of up to $149 million of Allowed DIP Claims held by DIP Backstop Lenders pursuant to the DIP Equitization Option. Through the Restructuring Transactions, the Debtors expect to emerge from chapter 11 with a sustainable capital structure that will position the Reorganized Debtors for future success in the ever-evolving retail market in which they operate. The Debtors also believe that the Restructuring Transactions will maximize the value of their business and allow them to capitalize on near-term opportunities in a highly competitive and consolidating industry, ahead of key seasonal sales windows. Moreover, this restructuring provides a framework for the long-term sustainability of the Debtors' business for the benefit of their employees, vendors, and customers, and ample liquidity to fund the post-emergence business. As part of the Debtors' efforts to ensure this continued viability, the Debtors and their professionals will secure the ABL Exit Facility which, in conjunction with the new money provided through the sale of equity in the Equity Rights Offering and the DIP Equitization, will provide the Debtors with the liquidity necessary to fund their going-forward operations. The Debtors have been engaged in a weeks-long process, led by Moelis (as defined below) in its capacity as the Debtors' investment banker and financial advisor, to obtain and negotiate the terms of the ABL Exit Facility. Through that process, the Debtors discussed the financing opportunity with 13 potential counterparties, including the Prepetition ABL Agent. This outreach led to 9 parties conducting preliminary diligence on the business and 3 parties executing non-disclosure agreements. The Debtors received multiple proposals for an exit asset-based lending facility and have begun work with the proposed lead arranger for the ABL Exit Facility. The Debtors expect to file additional disclosures of the final terms of the ABL Exit Facility in the Plan Supplement. As set forth in the Plan, confirmation of the Plan shall constitute approval of the ABL Exit Facility Documents. The negotiation and execution, as applicable, of the Restructuring Support Agreement, the DIP Credit Agreement, the Backstop Agreement, the ABL Exit Facility, and the filing of the Plan and this Disclosure Statement are significant achievements for the Debtors given a retail environment facing an uncertain future in the wake of COVID-19, especially one which relies heavily on raw materials subject to price increases and supply chain disruptions in an unpredictable geopolitical landscape. The Debtors strongly believe that the Plan is in the best interests of the Debtors' Estates, represents the Debtors' best available alternative, and provides for value-maximizing transactions which will inure to the benefit of all of the Debtors' stakeholders. Given the Debtors' core strengths, including their experienced management team and employees, the Debtors are confident that they can implement the Plan's value-maximizing restructuring to ensure the long-term viability of their business. Under the Plan, Class 5 General Unsecured Claims will receive its Pro Rata share of the GUC Cash Allocation. Class 5 is impaired. The Debtors and the Reorganized Debtors, as applicable, will fund distributions under the Plan with: (1) Cash on hand, including Cash from operations and the proceeds from the DIP Facility, the Equity Rights Offering, and the ABL Exit Facility; and (2) the New Common Stock. The Debtors have requested that the Bankruptcy Court schedule the Confirmation Hearing on May 17, 2023 at 2:00 p.m. (prevailing Central Time) to consider confirmation of the Plan. Any objections to confirmation of the Plan must be filed by May 8, 2023 at 4:00 p.m. (prevailing Central Time). Unless extended by the debtors (subject to any consent rights of the required consenting noteholders), the voting deadline to accept or reject the plan is 4:00 p.m. (prevailing central time) on May 8, 2023. Counsel to the Debtors: Paul M. Basta, Esq. Kenneth S. Ziman, Esq. Christopher J. Hopkins, Esq. Grace C. Hotz, Esq. PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP 1285 Avenue of the Americas New York, NY 10019 Telephone: (212) 373-3000 Facsimile: (212) 757-3990 E-mail: pbasta@paulweiss.com kziman@paulweiss.com chopkins@paulweiss.com ghotz@paulweiss.com - and - John F. Higgins, Esq. M. Shane Johnson, Esq. Megan Young-John, Esq. PORTER HEDGES LLP 1000 Main St., 36th Floor Houston, TX 77002 Telephone: (713) 226-6000 Facsimile: (713) 226-6248 E-mail: jhiggins@porterhedges.com sjohnson@porterhedges.com myoung-john@porterhedges.com A copy of the Disclosure Statement dated April 7, 2023, is available at https://bit.ly/3nWsnE7 from PacerMonitor.com. About Party City Holdco Party City Holdco, Inc. (NYSE: PRTY) is the global leader in the celebrations industry, with its offerings spanning more than 70 countries around the world. It is also the largest designer, manufacturer, distributor and retailer of party goods in North America. Party City Holdco had 761 company-owned stores as of September 2022 and is headquartered in Woodcliff Lake, N.J., with additional locations throughout the Americas and Asia. Party City Holdco and its domestic subsidiaries sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. 23-90005) on Jan. 17, 2023. As of Sept. 30, 2022, Party City Holdco had total assets of $2,869,248,000 against total debt of $3,022,960,000. Judge David R. Jones oversees the cases. The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal counsel; Moelis & Company, LLC as investment banker; AlixPartners, LLP as financial advisor; A&G Realty Partners as real estate advisor; and Kroll as the claims agent. PricewaterhouseCoopers LLP (PwC) provides accounting and valuation advisory services, tax-related services, and internal audit Sarbanes-Oxley Act support services. Davis Polk & Wardwell, LLP and Lazard serve as legal counsel and investment banker, respectively, to the ad hoc group of first lien holders. The U.S. Trustee for Region 6 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee is represented by Pachulski Stang Ziehl & Jones, LLP. PARTY CITY: May 17 Plan & Disclosure Hearing Set ------------------------------------------------ Party City Holdco Inc. and Its Debtor Affiliates filed with the U.S. Bankruptcy Court for the Southern District of Texas a Disclosure Statement describing Chapter 11 Plan. On April 11, 2023, Judge David R. Jones conditionally approved the Disclosure Statement and ordered that: * May 17, 2023 at 2:00 p.m. in Courtroom 400 of the United States Bankruptcy Court for the Southern District of Texas, 515 Rusk Street, Houston, Texas, 77002 is the Combined Hearing, at which time the Court will consider confirmation of the Plan and final approval of the Disclosure Statement. * May 9, 2023, is fixed as the last day to file any objections to confirmation of the Plan and/or final approval of the Disclosure Statement. * May 9, 2023 at 4:00 p.m. is the Voting Deadline. * May 12, 2023 at 4:00 p.m. is fixed as the last day for the Notice and Claims Agent to file its voting certification. Counsel to the Debtors: Paul M. Basta, Esq. Kenneth S. Ziman, Esq. Michael M. Turkel, Esq. Grace C. Hotz, Esq. Paul, Weiss, Rifkind, Wharton & Garrison LLP 1285 Avenue of the Americas New York, NY 10019 Telephone: (212) 373-3000 Facsimile: (212) 757-3990 Email: pbasta@paulweiss.com kziman@paulweiss.com mturkel@paulweiss.com ghotz@paulweiss.com Co-Counsel to the Debtors: John F. Higgins, Esq. M. Shane Johnson, Esq. Megan Young-John, Esq. Porter Hedges LLP 1000 Main St., 36th Floor Houston, TX 77002 Telephone: (713) 226-6648 Facsimile: (713) 226-6248 Email: jhiggins@porterhedges.com sjohnson@porterhedges.com myoung-john@porterhedges.com About Party City Holdco Party City Holdco, Inc. (NYSE: PRTY) is the global leader in the celebrations industry, with its offerings spanning more than 70 countries around the world. It is also the largest designer, manufacturer, distributor and retailer of party goods in North America. Party City Holdco had 761 company-owned stores as of September 2022 and is headquartered in Woodcliff Lake, N.J., with additional locations throughout the Americas and Asia. Party City Holdco and its domestic subsidiaries sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. 23-90005) on Jan. 17, 2023. As of Sept. 30, 2022, Party City Holdco had total assets of $2,869,248,000 against total debt of $3,022,960,000. Judge David R. Jones oversees the cases. The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal counsel; Moelis & Company, LLC as investment banker; AlixPartners, LLP as financial advisor; A&G Realty Partners as real estate advisor; and Kroll as the claims agent. PricewaterhouseCoopers LLP (PwC) provides accounting and valuation advisory services, tax-related services, and internal audit Sarbanes-Oxley Act support services. Davis Polk & Wardwell, LLP and Lazard serve as legal counsel and investment banker, respectively, to the ad hoc group of first lien holders. The U.S. Trustee for Region 6 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee is represented by Pachulski Stang Ziehl & Jones, LLP. PHOENIX BUILDING: Case Summary & One Unsecured Creditor ------------------------------------------------------- Debtor: The Phoenix Building Management LLC 315-321 Union Street Rockland, MA 02370 Business Description: The Debtor owns two commercial and eight residential units (currently fully tenanted) located at 315-321 Union Street, Rockland, MA, having an appraised value of $2.4 million. Chapter 11 Petition Date: April 14, 2023 Court: United States Bankruptcy Court District of Massachusetts Case No.: 23-10579 Debtor's Counsel: David B. Madoff, Esq. MADOFF & KHOURY LLP 124 Washington Street, Suite 202 Foxborough, MA 02035 Tel: 508-543-0040 Fax: 508-543-0020 Email: alston@mandkllp.com Total Assets: $2,500,000 Total Liabilities: $1,627,000 The petition was signed by William T. Barry as manager. The Debtor listed Amida Special Opportunity Invest. LLC as its only unsercured creditor holding an unknown amount of claim. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/OEPPZEI/The_Phoenix_Building_Management__mabke-23-10579__0001.0.pdf?mcid=tGE4TAMA QUEST SOFTWARE: Palmer Square Marks $500,000 Loan at 34% Off ------------------------------------------------------------ The Palmer Square Opportunistic Income Fund, has marked its $500,000 loan extended to Quest Software Inc to market at $328,332 or 66% of the outstanding amount, as of January 31, 2023, according to a disclosure contained in the Palmer Square's Form N-CSR for the Semi-Annual Report on January 31, 2023, filed with the Securities and Exchange Commission on April 10, 2023. The Palmer Square extended a Bank Loan to Quest Software Inc. The loan accrues interest at a rate of 12.326% (3-Month Term SOFR+750 basis points) per annum. The loan is scheduled to mature on February 1, 2030. The Palmer Square Opportunistic Income Fund was organized as a Delaware statutory trust on May 1, 2014, and is registered as a non-diversified, closed-end management investment company under the Investment Company Act of 1940, as amended. Shares of the Fund are being offered on a continuous basis. The Fund commenced operations on August 29, 2014. Quest Software Inc. provides software solutions. The Company offers enterprise software that identities, users and data, streamlines IT operations, and hardens cyber security from the inside out. Quest Software serves customers in the United States. RED PLANET: Palmer Square Marks $742,481 Loan at 33% Off -------------------------------------------------------- The Palmer Square Opportunistic Income Fund, has marked its $742,481 loan extended to Red Planet Borrower LLC to market at $494,017 or 67% of the outstanding amount, as of January 31, 2023, according to a disclosure contained in the Palmer Square's Form N-CSR for the Semi-Annual Report on January 31, 2023, filed with the Securities and Exchange Commission on April 10, 2023. The Palmer Square extended a Bank Loan to Red Planet Borrower LLC. The loan accrues interest at a rate of 8.320% (1-Month USD Libor+375 basis points) per annum. The loan is scheduled to mature on September 30, 2028. The Palmer Square Opportunistic Income Fund was organized as a Delaware statutory trust on May 1, 2014, and is registered as a non-diversified, closed-end management investment company under the Investment Company Act of 1940, as amended. Shares of the Fund are being offered on a continuous basis. The Fund commenced operations on August 29, 2014. Red Planet Borrower, LLC develops application software. REDSTONE HOLDCO 2: $450M Bank Debt Trades at 40% Discount --------------------------------------------------------- Participations in a syndicated loan under which Redstone Holdco 2 LP is a borrower were trading in the secondary market around 60.2 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $450 million facility is a Term loan that is scheduled to mature on August 6, 2029. The amount is fully drawn and outstanding. Redstone Holdco 2 LP and Redstone Buyer LLC were formed as part of the buyout of the RSA Security business from Dell Inc. REDSTONE HOLDCO 2: Palmer Square Marks $750,000 Loan at 40% Off --------------------------------------------------------------- The Palmer Square Opportunistic Income Fund, has marked its $750,000 loan extended to Redstone Holdco 2 LP to market at $447,454 or 60% of the outstanding amount, as of January 31, 2023, according to a disclosure contained in the Palmer Square's Form N-CSR for the Semi-Annual Report on January 31, 2023, filed with the Securities and Exchange Commission on April 10, 2023. The Palmer Square extended a Bank Loan to Redstone Holdco 2 LP. The loan accrues interest at a rate of 12.565% (3-Month USD Libor+775 basis points) per annum. The loan is scheduled to mature on August 6, 2029. The Palmer Square Opportunistic Income Fund was organized as a Delaware statutory trust on May 1, 2014, and is registered as a non-diversified, closed-end management investment company under the Investment Company Act of 1940, as amended. Shares of the Fund are being offered on a continuous basis. The Fund commenced operations on August 29, 2014. Redstone Holdco 2 LP and Redstone Buyer LLC were formed as part of the buyout of the RSA Security business from Dell Inc. REDSTONE HOLDCO: $1.11B Bank Debt Trades at 15% Discount -------------------------------------------------------- Participations in a syndicated loan under which Redstone Holdco 2 LP is a borrower were trading in the secondary market around 85.1 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $1.11 billion facility is a Term loan that is scheduled to mature on April 27, 2028. The amount is fully drawn and outstanding. Redstone Holdco 2 LP and Redstone Buyer LLC were formed as part of the buyout of the RSA Security business from Dell Inc. REEVES FARM: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: Reeves Farm Landco, LLC 11118 Highway 31 Spanish Fort, AL 36527 Business Description: The Debtor is a Single Asset Real Estate as defined in 11 U.S.C. Section 101(51B). Chapter 11 Petition Date: April 14, 2023 Court: United States Bankruptcy Court Southern District of Alabama Case No.: 23-10844 Judge: Hon. Jerry C. Oldshue Debtor's Counsel: Edward J. Peterson, Esq. JOHNSON, POPE, BOKOR, RUPPEL & BURNS, LLP 401 East Jackson Street #3100 Tampa, FL 33602 Tel: 813-225-2500 Fax: 813-223-7118 Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Julius Marion Uter as manager. 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/GFVAGBQ/Reeves_Farm_Landco_LLC__alsbke-23-10844__0001.0.pdf?mcid=tGE4TAMA ROBERTSHAW US: $110M Bank Debt Trades at 79% Discount ----------------------------------------------------- Participations in a syndicated loan under which Robertshaw US Holding Corp is a borrower were trading in the secondary market around 21.4 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $110 million facility is a Term loan that is scheduled to mature on February 28, 2026. The amount is fully drawn and outstanding. Robertshaw US Holding Corp. designs and manufactures electro-mechanical solutions, mechanical combustion systems, and electrical controls primarily for use in residential and commercial appliances, HVAC and transportation applications. ROCK SPLITTERS: Wins Cash Collateral Access Thru June 22 -------------------------------------------------------- The U.S. Bankruptcy Court for the District of Massachusetts, Central Division, authorized Rock Splitters, Inc. to continue using cash collateral through June 22, 2023. A hearing on the Debtor's further use of cash collateral is set for June 22 at 11 a.m. As previously reported by the Troubled Company Reporter, the Debtor owes the Internal Revenue Service approximately $615,000 in prepetition tax liabilities. Approximately all of this amount is subject to tax liens. The Debtor owes the Massachusetts Department of Revenue approximately $82,000 in prepetition tax liabilities of which approximately $59,000 is asserted to be secured. Nearly all of the tax debt purported to be owed is for withholding taxes. The taxes have been personally assessed against the Debtor's principal and he is on a payment plan with both the DOR and IRS. On August 8,2022, a judgment creditor, Huhtala Oil and Templeton Garage, Inc., seized certain assets of the Debtor including a truck, a compressor and a drilling machine. Upon the filing of the case the assets were released to the Debtor. A copy of the order is available at https://bit.ly/3A0FiaA from PacerMonitor.com. About Rock Splitters Rock Splitters, Inc. is engaged in the business of blasting, drilling, and splitting rocks in construction. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Mass. Case No. 22-40584) on Aug. 10, 2022, listing as much as $1 million in both assets and liabilities. David Mawhinney serves as Subchapter V trustee. Judge Elizabeth D. Katz oversees the case. James O'Connor, Jr., Esq., at Nickless, Phillips and O'Connor, serves as the Debtor's bankruptcy counsel. RYZE RENEWABLES: Court OKs $8MM DIP Loan from Georgias Own ---------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized Ryze Renewables Las Vegas, LLC and Ryze Renewables II, LLC to use cash collateral and obtain senior secured postpetition financing, on a final basis. The Debtor obtained postpetition financing in an aggregate principal amount of $8,000,000 from Georgia's Own Credit Union and certain other Prepetition Lenders. Subject to the limitations on borrowing under the DIP Documents, Ryze Las Vegas was permitted to draw (x) up to $2,000,000 upon entry of the Interim Order and (y) the balance following entry of a Final Order in accordance with the DIP Credit Agreement. The DIP Credit Agreement matures on the earliest of: (i) the date that is 130 calendar days after the Petition Date, (ii) the consummation of any sale of all or substantially all of the assets of the Debtors pursuant to 11 U.S.C. section 363 (other than the sales contemplated by the milestones contained in section 6.19 of the DIP Credit Agreement), (iii) if the Final Order has not been entered, the date that is 30 calendar days after the Petition Date, (iv) the acceleration of the DIP Loans and the termination of the DIP Commitments following an Event of Default, or (v) the date the Bankruptcy Court enters an order (A) appointing a chapter 11 trustee or examiner with enlarged powers, (B) converting the Chapter 11 Cases to cases under chapter 7 of the Bankruptcy Code or (C) dismissing the Chapter 11 Cases, and (vi) the substantial consummation of any plan of reorganization or liquidation in the Chapter 11 Cases. The Debtors are required to comply with these milestones: 1. The Bankruptcy Court's entry of the Interim Order by no later than five business days after the Petition Date. 2. Within seven days of the Petition Date, the Debtors will file the Bid Procedures Motion. 3. The Debtors will have obtained entry of the Bid Procedures Order within 21 days of the filing of the Bid Procedures Motion. 4. No later than 30 calendar days after the Petition Date, the Bankruptcy Court will have entered the Final Order. 5. Subject to the Bankruptcy Court's entry of the Bid Procedures Order, no later than 95 calendar days after the Petition Date, an auction will have been completed in accordance with the Bid Procedures Order. 6. No later than 100 calendar days after the Petition Date, the Bankruptcy Court will have entered one or more sale orders (in form and substance reasonably acceptable to the Required DIP Lenders) approving each winning bid resulting from the auction. 7. No later than 115 calendar days after the Petition Date, the Debtors will have consummated the Sale Transaction. The Debtors continue to have a critical need to use cash collateral and to obtain credit pursuant to the DIP Facility in order to, among other things, administer and preserve the value of their estates for the benefits of stakeholders and to commence the contemplated marketing and sale process with respect to their assets. Pursuant to the Loan Agreement, dated as of June 25, 2018, among (a) Borrower, as borrower, (b) Ryze Renewables II, LLC, as guarantor, (c) Georgia's Own Credit Union, as agent/nominee for the other lending institutions having an interest therein, and (d) the lender party thereto, the Prepetition Lenders provided term loans to the Prepetition Borrower, certain of which were guaranteed by the United States Department of Agriculture. The Prepetition Loan Facility provided the Prepetition Borrower with (x) term loans in the aggregate principal amount of $198 million and (y) a separate advance in the aggregate principal amount of approximately $836,000 under the Prepetition Funding Agreement. As adequate protection for the use of cash collateral, the Debtors grant the Prepetition Agent, for the benefit of itself and the other Prepetition Secured Parties, continuing, valid, binding, enforceable, and perfected postpetition security interests in and liens on the DIP Collateral. As further adequate protection of the interests of the Prepetition Secured Parties in the Prepetition Collateral, solely to the extent of any Diminution in Value of such interests in the Prepetition Collateral, the Prepetition Agent, on behalf of itself and the other Prepetition Secured Parties, is granted (as of the date of entry of the Interim Order) as and to the extent provided by 11 U.S.C. section 507(b), an allowed superpriority administrative expense claim in the Chapter 11 Cases and any Successor Cases. The Adequate Protection Superpriority Claims will have priority over all administrative expense claims and unsecured claims against the Debtors and their estates. A copy of the order is available at https://bit.ly/3zS3FY1 from PacerMonitor.com. A copy of the DIP Credit Agreement is available at https://bit.ly/3ZXAkG9 from PacerMonitor.com. About Ryze Renewables Ryze Renewables II, LLC and Ryze Renewables Las Vegas, LLC were formed in 2017 in connection with the planned repurposing of an existing biofuels refinery located in Las Vegas, Nevada that, once complete, will have the capacity to produce 7,500 barrels of renewable diesel per day by converting non-edible renewable and waste feedstocks to premium low-carbon fuels. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10289) on March 9, 2023. In the petition signed by Klaus Gerber as chief restructuring officer, the Debtor disclosed up to $100 million to $500 million in both assets and liabilities. Judge Mary F. Walrath oversees the case. The Debtors tapped Young Conaway Stargatt & Taylor, LLP as legal counsel; Paul, Weiss, Rifkind, Wharton, & Garrison LLP as restructuring counsel, Stinson LLP as special construction counsel, Alvarez & Marsal North America, LLC as CRO provider, Guggenheim Partners, LLC as investment banker, and Stretto as notice, claims & balloting agent and administrative advisor. SABRE GLBL: $644M Bank Debt Trades at 16% Discount -------------------------------------------------- Participations in a syndicated loan under which Sabre GLBL Inc is a borrower were trading in the secondary market around 84.4 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $644 million facility is a Term loan that is scheduled to mature on December 17, 2027. About $632.7 million of the loan is withdrawn and outstanding. Sabre GLBL Inc. provides information technology services. The Company offers technology solutions including data-driven business intelligence, mobile, distribution, and Software as a Service (SaaS) solutions. Sabre GLBL serves customers worldwide. SABRE GLBL: $675M Bank Debt Trades at 18% Discount -------------------------------------------------- Participations in a syndicated loan under which Sabre GLBL Inc is a borrower were trading in the secondary market around 81.9 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $675 million facility is a Term loan that is scheduled to mature on June 30, 2028. About $671.6 million of the loan is withdrawn and outstanding. Sabre GLBL Inc. provides information technology services. The Company offers technology solutions including data-driven business intelligence, mobile, distribution, and Software as a Service (SaaS) solutions. Sabre GLBL serves customers worldwide. SALE LLC: Files Emergency Bid to Use Cash Collateral ---------------------------------------------------- Sale, LLC asks the U.S. Bankruptcy Court for the District of Massachusetts for authority to use cash collateral in accordance with the budget from April 10 through June 30, 2023. The Debtor requires the use of cash collateral to continue to operate its business, purchase supplies and ingredients, and pay usual and necessary post-petition operating expenses including rent, payroll and utilities. Business at the Wilmington location was initially very strong and the owners, Abderrahim Hmina and Nabila Mrabet, began making plans to expand and open a second restaurant in 2019. To fund this expansion, the Debtor obtained loans from various individual acquaintances bearing high interest rates. Unfortunately, after making the substantial investment to open a second location, the opening of the Debtor's Norwood location, scheduled for March 2020, was significantly delayed by the onset of the COVID-19 pandemic. The Debtor's Wilmington location was closed until June 2020 and then, after reopening, it had limited seating capacity and thus, very limited revenues. As a result, the Debtor began to fall into arrears on its Massachusetts meals taxes and other obligations. Still the Debtor's underlying business was strong and as the pandemic subsided and the public resumed dining out, the Debtor saw more opportunity to expand, and opened its Acton location in April 2021. This expansion was funded, once again, with loans from various individuals bearing high interest rates. The Debtor's business began to recover in the summer of 2021 but, by that time its meals tax liabilities had grown substantially, and its debt service expenses were severely restricting its cash flow and ability to pay its ongoing operating expenses. In late 2022, the Debtor began receiving solicitations from so-called "merchant cash lenders" offering rapid business funding, carrying usurious interest rates, substantial fees and automatic daily withdrawals from the Debtor's bank account. These merchant cash loans provided the Debtor with short-term breathing room but led to more substantial cash-flow problems. The Debtor continued to receive solicitations from merchant lenders offering quick funding. This quickly developed into a downward spiral in which the Debtor's debt servicing costs quickly impaired its ability to operate. By February 2023, the Debtor had seven different merchant cash loans outstanding with a total balance of more than $500,000. By March 2023, the Debtor could no longer keep up with its debt service costs and it defaulted on payments to the merchant cash lenders. The Debtor was forced to seek relief under Chapter 11 due to one of the merchant lenders attaching its bank account and subsequently its credit card processing receipts, leaving the Debtor unable to meet its payroll and other obligations. As of the Petition Date the Debtor's assets consisted of furnishings, fixtures and equipment at its three locations with an estimated value of $75,000, perishable and non-perishable food items and packaging supplies with an estimated value of $15,000, a 2017 Ford 250Transit Van worth approximately $16,000, a 2017 Toyota Rav 4 worth approximately $19,000, four Brookline Bank accounts holding less $2,500 and unprocessed credit card payments totaling approximately $45,000. In sum, the Debtor believes the total value of its assets is no more than $175,000, significantly less than the first priority secured claim against the Debtor asserted by the Massachusetts Department of Revenue. In order of priority, the following entities have asserted security interests in the Debtor's assets, including its cash collateral: a. Massachusetts Department of Revenue. The Massachusetts Department of Revenue recorded seven Massachusetts Tax Liens in the Middlesex Registry of Deeds and U.S. District Court between January 21, 2022, and January 31, 2023, in the total face amount $300,203. As of the Petition Date, the MDOR asserts a secured claim in the amount of $263,562 and an unsecured claim in the amount of $20,562. b. U.S. Foods, Inc. On September 30, 2022, the Debtor entered into a credit agreement with U.S. Foods, Inc. for the purchase and sale of products and supplies used in the course of the Debtor's business. To secure payment under this agreement, the Debtor gave U.S. Foods a security interest in all its personal property. U.S. Foods perfected its security interest in the Debtor's assets by recording a UCC-1 Financing Statement with the Massachusetts Secretary of State on September 30,2022. c. Forward Financing, LLC On December 12, 2022, the Debtor entered into a loan agreement with Forward Financing, LLC. As of the Petition Date, the Debtor estimates there is $205,537 owed to Forward Financing. d. Fundkite On December 21, 2022, the Debtor entered into a loan agreement with Fundkite. As of the Petition Date, the Debtor estimates there is $95,134 owed to Fundkite. The Fudkite Loan purports to constitute a security interest in all the Debtor's receipts including its accounts, credit card receivables, and "general intangibles". Upon information and belief, Fundkite perfected its security interest in the Debtor's assets by filing a UCC-1 financing statement with the Massachusetts Secretary of State no earlier than December 29, 2022. e. Apex Funding Source, LLC On January 10, 2022, the Debtor entered into a loan agreement with Apex Funding Source, LLC. As of the Petition Date, the Debtor estimates there is $73,762 owed to Apex Funding. The Apex Loan purports to constitute a security interest in all the Debtor's receipts. Apex Funding perfected its security interest in the Debtor's assets by filing a UCC-1 financing statement with the Massachusetts Secretary of State no earlier than January 13, 2023. f. Swift Funding Source, Inc. On January 30, 2023, the Debtor entered into a loan agreement with Swift Funding Source, Inc. As of the Petition Date, the Debtor estimates Swift Funding is owed $53,264. The Swift Loan purports to constitute a security interest in all of the Debtor's receipts. Swift Funding perfected its security interest in the Debtor's assets by filing a UCC-1 financing statement no earlier than January 31, 2023. g. Capital Assist On February 7, 2023, the Debtor entered into a loan agreement with Capital Assist. As of the Petition Date, the Debtor estimates Capital Assist is owed $20,995. The Capital Assist Loan purports to constitute a security interest in all of the Debtor's receipts. Capital Assist perfected its security interest in the Debtor's assets by filing a UCC-1 financing statement no earlier than February 10, 2023. h. Fundonatic On February 15, 2023, the Debtor entered into a loan agreement with Fundonatic. As of the Petition Date, the Debtor estimates Fundonatic is owed $53,264. The Fundonatic Loan purports to constitute a security interest in all the Debtor's receipts. Fundomatic perfected it security interest in the Debtor's assets by filing a UCC-1 financing statement no earlier than March 7, 2023. i. Uptown Fund, LLC On February 28, 2023, the Debtor entered into a loan agreement with Uptown Fund, LLC. As of the Petition Date, the Debtor estimates Uptown is owed $53,264. The Uptown Loan purports to constitute a security interest in all the Debtor's receipts. Uptown Fund perfected it security interest in the Debtor's assets by filing a UCC-1 financing statement no earlier than March 7, 2023. As adequate protection of the MDOR's interest in the property, the Debtor proposes to make monthly adequate protection payments to the MDOR in the amount of $5,400 and provide the MDOR with replacement liens to the same extent and priority as it had over the Debtor's assets as of the Petition Date. The Debtor requests emergency consideration of the Motion as it is unable to continue to maintain its operations without the immediate use of cash collateral, as reflected in the budget projections. Further, the Debtor's payroll in the total amount of $33,157 is due to be paid on April 14, 2023. The Debtor requests an interim hearing on or before April 14, 2023. A copy of the motion is available at https://bit.ly/403uqUe from PacerMonitor.com. A copy of the budget is available at https://bit.ly/3KXBgGy from PacerMonitor.com. The Debtor projects total expenses, on a monthly basis, as follows: $200,970 for April 2023; $227,337 for May 2023; and $195,181 for June 2023. About Sale, LLC Sale, LLC is a family-owned cafe with homestyle breakfasts & classic lunch eats, such as sandwiches, hamburgers, muffins, and pancakes. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 23-10545) on April 10, 2023. In the petition signed by Abderrahim Hmina, manager, the Debtor disclosed $7,500 in assets and $3,127,759 in liabilities. Judge Christopher J. Panos oversees the case. Marques C. Lipton, Esq., at Lipton Law Group, LLC, represents the Debtor as legal counsel. SANUWAVE HEALTH: To File Restated Financial Statements ------------------------------------------------------ The Audit Committee of the Board of Directors of SANUWAVE Health, Inc., after discussion with management, concluded that the interim financial statements contained in the Company's Quarterly Reports on Form 10-Q for the quarters ended March 31, 2022, June 30, 2022 and Sept. 30, 2022 should no longer be relied upon. In connection with preparing its financial statements for the year ended Dec. 31, 2022, the Company identified several accounting misstatements and as such is restating the interim financial statements in the Form 10-Qs to correct (i) an inventory conversion error during the quarter ended Sept. 30, 2022; (ii) a failure to recognize (a) professional fee invoices during each of the quarters ended March 31, 2022, June 30, 2022 and Sept. 30, 2022, (b) advisory shares during the quarter ended June 30, 2022; and (c) interest expense on the Senior Secured Promissory Note Payable issued by the Company to NH Expansion Credit Fund Holdings LP during the quarters ended March 31, 2022, June 30, 2022 and Sept. 30, 2022; and (iii) improper recording of a financing lease arrangement during the quarters ended March 31, 2022 and June 30, 2022. The Company and its advisors completed the annual review, and the Company will file the restated financial statements as of March 31, 2022, June 30, 2022 and Sept. 30, 2022 and for the three months ended March 31, 2022, the three and six months ended June 30, 2022 and the three and nine months ended Sept. 30, 2022 in its Annual Report on Form 10-K for the year ending Dec. 31, 2022. About SANUWAVE Health Headquartered in Suwanee, Georgia, SANUWAVE Health, Inc. (OTCQB:SNWV) -- http://www.SANUWAVE.com-- is a shock wave technology company using a patented system of noninvasive, high-energy, acoustic shock waves for regenerative medicine and other applications. The Company's initial focus is regenerative medicine utilizing noninvasive, acoustic shock waves to produce a biological response resulting in the body healing itself through the repair and regeneration of tissue, musculoskeletal, and vascular structures. SANUWAVE reported a net loss of $10.29 million for the year ended Dec. 31, 2022, compared to a net loss of $27.26 million for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $19.87 million in total assets, $60.88 million in total liabilities, and a total stockholders' deficit of $41.01 million. New York, NY-based Marcum LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 31, 2023, citing that the Company has incurred recurring losses and needs to raise additional funds to meet its obligations and sustain its operations and the occurrence of the events of default on the Company's debt. These conditions raise substantial doubt about the Company's ability to continue as a going concern. SHIFRIN & ASSOCIATES: Court OKs Deal on Cash Collateral Access -------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Missouri, Eastern Division, authorized Shifrin & Associates to use cash collateral on an interim basis in accordance with its agreement with First Mid Bank & Trust, N.A. The Debtor is permitted to use cash collateral to pay usual, ordinary, customary, regular, and necessary post-petition expenses. Prior to the Petition Date, the Debtor executed a promissory note, commonly referred to as Loan 9243, dated August 10, 2020, in the original principal amount of $50,000, as modified by the Change in Terms Agreement, dated August 10, 2021 in favor of First Mid Bank. The Debtor also executed a Commercial Security Agreement, dated August 10, 2020, securing, in part, the repayment of the Promissory Note, which is perfected by a properly filed and first priority UCC Financing Statement (Reference File Number 202009040000878136), granting First Mid Bank a fully perfected and first security interest in cash collateral. Pursuant to 11 U.S.C. section 552(b) and the Collateral Documents, First Mid Bank asserts a validly perfected, enforceable and non-avoidable, first priority lien on and security interest in, among other things, the Debtor's cash collateral. The Debtor does not object or challenge the validity or perfection of the Collateral Documents. The Debtor and First Mid Bank have engaged in discussions regarding the Debtor's use of cash collateral. The Parties now desire to stipulate to the Debtor's use of cash collateral in accordance with the provisions of the Stipulation and Order. The Debtor will provide First Mid Bank with balance sheets, statements of cash flows, income statements, and bank statements from the past 12 months to verify the Debtor's efforts to reduce expenses. Further, the Debtor will provide First Mid Bank with copies of bank statements every two weeks to demonstrate its use of cash collateral. The Debtor also will grant First Mid Bank replacement liens in (a) the Debtor's post-petition assets of the same type and nature as First Mid Bank's pre-petition liens and (b) the Debtor's post-petition assets that are proceeds of, or purchased with the cash collateral proceeds of, First Mid Bank's pre-petition collateral, in each case to the extent of the Debtor's post-petition use of First Mid Bank's cash collateral pursuant to section 552 of the Bankruptcy Code. The Replacement Liens will have the same priority and effect as First Mid Bank's respective pre-petition liens on the pre-petition property of the Debtor. The Replacement Liens granted by the Debtor will be deemed properly perfected without further act or deed on the part of Debtor or First Mid Bank. The liens and superpriority claims granted are subject and subordinate to a carve-out of funds for the following administrative expenses: (a) all fees and expenses allowed by the court pursuant to the Bankruptcy Code to the Sub Chapter V Trustee, and (b) all fees and expenses incurred by the Debtor's professionals and the professionals of any statutory committee employed by Court order that are allowed by the court pursuant to the Bankruptcy Code. A copy of the order is available at https://bit.ly/3KtdznX from PacerMonitor.com. About Shifrin & Associates Shifrin & Associates sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mo. Case No. 23-40921) on March 17, 2023, with up to $50,000 in assets and $100,001 to $500,000 in liabilities. Judge Brian C. Walsh oversees the case. Robert E. Eggmann, Esq., at Carmody Macdonald P.C. is the Debtor's legal counsel. SILICON VALLEY BANK: KPMG, Goldman & Others Sued Over Collapse -------------------------------------------------------------- Following the collapse of Silicon Valley Bank (SVB), auditor KPMG LLP, along with underwriters like Goldman Sachs, Morgan Stanley, Bank of America, and others have been sued by SVB investors. According to a Bloomberg report, these entities have been sued in an investor lawsuit based on alleged misstatements leading to the failure and the collapse of the Silicon Valley Bank (SVB crisis). The complaint has reportedly been filed in the federal court in San Francisco. It reportedly names SVB CEO Greg Becker and other directors and officers of the bank as defendants. The report adds that as per the lawsuit, collectively, the defendants "misrepresented the strength of the company's balance sheet, liquidity, and position in the market." The further also reportedly "understated and concealed the magnitude of the risks" that were dawning on the bank and hence, also allegedly undermined the value of its own securities portfolio. About Silicon Valley Bank Silicon Valley Bank was the nation's 16th largest bank and the biggest to fail since the 2008 financial meltdown. During the week of March 6, 2023, Silicon Valley Bank, Santa Clara, CA, experienced a severe "run-on-the-bank." On the morning of March 10, 2023, the California Department of Financial Protection and Innovation seized SVB and placed it under the receivership of the Federal Deposit Insurance Corporation (FDIC). The FDIC on March 13, 2023, disclosed that it transferred all deposits -- both insured and uninsured -- and substantially all assets of the former Silicon Valley Bank of Santa Clara, California, to a newly created, full-service FDIC-operated "bridge bank" in an action designed to protect all depositors of Silicon Valley Bank. SVB Financial Group is a financial services company focusing on the innovation economy, offering financial products and services to clients across the United States and in key international markets. Prior to March 10, 2023, SVB Financial Group owned and operated Silicon Valley Bank, a state-chartered bank. On March 17, 2023, SVB Financial Group sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 23-10367). The Hon. Martin Glenn is the bankruptcy judge. The Debtor had assets of $19,679,000,000 and liabilities of $3,675,000,000 as of Dec. 31, 2022. Centerview Partners LLC is proposed financial advisor, Sullivan & Cromwell LLP proposed legal counsel and Alvarez & Marsal proposed restructuring advisor to SVB Financial Group as debtor-in-possession. Kroll is the claims agent. SILICON VALLEY BANK: Warren, AOC Question Oversized Deposits ------------------------------------------------------------ CNBC reports that two top progressive lawmakers questioned whether Silicon Valley Bank offered its largest depositors unusually cushy treatment, one month after the institution collapsed and sparked broader damage to the banking system. In letters to depositors dated Sunday, Sen. Elizabeth Warren, D-Mass., and Rep. Alexandria Ocasio-Cortez, D-N.Y., sought details on what they called the "cozy" relationship between SVB and 14 of its biggest depositors. Among those who were sent letters are Roblox CEO David Baszucki, BlockFi CEO Zac Prince and Roku CEO Anthony Wood. "Silicon Valley Bank's unusually cozy relationship with its clients increased the threat of contagion when the bank went under," Warren said in a statement. "The American people deserve to know how these mutual backscratching arrangements developed, who benefited from them, and what role they played in Silicon Valley Bank's failure." SVB's banking practices were particularly attractive to startup companies that deposited more than the $250,000 limit insured by the Federal Deposit Insurance Corp. Over 95% of the bank’s deposits were uninsured as of December, which threatened companies’ ability to make payroll after the bank failed. The bank's 10 largest accounts held $13.3 billion in deposits, the lawmakers wrote. Some of the "coddling" and "white glove" benefits that bank executives used to attract venture capitalist depositors included lower interest mortgage rates for startup founders who couldn't get loans from other banks, generous lines of credit that allowed depositors to quickly wire money to their startups, and sponsored ski trips, conferences and fancy dinners, the lawmakers said. “If the reports are accurate, these mutual backscratching arrangements could help explain why some customers placed massive, uninsured deposits at SVB,” the lawmakers wrote. “And if these deposits were made by company executives and allowed by corporate boards in exchange for personal perks, that behavior raises potential concerns about whether they were meeting their fiduciary duties.” The business practices of SVB executives might have also complicated the sale of the failed bank to another financial institution due to the close relationship between borrowers and depositors, the lawmakers wrote. Warren and Ocasio-Cortez asked the depositors to provide details on any special treatment they received from SVB by April 24. They asked for information including a list of benefits and perks and any requirements to hold deposits with SVB in exchange for fringe benefits. Spokespeople for Roblox, BlockFi and Roku did not immediately respond to requests for comment. About Silicon Valley Bank Silicon Valley Bank was the nation's 16th largest bank and the biggest to fail since the 2008 financial meltdown. During the week of March 6, 2023, Silicon Valley Bank, Santa Clara, CA, experienced a severe "run-on-the-bank." On the morning of March 10, 2023, the California Department of Financial Protection and Innovation seized SVB and placed it under the receivership of the Federal Deposit Insurance Corporation (FDIC). The FDIC on March 13, 2023, disclosed that it transferred all deposits -- both insured and uninsured -- and substantially all assets of the former Silicon Valley Bank of Santa Clara, California, to a newly created, full-service FDIC-operated "bridge bank" in an action designed to protect all depositors of Silicon Valley Bank. SVB Financial Group is a financial services company focusing on the innovation economy, offering financial products and services to clients across the United States and in key international markets. Prior to March 10, 2023, SVB Financial Group owned and operated Silicon Valley Bank, a state-chartered bank. On March 17, 2023, SVB Financial Group sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 23-10367). The Hon. Martin Glenn is the bankruptcy judge. The Debtor had assets of $19,679,000,000 and liabilities of $3,675,000,000 as of Dec. 31, 2022. Centerview Partners LLC is proposed financial advisor, Sullivan & Cromwell LLP proposed legal counsel and Alvarez & Marsal proposed restructuring advisor to SVB Financial Group as debtor-in-possession. Kroll is the claims agent. SIO2 MEDICAL: U.S. Trustee Appoints Creditors' Committee -------------------------------------------------------- The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Chapter 11 cases of SiO2 Medical Products, Inc. and its affiliates. The committee members are: 1. R&D Custom Automation, LLC Attn: Loren W. Esch 11052 254th Court Trevor, WI 53179 Phone: 262-298-7250 Fax: 262-298-7257 2. DPS Group, Inc. Attn: Gerard Morgan 858 Concord Street, Suite 100 Framingham, MA 01701 Phone: 617-438-8846 Fax: 508-632-6765 3. Prent Corporation Attn: Adam Case 2225 Kennedy Road Janesville, WI 53545 Phone: 608-373-7169 Fax: 608-754-2410 4. Pixon Engineering AG Attn: Daniel Kehl Sandstrasse 2, 3930 Visp Switzerland Phone: 41 79 405 08 86 5. Grantek Systems Integration Corp. Attn: Mike Gregor 1651 North Cedar Boulevard, Suite 205 Allentown, PA 18104 Phone: 289-775-3397 Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About SiO2 Medical Products SiO2 Medical Products, Inc. is a material life sciences company that is at the precipice of mass-commercialization of its breakthrough materials science technology that is poised to revolutionize the pharmaceutical industry. Major pharmaceutical players are testing the company's vials, syringes, tubes, and other offerings, and the Company anticipates large-scale adoption in the relative near term. SiO2 Medical Products and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10366) on March 29, 2023. In the petition signed by its chief executive officer, Yves Steffen, SiO2 Medical Products disclosed $100 million to $500 million in assets and $500 million to $1 billion in liabilities. Judge John T. Dorsey oversees the cases. The Debtors tapped Kirkland Ellis, LLP and Kirkland & Ellis International, LLP as general bankruptcy counsels; Cole Schotz P.C. as local bankruptcy counsel; Alvarez & Marshal North America, LLC as financial and restructuring advisor; and Lazard as investment banker. Donlin, Recano and Co., Inc. is the claims, noticing, solicitation and administrative agent. SKAR CONSTRUCTION: Taps Kimberly Bentley, CPA as Accountant ----------------------------------------------------------- Skar Construction, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Florida to employ Kimberly Bentley, an accountant practicing in Eastpoint, Fla. The Debtor requires an accountant to complete any necessary tax forms, including tax returns, provide tax advice and perform other accounting services. The firm will be paid $175 per month for accounting services and $900 for the Debtor's annual tax returns. Ms. Bentley disclosed in a court filing that she is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. Ms. Bentley can be reached at: Kimberly Bentley, CPA 171 US 98, Eastpoint, FL 32328 Tel: (850) 670-8630 About SKAR Construction SKAR Construction, Inc. sought Chapter 11 bankruptcy protection (Bankr. N.D. Fla. Case No. 22-40365) on Nov. 16, 2022, with up to $1 million in both assets and liabilities. Judge Karen K. Specie oversees the case. The Debtor tapped Byron Wright III, Esq., at Bruner Wright, PA as legal counsel and Kimberly Bentley, CPA as accountant. SOUTHERN HERITAGE: Case Summary & Seven Unsecured Creditors ----------------------------------------------------------- Debtor: Southern Heritage Timber Co LLC 11000 Mckenzie Grade Georgiana AL 36033-5862 Chapter 11 Petition Date: April 14, 2023 Court: United States Bankruptcy Court Middle District of Alabama Case No.: 23-30734 Debtor's Counsel: Anthony Bush, Esq. THE BUSH LAW FIRM, LLC 3198 Parliament Circle 302 Montgomery AL 36116 Tel: 334-263-7733 Email: abush@bushlegalfirm.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by cory Willis as member. A full-text copy of the petition containing, among other items, a list of the Debtor's seven unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/GCCZZ4I/Southern_Heritage_Timber_Co_LLC__almbke-23-30734__0001.0.pdf?mcid=tGE4TAMA STANADYNE LLC: Committee Seeks to Hire Kramer Levin as Counsel -------------------------------------------------------------- The official committee of unsecured creditors appointed in the Chapter 11 cases of Stanadyne LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ Kramer Levin Naftalis & Frankel LLP as counsel. The firm will render these services: (a) the administration of these cases and the exercise of oversight with respect to the Debtors' affairs; (b) the preparation on behalf of the committee of necessary applications, motions, objections, memoranda, orders, reports and other legal papers; (c) appearances in court, participation in litigation as a party-in-interest and participation at statutory meetings of creditors to represent the interests of the committee; (d) the negotiation and evaluation of the use of cash collateral, any potential debtor-in-possession financing and any other potential financing alternatives; (e) the negotiation, formulation, drafting and confirmation of a Chapter 11 plan of reorganization and matters related thereto; (f) investigation, directed by the committee, of among other things, unencumbered assets, liabilities, financial condition of the Debtors, prior transactions and operational issues concerning the Debtors that may be relevant to these Chapter 11 cases; (g) the negotiation of bidding procedures and formulation of any proposed sale of any of the Debtors' assets; (h) communications with the committee's constituents in furtherance of its responsibilities; and (i) the performance of all of the committee's duties and powers under the Bankruptcy Code and the Bankruptcy Rules and the performance of such other services as are in the interests of those represented by the committee. The hourly rates of the firm's counsel and staff are as follows: Partners $1,300 - $1,800 Counsel $1,300 - $1,775 Special Counsel $1,155 - $1,435 Associates $720 - $1,280 Paraprofessionals $365 - $555 In addition, the firm will seek reimbursement for expenses incurred. The firm also provided the following in response to the request for additional information set forth in the Revised Guidelines. Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the twelve (12) months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the twelve (12) months prepetition. If your billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Response: Kramer Levin did not represent the committee before being selected as its co-counsel on March 7, 2023. Kramer Levin's billing rates have not changed since the petition date. As set forth in the Declaration, in matters wholly unrelated to these Chapter 11 cases, Kramer Levin has in the past represented, currently represents, and may represent in the future certain committee members either in their capacities as official committee members in other chapter 11 cases or individually, as set forth in this Application. Question: Has your client approved your prospective budget and staffing plan, and, if so, for what budget period? Response: Kramer Levin is developing a budget and staffing plan that will be presented for approval by the committee. Adam Rogoff, Esq., a partner at Kramer Levin, 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: Adam C. Rogoff, Esq. 1177 Avenue of the Americas New York, NY 10036 Telephone: (212) 715-9285 Facsimile: (212) 715-8265 Email: arogoff@kramerlevin.com About Stanadyne LLC Stanadyne LLC is a global automotive technology offering engine-based fuel and air management systems. Stanadyne is a developer and manufacturer of fuel pumps and fuel injectors for diesel and gasoline engines. Stanadyne LLC and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10207) on Feb. 16, 2023. In the petition signed by John Pinson, chief executive officer, the Debtor disclosed up to $500 million in both assets and liabilities. Judge John T. Dorsey oversees the case. The Debtors tapped Young Conaway Stargatt & Taylor, LLP and Hughes Hubbard and Reed LLP as co-general bankruptcy counsel, Kroll, LLC as financial advisor, and Kurtzman Carson Consultants LLC as claims, noticing, and balloting agent and administrative advisor. On March 6, 2023, the United States Trustee for the District of Delaware appointed an official committee of unsecured creditors. The committee tapped Kramer Levin Naftalis & Frankel LLP as bankruptcy counsel, Morris James LLP as local counsel, and FTI Consulting, Inc. as financial advisor. STANADYNE LLC: Committee Taps FTI Consulting as Financial Advisor ----------------------------------------------------------------- The official committee of unsecured creditors appointed in the Chapter 11 cases of Stanadyne LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ FTI Consulting, Inc. as financial advisor. The firm will render these services: (a) assistance in the review of financial related disclosures required by the court; (b) assistance in the preparation of analyses required to assess the Debtors use of use cash collateral or any proposed Debtor-In-Possession (DIP) financing; (c) assistance with the assessment and monitoring of the Debtors' short term cash flow, liquidity, and operating results; (d) assistance with the review of the Debtors' any proposed employee compensation and benefits programs; (e) assistance with the review of the Debtors' proposed critical vendor and customer programs; (f) assistance with the review of the Debtors' cost/benefit analysis with respect to the affirmation or rejection of various executory contracts and leases; (g) assistance with the review of the Debtors' identification of potential cost savings; (h) assistance in the review and monitoring of any asset sale process, potential disposition or liquidation of both core and non-core assets; (i) assistance with review of any tax issues associated with, but not limited to, claims/stock trading, preservation of net operating losses, refunds due to the Debtors, plans of reorganization, and asset sales; (j) assistance in the review of the claims reconciliation and estimation process; (k) assistance with the review of the Debtors' corporate structure and value of foreign subsidiaries; (l) assistance with analyzing entity-level value waterfalls and potential recoveries with respect to any proposed plan of reorganization; (m) assistance in the review of other financial information prepared by the Debtors; (n) attendance at meetings and assistance in discussions with the Debtors, potential investors, banks, other secured lenders, the committee, and any other official committees organized in these Chapter 11 proceedings, the U.S. Trustee, other parties in interest and professionals hired by the same, as requested; (o) assistance in the review and/or preparation of information and analysis necessary for the confirmation of a plan and related disclosure statement in these Chapter 11 proceedings; (p) assistance in the evaluation and analysis of avoidance actions; (q) assistance in the prosecution of committee responses/objections to the Debtors' motions; and (r) render such other general business consulting or such other assistance as the committee or its counsel may deem necessary. The hourly rates of the firm's professionals are as follows: Senior Managing Directors $1,045 - $1,495 Directors/Senior Directors/Managing Directors $785 - $1,055 Consultants/Senior Consultants $435 - $750 Administrative/Paraprofessionals $175 - $325 In addition, the firm will seek reimbursement for expenses incurred. Conor Tully, a senior managing director at FTI Consulting, 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: Conor P. Tully, Esq. FTI Consulting, Inc. 1166 Avenue of the Americas, 15th Floor New York, NY 10036 Telephone: (212) 247-1010 Email: conor.tully@fticonsulting.com About Stanadyne LLC Stanadyne LLC is a global automotive technology offering engine-based fuel and air management systems. Stanadyne is a developer and manufacturer of fuel pumps and fuel injectors for diesel and gasoline engines. Stanadyne LLC and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10207) on Feb. 16, 2023. In the petition signed by John Pinson, chief executive officer, the Debtor disclosed up to $500 million in both assets and liabilities. Judge John T. Dorsey oversees the case. The Debtors tapped Young Conaway Stargatt & Taylor, LLP and Hughes Hubbard and Reed LLP as co-general bankruptcy counsel, Kroll, LLC as financial advisor, and Kurtzman Carson Consultants LLC as claims, noticing, and balloting agent and administrative advisor. On March 6, 2023, the United States Trustee for the District of Delaware appointed an official committee of unsecured creditors. The committee tapped Kramer Levin Naftalis & Frankel LLP as bankruptcy counsel, Morris James LLP as local counsel, and FTI Consulting, Inc. as financial advisor. STANADYNE LLC: Committee Taps Morris James LLP as Local Counsel --------------------------------------------------------------- The official committee of unsecured creditors appointed in the Chapter 11 cases of Stanadyne LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ Morris James LLP as local counsel. The firm will render these services: (a) advise and assist the committee in its consultations with the Debtors relative to their administration of their reorganization; (b) review and analyze all applications, motions, orders, statements of operations and schedules filed with the court; (c) prepare legal papers; (d) represent the committee at hearings held before the court and communicate with the committee regarding the issues raised, as well as the decisions of the court; and (e) perform other legal services for the committee which may be reasonably required in this proceeding. The hourly rates of the firm's counsel and staff are as follows: Jeffrey R. Waxman, Partner $850 Eric J. Monzo, Partner $795 Brya M. Keilson, Partner $750 Jason S. Levin, Associate $450 Stephanie Lisko, Paralegal $350 Douglas J. Depta, Paralegal $350 In addition, the firm will seek reimbursement for expenses incurred. The firm also provided the following in response to the request for additional information set forth in the Revised Guidelines. Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: Morris James did not agree to a variation of its standard or customary billing arrangements for this engagement. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: None of the professionals included in this engagement have varied their rate based upon the geographic location of the Chapter 11 cases. Question: If you represented the client in the twelve (12) months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the twelve (12) months prepetition. If your billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Response: The committee retained Morris James on March 7, 2023. The billing rates for the period prior to this application are the same as indicated in this application. Question: Has your client approved your prospective budget and staffing plan, and, if so, for what budget period? Response: Morris James anticipates filing a budget at the time it files its interim fee applications, and any such budget it may file will be prior approved by the committee. In accordance with the United States Trustee Guidelines, the budget may be amended as necessary to reflect changed circumstances or unanticipated developments. Eric Monzo, Esq., an attorney at Morris James, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jeffrey R. Waxman, Esq. Eric J. Monzo, Esq. Morris James LLP 500 Delaware Avenue, Suite 1500 Wilmington, DE 19801 Telephone: (302) 888-6800 Facsimile: (302) 571-1750 Email: jwaxman@morrisjames.com emonzo@morrisjames.com About Stanadyne LLC Stanadyne LLC is a global automotive technology offering engine-based fuel and air management systems. Stanadyne is a developer and manufacturer of fuel pumps and fuel injectors for diesel and gasoline engines. Stanadyne LLC and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10207) on Feb. 16, 2023. In the petition signed by John Pinson, chief executive officer, the Debtor disclosed up to $500 million in both assets and liabilities. Judge Thomas M. Horan oversees the case. The Debtors tapped Young Conaway Stargatt & Taylor, LLP and Hughes Hubbard and Reed LLP as co-general bankruptcy counsel, Kroll, LLC as financial advisor, and Kurtzman Carson Consultants LLC as claims, noticing, and balloting agent and administrative advisor. On March 6, 2023, the United States Trustee for the District of Delaware appointed an official committee of unsecured creditors. The committee tapped Kramer Levin Naftalis & Frankel LLP as bankruptcy counsel, Morris James LLP as local counsel, and FTI Consulting, Inc. as financial advisor. STAT HOME: June 8 Plan Confirmation Hearing Set ----------------------------------------------- On March 3, 2023, STAT Home Health−West, LLC, filed with the U.S. Bankruptcy Court for the Western District of Louisiana a Disclosure Statement describing Chapter 11 Plan. On April 13, 2023, Judge John W. Kolwe approved the Disclosure Statement and ordered that: * June 1, 2023 is fixed as the last date for filing written acceptances or rejections of the Plan. * June 1, 2023 is also fixed as the last date for filing and serving objections, if any, to the confirmation of the Plan. * June 8, 2023 at 02:30 PM at 800 Lafayette Street, 3rd Floor, Courtroom Five, Lafayette, Louisiana is fixed as the date and time for hearing on confirmation of the Plan. A copy of the order dated April 13, 2023 is available at https://bit.ly/3KCk3Rv from PacerMonitor.com at no charge. Attorneys for the Debtor: Bradley L. Drell, Esq. Heather M. Mathews, Esq. GOLD, WEEMS, BRUSER, SUES & RUNDELL (A Professional Law Corporation) P. O. Box 6118 Alexandria, LA 71307-6118 Tel: (318) 445-6471 Fax: (318) 445-6476 About Stat Home Health-West STAT Home Health-West, LLC is a home health care services provider in Breaux Bridge, La. STAT Home Health-West filed its voluntary petition for Chapter 11 protection (Bankr. W.D. La. Case No. 22-50732) on Nov. 3, 2022, with $820,707 in assets and $11,686,071 in liabilities. Patrick Mitchel, manager, signed the petition. Judge John W. Kolwe oversees the case. Gold Weems Bruser Sues & Rundell, APLC, serves as the Debtor's legal counsel. STORED SOLAR: Asset Sale Proceeds to Fund Committee & Trustee Plan ------------------------------------------------------------------ The Official Committee of Unsecured Creditors and Anthony J. Manhart, in his capacity as the Chapter 11 Trustee, submitted a Disclosure Statement with respect to Chapter 11 Plan for Stored Solar Enterprises, Series LLC dated April 11, 2023. As of the Petition Date, the Debtor was a series LLC under the Delaware Limited Liability Company Act Title 6, Chapter 18 of the Delaware Code, having its principal place of business in West Enfield, Maine. As a series LLC, it is comprised of 8 separate series, with differing functions, assets and liabilities. The Debtor's equity holders are Capergy US LLC and Stored Solar Holdings LLC. In a deposition of William Harrington, the Debtor's former sole manager, Mr. Harrington testified that the Debtor LLCs were consolidated into the single series LLC for ease of the bankruptcy filing. Series One comprises the general executive and administrative operations of the combined enterprise and encompasses what was formerly Stored Solar, LLC, Stored Solar J&WE, LLC, Stored Solar Leaf Merchant, LLC, Stored Solar NH Merchant, LLC, and Stored Solar Services, LLC. Each of the remaining seven series, Series Two through Eight, was designed to hold a single operating biomass-fueled renewable energy generating facility (a "Plant") that would produce electricity for the power grid owned and operated by ISO New England, Inc. ("ISO-NE"). The Debtor, while acting as debtor in possession, did not provided a succinct reason for filing for bankruptcy protection. However, the Plan Proponents understand that the Debtor was unable to make payments as they became due to various creditors, including Hartree. The Plan Proponents also understand that Hartree was contemplating foreclosing on the Plants. Finally, upon information and belief, Hartree was limiting the Debtor's access to the cash in an account controlled by Hartree, which inhibited its ability to operate. In accordance with the Sale Order, the Chapter 11 Trustee closed on a sale of substantially all of the Debtor's assets to Hartree Biomass Holdco, LLC, now known as NE Renewable Power LLC (the "Buyer"), on December 2, 2022. In connection with the sale closing, the Buyer assumed several executory contracts. The Buyer also assumed liability for the senior liens on the Assets, including those liens held by certain mechanics' lienholders and CEI, by either paying the holder of the senior lien or funding a reserve in an amount equal to the aggregate value of the senior liens on the Assets. The Buyer also assumed the executory contract with ISO NE. Additionally, the Buyer funded the GUC Sale Reserve (in the amount of $650,000.00) and reserves to wind-down the Debtor's bankruptcy case (in the aggregate amount of $575,000.00), assumed tax and lien liabilities related to the purchased assets, and paid all closing costs. Following this closing, the Chapter 11 Trustee holds the wind-down reserves and the claims excluded from the sale, and the Committee holds the GUC Sale Reserve. Pursuant to the Plan, the Plan Proponents propose an orderly liquidation of the Debtor's remaining Assets that were not sold to the Buyer, and a distribution of the proceeds to the holders of Allowed claims in accordance with the distributive priorities of the Bankruptcy Code and the Plan. On the Effective Date, the Chapter 11 Trustee will pay any Allowed Administrative Expense Claims, Other Priority Claim, or Priority Tax Claim in cash, provided, however, that the Holder of an Allowed Administrative Expense Claims, Other Priority Claim, or Priority Tax Claim may be paid on such other date and upon such other terms as may be agreed upon by that Holder and the Trustee. Under the Plan, a Liquidating Trust will be established for the sole benefit of the Debtor's general unsecured creditors. The Chapter 11 Trustee shall serve as the "Liquidating Trustee." On the Effective Date, the Committee shall transfer the GUC Sale Reserve to the Liquidating Trust. After payment of the Allowed Administrative Expense Claims, Professional Fee Claims, and Priority Tax Claims, the remaining Assets will be transferred to the Liquidating Trust and the remaining requirements of the Plan will be implemented by the Liquidating Trust, including, including further pursuit and resolution of causes of action and further distributions to holders of Allowed claims in accordance with the terms of the Plan. Class Two shall consist of General Unsecured Claims. Class Two Claims are impaired and entitled to vote on the Plan. Provided that the holder of an Allowed Class Two Claim has not been paid, on the Effective Date, holders of Allowed Class Two Claims shall receive a pro rata beneficial interest in the Liquidating Trust in full and final satisfaction of such Allowed claims. Class Three shall consist of Equity Interests. Equity Interests are all membership interest or other ownership interests in the Debtor or a Debtor series LLC. On the Effective Date, all Equity Interests in the Debtor will be extinguished and holders shall not receive or retain any distribution, property, or other value on account of such Equity Interests. The Plan provides for the disposition of substantially all the remaining Assets and the distribution the net proceeds thereof to holders of Allowed Claims, consistent with the priority provisions of the Bankruptcy Code. The Plan further provides for the winding down of the Debtor and its affairs by the Liquidating Trustee. The Plan also creates a mechanism for the Liquidating Trustee to pursue causes of action to enable fund additional distributions. A full-text copy of the Disclosure Statement dated April 11, 2023 is available at https://bit.ly/41bQhdg from PacerMonitor.com at no charge. Counsel to the Official Committee of Unsecured Creditors: Jeremy R. Fischer, Esq. Kellie W. Fisher, Esq. Drummond Woodsum 84 Marginal Way #600 Portland, ME 04101 Tel: (207) 772-1941 E-mail: jfischer@dwmlaw.com kfisher@dwmlaw.com Counsel to Anthony J. Manhart, Chapter 11 Trustee: Anthony J. Manhart, Esq. Bodie B. Colwell, Esq. Preti Flaherty, LLP One City Center P.O. Box 9546 Portland, ME 04112 Telephone: (207) 791-3000 Email: amanhart@preti.com About Stored Solar Enterprises Stored Solar Enterprises, Series, LLC owns and operates seven biomass-fueled, renewable energy generating facilities located in Maine, Massachusetts and New Hampshire. The plants produce electric energy, which is transmitted into, and earns payments from, the ISO New England power grid. Stored Solar has 87 employees. Stored Solar sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Me. Case No. 22-10191) on Sept. 14, 2022. In the petition signed by its manager, William Harrington, the Debtor disclosed $50 million to $100 million in assets and $10 million to $50 million in liabilities. Judge Michael A. Fagone oversees the case. The Debtor tapped George J. Marcus, Esq., at Marcus Clegg as its legal counsel and Spinglass Management Group, LLC as its restructuring advisor. Anthony J. Manhart, the Chapter 11 trustee appointed in the Debtor's case, tapped Preti Flaherty, LLP as legal counsel and Bradley Woods & Co. Ltd. as financial advisor. SUNEDISON INC: TerraForm Exec Gets for Cash Flow Retaliation Trial ------------------------------------------------------------------ Annelise Gilbert of Bloomberg Law reports that a jury must decide whether the former chief executive officer of TerraForm Power Inc. and TerraForm Global Inc. was fired in retaliation for reporting misrepresentations about SunEdison Inc.'s liquidity and cashflow, or subversion. A reasonable jury could conclude that the two SunEdison yieldcos failed to clearly and convincingly prove that Carlos Domenech Zornoza would have been terminated if he didn't raise concerns about the misrepresentations of SunEdison CEO Ahmad Chatila and CFO Brian Wuebbels, the US District Court for the Southern District of New York ruled April 7, 2023. SunEdison filed for bankruptcy soon after Domenech alerted its board. About SunEdison, Inc. SunEdison, Inc. (OTC PINK: SUNEQ), is a developer and seller of photovoltaic energy solutions, an owner and operator of clean power generation assets, and a global leader in the development, manufacture and sale of silicon wafers to the semiconductor industry. On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos. 16-10991 to 16-11017). Martin H. Truong, the senior vice president, general counsel and secretary, signed the petitions. The Debtors disclosed total assets of $20.7 billion and total debt of $16.1 billion as of Sept. 30, 2015. The Debtors hired Skadden, Arps, Slate, Meagher & Flom LLP as counsel, Togut, Segal & Segal LLP as conflicts counsel, Rothschild Inc. as investment banker and financial advisor, McKinsey Recovery & Transformation Services U.S., LLC, as restructuring advisors and Prime Clerk LLC as claims and noticing agent. The Debtors employed PricewaterhouseCoopers LLP as financial advisors; and KPMG LLP as their auditor and tax consultant. Sullivan & Cromwell LLP served as counsel to TerraForm Power, Inc., and TerraForm Global, Inc. The official committee of unsecured creditors tapped Weil, Gotshal & Manges LLP as its general bankruptcy counsel and Morrison & Foerster LLP as special counsel. Togut, Segal & Segal LLP and Kobre & Kim LLP serve as conflicts counsel. Alvarez & Marsal North America, LLC, served as the Committee's financial advisors. Counsel to the administrative agent under the Debtors' prepetition first lien credit agreement were Richard Levy, Esq., and Brad Kotler, Esq., at Latham & Watkins. Counsel to the administrative agent under the postpetition DIP financing facility were Scott Greissman, Esq., and Elizabeth Feld, Esq., at White & Case LLP. Counsel to the Tranche B Lenders (as defined in the DIP credit agreement) and the steering committee of the second lien creditors were Arik Preis, Esq., and Naomi Moss, Esq., at Akin Gump Strauss Hauer & Field, LLP. Counsel to the administrative agent under the Debtors' prepetition second lien credit agreement was Daniel S. Brown, Esq., at Pillsbury Winthrop Shaw Pittman LLP. The collateral trustee under the Debtors' prepetition second lien credit agreement and the indenture trustee under each of the Debtors' outstanding bond issuances, was represented by Marie C. Pollio, Esq., at Shipman & Goodwin LLP. Counsel to the ad hoc group of certain holders of the Debtors' convertible senior notes was White & Case LLP's Tom Lauria, Esq. * * * On March 28, 2017, the Debtors filed their Plan of Reorganization and related Disclosure Statement. The Disclosure Statement was approved on June 13, 2017. Judge Stuart Bernstein subsequently confirmed the Debtors' Second Amended Joint Plan of Reorganization on July 28, 2017. SWS SERVICES: Court OKs Interim Cash Collateral Acce ---------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Tennessee authorized SWS Services, Inc. to use cash collateral on an interim basis in accordance with the budget. The Collateral consists of real estate and improvements whose value depreciates with use over time. Volunteer State Bank made three pre-petition loans to the Debtor in the original principal amount of: * $277,952 being Loan No. 422637400 dated December 22, 2021; * $102,738 being Loan No. 423707000 dated August 17, 2022; and * $10,250 being Loan No. 421655800 dated May 20, 2022, to the Debtor evidenced by promissory notes and secured by deeds of trust and assignments of rents and leases made by the Debtor in favor of Bank. The Loan is secured by commercial real estate and improvements along with the proceeds, including rents, of all of the foregoing located at 639 N Broadway, Portland, Tennessee 37148, which is used by the Debtor in the Debtor's business. The Bank has asserted its right to ownership of the rents generated from its Collateral and denies that the rents are the property of the estate or cash collateral. The Debtor has immediate and ongoing need for the use of a portion of the disputed rents in order to continue the Debtor's operations and provide adequate protection of the Bank's Collateral. The use of cash collateral will be conditioned upon the Debtor making periodic payments to the Bank. The first payment will be made upon entry of the Order and thereafter, commencing on May 1, 2023, and continuing on the first day of each month thereafter until modified by subsequent Court order. The payment will be in the total amount of $5,551 and will be applied to the Loan pursuant to each pre-petition payment amount. As adequate protection for any diminution in the value of the Bank's interest in its Collateral arising out of the Debtor's use of the Collateral and the depreciation of the Collateral, the Bank is granted (i) a replacement, post-petition security interest in and lien on all of the Debtor's assets of the same type in which bank claims to hold prepetition liens or security interest, with such replacement liens having the same nature, extent, priority and validity as the Bank's claimed liens and security interests in prepetition collateral, with the liens subject to any liens and encumbrances existing on the date the bankruptcy petition was filed. The replacement liens granted to the Bank will be perfected by operation of law, without the necessity of the execution or filing by the Debtor or the Bank of additional deeds of trust, assignments of rents and leases, security agreements, financing statements, liens or other similar documents. These events constitute an "Event of Default": (a) The failure of the Debtor duly and punctually to observe, perform or discharge any obligation or duty imposed upon them by the Interim Order; (b) The appointment in the Chapter 11 case of a trustee; (c) The dismissal or conversion to Chapter 7 of the Chapter 11 case; or (d) The filing of a motion by the Debtor to convert the Chapter 11 case to a case under Chapter 7 of the Bankruptcy Code or to dismiss the Chapter 11 case; (e) The Interim Order being altered, amended, vacated, supplemented, modified, stayed or reversed on appeal or the Debtor filing any motion to alter, amend, vacate, supplement or modify this Interim Order without the Bank's prior consent. A copy of the order is available at https://bit.ly/3mArTD3 from PacerMonitor.com. About SWS Services, Inc. SWS Services, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Tenn. Case No. 23-00835) on March 8, 2023. In the petition signed by Shanna Wheeler, owner and president, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Judge Marian F. Harrison oversees the case. Steven L. Lefkovitz, Esq., at Lefkovitz and Lefkovitz, represents the Debtor as legal counsel. T-ROLL CONSTRUCTION: Court OKs Cash Collateral Access Thru May 6 ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Colorado authorized T-Roll Construction, Inc. to use cash collateral on an interim basis in accordance with the budget, with a 10% variance, through May 6, 2023. The Debtor is directed to adequately protect the pre-petition security interests of Commercial Credit Group Inc., Fenix Capital Funding, LLC, Capybara Capital, and Forward Financing LLC in the cash collateral by (1) tendering monthly installments of $5,000 to Com Credit commencing no later than seven days following entry of the Order and on or before the seventh day of each month thereafter as sufficient adequate protection; and (2) granting to Com Credit, Fenix, Capybara, and Forward a replacement lien against the Debtor's post-petition depository accounts and accounts receivable with the same priority and validity as their pre-petition security interest and only to the extent that the Debtor's use of cash collateral diminishes the value of the such creditor's cash collateral position existing on the date of the Debtor's bankruptcy filing. A final hearing on the matter is set for May 2 at 11 a.m. A copy of the Court's order is available at https://bit.ly/41wWOiF from PacerMonitor.com. About T-Roll Construction, Inc. T-Roll Construction, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 23-11154) on March 24, 2023. In the petition signed by Seth Cvancara, owner and chief executive officer, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Elizabeth E. Brown oversees the case. Stephen Berken, Esq., at Berken Cloyes, PC, represents the Debtor as legal counsel. TEAM HEALTH: $2.75B Bank Debt Trades at 17% Discount ---------------------------------------------------- Participations in a syndicated loan under which Team Health Holdings Inc is a borrower were trading in the secondary market around 83.1 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $2.75 billion facility is a Term loan that is scheduled to mature on February 6, 2024. About $1.14 billion of the loan is withdrawn and outstanding. Team Health Holdings, Inc. is a provider of physician staffing and administrative services to hospitals and other healthcare providers in the U.S. TOADFISH LLC: Rail Holdings to Sell All Assets on May 4 ------------------------------------------------------- Rail Holdings LLC ("secured party") will conduct, through its agent, Hilco Streambank ("agent"), a public sale of substantially all of the personal property of Toadfish LLC on May 4, 2023, at 12:00 p.m. E.T. Qualified bidders may attend the sale at the law offices of Rogers Townsend LLC, 205 King Street, Suite 201, Charleston, S.C., or virtually through video conference. The deadline to submit a bid is May 2, 2023, at 12:00 p.m. E.T. Potential bidders interested in obtaining information regarding the property, requirements for participation in the auction, access to the video conference platform and the terms of the sale may contact the agent: Gabe Fried at gfried@hilcoglobal.com or Richelle Kalnit at rkalnit@hilcoglobal.com. Attorneys for the Secured Party: Rogers Townsend LLC Attn: Michael H. Weaver, Esq. 1221 Main Street, 14th Floor Columbia, S.C. 29201 Tel: (803) 771-7900 Toadfish LLC provides inshore spinning fishing rods, non tipping coolers, seafood kitchen tool set, drinkware, can coolers, cup holders, wine tumblers, rocks tumblers, dog bowls, fishing spinning rods, spinning reels, casting rods, fly rods, kitchen bundles, cooking tools, cutlery, apparel, shirts, hats, gaiters, and more. TRU GRIT FITNESS: Court Confirms Reorganization Plan ---------------------------------------------------- Judge August B. Landis has entered an order that Tru Grit Fitness LLC's Chapter 11 Plan of Reorganization, as amended, modified and supplement, is confirmed pursuant to Section 1129 in its entirety. The Disclosure Statement contains sufficient information of a kind necessary to satisfy the disclosure requirements of any applicable non-bankruptcy law, rules, or regulations, satisfying Sections 1125 and 1129(a)(2) and Local Rule 3017(c). According to the Voting Summary, Classes 1, 2 and 3 submitted Ballots accepting the Plan. As further disclosed by the Voting Summary, Class 4 did not cast a Ballot either accepting or rejecting the Plan. Plan Class 4 is deemed to have rejected the Plan pursuant to Section 1126(g) of the Bankruptcy Code. Given Class 4's deemed rejection of the Plan, the Debtor has not satisfied Section 1129(a)(8), thereby necessitating approval under Section 1129(b) for Class 4. In Article IV(E) of the Plan, the Debtor has also requested the Court's consideration and review of the Plan for Confirmation under Section 1129(b) out of an abundance of caution, and the Court, therefore, also reviewed the Plan to determine whether the requirements of Section 1129(b) have also been met. After conducting its own review and assessment, the Court determines that the Plan meets the requirements for Confirmation under Section 1129(b). As Classes 1, 2 and 3 have accepted the Plan without including acceptance by any insiders (as defined by Section 101(31)), the Plan satisfies Section 1129(a)(10). A copy of the Order dated April 5, 2023, is available at https://bit.ly/417nBSo from PacerMonitor.com. About Tru Grit Fitness Tru Grit Fitness, LLC, is a Las Vegas-based company that offers fitness equipment. Tru Grit Fitness sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 22-14320) on Dec. 7, 2022. In the petition signed by its chief executive officer, Brandon Hearn, the Debtor disclosed $10 million to $50 million in assets and $50 million to $100 million in liabilities. Judge August B. Landis oversees the case. The Debtor tapped Samuel A. Schwartz, Esq., at Schwartz Law, PLLC as legal counsel and Armory Consulting Co. as restructuring advisor. James Wong, principal at Armory, is the Debtor's chief restructuring officer. TRUCK DYNASTY: Case Summary & 18 Unsecured Creditors ---------------------------------------------------- Debtor: Truck Dynasty Transportation Inc. 9957 Plantation Ridge Dr. Olive Branch, MS 38654 Chapter 11 Petition Date: April 14, 2023 Court: United States Bankruptcy Court Northern District of Mississippi Case No.: 23-11142 Debtor's Counsel: Toni Campbell Parker, Esq. LAW FIRM OF TONI CAMPBELL PARKER 45 N. Third Ave., Ste. 201 Memphis, TN 38103 Tel: 901-683-0099 Fax: 866-489-7938 Email: tparker002@att.net Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Bradley Little as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 18 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/B4UHQ3A/Truck_Dynasty_Transportation_Inc__msnbke-23-11142__0001.0.pdf?mcid=tGE4TAMA U.S. STEM CELL: Delays Filing of 2022 Annual Report --------------------------------------------------- U.S. Stem Cell, Inc. said via Form 12b-25 filed with the Securities and Exchange Commission it has been unable to complete its Form 10-K for the year ended Dec. 31, 2022, within the prescribed time period because of delays in completing the preparation of its financial statements and its management discussion and analysis. Such delays are primarily due to the Company's management's dedication of such management's time to business matters and completing the required audit. The Company intends to file its Form 10-K within the 15-day extension period afforded by SEC Rule 12b-25 under the Securities Exchange Act of 1934, as amended. The Company is in the process of preparing its financial information as well as completing the required audit. About U.S. Stem Cell Headquartered in Sunrise, Florida, U.S. Stem Cell, Inc. -- http://www.us-stemcell.com-- is a biotechnology company focused on the discovery, development and, subject to regulatory approval, commercialization of autologous cell therapies for the treatment of disease and injury. The Company is also a regenerative medicine company specializing in physician/veterinary training and certification and stem cell products, stem cell banking, and the creation and management of stem cell clinics. Its lead cardiac product candidate is MyoCell, an innovative clinical therapy designed to populate regions of scar tissue within a patient's heart with autologous muscle cells, or cells from a patient's body, for the purpose of improving cardiac function in chronic heart failure patients. Its lead product for in clinic use is Adipocell, a proprietary kit for the isolation of adipose derived stem cells. U.S. Stem Cell reported a net loss of $3.29 million for the year ended Dec. 31, 2021, compared to a net loss of $2.89 million for the year ended Dec. 31, 2020. As of Sept. 30, 2022, the Company had $171,891 in total assets, $14.37 million in total liabilities, and a total stockholders' deficit of $14.20 million. New York, NY-based RBSM LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 31, 2022, citing that the Company has suffered recurring losses from operations, generated negative cash flows from operating activities, will require additional capital to fund its current operating plan, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. UNIQUE FREIGHT: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Unique Freight Lines, Inc. 8417 NW 201 Terrace Hialeah, FL 33015-5976 Chapter 11 Petition Date: April 14, 2023 Court: United States Bankruptcy Court Southern District of Florida Case No.: 23-12916 Debtor's Counsel: Timothy S. Kingcade, Esq. KINGCADE, GARCIA & MCMAKEN, P.A. 1370 Coral Way Miami, FL 33145 Tel: 305-285-9100 Email: scanner@miamibankruptcy.com Total Assets: $15,330,317 Total Liabilities: $7,498,759 The petition was signed by David Padron, Sr., as president. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/HQLXGWQ/Unique_Freight_Lines_Inc__flsbke-23-12916__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. American Express Business $1 P.O. Box 6031 Platinum Carol Stream, IL Credit Card 60197 2. BMO/Harris Bank, N.A. Business Loan $247,118 111 West Monroe Street Chicago, IL 60603 3. CIT Bank, N.A Business Loan $146,858 888 E Walnut St Pasadena, CA 91101 4. F.N.B. Equipment Finance Business Loan $213,595 120 Highland Park Blvd Wilkes Barre, PA 18702 5. Florida Department Fuel Tax $168,519 Of Highway Safety International Fuel Tax Agreement (IFTA) 2900 Apalachee Pkwy Tallahassee, FL 32399 6. Hitachi Capital Business Loan $169,615 America Corp. 800 Connecticut Avenne Norwalk, CT 06854 7. Internal Revenue Income Tax $86,332 Service Centralized Liability Insolvency Operation P.O. Box 7346 Philadelphia, PA 19101 8. JB & B Capital, LLC Business Loan $109,351 109 S. Northshore Drive Ste 200 Knoxville, TN 37919 9. KLC Financial Business Loan $58,861 4350 Baker Road Ste 100 Hopkins, MN 55343 10. Midland States Bank Business Loan $100,076 1201 Network Centre Drive Effingham, IL 62401 11. New Mexico State Tax $63,780 Taxation & Revenue Liability Department 1100 South St. Francis Drive Santa Fe, NM 87504 12. Nilo Villamar Class Action $150,000 c/o Noah E. Storch, Esq. Lawsuit 10368 W. State Road Settlement 84, Ste 103 Fort Lauderdale, FL 33324-4000 13. Paccar Financial Corp Business Loan $110,495 1201 Hays St, # 105 Tallahassee, FL 32301-2000 14. Port Authority of Lawsuit $1 New York & New Jersey Judgment c/o Peter C. Merani, P.C. 1001 Avenue of the Americas Suite 1800 New York, NY 10018 15. State of Florida Florida $18,142 Department of Revenue Corporate c/o Office of General Counsel Income Tax 2450 Shumar Oak Blvd. Tallahassee, FL 32399 16. TBK Bank Business Loan $75,309 12700 Park Central Drive Ste 1700 Dallas, TX 75251 17. Toyota Commercial Finance Business Loan $103,900 8951 Cypress Waters Blvd Ste 300 Coppell, TX 75019 18. U.S. Bank Lawsuit $35,871 c/o Ronald Emanuel, Esq. 790 Peters Road Bldg B, Ste 100 Fort Lauderdale, FL 33324 19. U.S. Small Business EIDL Loan $500,000 Administration 2 North Street Suite 320 Birmingham, AL 35203 20. Volvo Financial Business Loan $5,140,894 VTFNA 8003 Piedmont Triad Parkway Greensboro, NC 27409 UPTOWN 240 LLC: Gets OK to Hire Eide Bailly as Accountant --------------------------------------------------------- Uptown 240, LLC received approval from the U.S. Bankruptcy Court for the District of Colorado to employ Eide Bailly, LLP as its accountant. The firm's services include: a) reviewing and amending as necessary the Debtor's books and records; b) preparing updated financial statements; c) assisting the Debtor with financial reporting, including the preparation of monthly operating reports; d) preparing annual state and federal tax returns; and e) assisting the Debtor with the preparation of required financial reporting to the bankruptcy court as well as financial projections pertaining to any required budgets and a plan of reorganization. The firm will be paid at these rates: Partner $400 per hour Tax Managers $275 per hour Directors/Managers $250 per hour Lead Consultants $150 per hour The retainer fee is $10,000. As disclosed in court filings, Eide Bailly is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached at: Mike Verville Eide Bailly, LLP 7001 E Belleview Ave., Suite 700 Denver, CO 80237 Tel: (702) 726-6241 Email: mverville@eidebailly.com About Uptown 240 Uptown 240, LLC owns and operates a condominium complex in Dillon, Colo. The residences are an exclusive collection of 80-luxury mountain and lakeview condominiums. Uptown 240 filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 23-10617) on Feb. 23, 2023, with $10 million to $50 million in both assets and liabilities. Danilo A. Ottoborgo, president of Uptown 240, signed the petition. Judge Thomas B. Mcnamara presides over the case. The Debtor tapped Keri L. Riley, Esq., at Kutner Brinen Dickey Riley, P.C. as legal counsel and Eide Bailly, LLP as accountant. VYCOR MEDICAL: Delays Filing of 2022 Annual Report -------------------------------------------------- Vycor Medical, Inc. filed a Form 12b-25 with the Securities and Exchange Commission with respect to its Annual Report on Form 10-K for the year ended Dec. 31, 2022. The Company said it was unable to file its Form 10-K within the prescribed time period without unreasonable effort or expense due to the complexity of certain of its operations. The Company anticipates that it will file its Form 10-K within the grace period provided by Exchange Act Rule 12b-25. About Vycor Medical Vycor Medical, Inc. (OTCQB: VYCO) -- http://www.vycormedical.com-- is dedicated to providing the medical community with innovative and superior surgical and therapeutic solutions. Vycor Medical designs, develops and markets medical devices for use in neurosurgery. NovaVision provides non-invasive rehabilitation therapies for those who have vision disorders resulting from neurological brain damage such as that caused by a stroke. Both businesses adopt a minimally or non-invasive approach. Vycor Medical reported a net loss of $435,662 for the year ended Dec. 31, 2021, compared to a net loss of $822,482 for the year ended Dec. 31, 2020. As of June 30, 2022, the Company had $910,182 in total assets, $3.36 million in total current liabilities, $153,900 in total long-term liabilities, and a total stockholders' deficiency of $2.60 million. The Company has incurred losses since its inception and has not generated sufficient positive cash flows from operations. As of Sept. 30, 2022 the Company had a working capital deficiency of $530,661, excluding related party liabilities of $2,511,793. These conditions, among others, raise substantial doubt regarding Vycor Medical's ability to continue as a going concern, the Company said in its Quarterly Report for the three months ended Sept. 30, 2022. WICHITA HOOPS: Has Final Court OK on Cash Collateral Access ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of Kansas authorized Wichita Hoops, LLC to use cash collateral on a final basis in accordance with the budget, through September 30, 2023. The Debtor is granted authority to use cash collateral for operating capital and to pay the costs and expenses of administering the case. As adequate protection, the SBA is granted a valid, automatically perfected replacement lien against the assets of the Debtor. The replacement lien and continuing lien will be in proportion to and to the extent that the cash collateral is used by the Debtor on a post-petition basis, and in the same order and priority as such liens existed on the Petition Date. The SBA, for its benefit, is granted an additional and replacement continuing valid, binding, enforceable, non-avoidable, and automatically perfected post-petition security interest in and lien on any and all presently owned and hereafter acquired personal property and all other assets of the Debtor and the estate, together with any proceeds thereof. The SBA will also receive, commencing not later than April 30, 2023, and continuing monthly thereafter until a) confirmation of a chapter 11 plan, b) dismissal of the case, c) conversion of the case to another chapter, or d) subsequent order of the Court, payments in the amount of $2,041 as adequate protection. The Adequate Protection Payments are equal in amount to the payments currently required by the underlying SBA loan. The Debtor was current on such payments as of the Petition Date. Adequate Protection Payments will be applied in all cases as otherwise set forth in the SBA loan documents, except that such application may be modified by a confirmed Chapter 11 Plan. The Post-Petition Replacement Adequate Protection Lien granted to the SBA will have the same priority as the priority the SBA enjoyed in the Debtor's assets as of the Petition Date. These events constitute an "Event of Default": 1) The entry of an order by the Court granting relief from or modifying the automatic stay of 11 U.S.C. section 362 (i) to allow any creditor to execute upon or enforce a lien on or security interest in any of the Collateral; 2) Dismissal of the case or conversion of the case to Chapter 7 case; 3) The sale after the Petition Date of any portion of any of the Debtor's assets outside the ordinary course of dealing and without approval by the Court under 11 U.S.C. section 363; 4) The failure by the Debtor to perform, after notice from the SBA, in any respect, any of the material terms, provisions, conditions, covenants, or obligations under the Order granting the Motion or under the requirements of the underlying loan documents between the Debtor and the SBA, to the extent such requirements materially affect the Collateral and are not otherwise inconsistent with the terms of the Order or bankruptcy law. The "Carve Out" means the following amounts: 1) Fees payable to the Subchapter V trustee, in an amount not to exceed $5,000; 2) The allowed professional fees and disbursements for the Debtor's accountant in the case, in an amount not to exceed $5,000; 3) The allowed professional fees and disbursements for the Debtor's counsel in the case, in an amount not to exceed $40,000; and 4) Any costs of sale associated with the sale of the Collateral, including broker commissions, marketing fees, property taxes, escrow fees, recording costs, and similar expenses, to the extent authorized by any section 363 order approving of such sales. A copy of the order is available at https://bit.ly/43v0iUy from PacerMonitor.com. About Wichita Hoops, LLC Wichita Hoops, LLC operates an athletic facility. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 23-10255) on March 27, 2023. In the petition signed by Evan McCorry, member manager, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Mitchell L. Herren oversees the case. David Prelle Eron, Esq., at Prelle Eron and Bailey, PC., represents the Debtor as legal counsel. WICHITA HOOPS: Seeks to Tap Smoll & Banning CPA's LLC as Accountant ------------------------------------------------------------------- Wichita Hoops, LLC seeks approval from the U.S. Bankruptcy Court for the District of Kansas to employ Smoll & Banning, CPA's, LLC as its accountant. The firm will assist the Debtor in the preparation and filing of its annual federal and state income tax returns, and general accounting services. The hourly rates of the firm's professionals are as follows: Pamela S. Nilhas $260 Associates $135 - $285 The Debtor currently owes the firm $2,064.58 for the preparation of 2021 tax returns, however, it has agreed to waive the aforesaid pre-petition fees. Pamela Nilhas, owner and manager of Smoll & Banning, CPA's, 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: Pamela Nilhas Smoll & Banning, CPA's, LLC 2410 Central Avenue Dodge City, KS 67801 Telephone: (620) 225-6100 Facsimile: (620) 225-5007 About Wichita Hoops Wichita Hoops, LLC operates an athletic facility. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 23-10255) on March 27, 2023. In the petition signed by Evan McCorry, member manager, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Mitchell L. Herren oversees the case. The Debtor tapped David Prelle Eron, Esq., at Prelle Eron and Bailey, PC as legal counsel and Pamela Nilhas at Smoll & Banning, CPA's, LLC as accountant. WILL-ONITA'S FAMILY: Taps Digiorgio Financial as Accountant ----------------------------------------------------------- Will-Onita's Family Restaurant, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to employ Digiorgio Financial Services as accountant. The firm's services include tax preparation and payroll, bookkeeping and general accounting services. The firm will be paid $250 per month for the preparation of payroll; $150 per quarter for the preparation of the payroll tax returns; $175 per month for general accounting services, which include sales tax preparation; and $1,250 for the preparation of partnership tax returns. Karen Puc, a certified public accountant at Digiorgio, 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: Karen Puc, CPA Digiorgio Financial Services 1232 Lincoln Way, White Oak, Pennsylvania 15131 Telephone: (412) 751-8887 About Will-Onita's Family Restaurant Will-Onita's Family Restaurant, LLC filed a Chapter 11 bankruptcy petition (Bankr. W.D. Pa. Case No. 23-20108) on Jan. 19, 2023, with up to $50,000 in assets and $100,001 to $500,000 in liabilities. Judge Gregory L. Taddonio oversees the case. The Debtor tapped Rodney D. Shepherd, Esq., a practicing attorney in Pittsburgh, as legal counsel and Digiorgio Financial Services as accountant. WWEX UNI TOPCO: $150M Bank Debt Trades at 18% Discount ------------------------------------------------------ Participations in a syndicated loan under which WWEX Uni Topco Holdings LLC is a borrower were trading in the secondary market around 82.1 cents-on-the-dollar during the week ended Friday, April 14, 2023, according to Bloomberg's Evaluated Pricing service data. The $150 million facility is a Term loan that is scheduled to mature on July 26, 2029. The amount is fully drawn and outstanding. WWEX UNI Topco Holdings, LLC is headquartered in Dallas, Texas and is a non-asset based third party logistics services provider to a wide array of end-markets and customers. The company is owned by private equity sponsors, CVC Capital Partners, Providence Equity Partners, PSG, Ridgemont Equity Partners and management. YENTA LLC: Court Dismisses Chapter 11 Case ------------------------------------------ Judge Kathryn C. Ferguson has entered an order that Yenta LLC case is dismissed and any discharge that was granted is vacated. All outstanding fees to the Court are due and owing and must be paid within five days of the date of the order. Following a status conference on Jan. 31, 2023, Judge Kathryn C. Ferguson ordered Yenta LLC to file a Plan and Disclosure Statement by April 1, 2023. The Court ordered that if the Plan and Disclosure Statement are not filed by April 1, 2023, the case will automatically be converted without further notice. About Yenta LLC Phillipsburg, New Jersey-based Yenta LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). On Dec. 5, 2022, Yenta LLC filed a Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No. 22-19607). The Debtor estimated assets of $1 million to $10 million and debt of $500,000 to $1 million as of the bankruptcy filing. The Debtor tapped Andre L. Kydala, of LAW FIRM OF ANDRE L. KYDALA, as the Debtor's counsel. ZHEJIANG TOPOINT: Henghe's Bid to Amend Answer Granted in Part -------------------------------------------------------------- In the adversary proceeding captioned as In re: ZHEJIANG TOPOINT PHOTOVOLTAIC CO., LTD., Chapter 15, Debtor. ZHEJIANG TOPOINT PHOTOVOLTAIC CO., LTD., Plaintiff, v. ZHI CHEN and HENGHE NORTH AMERICAN, INC., Defendants, Case No. 14-24549 (JNP), Adv. Pro. No. 16-01873, (D.N.J.), Judge Jerrold N. Poslusny, Jr. of the U.S. Bankruptcy Court for the District of New Jersey grants in part and denies in part Henghe North America, Inc.'s motion amend its answer, and file counter claims and a third-party complaint against Solergy USA, LLC. Topoint Photovoltaic Co., Ltd. filed an action for conversion, breach of fiduciary duty, and unjust enrichment against Zhi Chen and Henghe North America, Inc. The Complaint is based on rights Solergy assigned to Topoint on Dec. 8, 2014, and alleges that Chen fraudulently induced Solergy and its president, Andy Fei, to sign contracts allowing Henghe to purchase and resell solar panels from Solergy, but that the Contracts were a sham allowing Henghe to convert and sell Solergy's solar panels. Henghe filed the instant motion seeking to amend its answer, and file counter claims and a third-party complaint against Solergy USA, LLC. The proposed counterclaim and third-party complaint alleges that the Contracts were valid, and that Solergy breached them by delivering solar panels that did not meet specifications of the Contracts -- because they did not have the proper certifications. Further, the Proposed Counterclaim alleges that the Contracts had a hold harmless clause, requiring Solergy to indemnify Henghe for any "duties, claims, lawsuits, or litigation that may be claimed, incurred assessed, or which may arise, and which is related to the panels purchased by Henghe from Solergy." The Motion seeks to add the following claims and counterclaims: (1) declaratory judgment that the Contracts were valid; (2) breach of contract against Topoint and Solergy, including breach of warranty; (3) breach of implied covenant of good faith and fair dealing as to Topoint and Solergy; (4) fraudulent transfer as to Topoint and Solergy; and (5) contractual indemnification as to Topoint and Solergy. Although not pled as an independent count, the Proposed Counterclaim seeks to hold Topoint liable for successor liability. The Court explains that "determining whether Henghe is liable for conversion of the solar panels will necessarily involve consideration of the validity and terms of the Contracts, including any rights and remedies that Henghe may have under the Contracts for breaches committed by Solergy as well as for any contribution and indemnification. The Court would need to determine the same factual and legal issues in deciding whether to issue a declaratory judgment on the validity and enforceability of the Contracts, as well as to determine whether Solergy breached the Contracts, and if so, whether Solergy was liable to Henghe for any such breaches." Therefore, the Court concludes that "counterclaims (1)-(3), and (5) would involve overlapping factual and legal issues and are compulsory. As such, the statutes of limitations for those counterclaims were tolled until at least the date Henghe filed its Answer. However, Henghe also failed to raise any of these claims in its Answer and is now seeking to amend that Answer more than two years later. As such, regardless of whether the statutes of limitations for these claims was tolled initially, these claims can only be considered timely if they relate back to the Answer." The Court finds that the fourth counterclaim for fraudulent transfer of Solergy's rights against Henghe is not compulsory. Because the fraudulent transfer claim is only a permissive counterclaim, the Court concludes that "the statute of limitations was not tolled and the four-year statute of limitations on that claim would have expired on Dec. 8, 2018 (the date the Assignment occurred). Therefore, the fraudulent transfer claim is time barred." The last proposed claim is for declaratory judgment. Henghe seeks a determination of the validity of the Contracts, which it maintains forms the basis of its obtaining the solar panels. The only question before the Court is whether the Contracts are valid and enforceable. Because the declaratory judgment claim relates to a contract, the Court concludes that it is subject to a six-year statute of limitations under New Jersey law. Henghe's Answer was filed on May 17, 2019, which would be within the statute of limitations. Further, the Court points out multiple allegations in the Answer that the Contracts are valid. The Court holds that these allegations, along with Topoint's possession of the Contracts were sufficient to put any reasonable party on notice that Henghe intended to litigate their legitimacy. Therefore, the Court concludes that the declaratory judgment claim relates back to the Answer and is not barred by the statute of limitations. The Court grants the Motion as to the claim for declaratory judgment. Finally, the Court turns to whether Henghe may add Solergy as a third-party defendant. Here, the Court finds that "Henghe has not pled sufficient facts to show there was actual notice nor does it persuasively argue there was constructive notice via the identity of interest methods. It appears the extent of Topoint and Solergy's relationship is the assignment agreement. There are no allegations of any overlap in personnel or business identity between the two parties to support the notion that Solergy and Topoint had such a closely intertwined relationship that notice would be imputed to Solergy." The Court concludes that Henghe fails to satisfy the notice and mistaken identity requirements of Rule 15(c)(1)(C) of the Federal Rules of Civil Procedures, meaning that it cannot add Solergy as a cross defendant to this adversary proceeding. A full-text copy of the Opinion dated March 30, 2023, is available https://tinyurl.com/36bf38ty from Leagle.com. About Zhejiang Topoint Zhejiang Topoint Photovoltaic Co., Ltd., is engaged in the development, manufacturing, and marketing of photovoltaic solar panels in China for sale and export to international markets, including the United States. Marketing of the solar panels is performed by affiliate Zhejiang Jiutai New Energy Co. Ltd. Manufacturing of the Topoint Group's products is generally conducted from its facilities located in the Zhejiang Province of the People's Republic of China. Topoint is subject to proceedings before the People's Court of Haining City, Zhejiang Province. Yueming Zhang is the court appointed bankruptcy administrator. Zhejiang Topoint and its three affiliates filed petitions under Chapter 15 of the U.S. Bankruptcy Code in Camden, New Jersey (Bankr. D.N.J. Lead Case No. 14-24549) on July 16, 2014, to seek U.S. recognition of the proceedings in China. Topoint estimated assets of at least US$10 million and debt of less than US$10 million in the Chapter 15 petition. Counsel in the U.S. cases is Stephen M. Packman, Esq., at Archer & Greiner, P.C., in Haddonfield, New Jersey. [*] Delaware Is Top Venue for 2023 Chapter 11 Megacases ------------------------------------------------------- Jeffrey P. Fuller of Law360 reports that Chapter 11 megacase filings got off to a fast start in US bankruptcy courts this 2023, with Delaware remaining the leading venue for megacase petitions. Companies filed megacases—defined here as voluntary Chapter 11 filings of nonindividuals with more than $50 million in assets (not counting jointly administered affiliate cases)—four times more often in first-quarter 2023 (48 cases) than in the first quarter of 2022 (12 cases), and almost twice as frequently than in the first quarter of 2021 (28 cases). The lower total in 2022 reflected a time when companies may still have been benefiting from pandemic-related stimulus measures, corporate defaults were diminishing, and bankruptcy work was drying up. However, as 2022 progressed, inflation, rising interest rates, and supply chain issues began taking their toll—all helping drive up the megacase total for the start of 2023. And with banking crises adding to the continued economic uncertainty, it does not seem like Chapter 11 attorneys will have a hard time finding work this 2023. [^] BOND PRICING: For the Week from April 10 to 14, 2023 -------------------------------------------------------- Company Ticker Coupon Bid Price Maturity ------- ------ ------ --------- -------- 99 Escrow Issuer Inc NDN 7.500 38.500 1/15/2026 99 Escrow Issuer Inc NDN 7.500 38.470 1/15/2026 99 Escrow Issuer Inc NDN 7.500 38.470 1/15/2026 AMC Entertainment Holdings Inc AMC 5.875 41.916 11/15/2026 Air Methods Corp AIRM 8.000 6.147 5/15/2025 Air Methods Corp AIRM 8.000 6.417 5/15/2025 Amyris Inc AMRS 1.500 23.750 11/15/2026 Applied Optoelectronics AAOI 5.000 76.480 3/15/2024 Audacy Capital Corp CBSR 6.750 7.703 3/31/2029 Audacy Capital Corp CBSR 6.500 7.889 5/1/2027 Audacy Capital Corp CBSR 6.750 7.269 3/31/2029 Avaya Inc AVYA 6.125 9.875 9/15/2028 Avaya Inc AVYA 8.000 26.250 12/15/2027 Avaya Inc AVYA 6.125 27.000 9/15/2028 BPZ Resources Inc BPZR 6.500 3.017 3/1/2049 Bed Bath & Beyond Inc BBBY 5.165 5.930 8/1/2044 Bed Bath & Beyond Inc BBBY 3.749 10.176 8/1/2024 Bed Bath & Beyond Inc BBBY 4.915 6.260 8/1/2034 Brixmor LLC BRX 6.900 10.275 2/15/2028 BuzzFeed Inc BZFD 8.500 65.000 12/3/2026 Cardlytics Inc CDLX 1.000 42.000 9/15/2025 Caterpillar Financial Services Corp CAT 2.450 100.000 4/15/2023 Citigroup Global Markets Holdings Inc/United States C 8.500 82.300 5/17/2032 Citizens Financial Group Inc CFG 6.000 87.000 N/A Clovis Oncology Inc CLVS 1.250 12.000 5/1/2025 Clovis Oncology Inc CLVS 4.500 11.756 8/1/2024 Clovis Oncology Inc CLVS 4.500 11.473 8/1/2024 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 5.625 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 6.625 1.850 8/15/2027 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 2.552 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 11.500 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 6.625 1.250 8/15/2027 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 2.552 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 5.343 8/15/2026 Diebold Nixdorf Inc DBD 9.375 47.635 7/15/2025 Diebold Nixdorf Inc DBD 8.500 37.214 4/15/2024 Diebold Nixdorf Inc DBD 9.375 47.119 7/15/2025 Diebold Nixdorf Inc DBD 9.375 47.250 7/15/2025 Diebold Nixdorf Inc DBD 9.375 47.119 7/15/2025 Diebold Nixdorf Inc DBD 9.375 47.139 7/15/2025 DigitalBridge Group Inc DBRG 5.000 99.875 4/15/2023 Endo Finance LLC / Endo Finco Inc ENDP 5.375 5.000 1/15/2023 Endo Finance LLC / Endo Finco Inc ENDP 5.375 5.000 1/15/2023 Energy Conversion Devices Inc ENER 3.000 0.551 6/15/2013 Envision Healthcare Corp EVHC 8.750 23.250 10/15/2026 Envision Healthcare Corp EVHC 8.750 24.250 10/15/2026 Esperion Therapeutics Inc ESPR 4.000 40.500 11/15/2025 Exela Intermediate LLC / Exela Finance Inc EXLINT 11.500 12.882 7/15/2026 Exela Intermediate LLC / Exela Finance Inc EXLINT 10.000 40.000 7/15/2023 Exela Intermediate LLC / Exela Finance Inc EXLINT 11.500 11.795 7/15/2026 Exela Intermediate LLC / Exela Finance Inc EXLINT 10.000 44.334 7/15/2023 Federal Home Loan Banks FHLB 0.190 77.741 4/14/2023 First Citizens Bancshares Inc/TX FIRCTZ 6.000 89.130 9/1/2028 First Citizens Bancshares Inc/TX FIRCTZ 6.000 89.130 9/1/2028 First Commonwealth Bank FCF 4.875 95.031 6/1/2028 GNC Holdings Inc GNC 1.500 0.819 8/15/2020 General Electric Co GE 4.200 92.617 N/A General Electric Co GE 5.400 100.000 4/15/2023 General Electric Co GE 5.450 100.000 4/15/2023 Goodman Networks Inc GOODNT 8.000 1.000 5/31/2022 Gossamer Bio Inc GOSS 5.000 29.550 6/1/2027 Inseego Corp INSG 3.250 48.993 5/1/2025 Invacare Corp IVC 4.250 6.000 3/15/2026 Invacare Corp IVC 5.000 1.625 11/15/2024 JPMorgan Chase & Co JPM 2.000 86.038 8/20/2031 JPMorgan Chase Bank NA JPM 2.000 81.268 9/10/2031 Lannett Co Inc LCI 7.750 15.924 4/15/2026 Lannett Co Inc LCI 4.500 5.310 10/1/2026 Lannett Co Inc LCI 7.750 16.874 4/15/2026 Liberty Interactive LLC LINTA 8.500 29.639 7/15/2029 Liberty Interactive LLC LINTA 4.000 19.500 11/15/2029 Liberty Interactive LLC LINTA 3.750 22.000 2/15/2030 Liberty Interactive LLC LINTA 4.000 36.500 11/15/2029 Liberty Interactive LLC LINTA 3.750 15.496 2/15/2030 Liberty Interactive LLC LINTA 8.250 29.682 2/1/2030 Lightning eMotors Inc ZEV 7.500 55.637 5/15/2024 MBIA Insurance Corp MBI 16.520 5.250 1/15/2033 MBIA Insurance Corp MBI 16.520 4.635 1/15/2033 Macy's Retail Holdings LLC M 6.700 82.777 7/15/2034 Macy's Retail Holdings LLC M 6.900 87.528 1/15/2032 Macy's Retail Holdings LLC M 6.900 87.528 1/15/2032 Mashantucket Western Pequot Tribe MASHTU 7.350 42.000 7/1/2026 Maxim Integrated Products Inc MXIM 3.450 95.410 6/15/2027 Morgan Stanley MS 1.800 73.750 8/27/2036 National CineMedia LLC NATCIN 5.750 2.625 8/15/2026 National Rural Utilities Cooperative Finance Corp NRUC 4.750 95.851 4/30/2043 NiSource Inc NI 5.650 94.250 N/A OMX Timber Finance Investments II LLC OMX 5.540 0.850 1/29/2020 Party City Holdings Inc PRTY 8.750 14.875 2/15/2026 Party City Holdings Inc PRTY 10.130 14.500 7/15/2025 Party City Holdings Inc PRTY 8.750 15.000 2/15/2026 Party City Holdings Inc PRTY 6.625 0.010 8/1/2026 Party City Holdings Inc PRTY 6.625 0.402 8/1/2026 Party City Holdings Inc PRTY 10.130 14.044 7/15/2025 Photo Holdings Merger Sub Inc SFLY 8.500 44.591 10/1/2026 Photo Holdings Merger Sub Inc SFLY 11.000 39.946 10/1/2027 Photo Holdings Merger Sub Inc SFLY 8.500 44.844 10/1/2026 Renco Metals Inc RENCO 11.500 24.875 7/1/2003 Rite Aid Corp RAD 7.700 32.908 2/15/2027 RumbleON Inc RMBL 6.750 36.490 1/1/2025 SVB Financial Group SIVB 4.250 6.000 N/A SVB Financial Group SIVB 4.700 6.500 N/A SVB Financial Group SIVB 4.000 6.625 N/A SVB Financial Group SIVB 4.100 6.000 N/A Shift Technologies Inc SFT 4.750 12.125 5/15/2026 Signature Bancorporation Inc SIGBAN 5.950 94.222 6/1/2028 Signature Bancorporation Inc SIGBAN 5.950 94.222 6/1/2028 Signature Bank/ New York NY SBNY 4.000 3.000 10/15/2030 Signature Bank/ New York NY SBNY 4.125 2.988 11/1/2029 Talen Energy Supply LLC TLN 10.500 29.000 1/15/2026 Talen Energy Supply LLC TLN 6.500 30.875 6/1/2025 Talen Energy Supply LLC TLN 7.000 43.250 10/15/2027 Talen Energy Supply LLC TLN 10.500 33.000 1/15/2026 Talen Energy Supply LLC TLN 6.500 43.750 9/15/2024 Talen Energy Supply LLC TLN 6.500 30.964 9/15/2024 Talen Energy Supply LLC TLN 10.500 28.637 1/15/2026 Team Health Holdings Inc TMH 6.375 57.476 2/1/2025 Team Health Holdings Inc TMH 6.375 58.304 2/1/2025 Team Inc TISI 5.000 89.080 8/1/2023 TerraVia Holdings Inc TVIA 5.000 4.644 10/1/2019 Toll Brothers Finance Corp TOL 4.375 100.000 4/15/2023 Tricida Inc TCDA 3.500 10.000 5/15/2027 US Renal Care Inc USRENA 10.625 23.115 7/15/2027 US Renal Care Inc USRENA 10.625 24.791 7/15/2027 UpHealth Inc UPH 6.250 30.438 6/15/2026 Voya Financial Inc VOYA 5.650 99.775 5/15/2053 WeWork Cos Inc WEWORK 7.875 42.558 5/1/2025 WeWork Cos Inc WEWORK 7.875 40.376 5/1/2025 WeWork Cos LLC / WW Co-Obligor Inc WEWORK 5.000 40.946 7/10/2025 WeWork Cos LLC / WW Co-Obligor Inc WEWORK 5.000 41.027 7/10/2025 Wesco Aircraft Holdings WAIR 9.000 12.301 11/15/2026 Wesco Aircraft Holdings WAIR 8.500 4.152 11/15/2024 Wesco Aircraft Holdings WAIR 13.125 5.532 11/15/2027 Wesco Aircraft Holdings WAIR 8.500 11.875 11/15/2024 Wesco Aircraft Holdings WAIR 9.000 9.535 11/15/2026 Wesco Aircraft Holdings WAIR 13.125 8.128 11/15/2027 Western Global Airlines WGALLC 10.375 40.956 8/15/2025 Western Global Airlines WGALLC 10.375 41.632 8/15/2025 Zions Bancorp NA ZION 5.800 79.000 N/A fuboTV Inc FUBO 3.250 41.750 2/15/2026 ********* 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 publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***