/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/230502.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, May 2, 2023, Vol. 27, No. 121 Headlines 14 EAST WASHINGTON: Seeks to Extend Solicitation Period to August 2 2836 WEST: Unsecureds Owed $900K to Get Full Payment 2ND CHANCE: Seeks to Hire Grobstein Teeple as Financial Advisor 4TH STREET MEDICAL: Court Confirms Plan 5280 AURARIA: Amends DB Auraria Disputed Secured Claim Pay 5280 AURARIA: Exclusivity Period Extended to June 30 ACCURIDE CORP: $363M Bank Debt Trades at 18% Discount ADVANTAGE MANAGEMENT: Court Confirms Plan of Reorganization AGILE THERAPEUTICS: Regains Compliance With Nasdaq Bid Price Rule AKORN OPERATING: $370M Bank Debt Trades at 75% Discount ALPINE 4 HOLDINGS: Incurs $4.8 Million Net Loss in Third Quarter AMERICAN TIRE: $1B Bank Debt Trades at 15% Discount ANCHOR GLASS: $67M Bank Debt Trades at 73% Discount ANTERO MIDSTREAM: S&P Alters Outlook to Positive, Affirms 'BB' ICR ARK LABORATORY: Court OKs Cash Collateral Access Thru May 11 ASHLEY CAMPBELL: Resolves Ashenmil Claim Issues; Amends Plan ASTON US: $330M Bank Debt Trades at 16% Discount ASTRA ACQUISITION: $500M Bank Debt Trades at 24% Discount ASURION LLC: $1.64B Bank Debt Trades at 16% Discount ATLAS PURCHASER: $250M Bank Debt Trades at 42% Discount AVAYA INC: $200M Bank Debt Trades at 76% Discount AVEANNA HEALTHCARE: $415M Bank Debt Trades at 38% Discount BANYAN CAY: Court OKs $1.2MM DIP Loan from US Real Estate Credit BARTECH GROUP: Unsecureds to Get Share of Remaining Funds BEAULIEU GROUP: EF's Partial Summary Judgment Bid Granted in Part BED BATH: May 2 Deadline Set for Panel Questionnaires BON WORTH: Court OKs Deal on Cash Collateral Access BOY SCOUTS: Court Denies Insurers Bid to Stay Confirmation Order BUCCANEER INTERMEDIATE: S&P Affirms 'B-' ICR, Outlook Stable CALIFORNIA-NEVADA: SEIU's Administrative Expense Claim Granted CARESTREAM HEALTH: $540.8M Bank Debt Trades at 28% Discount CASA SYSTEMS: $300M Bank Debt Trades at 17% Discount CINEWORLD GROUP: Landlords Balk at Unilateral Changes in Plan CINEWORLD GROUP: Largest Landlord Says Plan Inconsistent CLOVIS ONCOLOGY: Debtors Say Plan Disclosures Adequate CLOVIS ONCOLOGY: May 25 Disclosure Statement & Plan Hearing Set CLOVIS ONCOLOGY: Unsecureds to Get 10.1% to 26% in Plan CODIAK BIOSCIENCES: Wins Final Cash Collateral Access COMUNICADORES GRAFICOS: Taps Batista Law Group as Legal Counsel CONAIR HOLDINGS: S&P Alters Outlook to Negative, Affirms 'B-' ICR CONCRETE SOLUTIONS: Seeks Cash Collateral Access CORSAMI GROUP: Unsecureds Will Get 83.34% of Claims in 36 Months COVENANT SURGICAL: $250M Bank Debt Trades at 16% Discount DAVID'S BRIDAL: $6.7M Bank Debt Trades at 68% Discount DECURTIS HOLDINGS: Case Summary & 20 Largest Unsecured Creditors DG BUSINESS: Involuntary Chapter 11 Case Summary ENVISION HEALTHCARE: $300M Bank Debt Trades at 39% Discount FAIRFIELD SENTRY: Oral Arguments Adjourned to July 19, 2023 FINASTRA USA: $1.25B Bank Debt Trades at 15% Discount FINTHRIVE SOFTWARE: $460M Bank Debt Trades at 28% Discount FOREST CITY: $1.24B Bank Debt Trades at 18% Discount FORMING MACHINING: $60M Bank Debt Trades at 35% Discount FOUNDATIONAL EDUCATION: $115M Bank Debt Trades at 22% Discount FRANKIE'S COMICS: Court OKs Interim Cash Collateral Access GM NORTH POINT: Case Summary & Eight Unsecured Creditors GRANDOTE INVESTMENTS: U.S. Trustee Unable to Appoint Committee GREATER LIFE: Lender Seeks to Prohibit Cash Collateral Access HEMP SYNERGISTICS: Taps Whiteford Taylor & Preston as Legal Counsel IIK TRANSPORT: Illinois Court Certifies Class in Prokhorov Lawsuit INDY US: $834M Bank Debt Trades at 16% Discount INTERPACE BIOSCIENCES: Appoints New Principal Financial Officer IQOR US INC: $300M Bank Debt Trades at 25% Discount JASON GROUP: $76.6M Bank Debt Trades at 35% Discount JBM SPECIALTIES: Seeks to Hire DeMarco-Mitchell as Legal Counsel KABBAGE INC: Seeks to Extend Exclusivity Period to July 31 KB HOME: S&P Alters Outlook to Stable, Affirms 'BB' ICR KING INTERPRETING: Unsecureds to Split $36K in Consensual Plan LEGACY CARES: Case Summary & 20 Largest Unsecured Creditors LIGADO NETWORKS: $117.6M Bank Debt Trades at 58% Discount LITIGATION PRACTICE: Seeks to Hire Khang & Khang as Legal Counsel LOGIX HOLDING: $250M Bank Debt Trades at 20% Discount MARTIN MIDSTREAM: Incurs $5.1 Million Net Loss in First Quarter MAVENIR SYSTEMS: $585M Bank Debt Trades at 27% Discount MEDALLION GATHERING: S&P Upgrades ICR to 'B+', Outlook Stable MEDFORD LLC: Seeks Cash Collateral Access MERCURITY FINTECH: Incurs US$5.6 Million Net Loss in 2022 MERIT TECHNOLOGY: Chapter 7 Trustee Has Buyer for IPv4 net Block MOUNTAINEER MERGER: $200M Bank Debt Trades at 18% Discount NATIONAL CINEMEDIA: U.S. Trustee Appoints Creditors' Committee NUTRIBAND INC: Incurs $4.5 Million Net Loss in FY Ended Jan. 31 OEM SYSTEMS: Unsecureds Will Get 100 Cents on Dollar in Plan OFFICE TECH: Southport Office Park Set for June 2 Sale PACKERS HOLDINGS: $1.24B Bank Debt Trades at 49% Discount PANOS FITNESS: Seeks to Hire Bond Schoeneck & King as Legal Counsel PANOS FITNESS: Seeks to Hire Next Point as Financial Advisor PATHWAY VET: S&P Alters Outlook to Negative, Affirms 'B-' ICR PLUTO ACQUISITION: $873.4M Bank Debt Trades at 25% Discount PUG LLC: $1.70B Bank Debt Trades at 20% Discount QUEST SOFTWARE: $765M Bank Debt Trades at 28% Discount RACKSPACE TECHNOLOGY: $2.30B Bank Debt Trades at 57% Discount RADIATE HOLDCO: $3.42B Bank Debt Trades at 18% Discount RADIOLOGY PARTNERS: $1.64B Bank Debt Trades at 27% Discount RED PLANET: $1.40B Bank Debt Trades at 31% Discount RESOLUTE INVESTMENT: $105M Bank Debt Trades at 40% Discount ROCKING M MEDIA: Exclusivity Period Extended to June 7 RWDY INC: Exclusivity Period Extended to June 19 S&S HOLDINGS: $175M Bank Debt Trades at 16% Discount SABRE GLBL: $644M Bank Debt Trades at 21% Discount SABRE GLBL: $675M Bank Debt Trades at 18% Discount SNC VENTURES: Unsecureds to Get Share of Income for 36 Months STARFISH POOL: Unsecureds Will Get 1.54% of Claims in 36 Months SUMMIT SPRINGS: Case Summary & Six Unsecured Creditors SUNRISE REAL: Swings to $9.4 Million Net Loss in 2022 SUNSET DEBT: $1.63B Bank Debt Trades at 15% Discount TEAM HEALTH: $1.59B Bank Debt Trades at 34% Discount TORTOISE BORROWER: $341.8M Bank Debt Trades at 42% Discount TRIBE BUYER: S&P Downgrades ICR to 'CCC-' on Refinancing Risk TRITEK INT'L: May 5 Deadline Set for Panel Questionnaires UNITED PF HOLDINGS: $525M Bank Debt Trades at 20% Discount UNITED PF: $100M Bank Debt Trades at 17% Discount US RENAL CARE: $225M Bank Debt Trades at 36% Discount US RENAL: $1.60B Bank Debt Trades at 36% Discount VALCOUR PACKAGING: $420M Bank Debt Trades at 17% Discount VBI VACCINES: Appoints Vaughn Himes to Board of Directors VEROBLUE FARMS: Fraudulent Transfer Claims vs. Canaccord Dismissed YC RIVERGOLD: Case Summary & 20 Largest Unsecured Creditors ZHANG MEDICAL: Voluntary Chapter 11 Case Summary ********* 14 EAST WASHINGTON: Seeks to Extend Solicitation Period to August 2 ------------------------------------------------------------------- 14 East Washington, LLC asks the U.S. Bankruptcy Court for the Middle District of Florida to extend its exclusive solicitation period to August 2, 2023. The Debtor explained that it is not seeking to use exclusivity to pressure creditors into accepting a plan they find unacceptable. "To the contrary, extending the Exclusive Solicitation Period will allow the Debtor to obtain post-petition financing, obtain approval of the disclosure statement and work towards a consensual confirmation process, and hopefully resolve its claim objection with its primary creditor," stated the Debtor. 14 East Washington, LLC is represented by: Jonathan M. Sykes, Esq. NARDELLA & NARDELLA, PLLC 135 W. Central Blvd., Suite 300 Orlando, FL 32801 Tel: (407) 966-2680 E-mail: jsykes@nardellalaw.com About 14 East Washington 14 East Washington, LLC owns in fee simple title an office-mid-rise-commercial building located at 14 East Washington St., Orlando, Fla., valued at $10.5 million. 14 East Washington sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-03988) on Nov. 5, 2022, with $10,803,120 in total assets and $7,721,700 in total liabilities. Antonio Luiz Romano, manager, signed the petition. Judge Lori V. Vaughan oversees the case. The Debtor tapped Nardella & Nardella, PLLC as bankruptcy counsel; Commenda Real Estate, LLC as financial advisor; and Walsh Banks, PLLC, doing business as Walsh Banks Law, as special counsel. 2836 WEST: Unsecureds Owed $900K to Get Full Payment ---------------------------------------------------- 2836 West Realty LLC submitted a Chapter 11 Plan and a Disclosure Statement. The Plan described in this Disclosure Statement provides the Allowed Claims of creditors to be satisfied from the proceeds received from the sale of the Debtor's Property. The sale of the Property was approved by order of the Bankruptcy Court dated September 26, 2022. The purchaser of the Property was Isaak Badalov or an entity to be created by him, and the purchase price was $623,000 plus a buyer's premium of $37,380.00. The sale closed on November 3, 2022. The Debtor's primary asset was the property located at 2836 West 19th Street, Brooklyn, New York (the "Property"). The Property was sold by order of the Bankruptcy Court dated September 26, 2022. The purchaser of the Property was Isaak Badalov or an entity to be created by him, and the purchase price was $623,000 plus a buyer's premium of $37,380. The sale closed on November 3, 2022. Under the Plan, Class 3 General Unsecured Claims total $900,000. Each holder of an Allowed General Unsecured Claim will receive full payment from the Plan Fund, on the later of the Effective Date and the date on which such General Unsecured Claim becomes an Allowed Claim, or as soon as reasonably practical. Class 3 is impaired. Counsel to the Debtor: Eric H. Horn, Esq. Heike M. Vogel, Esq. A.Y. STRAUSS LLC 101 Eisenhower Parkway, STE 412 New York, NY 10018 Tel: (973) 287-5006 Fax: (646)374-3020 A copy of the Disclosure Statement dated April 19, 2023, is available at https://bit.ly/3mZetRl from PacerMonitor.com. About 2836 West Realty 2836 West Realty LLC filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 20-42297) on June 10, 2020, listing as much as $1 million in both assets and liabilities. The Hon. Nancy Hershey Lord is the case judge. Eric H. Horn, Esq., at A.Y. Strauss LLC, serves as the Debtor's legal counsel. 2ND CHANCE: Seeks to Hire Grobstein Teeple as Financial Advisor --------------------------------------------------------------- 2ND Chance Investment Group, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Grobstein Teeple, LLP as its financial advisor. The Debtor requires a financial advisor to: a. obtain and evaluate financial records; b. assist in the preparation of monthly operating reports; c. prepare and update budgets and cash collateral motions as needed; d. support and assist the Debtor's chief restructuring officer; e. evaluate assets and liabilities of the Debtor; f. evaluate tax issues related to the Debtor, including but not limited to, preparing capital gains analyses and resolving tax matters;; g. prepare tax returns; h. provide litigation consulting if required; and i. provide accounting and consulting services requested by the Debtor, its counsel or the CRO. Grobstein's 2023 billing rates are as follows: Partners and Principals $375 - $595 per hour Managers and Directors $250 - $405 per hour Professionals $85 - $275 per hour Joshua Teeple, CPA, a partner at Grobstein, disclosed in court filings that his firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Joshua R. Teeple, CPA Grobstein Teeple, LLP 23832 Rockfield Boulevard, Suite 245 Lake Forest, CA 92630 Telephone: (949) 381-5655 Facsimile: (949) 381-5665 Email: jteeple@gtllp.com; documents@gtllp.com About 2ND Chance Investment Group 2ND Chance Investment Group, LLC owns in fee simple title 13 real properties located in various locations in California and Washington having an aggregate value of $7.02 million. 2ND Chance Investment Group sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-12142) on Dec. 21, 2022. In the petition signed by its managing member, Rayshon A. Foster, the Debtor disclosed $7,221,261 in assets and $11,002,949 in liabilities. Judge Scott C. Clarkson oversees the case. Amanda G. Billyard, Esq., at Financial Relief Law Center, APC and Grobstein Teeple, LLP serve as the Debtor's legal counsel and financial advisor, respectively. The U.S. Trustee for Region 16 appointed an official committee to represent unsecured creditors in the Debtor's Chapter 11 case. The committee is represented by Goe Forsythe & Hodges, LLP. 4TH STREET MEDICAL: Court Confirms Plan --------------------------------------- The Court has entered an order confirming 4th Street Medical Building, LLC's Plan of Reorganization dated March 9, 2023. 4th Street Medical Building, LLC, submitted an Amended Combined Plan of Reorganization and Tentatively Approved Disclosure Statement. Class 1 consists of the Claim of Poppy Bank. Poppy Bank is impaired. Immediately upon confirmation, Poppy Bank has relief from stay and will be entitled to pursue any and all rights and remedies against the Property, under all applicable nonbankruptcy law, including without limitation, foreclosure and unlawful detainer actions to evict any and all tenants occupying the Property. The Debtor will continue to manage the Property, collecting rent, using the rent to pay only expenses for the Property, and remitting the net rents to Poppy Bank. Net rent revenue through February 16, 2023, in the amount of $29,290.96, plus all rent revenues received after such date, will be deposited into a segregated account. The Debtor may use funds from this account to pay expenses for the maintenance and operation of the Property, consistent with the existing stipulation for use of cash collateral, with net revenues to be remitted to Poppy Bank periodically. If the Property is not sold to a third party before Poppy Bank completes nonjudicial foreclosure, and Poppy Bank's Class 1 claim is not paid in full at foreclosure, then the Debtor will remit to Poppy Bank the funds in the segregated account until Poppy Bank is paid in full promptly after the completion of foreclosure. The Debtor will continue to list the Property for sale pending the completion of the foreclosure. The Debtor will pay the Class 1 claim in full from the escrow for the sale of the Property. If the Debtor receives any purchase offers at a price that would not be sufficient to pay Poppy Bank in full, the broker will present the offers to Poppy Bank for its sole decision whether to accept the discounted payoff (i.e., "short sale") that would result from the closing of the offer. The Creditor in this class shall retain its interest in the collateral until paid in full. Like in the prior iteration of the Plan, allowed claims of general unsecured creditors (including allowed claims of creditors whose executory contracts or unexpired leases are being rejected under this Plan) in Class 2(a) shall be paid in full on the Effective Date, without any post-petition interest. The Class 2(b) claim is for a security deposit provided by the Debtor's current tenants in the amount of $16,147.50. The creditor's legal, equitable, and contractual rights remain unchanged. The security deposit will be returned to the creditor at the end of the terms of the creditor's lease in the event that and to the extent that under applicable non-bankruptcy law the Debtor is obligated to do so. The creditor in Class 2(b) is not impaired and is not entitled to vote on confirmation of the Plan. Class 6 consists of (a) all holders of claims arising from the rescission of a purchase or sale of a membership interest in the Debtor, (b) all holders of claims for damages arising from the purchase or sale of a membership interest in the Debtor, and (c) all holders of claims for reimbursement or contribution allowed under Section 502 of the Bankruptcy Code on account of such a claim. The holders of Class 6 claims will receiving nothing under the Plan and are deemed to have rejected the Plan. On the Effective Date, all property of the estate and interests of the Debtor will vest in the reorganized Debtor pursuant to s 1141(b) of the Bankruptcy Code free and clear of all claims and interests except as provided in this Plan. A copy of the Amended Combined Plan of Reorganization and Tentatively Approved Disclosure Statement dated March 9, 2023, is available at https://bit.ly/3mXT4I5 from PacerMonitor.com. Attorney for Debtor: Steven M. Olson, Esq. Bluestone Faircloth & Olson, LLP 1825 4th Street Santa Rosa, CA 95404 Telephone: (707) 526-4250 Facsimile: (707) 526-0347 Email: steve@bfolegal.com About 4th Street Medical Building 4th Street Medical Building, LLC, a single asset real estate, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 22-10124) on March 28, 2022. In the petition signed by Ruth Skidmore, chair of managers, the Debtor disclosed up to $10 million in both assets and liabilities. 5280 AURARIA: Amends DB Auraria Disputed Secured Claim Pay ---------------------------------------------------------- 5280 Auraria, LLC, submitted a Disclosure Statement to accompany its First Amended Plan of Reorganization dated April 27, 2023. The Debtor's Plan provides for the renovation and sale of the principal asset of the Debtor, the Auraria Student Lofts, under Chapter 11 of the Bankruptcy Code. Pursuant to the Plan, once the Debtor's assets have been liquidated, the Debtor shall distribute the net proceeds to creditors in conformity with the Bankruptcy Code. The Renovation Budget's projected total for the cost of the Renovations is $881,147.31, which amounts to $16,318 per unit or $146,858 per floor. The Renovation Budget, however, is subject to change pending change orders from the contractor. Accordingly, the Debtor reserves the right to seek additional loan funding or authority to use cash collateral to fund the Renovations as necessary. The Debtor anticipates that the renovations for the Property will have been completed by early May 2023. Pursuant to the Plan, once the Real Property has been liquidated, the Debtor shall distribute funds to creditors in conformity with the Bankruptcy Code. The Plan is a relatively simple Chapter 11 plan of reorganization. The Class 1.c Claim consists of the Disputed Secured Claim of DB Auraria related to the asserted first-position mortgage on the Real Property. Class 1.c is impaired under the Plan. The holder of the Class 1.c Claim shall retain its lien securing its Claim to the same extent and with the same priority as its pre-petition lien and shall be paid from Net Sale Proceeds upon the closing of the Sale in accordance with the Waterfall Recovery specified in Section 4.05 of the Plan, subject to provisions of the Plan governing Disputed Claims and further subject to Final Orders of the Court. The parties disagree as to whether DB Auraria may credit bid its claim at auction or sale. The Debtor anticipates resolution of this issue by Court order. On each month, from and after occurrence of the Effective Date, the reorganized Debtor shall pay interest at the rate of 5.25% per annum or such other rate set forth in the Confirmation Order. The Class 1.c Claim shall be paid in accordance with the terms of the Plan (subject to provisions regarding Disputed Claims) on or before Payment Deadline or the holder of this Claim may pursue its remedies in accordance with applicable law. DB Auraria has indicated its disagreement with its treatment under the Plan. Like in the prior iteration of the Plan, holders of Allowed Unsecured Claims in Class 3 shall be paid from Net Sale Proceeds upon the closing of the Sale in accordance with the Waterfall Recovery. Upon the Effective Date, the Estate's Assets shall vest with the reorganized Debtor. The reorganized Debtor will complete renovations on the Real Property by early May 2023 and shall operate the Real Property consistent with the Debtor's practices during the Chapter 11 case. The Debtor's Real Property and associated Personal Property will be sold and proceeds used to pay Allowed Claims and, if sufficient, provide a return to the Class 4 Claim holder. The Debtor shall conduct the Sale in accordance with the following provisions, the terms of which, as may be modified, will be consistent with the auction and bid procedures to be filed with the Court. The motion for the auction and bid procedures will be filed in early May 2023, and an order approving such procedures shall be entered no later than 10 days before the completion of voting on the Plan. The Sale of the Real Property is possibly the central feature of the Plan. The Debtor has never sought a valuation of the Real Property, but DB Auraria sought and obtained a finding from the Court that Real Property has a $48.4 million value at the evidentiary hearing for the Stay Relief Motion, which took place in early November 2022. The Debtor believes that the Real Property will fetch a much higher price when sold under the Plan because Nelson Partners has a demonstrated track record of renovating, marketing, and selling student housing properties. Moreover, both the Debtor and DB Auraria agree that the renovations that the Debtor will complete soon should enhance the value of the Property. The Sale, if successfully carried out after completion of the renovations, is expected to generate proceeds sufficient to pay all allowed secured and unsecured claims, and generate a return to equity. A full-text copy of the Disclosure Statement dated April 27, 2023 is available at https://bit.ly/3LjzNt6 from PacerMonitor.com at no charge. Attorneys for the Debtor: Michael J. Pankow, Esq. Amalia Sax-Bolder, Esq. BROWNSTEIN HYATT FARBER SCHRECK, LLP 410 17th Street, Suite 2200 Denver, CO 80202 Tel: (303) 223-1100 Fax: (303) 223-1111 E-mail: mpankow@bhfs.com asax-bolder@bhfs.com About 5280 Auraria 5280 Auraria, LLC, owns Auraria Student Lofts, a high-rise building in downtown Denver aimed at providing housing for college students. 5280 Auraria's sole member and manager is Nelson Partners, LLC, a Utah limited liability company. The individual principal is Patrick Nelson. 5280 Auraria sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 22-12059) on June 9, 2022. In the petition filed by Patrick Nelson, as managing member, the Debtor listed between $50 million and $100 million in both assets and liabilities. Judge Kimberley H. Tyson oversees the case. Michael J. Pankow, Esq., at Brownstein Hyatt Farber Schreck, LLP, is the Debtor's counsel. 5280 AURARIA: Exclusivity Period Extended to June 30 ---------------------------------------------------- Judge Michael E. Romero of the U.S. Bankruptcy Court for the District of Colorado extended 5280 Auraria, LLC's exclusive period to solicit and obtain acceptances of a chapter 11 plan to June 30, 2023. About 5280 Auraria 5280 Auraria, LLC, owns Auraria Student Lofts, a high-rise building in downtown Denver aimed at providing housing for college students. 5280 Auraria's sole member and manager is Nelson Partners, LLC, a Utah limited liability company. The individual principal is Patrick Nelson. 5280 Auraria sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Col. Case No. 22-12059) on June 9, 2022. In the petition filed by Patrick Nelson, as managing member, the Debtor listed between $50 million and $100 million in both assets and liabilities. Judge Kimberley H. Tyson oversees the case. Michael J. Pankow, Esq., at Brownstein Hyatt Farber Schreck, LLP is the Debtor's counsel. ACCURIDE CORP: $363M Bank Debt Trades at 18% Discount ----------------------------------------------------- Participations in a syndicated loan under which Accuride Corp is a borrower were trading in the secondary market around 82.4 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $363 million facility is a Term loan that is scheduled to mature on November 10, 2023. About $343.9 million of the loan is withdrawn and outstanding. Accuride Corporation is a diversified manufacturer and supplier of commercial vehicle components in North America. Based in Livonia, Michigan, the company designs, manufactures and markets commercial vehicle components. Accuride's brands are Accuride Wheels, Gunite Wheel End Components, and KIC Wheel End Components. ADVANTAGE MANAGEMENT: Court Confirms Plan of Reorganization ----------------------------------------------------------- Judge Beth E. Hanan has entered an order confirming the Plan of Reorganization of Advantage Management Beaver Dam, LLC, Advantage Management Waupun, LLC, BDW Holdings Beaver Dam, LLC, and BDW Holdings Waupun, LLC. The Debtors proposed a Joint Plan of Reorganization. Cash necessary to fund payments on or shortly after the Effective Date shall be from the cash on hand and the regular business income of the Reorganized Debtors, and contributions by the sole Equity Interest holder, Michael Eisenga. Under the Plan, Class 2A Allowed Unsecured Claims Against Beaver Dam Management are impaired. Allowed Unsecured Claims against Beaver Dam Management in Class 2A will be treated as follows: A. Treatment Except KeyBank/HUD. All Allowed Claims, except the Allowed Unsecured Claims of KeyBank or HUD unless it opts into the treatment under this Section 4.2A(a), will be paid on a Pro-Rata Basis from fund equal to the sum of all Allowed Unsecured Claims that are less than $6,000, which is approximately $16,640, up to 100% of their amount on the Effective Date, without interest, in full satisfaction of their Allowed Claims. B. Treatment of KeyBank/HUD. The Allowed Unsecured Claim of KeyBank or HUD will be treated as follows: * Amount of Allowed Unsecured Claims. KeyBank or HUD is deemed to have Allowed Unsecured Claim determined by reducing its total Allowed Claim of $4,367,274 by its Allowed Secured Claim determined under Section 4.2A(a)(i). * Satisfaction of the Allowed Unsecured Claims. Commencing on the 15th day of the first month after the Effective Date, Beaver Dam Management shall pay 120 monthly installments of $1,500 to KeyBank or HUD in full satisfaction of its Allowed Unsecured Claim. * Option. At the option of KeyBank or HUD, it shall receive the same treatment as all other Allowed Claims in this Class under Section 4.2A(a) by electing to do so on its ballot to reject or accept the Plan. In that case, the fund of approximately $16,640 shall not increase but all Allowed Claims will be on a Pro-Rata Basis and receive an amount significantly less than 100% of their Allowed Amounts. Class 2B Allowed Unsecured Claims Against Beaver Dam Holdings are impaired. Allowed Unsecured Claims against Beaver Dam Holdings in Class 2B will be treated as follows: A. Treatment Except KeyBank/HUD. All Allowed Claims, except the Allowed Unsecured Claims of KeyBank or HUD unless it opts into the treatment under this Section 4.2B(a), shall be paid on a Pro-Rata Basis from fund equal to the sum of all Allowed Unsecured Claims that are less than $6,000, which is approximately $747, up to 100% of their amount on the Effective Date, without interest, in full satisfaction of their Allowed Claims. B. Treatment of KeyBank/HUD. The Allowed Unsecured Claim of KeyBank or HUD is deemed to agree to the following different treatment unless KeyBank or HUD has objected to confirmation of the Plan: * Amount of Allowed Unsecured Claims. KeyBank or HUD is deemed to have Allowed Unsecured Claim determined by reducing its total Allowed Claim of $4,367,274 by its Allowed Secured Claims determined under Section 4.1A(a)(i). * Satisfaction of the Allowed Unsecured Claims. Commencing on the 15th day of the first month after the Effective Date, Beaver Dam Holdings shall pay 120 monthly installments of $1,500 to KeyBank or HUD in full satisfaction of its Allowed Unsecured Claim. The rent that Beaver Dam Management pays Beaver Dam Holdings will include the $1,500 that it will pay to KeyBank or HUD under the Plan. * Option. At the option of KeyBank or HUD, it shall receive the same treatment as all other Allowed Claims in this Class under Section 4.2B(a) by electing to do so on its ballot to reject or accept the Plan. In that case, the fund of approximately $747 shall not increase but all Allowed Claims will be on a Pro-Rata Basis and receive an amount significantly less than 100% of their Allowed Amounts. Class 2C Allowed Unsecured Claims Against Waupun Management are impaired. Allowed Unsecured Claims against Waupun Management in Class 2C will be treated as follows: A. Treatment Except KeyBank/HUD. All Allowed Claims, except the Allowed Unsecured Claims of KeyBank or HUD unless it opts into the treatment under this Section 4.2C, shall be paid on a Pro- Rata Basis from fund equal to the sum of all Allowed Unsecured Claims that are less than $6,000, which is approximately $10,300, up to 100% of their amount on the Effective Date, without interest, in full satisfaction of their Allowed Claims. B. Treatment of KeyBank/HUD. The Allowed Unsecured Claim of KeyBank or HUD is deemed to agree to the following different treatment unless KeyBank or HUD has objected to confirmation of the Plan: * Amount of Allowed Unsecured Claims. KeyBank or HUD is deemed to have Allowed Unsecured Claim determined by reducing its total Allowed Claim of $7,387,752 by its Allowed Secured Claims determined under Section 4.1B(a)(i). * Satisfaction of the Allowed Unsecured Claims. Commencing on the 15th day of the first month after the Effective Date, Waupun Management shall pay 120 monthly installments of $750 to KeyBank or HUD in full satisfaction of its Allowed Unsecured Claim. * Option. At the option of KeyBank or HUD, it shall receive the same treatment as all other Allowed Claims in this Class under Section 4.2C(a) by electing to do so on its ballot to reject or accept the Plan. In that case, the fund of approximately $10,300 shall not increase but all Allowed Claims will be on a Pro-Rata Basis and receive an amount significantly less than 100% of their Allowed Amounts. Class 2D Allowed Unsecured Claims Against Waupun Holdings are impaired. Allowed Unsecured Claims against Waupun Holdings in Class 2D will be treated as follows: A. Treatment Except KeyBank/HUD. All Allowed Claims, except the Allowed Unsecured Claims of KeyBank or HUD unless it opts into the treatment under this Section 4.2D(a), shall be paid on a Pro-Rata Basis from fund equal to the sum of all Allowed Unsecured Claims that are less than $6,000, which is approximately $1,676, up to 100% of their amount on the Effective Date, without interest, in full satisfaction of their Allowed Claims. B. Treatment of KeyBank/HUD. The Allowed Unsecured Claim of KeyBank or HUD is deemed to agree to the following different treatment unless KeyBank or HUD has objected to confirmation of the Plan: * Amount of Allowed Unsecured Claims. KeyBank or HUD is deemed to have Allowed Unsecured Claim determined by reducing its total Allowed Claim of $7,387,752 by its Allowed Secured Claims determined under Section 4.1B(a)(i). * Satisfaction of the Allowed Unsecured Claims. Commencing on the 15th day of the first month after the Effective Date, Waupun Holdings shall pay 120 monthly installments of $750 to KeyBank or HUD in full satisfaction of its Allowed Unsecured Claim. The rent that Waupun Management pays Waupun Holdings will include the $750 that it will pay to KeyBank or HUD under the Plan. * Option. At the option of KeyBank or HUD, it shall receive the same treatment as all other Allowed Claims in this Class under Section 4.2D(a) by electing to do so on its ballot to reject or accept the Plan. In that case, the fund of approximately $1,676 shall not increase but all Allowed Claims will be on a Pro-Rata Basis and receive an amount significantly less than 100% of their Allowed Amounts. Attorneys for the Debtors: Jerome R. Kerkman, Esq. Evan P. Schmit, Esq. KERKMAN & DUNN 839 N. Jefferson St., Suite 400 Milwaukee, WI 53202-3744 Tel: (414) 277-8200 Fax: (414) 277-0100 E-mail: jkerkman@kerkmandunn.com A copy of the Disclosure Statement dated April 19, 2023, is available at https://bit.ly/3LlvSgt from PacerMonitor.com. About Advantage Management Beaver Dam Advantage Management Beaver Dam, LLC and affiliates, Advantage Management Waupun, LLC, BDW Holdings Beaver Dam, LLC, and BDW Holdings Waupun, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wis. Case No. 22-21438) on April 4, 2022. At the time of the filing, the Debtor disclosed up to $100,000 in assets and up to $10 million in liabilities. Judge Beth E. Hanan oversees the case. Jerome R. Kerkman, Esq., at Kerkman & Dunn serves as the Debtor's legal counsel. AGILE THERAPEUTICS: Regains Compliance With Nasdaq Bid Price Rule ----------------------------------------------------------------- Agile Therapeutics, Inc. announced it has received a notification letter from the Listing Qualifications Department of the Nasdaq Stock Market, informing the Company that it has regained compliance with the minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2). As previously announced, the Company was notified by Nasdaq on Aug. 15, 2022 that it was not in compliance with the minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2), as the closing bid price of the Company's common stock had been below $1.00 for more than 30 consecutive business days. On April 25, 2023, Nasdaq provided confirmation to the Company that for the last 10 consecutive business days, from April 11, 2023 to April 24, 2023, the closing bid price of the Company's common stock has been at $1.00 or greater. Accordingly, the Company has regained compliance with Listing Rule 5550(a)(2) and the matter is now closed. On March 27, 2023, the Company received a deficiency letter from the Staff of Nasdaq notifying the Company that it is not in compliance with the minimum stockholders' equity requirement for continued listing on the Nasdaq Capital Market. Nasdaq Listing Rule 5550(b)(1) requires companies listed on the Nasdaq Capital Market to maintain stockholders' equity of at least $2,5000,000. In accordance with Nasdaq rules, the Company has been provided 45 calendar days, or until May 11, 2023, to submit a plan to regain compliance. If the Compliance Plan is acceptable to the Staff, they may grant an extension of 180 calendar days from the date of the Staff notification to regain compliance with the Stockholders' Equity Requirement. If the Staff does not accept the Compliance Plan, the Staff will provide written notification to the Company that the Compliance Plan has been rejected. At that time, the Company may appeal the Staff's determination to a Nasdaq Hearings Panel. The Company intends to submit the Compliance Plan on or before May 11, 2023, monitor its stockholders' equity and, if appropriate, consider further available options to regain compliance with the Equity Requirement. There can be no assurance that the Company will regain compliance or otherwise maintain compliance with any of the other listing requirements. About Agile Therapeutics Inc. Agile Therapeutics, Inc. is a women's healthcare company dedicated to fulfilling the unmet health needs of today's women. The Company's product and product candidates are designed to provide women with contraceptive options that offer freedom from taking a daily pill, without committing to a longer-acting method. Its initial product, Twirla, (levonorgestrel and ethinyl estradiol), a transdermal system, is a non-daily prescription contraceptive. Agile reported a net loss of $25.41 million for the year ended Dec. 31, 2022, compared to a net loss of $71.07 million for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $14.24 million in total assets, $19.78 million in total liabilities, and a total stockholders' deficit of $5.54 million. Iselin, New Jersey-based Ernst & Young LLP, the Company's auditor since 2010, issued a "going concern" qualification in its report dated March 22, 2023, citing that the Company has generated losses since inception, used substantial cash in operations, anticipates it will continue to incur net losses for the foreseeable future, requires additional capital to fund its operating needs and has stated that substantial doubt exists about the Company's ability to continue as a going concern. AKORN OPERATING: $370M Bank Debt Trades at 75% Discount ------------------------------------------------------- Participations in a syndicated loan under which Akorn Operating Co LLC is a borrower were trading in the secondary market around 24.9 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $370 million facility is a payment-in-kind Term loan that is scheduled to mature on October 1, 2025. The amount is fully drawn and outstanding. Akorn Operating Company LLC operates as a pharmaceutical company. The Company develops and manufactures generic and prescription drugs, sterile and non-sterile dosage forms, injectable, oral liquids, inhalants, and nasal sprays, as well as consumer and animal health products. Akorn Operating serves patients and healthcare professionals in the United States. ALPINE 4 HOLDINGS: Incurs $4.8 Million Net Loss in Third Quarter ---------------------------------------------------------------- Alpine 4 Holdings, Inc. has filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $4.76 million on $27.48 million of net revenues for the three months ended Sept. 30, 2022, compared to net income of $1.82 million on $17.40 million of net revenues for the three months ended Sept. 30, 2021. For the nine months ended Sept. 30, 2022, the Company reported a net loss of $7.22 million on $78.35 million of net revenues compared to a net loss of $7.56 million on $39.94 million of net revenues for the nine months ended Sept. 30, 2021. As of Sept. 30, 2022, the Company had $142.58 million in total assets, $67.12 million in total liabilities, and $75.46 million in total stockholders' equity. Alpine 4 Holdings stated, "While the working capital deficit of prior years has improved, and working capital of the Company is currently positive, continued operating losses causes doubt as to the ability of the Company to continue as a going concern. The Company's ability to raise additional capital through the future issuances of common stock is unknown. The obtainment of additional financing, the successful development of the Company's plan of operations, and its ultimate transition to profitable operations are necessary for the Company to continue. The uncertainty that exists with these factors raises substantial doubt about the Company's ability to continue as a going concern." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1606698/000162828023012983/alpp-20220930.htm About Alpine 4 Alpine 4 Holdings, Inc (formerly Alpine 4 Technologies, Ltd) is a publicly traded conglomerate that is acquiring businesses that fit into its disruptive DSF business model of drivers, stabilizers, and facilitators. Alpine 4 reported a net loss of $19.48 million in 2021 (as restated), a net loss of $7.65 million in 2020 (as restated), a net loss of $3.13 million in 2019, and a net loss of $7.91 million in 2018. AMERICAN TIRE: $1B Bank Debt Trades at 15% Discount --------------------------------------------------- Participations in a syndicated loan under which American Tire Distributors Inc is a borrower were trading in the secondary market around 85.1 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $1 billion facility is a Term loan that is scheduled to mature on October 22, 2028. The amount is fully drawn and outstanding. American Tire Distributors, Inc. distributes motor vehicle parts. The Company offers custom wheels, tires, and other related products. American Tire Distributor serves customers in the United States. ANCHOR GLASS: $67M Bank Debt Trades at 73% Discount --------------------------------------------------- Participations in a syndicated loan under which Anchor Glass Container Corp is a borrower were trading in the secondary market around 27.5 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $67 million facility is a Term loan that is scheduled to mature on December 7, 2024. The amount is fully drawn and outstanding. Anchor Glass Container Corporation manufactures containers. The Company produces glass containers for the food, beverage, beer, liquor, and consumer product industries. ANTERO MIDSTREAM: S&P Alters Outlook to Positive, Affirms 'BB' ICR ------------------------------------------------------------------ S&P Global Ratings revised its outlook on Antero Midstream Partners L.P. (AM) to positive from stable. The issuer credit rating of 'BB' and issue-level rating of 'BB' are affirmed. The positive outlook on AM parallels that of parent Antero Resources Corp. (AR) given that it would raise the rating on AM if AR is upgraded. S&P said, "AR's financial measures have improved due to debt reduction and our expectation for continued lower debt levels. Since year-end 2019, AR reduced absolute debt levels by approximately $2.6 billion, including over $900 million of debt since February 2022. We expect S&P Global Ratings-adjusted debt levels to continue to decline as the company balances its free cash flow for shareholder returns and debt reduction. We now forecast funds from operations (FFO) to debt above 60% in 2023, increasing in 2024 due to strong commodity prices and reduced debt levels. We do not expect Antero's financial policies to add debt to support shareholder returns. "Operationally, AR's wells continue to outperform expectations, and we forecast AR to increase its liquids production while gas production decreases in the low-single-digit percent area. "If AR was upgraded one notch to 'BBB-', we would also upgrade AM one notch to 'BB+'. We consider AM to be strategically important to AR and the rating is currently capped at one notch below the 'BB+' rating on AR." AM's dependence on AR is an important consideration for the rating. While AM benefits from a strong contract structure and stable growth prospects due to the relationship with its parent, a lack of counterparty diversity is a key risk that has led to significant ratings volatility for AM despite relatively stable credit metrics. Virtually all of AM's cash flows come from AR, which we consolidate into AR's financial statements to reflect S&P's view that it effectively controls AM. S&P said, "We view AR and AM to be in the same group because nearly 100% of AM's revenues come from AR. We view AM as strategically important to AR and while there is no longer a general partner (GP) after AM's consolidation in 2019, we continue to consolidate AM onto AR's balance sheet for purposes of our credit analysis. We consider the following factors supportive of this treatment." AR owns 29% of the common shares of AM. AM builds out infrastructure for AR so therefore AR effectively controls AM's strategy, capital spending, and cash flows. AM and AR have common management teams. S&P said, "The positive outlook on AM reflects our positive outlook on AR. AR's outlook considers the potential to raise ratings over the next 12 months based on Antero's ability to reduce its total debt and its improving free cash flow and cost structure. We expect the company's FFO to debt to average comfortably above 60% over the next 12 months, which is a level we consider appropriate for the current rating. However, the company has significant exposure to liquids pricing, transports all production out of basin, and has a strong commodity mix of liquids and gas. We note the company has no hedges in place for 2023 and beyond, which we view as a credit negative given current volatility in the market, particularly natural gas. "We would raise our rating on AM if we raised the rating on AR, which could occur if it continued to improve its credit measures, including FFO to debt well above 60% at our mid-cycle pricing assumptions, combined with expectations of sustained free cash flows. In addition, we would want to see cash costs reduced closer to peers to support cash flows under weaker price environments. This could occur if the company continued to reduce its overall debt levels using its expected free cash flow. "Separately, we could raise our rating on AM if it diversified its counterparties and improved its scale while maintaining debt to EBITDA of less than 4x. "We could revise the outlook to stable on AM if we did so for AR. This could occur if AR's credit measures weakened such that its FFO to debt approached 45% with no clear path toward improvement at our mid-cycle price assumptions. This would most likely occur if the company increased shareholder returns above free cash flows or natural gas and natural gas liquids (NGL) prices were weaker than our expectations." ESG credit indicators: E-3, S-2, G-2 ARK LABORATORY: Court OKs Cash Collateral Access Thru May 11 ------------------------------------------------------------ The U.S. Bankruptcy Court for the Eastern District of Michigan, Southern Division, authorized Ark Laboratory, LLC to use cash collateral of up to $1.556 million on an interim basis in accordance with the budget, with a 5% variance, through May 11, 2023. The Debtor requires the use of cash collateral to pay normal operating expenses. Comerica Bank asserts that the Debtor owes it under a Master Revolving Note executed by the Debtor to the order of the Bank on February 28, 2022, in the original principal amount of $6.5 million. The indebtedness under the Prepetition Revolving Note as of the Petition Date includes principal of $6.4 million, interest of $23,360, plus accrued and accruing interest, costs, fees and expenses. The liabilities evidenced by the Prepetition Revolving Note and the other loan and collateral documents. The Bank asserts the Prepetition Indebtedness is secured by all of the Debtor's assets. In addition to the Prepetition Indebtedness, the Debtor is obligated to The Peninsula Fund VII Limited Partnership under a Note Purchase Agreement and other loan and collateral documents. Under a Senior Subordination Agreement dated January 19, 2021, subject to the terms therein, the Bank's security interest in the Prepetition Collateral is senior to the Subordinate Lender's security interest in the same. Under a Merchant Cash Advance Agreement dated March 10, 2023, Diesel Funding LLC advanced funds to the Debtor characterized as a purchase from the Debtor of certain future receivables. As adequate protection, the Bank is granted a continuing and replacement security interest and lien to the same extent, validity and priority as existed on the Petition Date in all of the property of the Debtor. To the extent of any diminution in the value of the Subordinate Lender's interest in its collateral, the Subordinate Lender is granted a continuing and replacement security interest and lien in all of the Collateral to the same extent, validity and priority as existed on the Petition Date; provided, however, that the Subordinate Lender's lien and interest in the Collateral under the Order is junior to the Bank's liens and interests. To the extent of any diminution in the value of Diesel Funding's interest in its collateral, Diesel Funding is granted a continuing and replacement security interest in all of the Debtor's accounts receivable to the same extent, validity and priority as existed on the Petition Date; provided, however, that Diesel Funding's interest in the Debtor's accounts receivable under this Order is junior to the liens and interests of the Bank and the Subordinate Lender. A final hearing on the matter is set for May 11, 2023 at 11 a.m. A copy of the order is available at https://bit.ly/3Ld4C2A from PacerMonitor.com. About Ark Laboratory, LLC Ark Laboratory, LLC owns and operates a medical laboratory. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 23-43403) on April 12, 2023. In the petition signed by James Grossi, its principal, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Maria L. Oxholm oversees the case. Robert N. Bassel, Esq., represents the Debtor as legal counsel. ASHLEY CAMPBELL: Resolves Ashenmil Claim Issues; Amends Plan ------------------------------------------------------------ Ashley Campbell, Inc., submitted a Corrected Subchapter V Plan of Reorganization. Ashley Ehmke is the sole shareholder of Ashley Campbell, Inc. Ms. Ehmke filed a Chapter 13 case on August 18, 2022 in the United States Bankruptcy Court for the District of Colorado, Case #22 13092-TBM. Ms. Ehmke has proposed a Chapter 13 Plan in the Chapter 13 Case. Ms. Ehmke's Chapter 13 Plan was confirmed by the Court on March 8, 2023. Ms. Ehmke and Ashley Campbell, Inc. have joint liability with four Creditors. Those four Creditors are: Warren and Lisa Ashenmil, Larry Homuth, JP Morgan Chase, and Michael Brownlee. Ms. Ehmke and Ashley Campbell, Inc. do not dispute the validity of the JP Morgan Chase and Michael Brownlee Claims. Ms. Ehmke and Ashley Campbell, Inc. disputed the validity of the Ashenmil and Homuth Claims. The Ashenmil Claim was resolved by a stipulation between the parties, which is reflected in the Plan. On April 21, 2023, the Court disallowed the Homuth Claim in its entirety. The Allowed Claims of the Ashenmils, JP Morgan Chase and Brownlee will be paid through either this Chapter 11 Plan or Ms. Hemke's Chapter 13 Plan. It is anticipated that all Allowed Claims in the Chapter 13 Case and in this Chapter 11 case will paid in full through the two plans. The Plan provides that Debtor will continue its interior design operations. Debtor will make all business decisions relating to this operation. The income from these operations will fund the payments to be made through the Plan. It is anticipated that the Plan will pay all Allowed Claims in full. Cash Flow Projections show the feasibility of the 12 Plan. Pending a final determination of their Claims, the Claim of Ashenmils has been valued at $400,000 and the Claim of Homuth has been valued at $0 for all Plan purposes. Debtor will continue to pay all monthly and annual operating expenses directly to post-petition creditors. These payments will not be made through the Subchapter V Trustee. Class III consists of the claim of Larry Homuth. In his Proof of Claim #1-1, Homuth asserted a claim of $315,505.76 which he claimed was secured by the business assets of Debtor. Debtor objected to the Homuth Claim. A hearing on this claim objection was held on March 3, 2023. At that hearing, Homuth acknowledged that his claimed security interest on the business assets of Debtor was unperfected. On April 21, 2023, the Court entered an order which disallowed the Homuth Claim in its entirety. The Homuth Claim is therefore valued at $0 in the Plan and Homuth will receive no distributions under the Plan. The Order of Confirmation will constitute an order of the Court that Homuth does not have a lien against any of the business assets owned by Debtor. Debtor will be empowered to take such actions as may be necessary to perform its obligations under this Plan. A full-text copy of the Corrected Subchapter V Plan dated April 27, 2023 is available at https://bit.ly/41Vtvqw from PacerMonitor.com at no charge. Attorney for Debtor: Guy B. Humphries, Esq. Guy Humphries, Attorney At Law 1801 Broadway Suite 1100 Denver, CO 80202 Tel: (303) 832-0029 Email: guyhumphries@msn.com About Ashley Campbell Inc. Ashley Campbell, Inc., sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Col. Case No. 22-13187) on August 24, 2022, listing $100,001 to $500,000 on both assets and liabilities. Judge Elizabeth E Brown presides over the case. Guy B. Humphries, Esq., at Guy Humphries, Attorney At Law, represents the Debtor. ASTON US: $330M Bank Debt Trades at 16% Discount ------------------------------------------------ Participations in a syndicated loan under which Aston US Finco LLC is a borrower were trading in the secondary market around 83.8 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $330 million facility is a Term loan that is scheduled to mature on October 9, 2026. About $320.1 million of the loan is withdrawn and outstanding. The Company's country of domicile is the United States. ASTRA ACQUISITION: $500M Bank Debt Trades at 24% Discount --------------------------------------------------------- Participations in a syndicated loan under which Astra Acquisition Corp is a borrower were trading in the secondary market around 76.5 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $500million facility is a Term loan that is scheduled to mature on October 25, 2029. The amount is fully drawn and outstanding. Astra Acquisition Corp. is a provider of cloud-based software solutions for higher educational institutions. ASURION LLC: $1.64B Bank Debt Trades at 16% Discount ---------------------------------------------------- Participations in a syndicated loan under which Asurion LLC is a borrower were trading in the secondary market around 83.8 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $1.64 billion facility is a Term loan that is scheduled to mature on February 3, 2028. The amount is fully drawn and outstanding. Asurion, LLC is a privately held company based in Nashville, Tennessee, that provides insurance for smartphones, tablets, consumer electronics, appliances, satellite receivers and jewelry. ATLAS PURCHASER: $250M Bank Debt Trades at 42% Discount ------------------------------------------------------- Participations in a syndicated loan under which Atlas Purchaser Inc is a borrower were trading in the secondary market around 58.1 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $250 million facility is a Term loan that is scheduled to mature on May 18, 2029. The amount is fully drawn and outstanding. Atlas Purchaser, Inc., which does business as Alvaria, Inc., acquired the assets of Aspect Software in a leveraged buyout in 2021. Aspect is a provider of call center software and solutions. AVAYA INC: $200M Bank Debt Trades at 76% Discount ------------------------------------------------- Participations in a syndicated loan under which Avaya Inc is a borrower were trading in the secondary market around 24.0 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $200 million facility is an Asset-Based Revolving loan that is scheduled to mature on September 25, 2025. 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. AVEANNA HEALTHCARE: $415M Bank Debt Trades at 38% Discount ---------------------------------------------------------- Participations in a syndicated loan under which Aveanna Healthcare LLC is a borrower were trading in the secondary market around 62.0 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $415 million facility is a Term loan that is scheduled to mature on December 10, 2029. The amount is fully drawn and outstanding. Aveanna Healthcare LLC provides health care services. The Company offers pediatric skilled nursing, therapy, autism, enteral nutrition, and adult services. BANYAN CAY: Court OKs $1.2MM DIP Loan from US Real Estate Credit ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, authorized Banyan Cay Resort & Golf, LLC and its debtor-affiliates to use cash collateral and obtain postpetition financing, on an interim basis. The Debtor obtained post-petition financing in the form of a term loan facility in the aggregate principal amount of up to $3.8 million from U.S. Real Estate Credit Holdings III-A, LP, an Irish limited partnership, or its lender assigns. The Debtors are authorized to borrow up to an aggregate principal amount of $1.2 million, on an interim basis. The maturity date of the DIP Facility is the earliest of (a) the effective date of the plan for the Chapter 11 Cases, dismissal or conversion of the Chapter 11 Cases or the appointment of a trustee or examiner with expanded powers for Debtors; (b) 21 days from the entry of Interim DIP Order approving the DIP Facility if the Court has not entered the Final DIP Order; or (c) the occurrence an Event of Default. The DIP Facility will bear interest on the unpaid principal amount thereof plus all obligations owing from the date of entry of the Order to and including the Maturity Date at the rate of 12.5% per annum, calculated on the basis of a 360-day year for the actual number of days elapsed. After the Maturity Date or upon the occurrence of an Event of Default, the Post-Petition Obligations will bear interest at a rate of 15% per annum, calculated on the basis of a 360-day year for the actual number of days elapsed. The Events of Default include: -- breach of the Budget amounts in excess of permitted variances per category; -- customary bankruptcy events of default, including conversion or dismissal of case, or appointment of trustee and failure to meet the agreed upon milestones; -- reversal or modification or challenge of any of the DIP Orders by the Debtors without the consent of the DIP Lender; and -- other breaches of covenants, subject to customary grace periods and cure periods if applicable. The Debtors are required to comply with these sale milestones: 1. On or before April 17, 2023, Debtors will have filed one or more motions seeking approval of sale and bidding procedures and scheduling an auction(s), proposing a sale of substantially all of Debtors' assets, in a form acceptable to the DIP Lender. 2. On or before April 21, 2023, action to assume or appropriately ratify the contract between Banyan Cay Development, LLC, as seller, and Banyan Cay Estates, LLC, as purchaser, for the purchase sale of 24 lots within the development owned and operated by the Debtors; 3. If Debtors have timely filed a Bidding Procedures Motion, then: a. On or before April 21, 2023, the Bankruptcy Court will have entered an order granting the Bidding Procedures Motion, in form reasonably acceptable to the DIP Lender. b. On or before June 8, 2023, the Bid Deadline will have occurred. c. On or before June 13, 2023, Debtors will have commenced the Auction, if necessary. d. On or before June 14, 2023, or as soon as possible thereafter subject to Bankruptcy Court availability, a hearing will have occurred in the Bankruptcy Court to consider approval of the sale contemplated by the Bidding Procedures Order. e. On or before June I 5, 2023, or as soon as possible thereafter subject to Bankruptcy Court availability, the Bankruptcy Court will have entered the Sale Order. f. On or before July 14, 2023, the sale transaction approved in the Sale Order will be consummated and closed. U.S. Real Estate Credit Holdings III-A, LP, an Irish limited partnership, is the sole entity with a lien interest in cash collateral. In accordance with the Prepetition Loan Documents, the Foreclosure Judgment, and the DIP Credit Term Sheet, the Prepetition Secured Lender has agreed the Debtors are indebted to it in an amount equal to $96.5 million, plus certain interest and fees, all as set forth with more particularity herein and in the DIP Credit Term Sheet. In addition to the Prepetition Secured Lender, Bellefrau Group, LLC holds a mortgage on certain parcels of real property presently owned by the Debtor Banyan Cay Maintenance, LLC, and ZJC, LLC holds a mortgage on a separate parcel owned by Debtor Banyan Cay Maintenance, LLC. Moreover, several of the Debtors' properties are encumbered by construction, materialmen's, and similar liens held by various worker parties. The Debtors have an immediate need to obtain the DIP Financing to preserve their assets, including to pay insurance, taxes and payroll. The Debtors access to and use of the proceeds of the DIP Financing is necessary and vital to ensure that the Debtors have sufficient working capital and liquidity to preserve and maintain the value of their estates, to make adequate protection payments to Prepetition Secured Lender as provided in this Interim Order, and to facilitate a reorganization of the Debtors or a sale of the Debtors assets. As adequate protection for the use of cash collateral, the DIP Lender is granted replacement liens on the Prepetition Collateral and DIP Collateral of the Debtors to the extent there is any diminution in the value of such Prepetition Secured Party's interests in the Prepetition Collateral or Cash Collateral during the pendency of the Cases. A final hearing on the matter is set for May 10, 2023 at 1:20 p.m. A copy of the Debtors' motion and budget is available at https://bit.ly/3HnKOZc from PacerMonitor.com. The Debtors project total expenses, on a weekly basis, as follows: $483,400 for the week ending April 24, 2023; $682,490 for the week ending May 1, 2023; $182,170 for the week ending May 8, 2023; $96,550 for the week ending May 15, 2023; $96,800 for the week ending May 22, 2023; $671,800 for the week ending May 29, 2023; About Banyan Cay Resort & Golf, LLC 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. BARTECH GROUP: Unsecureds to Get Share of Remaining Funds --------------------------------------------------------- The Bartech Group of Illinois, Inc., submitted a Third Amended Chapter 11 Plan of Reorganization for Small Business Debtor under Subchapter V. The Debtor is C Corporation with its headquarters in South Holland, Illinois. It was founded in 2006 and is now operating as a minority owned business and is a minority owned and operated business. The Debtor's business involves electrical and fencing and construction work. Under the Plan, holders of Class 5 General Unsecured Claims total $4,770,000 and will receive a pro rata share in cash distribution from the Remaining Funds, if any. Notwithstanding the foregoing, the holder of an Allowed Class5 Claim may receive such other less favorable treatment as may be agreed upon by such holder and the Debtor. Any distribution to holders of General Unsecured Claims will be from balance of the Remaining Funds, if any, after payment of other priority obligations as set forth in Section 6.1 of the Plan. Class 5 is impaired. "Remaining Funds" shall mean the Debtor's Disposable Income, if any, (ii) any portion of the proceeds from Potential Litigation (as permitted to be used by the DIP Lender for distribution to other creditors under the Plan), and (iii) any proceeds of Avoidance Actions. For the avoidance of doubt, Remaining Funds shall not include any Employee Retention Credit (ERC) tax credit which is the security or collateral of the Investor and shall not be subject to any set off. The Plan will be funded with (i) available cash or working capital, (ii) cash flow from ongoing business operation, (iii) Disposable Income, if any, (iv) proceeds from Potential Litigation and Avoidance Actions, if any, and (v) the Exit Financing. Counsel to The BarTech Group of Illinois, Inc.: Alan L. Braunstein, Esq. RIEMER & BRAUNSTEIN LLP 100 Cambridge Street, 22nd Floor Boston, MA 02108 Tel: (617) 523-9000 E-mail: abraunstein@riemerlaw.com - and - Phillip J. Bock, Esq. 71 South Wacker, Suite 3515 Chicago, IL 60606 Tel: (312) 780-1173 E-mail: pblock@riemerlaw.com A copy of the Disclosure Statement dated April 19, 2023, is available at https://bit.ly/3LpzWMT from PacerMonitor.com. About The BarTech Group of Illinois Inc. The BarTech Group of Illinois Inc. -- https://www.bartechgroup.biz -- is an MBE- and DBE-certified electrical construction contractor. The BarTech Group of Illinois Inc. filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 22-10945) on Sept. 23, 2022. In the petition filed by Dwayne Barlow, as president, the Debtor reported assets between $500,000 and $1 million and estimated liabilities between $1 million and $10 million. William B. Avellone has been appointed as Subchapter V trustee. Judge Timothy A. Barnes oversees the case. Alan L. Braunstein, Esq., at Riemer Braunstein LLP is the Debtor's counsel. Ringold Financial Management Services, Inc., is the financial advisor. BEAULIEU GROUP: EF's Partial Summary Judgment Bid Granted in Part ----------------------------------------------------------------- Judge Barbara Ellis-Monro of the U.S. Bankruptcy Court for the Northern District of Georgia denies the motion for contempt and grants in part the motion for partial summary judgment filed by Plaintiff Engineered Floors, LLC in the adversary case captioned as IN RE: BEAULIEU GROUP, LLC et al., CHAPTER 11, Debtors. ENGINEERED FLOORS, LLC, Plaintiff, v. BEAULIEU OF AMERICA, INC., et al., Defendants, Case No. 17-41677-BEM, Adversary Proceeding No. 18-4031-BEM, (Bankr. N.D. Ga.). During the bankruptcy proceedings of Beaulieu Group, Engineered Floors, LLC purchased Beaulieu's carpet inventory under an Asset Purchase Agreement. Lakeshore Equipment Company is a former customer of Beaulieu, who has alleged that carpets it purchased from Beaulieu and later from EF are defective. At issue here are carpets manufactured by Beaulieu and purchased from Beaulieu prior to the sale of assets ("Bucket 1" carpet) and carpets manufactured by Beaulieu and delivered by EF after the close of the sale of assets ("Bucket 2" carpet). In a prior summary judgment order in this proceeding, the Court determined that EF is not liable for warranty and product liability claims relating to Bucket 1 carpet but that it was liable for warranties it issued for the Bucket 2 carpet. In the Motion for Summary Judgment, EF seeks partial summary judgment in the form of a determination that Lakeshore is bound by the APA and Sale Order and that Lakeshore violated the APA and Sale Order. It is undisputed that Lakeshore sued EF in California in August 2018 for successor-liability claims. EF contends that Lakeshore's 2018 Complaint against EF violated the APA and Sale Order because its damages calculation included Bucket 1 carpet and because it included successor liability claims that amounted to a dispute concerning the APA and Sale Order which is within the exclusive jurisdiction of the Bankruptcy Court. Lakeshore has admitted that the 2018 Complaint included claims for successor liability, that the damages claimed against EF included claims based on Bucket 1 carpet, and that the Court has held EF is not liable to Lakeshore for Bucket 1 carpet. These admissions as well as allegations in the 2018 Complaint that seek to hold EF liable for Bucket 2 carpet on the basis of successor liability are sufficient to establish that by filing the 2018 Complaint Lakeshore violated paragraphs 32 and 36 of Sale Order, which enjoin the assertion of such claims. Next, EF contends that Lakeshore's counterclaims against EF in this proceeding for successor liability and other claims that are identical to the claims first brought in California violated the APA and Sale Order. The Court finds that the 2018 Complaint and the Counterclaims are substantially similar. The difference between the Counterclaims and the 2018 Complaint is that the Counterclaims were asserted in the Court that issued the Sale Order. The Court cannot say that it violates the APA and Sale Order -- whether these are valid claims depends on the Court's interpretation of its own orders. Finally, EF contends that Lakeshore violated the APA and Sale Order by suing EF for a second time in California for carpet sold by Beaulieu prior to Nov. 6, 2017 and based on Beaulieu's warranties (the "2020 Lawsuit"). EF has not cited to any portion of the Court's record that includes a copy of this second lawsuit. While the complaint for that proceeding is in the record, any counterclaims asserted by EF are not. While it may be possible to take judicial notice of publicly available records of other courts even if they are not in the Court's record, it is the movant's obligation on summary judgment to cite to materials "in the record". Thus, the Court will not go outside the record to determine whether Lakeshore's counterclaims in the 2020 Lawsuit violate the APA and Sale Order. In the Motion for Contempt, EF reasserts its civil contempt claim against Lakeshore and asks the Court to sever and convert the contempt claim into a separate contested matter. Because the contempt motion is duplicative of Count IX of the amended complaint, the Court denies the motion. A full-text copy of the Order dated April 11, 2023, is available https://tinyurl.com/mtp886c5 from Leagle.com. About Beaulieu Group Founded in 1978 by Carl M. Bouckaert and Mieke D. Hanssens, Beaulieu Group LLC -- http://www.beaulieuflooring.com/-- is a privately-owned American company that manufactures and distributes high-end quality products in carpet, engineered hardwood, laminate and luxury vinyl. Beaulieu Group has 2,500 full- and part-time hourly and salaried employees. Beaulieu Group, along with the two other affiliates, filed voluntary petitions seeking relief under the provisions of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Lead Case No. 17-41677) on July 16, 2017. The cases are jointly administered before the Honorable Judge Mary Grace Diehl. Scroggins & Williamson, P.C., is the Debtors' bankruptcy counsel. McGuireWoods is the special corporate counsel and Armory Strategic Partners is the restructuring advisor. American Legal Claim Services, LLC, is the claims and noticing agent. An Official Committee of Unsecured Creditors was appointed on July 21, 2017. The Committee retained Thompson Hine LLP as counsel; Fox Rothschild LLP as co-counsel; and Phoenix Management Services LLC as financial advisor. No trustee or examiner has been appointed in this case. BED BATH: May 2 Deadline Set for Panel Questionnaires ----------------------------------------------------- The United States Trustee is soliciting members for committee of unsecured creditors in the bankruptcy cases of Bed Bath & Beyond Inc., et al. If a party wishes to be considered for membership on any official committee that is appointed, it must complete a questionnaire available at https://bit.ly/3njHHdS and return by email it to Tina L Oppelt --Tina.L.Oppelt@usdoj.gov -- and Neidy.Fuentes@usdoj.gov at the Office of the United States Trustee so that it is received no later than 1:00 p.m., on May 2, 2023. If the U.S. Trustee receives sufficient creditor interest in the solicitation, it may schedule a meeting or telephone conference for the purpose of forming a committee. About Bed Bath & Beyond Bed Bath & Beyond Inc., together with its subsidiaries, is an omnichannel retailer selling a wide assortment of merchandise in the Home, Baby, Beauty & Wellness markets and operates under the names Bed Bath & Beyond, buybuy BABY, and Harmon, Harmon Face Values. The Company also operates Decorist, an online interior design platform that provides personalized home design services. At its peak, Bed Bath & Beyond operated the largest home furnishing retailer in the United States with over 970 stores across all 50 states, consistently at the forefront of major home and bath trends. Operating stores spanning the United States, Canada, Mexico, and Puerto Rico, Bed Bath & Beyond offers everything from bed linens to cookware to electric appliances, home organization, baby care, and more. Bed Bath & Beyond closed over 430 locations across the United States and Canada before filing chapter 11 cases, implementing full scale winddowns of their Canadian business and the Harmon branded stores. Left with 360 Bed Bath & Beyond and 120 buybuy BABY stores, Bed Bath & Beyond Inc. and 73 affiliated debtors on April 23, 2023, each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code to pursue a wind down of operations. The cases are pending before the Honorable Vincent F. Papalia and have requested joint administration of the cases under Bankr. D.N.J. Lead Case No. 23-13359. Kirkland & Ellis LLP and Cole Schotz P.C. are serving as legal counsel, Lazard Frares & Co. LLC is serving as investment banker, and AlixPartners LLP is serving as financial advisor. Bed Bath & Beyond Inc. has retained Hilco Merchant Resources LLC to assist with inventory sales. Kroll LLC is the claims agent. BON WORTH: Court OKs Deal on Cash Collateral Access --------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of New York authorized Bon Worth Holdings, Inc. to use cash collateral on an interim basis in accordance with its agreement with Crossroads Funding II, LLC and Saturn Five Health LLC, through May 12, 2023. As of the Petition Date, the Debtor was a party to the Loan and Security Agreement by and between the Debtor and the Lender, dated November 12, 2019, in the original maximum advance amount of $2 million, as amended by the First Amendment to Loan and Security Agreement dated October 1, 2022, and all other agreements, documents and instruments executed or delivered with, to, or in favor of the Lender. As of the Petition Date, the Debtor was indebted to the Lender in an aggregate outstanding principal amount of not less than $1.757 million. The Debtor has an immediate need to use the Lender Cash Collateral in order to, among other things, permit the orderly continuation of the operation of its business, minimize the disruption of its business operations, and preserve and maximize the value of the assets of the Debtor's bankruptcy estate to maximize the recovery to all creditors of the Estate. The Debtor believes the value of the Estate will be maximized by its efforts to continuing operations, and the use of the Lender Cash Collateral is essential to continuing those operations. Saturn asserts an interest in the Lender Cash Collateral on account of the security interest in the Debtor's inventory and proceeds thereof granted to Saturn by the Debtor in an Amended Standstill and Common-Interest Agreement, dated March 4, 2021, and for which a UCC-1 financing statement was duly filed with the Delaware Department of State, as collateral for an obligation which Saturn asserts is owing by the Debtor in the amount of not less than $1.8 million, plus all interest accrued and accruing thereon, together with all costs, fees, and expenses. As adequate protection, the Lender and Saturn are granted pursuant to sections 361 and 363 of the Bankruptcy Code, valid, binding, enforceable and perfected replacement liens upon and security interests in all assets of the Debtor, regardless of whether the assets are acquired by the Debtor prior to the Petition Date or after the Petition Date, and will be senior to all other security interests in, liens on, or claims against any of the Collateral, subject to the Carve Out. The Adequate Protection Liens will have the same relative priority as existed prior to the Petition Date with respect to their security interests in the Pre-Petition Lender Collateral. The Adequate Protection Liens will be enforceable against the Debtor, its estate and any successors thereto. The Adequate Protection Liens and the Adequate Protection Superpriority Claim will be subordinate solely to (a) fees under 28 U.S.C. section 1930 and 31 U.S.C. section 3717, and (b) the costs of administrative expenses not to exceed $10,000 in the aggregate that are permitted to be incurred by any Chapter 7 trustee in the event of a conversion of the Debtor's Chapter 11 case pursuant to Bankruptcy Code section 1112. As further adequate protection for the Diminution in Value, the Lender and Saturn are granted as and to the extent provided by section 507(b) of the Bankruptcy Code allowed superpriority administrative expense claims in the Chapter 11 case and any Successor Cases. The Adequate Protection Superpriority Claims will have priority over all administrative expense claims and unsecured claims against the Debtor and its Estate now existing or hereafter arising, of any kind or nature whatsoever, subject to the Carve Out. As between Lender and Saturn, the Adequate Protection Superpriority Claims will have the same relative priority as existed prior to the Petition Date with respect to their security interests in the Pre-Petition Lender Collateral. These events constitute an Event of Default: i. The failure by the Debtor to perform, in any respect, any of the terms, provisions, conditions, covenants, or obligations under the Interim Order; ii. The entry of any order by the Court granting relief from or modifying the automatic stay of Bankruptcy Code section 362(a); iii. Dismissal of the Chapter 11 case or conversion of the Chapter 11 case to a Chapter 7 case, or appointment of a Chapter 11 trustee, or examiner with enlarged powers, or other responsible person; and/or iv. A default by the Debtor in reporting financial or operational information as and when required under the Interim Order or the Pre-Petition Lender Agreements that is not cured within 2 business days after written notice to the Debtor and its counsel. A copy of the order is available at https://bit.ly/44mfgwG from PacerMonitor.com. About Bon Worth Holdings, Inc. Bon Worth Holdings, Inc. operates a retail clothing business and owns 28 brick and mortar stores and one online store and maintains an office in Brooklyn, New York. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-43213) on December 29, 2022. In the petition signed by Dan Young, its president, the Debtor disclosed up to $50,000 in assets and up to $20 million in liabilities. Judge Jil Mazer-Marino oversees the case. Lawrence F. Morrison, Esq., at Morrison Tenenbaum PLLC, is the Debtor's legal counsel. BOY SCOUTS: Court Denies Insurers Bid to Stay Confirmation Order ---------------------------------------------------------------- Judge Richard G. Andrews of the U.S. District Court for the District of Delaware denies the emergency motions for stay pending appeal filed by Certain Insurers, the D&V Claimants and Lujan Claimants. Certain Insurers has sought a stay of the effectiveness of the Plan Confirmation Order, and the occurrence of the Plan's Effective Date, pending final disposition of Certain Insurers' appeal to the Third Circuit. Likewise, the D&V Claimants and Lujan Claimants have filed their own Emergency Motions seeking a stay pending appeal. Certain Insurers argue that, absent a stay and reversal of the Plan Confirmation Order, they may not receive the benefit of their bargain with respect to their rights under the policies. Boy Scouts of America argues that if a stay pending appeal is granted, the Plan may never be consummated, and BSA may be forced to liquidate. If the BSA is forced to liquidate, the Insurance Settlement Agreements would terminate, and it may prove impossible for survivors to ever collect the $1.65 billion those agreements contemplate. BSA also argues that the Emergency Motions, filed by "Certain non-settling insurance companies and two claimant groups comprised of less than 0.2% of survivors," fail to demonstrate the irreparable harm required for the extraordinary relief of a stay. Judge Andrews denies the Emergency Motions, noting that the Court of Appeals has the authority to grant any appropriate orders, including an "order appropriate to preserve the status quo." Judge Andrews agrees with the Bankruptcy Court that "rights under the insurance policies may be assigned consistent with applicable state law. . . Section 363 was satisfied: The Plan's transfer of rights under BSA Insurance Policies is authorized and permissible notwithstanding any terms of any policies or provisions of applicable law that are argued to prohibit the assignment or transfer of such rights." Judge Andrews points out that "the Plan's clear language preserves all of the Insurers' rights and defenses under their policies, as confirmed by trial testimony and the Bankruptcy Court's rulings. The Trust Distribution Procedures is explicit in not modifying the insurance policies and preserving the policy obligations as they existed prepetition. . . so any harms that Certain Insurers may face can "be redressed by a legal or equitable remedy." D&V and Lujan Claimants argue that a finding of "shared insurance was not enough to give the Bankruptcy Court 'related to' jurisdiction over abuse claimants' independent third-party claims against nondebtor third parties." Judge Andrews points out that "the Bankruptcy Court's exercise of 'related to' jurisdiction was based not on that finding alone, but on many specific findings including "identity of interest, shared insurance, contractual indemnity, and residual property interests, each of which is supported by careful findings." Indeed, the record supports findings that BSA is the 'real party defendant' in the abuse actions, and the interconnected nature of the delivery of scouting within the tripartite structure further supports the identity of interest between debtors and non-debtor third parties. The record also contains 'ample evidence of complex and competing claims against BSA's insurance which supports subject matter jurisdiction over claims against the Releasees.' There is also automatic indemnification of all abuse claims based on the annual charter agreements and board resolutions. Additionally, the BSA's residual interest in Local Council property supports 'related to' jurisdiction." The appealed case is captioned as IN RE: BOY SCOUTS OF AMERICA and DELAWARE BSA, LLC, Chapter 11, Debtors. NATIONAL UNION FIRE INSURANCE, COMPANY OF PITTSBURGH, PA, et al, Appellants, v. BOY SCOUTS OF AMERICA and DELAWARE BSA, LLC, et al., Appellees, Case No. 20-10343-LSS (Jointly Administered), Civ. No. 22-1237-RGA (Lead Case), Civ. Nos. 22-1238-RGA, 22-1239-RGA, 22-1240-RGA, 22-1241-RGA, 22-1242-RGA, 22-1243-RGA, 22-1244-RGA, 22-1245-RGA, 22-1246-RGA, 22-1247-RGA, 22-1249-RGA, 22-1250-RGA, 22-1251-RGA, 22-1252-RGA, 22-1258-RGA, & 22-1263-RGA (Consolidated), (D. Del.). A full-text copy of the Memorandum Order dated April 11, 2023, is available https://tinyurl.com/3j9pzye2 from Leagle.com. About Boy Scouts of America The Boy Scouts of America -- https://www.scouting.org/ -- is a federally chartered non-profit corporation under title 36 of the United States Code. Founded in 1910 and chartered by an act of Congress in 1916, the BSA's mission is to train youth in responsible citizenship, character development, and self-reliance through participation in a wide range of outdoor activities, educational programs, and, at older age levels, career-oriented programs in partnership with community organizations. Its national headquarters is located in Irving, Texas. The Boy Scouts of America and affiliate Delaware BSA, LLC, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on Feb. 18, 2020, to deal with sexual abuse claims. Boy Scouts of America was estimated to have $1 billion to $10 billion in assets and at least $500 million in liabilities as of the bankruptcy filing. The Debtors have tapped Sidley Austin LLP as their bankruptcy counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel, and Alvarez & Marsal North America, LLC, as financial advisor. Omni Agent Solutions is the claims agent. The U.S. Trustee for Region 3 appointed a tort claimants' committee and an unsecured creditors' committee on March 5, 2020. The tort claimants' committee is represented by Pachulski Stang Ziehl & Jones, LLP, while the unsecured creditors' committee is represented by Kramer Levin Naftalis & Frankel, LLP. BUCCANEER INTERMEDIATE: S&P Affirms 'B-' ICR, Outlook Stable ------------------------------------------------------------ S&P Global Ratings affirmed its 'B-' issuer credit rating on Buccaneer Intermediate Holdco Ltd. (Signant Health). The outlook is stable. S&P also assigned a 'B-' issue-level rating and '3' recovery rating to the company's proposed debt. The '3' recovery rating (50%-70%; rounded estimate: 50%) reflects its expectation for meaningful recovery in the event of default. The stable outlook reflects S&P's expectation for increased demand from the pharmaceutical industry and alleviated clinical trial staffing pressure, allowing Signant to expand revenue in the mid-single-digit percent area while maintaining somewhat flat EBITDA margins. This leads to reported free operating cash flow (FOCF) to debt approaching 2% by fiscal 2025. The affirmation reflects S&P's expectation that the company's good liquidity position will provide a moderate liquidity buffer as clinical trials normalize. Signant Health is refinancing its debt with a new $80 million revolving credit facility (undrawn at close), $850 million first-lien term loan, and $130 million delayed-draw term loan (expected to be drawn in the near term to fund an acquisition). Demanding market conditions with staffing challenges at clinical trial sites globally delayed active trials and slowed trial starts over the past year. Additionally, large pharmaceutical companies reprioritized their clinical development portfolio and delayed trials. Finally, biotech access to new funding has been more limited due to the tightening of debt markets, though Signant's exposure to small/mid biotech is very limited. S&P said, "Nevertheless, we view those pullbacks as temporary and expect increasing demand to normalize over the next 12-18 months. Signant's net bookings in the third and fourth quarters of 2023 indicate an easing of these pressures. We expect Signant's approximately $75 million cash balance as of March 2023 combined with its new $80 million revolver will provide a temporary cushion while revenues stabilize and rebound. Signant's revenue growth is generally tied to clinical trial volume growth and trial complexity. While we believe pharmaceutical spending is mainly insulated from macroeconomic fluctuations, new legislation to lower pharmaceutical prices, including drug pricing provisions in the recently passed U.S. Inflation Reduction Act of 2022, could abruptly hurt industry growth. Nevertheless, we expect pharmaceutical research and development (R&D) budgets to increase and show no long-term contraction. We also expect Signant to benefit from increasingly complex clinical trials that require more design and equipment and a continued penetration from the transition to electronic clinical outcomes assessments (eCOA) from paper." S&P said, "We also expect clinical trial staffing pressure to alleviate as labor conditions ease. Many health care providers have reported quarterly sequential declines in contract labor use since mid-2022 and bill rates, with expectations that the trends will continue in 2023. This leads us to believe pressure could ease on businesses hurt by labor constraints. As such, we expect delays related to staffing of clinical trial sites to abate, allowing delays to restart and new trials to begin. "We expect ongoing cash flow deficits until fiscal 2025 (ending March 31). "Our projections assume a 6% revenue increase in fiscal 2024 and EBITDA margin to remain in the 28% area as the company continues to incur restructuring costs. Higher interest costs, about $35 million in capital expenditure, and approximately $40 million of transaction costs related to the refinancing likely result in FOCF deficits of about $35 million. The refinancing has increased Signant's unhedged exposure to floating interest rates. We expect debt to EBITDA to exceed 10x in fiscal 2024 and fall to the mid-9x area in 2025 on renewed pharmaceutical R&D investments and a more favorable labor market. We expect reported FOCF to debt to approach 2% by fiscal 2025. Signant has an aggressive acquisition and industry consolidation strategy, directing free cash flow toward acquisitions over permanent debt reduction. Accordingly, we expect debt to EBITDA to remain high over the next 2-3 years." Signant's scale, therapeutic diversification and global reach provides an advantage in a competitive market. The company's experience and reputation partially mitigate the risk of rising competition from low entry barriers and switching costs. The company is also well positioned to attract new customers or projects due to its global scale and wider therapeutic expertise than newer, smaller players. Signant's ancillary services (such as end-point quality services, randomization, and clinical supply monitoring) further strengthen customer relationships since Signant can be a one-stop shop for various client needs, and large pharmaceutical companies typically prefer fewer, larger vendors. S&P said, "The stable outlook reflects our expectation for increased demand from the pharmaceutical industry and alleviated staffing pressure, allowing Signant to expand revenue in the mid-single-digit percents while maintaining somewhat flat EBITDA margins, leading to reported FOCF to debt approaching 2% by fiscal 2025. If the company refinances at terms materially worse than our assumption, it could pose a downside risk to our ratings or outlook." S&P could consider lowering the rating if: -- Cash flow generation is persistently negative. This could occur if bookings remain weak, slow clinical trial starts persist, or operational issues cause revenue or EBITDA to decline, at which point S&P could consider the capital structure to be unsustainable; or -- Liquidity weakens such that S&P no longer believes the company has a sufficient cushion to weather temporary setbacks. S&P could raise its issuer rating if Signant: -- Sustains FOCF to debt above 3%; and -- Demonstrates solid operating performance. ESG credit indicators: E-2, S-2, G-3 S&P said, "Governance factors are a moderately negative consideration in our credit rating analysis of Signant. Our assessment of the company's financial risk profile as highly leveraged reflects corporate decision-making that prioritizes the interests of 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 focus on maximizing shareholder returns." CALIFORNIA-NEVADA: SEIU's Administrative Expense Claim Granted -------------------------------------------------------------- Judge Charles Novack of the U.S. Bankruptcy Court for the Northern District of California grants SEIU National Industry Pension Fund's request for payment of an administrative expense in the Chapter 11 case of California-Nevada Methodist Homes. California-Nevada Methodist Homes made monthly pre- and post-petition contributions to SEIU National Industry Pension Fund on the Employees' behalf, which payments ended when it terminated the Employees on Dec. 5, 2022 and closed the sale of its facilities on Dec. 6, 2022. These two events resulted in the Debtor's withdrawal from the Pension Fund and triggered its withdrawal liability under the Employee Retirement Income Security Act, as amended by the Multiemployer Pension Plan Amendments Act of 1980. The Pension Fund calculated Cal-Nevada's withdrawal liability to be $3.42 million and asserts that $296,984 of that amount is attributable to the 634 days between the petition date and the Dec. 6, 2022 sale closing date. The Pension Fund has calculated this liability and contends that it can apportion it into pre-petition and post-petition tranches, the latter of which (it argues) constitutes an administrative expense. The Debtor strongly disagrees, contending that the Court must apply an exacting standard for recognizing administrative expenses and that the factors used by the Pension Fund to calculate the withdrawal liability are far afield from any benefit generated by the union employees' post-petition work. The Court sides with the Pension Fund. The Court is persuaded by the Third Circuit's analysis in the case styled In re Marcal Paper Mills, Inc., 650 F.3d 311 (3d Cir. 2011). In Marcal, The Third Circuit explained, "an employer's withdrawal liability payment. . . is the means by which the employer funds benefits that its employees have 'earned' by their past service and that it would normally finance through continuing contributions to its employees' pension plan." The Court finds that the Third Circuit's reasoning in Marcal applies equally in this case. While Cal-Nevada's withdrawal liability may be a function of several non-employment related factors, its payment ensures that the Pension Fund will have sufficient funds to keep Cal-Nevada's defined benefit promise to the Employees. The Court will conduct a status conference on this contested matter on May 12, 2023 at 11:00 a.m. to determine: (a) if the Pension Fund's demand is an estimate or its final calculation and (b) whether Cal-Nevada intends to object to the amount. A full-text copy of the Memorandum Decision dated April 11, 2023, is available https://tinyurl.com/3eewuma2 from Leagle.com. About California-Nevada Methodist Homes California-Nevada Methodist Homes -- http://www.cnmh.org/-- is a California non-profit public benefit corporation that operates nursing homes and long-term care facilities. It presently operates two continuing care retirement communities, one known as Lake Park, in Oakland Calif., and the other, known as Forest Hill, in Pacific Grove, Calif. On March 16, 2021, California-Nevada Methodist Homes filed a Chapter 11 petition (Bankr. N.D. Cal. Case No. 21-40363), with $10 million to $50 million in assets and $50 million to $100 million in liabilities. The Hon. Charles Novack is the case judge. The Debtor tapped Hanson Bridgett LLP, led by Neal L. Wolf, Esq., as legal counsel; and Silverman Consulting and B.C. Ziegler and Company as financial advisors. Stretto, LLC, is the claims agent. The U.S. Trustee for Region 17 appointed an official committee to represent unsecured creditors in the Debtor's Chapter 11 case. The committee is represented by Perkins Coie, LLP. CARESTREAM HEALTH: $540.8M Bank Debt Trades at 28% Discount ----------------------------------------------------------- Participations in a syndicated loan under which Carestream Health Inc is a borrower were trading in the secondary market around 72.1 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $540.8 million facility is a Term loan that is scheduled to mature on September 30, 2027. The amount is fully drawn and outstanding. Carestream Health, Inc., headquartered in Rochester, New York, is a supplier of imaging and IT systems to the medical and dental communities and to other markets. CASA SYSTEMS: $300M Bank Debt Trades at 17% Discount ---------------------------------------------------- Participations in a syndicated loan under which Casa Systems Inc is a borrower were trading in the secondary market around 82.8 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $300 million facility is a Term loan that is scheduled to mature on December 20, 2023. About $225.3 million of the loan is withdrawn and outstanding. Casa Systems, Inc. provides telecommunication equipment and solutions. The Company offers cable, modem, optical, and Wi-Fi networking products. Casa Systems also provides software-centric infrastructure solutions that allow cable service providers to deliver voice, video, and data services over a single platform. CINEWORLD GROUP: Landlords Balk at Unilateral Changes in Plan ------------------------------------------------------------- Landlords Barkley Lifestyle LLC et al., filed a limited objection to the Cineworld Group PLC, et al.'s Motion of Debtors for Entry of an Order conditionally approving the adequacy of the Disclosure Statement, (and granting related relief. Since the first-day hearing, the Landlords have committed their support to the Debtors' restructuring efforts, working cooperatively with the Debtors and the lenders through various issues to resolve disputes on a consensual basis. As part of this support, the Landlords negotiated a consensual resolution for the Debtors' Motion for Entry of An Order (I) Extending the Deadline by Which the Debtors Must Assume or Reject Unexpired Leases of Nonresidential Real Property and (II) Granting Related Relief (the "Extension Motion"), resulting in this Court's December 28, 2022 Extension Order (as defined below) that set the earlier of either July 5, 2023, or the date of entry of an order confirming a plan as the deadline to assume or reject the Debtors' unexpired leases, which leases may only be extended with written consent by the applicable landlord counterparty. Now, the Debtors seek to unilaterally change this heavily negotiated order through the Plan. As drafted, the Plan allows the Debtors to assume or reject leases 90 days after the Plan's effective date—or sooner, if this Court finds that a landlord's cure amount is greater than that proposed by the Debtors. This extraordinary relief would not only be without precedent and in conflict with this Court's Extension Order and the Bankruptcy Code, but would also create (needless) litigation with the Landlords. The Landlords have requested that the Plan be changed to reflect what is permissible under the Bankruptcy Code, but the Debtors have denied such requests, requiring the Landlords to file this Objection. The Disclosure Statement should not be conditionally approved until the deadline to assume or reject leases is consistent with section 365(d)(4) of the Bankruptcy Code. The Landlords will continue to work with the Debtors and lenders to appropriately resolve these issues so as to allow solicitation to proceed in due course. Counsel to the Landlords: Sean T. Wilson, Esq. KELLEY DRYE & WARREN LLP 515 Post Oak Blvd, Suite 900 Houston, TX 77027 Telephone: (212) 808-7612 Facsimile: (713) 355-5001 E-mail: swilson@kelleydrye.com - and - Robert L. LeHane, Esq. Jennifer D. Raviele, Esq. 3 World Trade Center, 175 Greenwich Street New York, NY 10007 Telephone: (212) 808-7800 Facsimile: (212) 808-7897 E-mail: RLeHane@kelleydrye.com JRaviele@kelleydrye.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. CINEWORLD GROUP: Largest Landlord Says Plan Inconsistent -------------------------------------------------------- EPR Properties and its affiliates filed an objection and reservation of rights to the Disclosure Statement Relating To The Joint Chapter 11 Plan Of Reorganization Of Cineworld Group PLC And Its Debtor Subsidiaries and the Debtors' Emergency Motion For Entry Of An Order conditionally approving the adequacy Of The Disclosure Statement. EPR is the Debtors' largest landlord. It is a lessor under 30 lease agreements (collectively, the "EPR Leases"), including 2 master lease agreements (the "EPR Master Leases") with one or more of the Debtors on account of 57 different theatre properties (the "EPR Properties"). According to EPR, the proposed Plan is inconsistent with fundamental landlord rights under the Bankruptcy Code -- including the landlord-specific entitlements established by section 365(d)(4) and the protections required under section 365(d)(3) with respect to assumed leases. Further, the Debtors' proposed process for objections to assumption, Cure amounts, and rejection is inconsistent with their landlords' due process rights. The Plan's proposal to strip the Debtors' landlords of these fundamental protections is particularly significant since the Debtors' current and future business model is premised on the operation of its theatre chains and requires maintaining relationships with its landlords. Because the proposed Plan directly contravenes applicable law, it is patently unconfirmable in its present form. Even under this District's permissive standard for conditional approval of a disclosure statement, these issues (and at a minimum the procedural and due process related issues) should be addressed now in order to avoid unnecessary cost and delay to the cases and provide clarity to landlords and other contract counterparties on the process for raising objections to assumption or rejection of their agreements. Accordingly, EPR respectfully requests that the Court decline approval of the Disclosure Statement until the issues below are rectified: * First, the Plan must comply with the express language of section 365(d)(4) of the Bankruptcy Code, which requires that the Debtors make a final determination to assume or reject their Unexpired Leases on or before the date the confirmation order is entered. Articles VI.A, C, and D of the Plan improperly provide the Debtors with up to 90 days post-Effective Date to (i) assume or reject Unexpired Leases, and (ii) change an assumption or rejection decision for any reason and without the landlord's consent. The Plan further permits the Debtors, at any time post-confirmation, to move to reject an Unexpired Lease based upon the existence of an unresolved Cure dispute. Such provisions are in direct contravention of section 365(d)(4) of the Bankruptcy Code and must be revised to provide that the Debtors irrevocably determine as of confirmation, absent consent from the applicable landlord, which unexpired leases will be assumed and which will be rejected. * Second, the Plan violates section 365(d)(3) of the Bankruptcy Code and the requirements that (i) unexpired leases must be complied with in advance of assumption and (ii) if assumed, agreements are assumed cum onere. Specifically, Article VI.A of the Plan, which states that "[a]ny consent or advance notice required under such Executory Contract or Unexpired Lease shall be deemed satisfied," should be stricken or substantially limited. It is overbroad and arguably seeks to nullify and supersede existing and future consent and notice requirements under executory contracts and unexpired leases, including the EPR Leases, even if unrelated to the assumption or rejection of the agreement itself. * Third, the Plan deprives EPR and other landlords of their due process rights by, among other things, failing to provide for a clear Cure dispute process, uniform objection procedures for assumption/rejection, and a clear deadline for when leases will ultimately be assumed or rejected. Additionally, EPR asserts that the Disclosure Statement should not be approved because it does not contain adequate information with respect to the Debtors' Unexpired Leases. Specifically, the Disclosure Statement provides no information regarding the Debtors' intended treatment or process for evaluating approximately 75% of the Debtors' remaining theatre locations. The Disclosure Statement also provides no details with respect to the Debtors' projected $185 million Cure Claims cap, such as how that cap was calculated, the Debtors' plans with respect to outstanding Executory Contracts and Unexpired Leases, how much of that cap has been committed to previously assumed leases or contracts, or how that cap relates to remaining contracts and leases that need to be assumed. Counsel to EPR Properties: Sean T. Wilson, Esq. KELLEY DRYE & WARREN LLP 515 Post Oak Blvd. Suite 900 Houston, TX 77027 Telephone: (212) 808-7612 E-mail: swilson@kelleydrye.com - and - Robert L. LeHane, Esq. Jennifer D. Raviele, Esq. 3 World Trade Center, 175 Greenwich Street New York, NY 10007 Telephone: (212) 808-7800 E-mail: rlehane@kelleydrye.com jraviele@kelleydrye.com - and - Ted A. Dillman, Esq. Helena Tseregounis, Esq. LATHAM & WATKINS LLP 355 South Grand Avenue Los Angeles, CA 90071-1560 Telephone: (213) 485-1234 E-mail: Ted.Dillman@lw.com Helena.Tseregounis@lw.com - and - Christopher J. Kochman, Esq. LATHAM & WATKINS LLP 1271 Avenue of the Americas New York, NY 10020 Telephone: (212) 906-4739 E-mail: Chris.Kochman@lw.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. CLOVIS ONCOLOGY: Debtors Say Plan Disclosures Adequate ------------------------------------------------------ Clovis Oncology, Inc., et al., submitted an omnibus reply to the objections, joinders, and reservation of rights filed in connection with the Debtors' Motion for Entry of an Order approving the Disclosure Statement on an interim basis for solicitation purposes only and granting related relief, and First Amended Disclosure Statement Pursuant to Section 1125 of the Bankruptcy Code with Respect to Joint Chapter 11 Plan of Liquidation for Clovis Oncology, Inc. and Its Affiliated Debtors. The Debtors note that the question before the Court is a narrow one - whether the Disclosure Statement contains, on an interim basis, "adequate information" for holders of claims entitled to vote to make an informed decision regarding whether to vote to accept or reject the Plan. The Debtors submit that the Disclosure Statement meets this standard. The Debtors have spent the first four months of these Chapter 11 Cases stabilizing their business and selling their assets. With their 363 sales completed, the Debtors are poised and anxious to move these cases forward to conclusion. The Debtors' proposed Plan and Disclosure Statement are the vehicles to drive this process forward, with the hope of emerging from chapter 11 in June. The Debtors received five Objections to the Disclosure Statement. In general, the Objections fall into two broad categories: (a) Objections to the adequacy of disclosure; and (b) Objections to issues regarding Plan confirmation. The Debtors have addressed reasonable and appropriate requests for additional disclosure as set forth in the amended Disclosure Statement filed concurrently herewith. With respect to the limited issues raised regarding Plan confirmation, the Debtors believe that the provisions of the Plan are appropriate, permissible and supported by applicable law. Indeed, as discussed below, the confirmation issues do not render the Plan patently unconfirmable as a matter of law and therefore, should be more appropriately addressed by this Court in connection with Plan confirmation. To assist the Court and parties in interest, the Debtors have created a comprehensive summary response chart. The Summary Chart identifies each objecting party, summarizes the substance of the objection, and provides the Debtors' response thereto, including references to proposed supplemental disclosures that have been incorporated in the Disclosure Statement, if applicable. The remainder of this Reply addresses threshold issues regarding the standards for approving a disclosure statement, the proper scope of the issues to be considered at the Disclosure Statement Hearing, and specific issues raised by the Objections. The Debtors believe their responses contained in this Reply and in the Summary Chart adequately respond to the issues raised by each Objection. Accordingly, the Debtors request approval of the Disclosure Statement so that they can immediately move forward with Plan solicitation and close out these Chapter 11 Cases. Co-Counsel to the Debtors: 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, P.O Box 1347 Wilmington, DE 19899-1347 Telephone: (302) 658-9200 Facsimile: (302) 658-3989 E-mail: 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 Telephone: (212) 728-8000 Facsimile: (212) 728-8111 E-mail: 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. CLOVIS ONCOLOGY: May 25 Disclosure Statement & Plan Hearing Set --------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware will hold a hearing on May 25, 2023, at 10:00 a.m. (Prevailing Eastern Time) to consider the final approval of the adequacy of the disclosures in the disclosure statement and confirmation of the plan of Clovis Oncology, Inc., et al., before the Hon. J. Kate Stickles. Objections, if any, must be filed no later than 4:00 p.m. (Prevailing Eastern Time) on May 19, 2023. As reported by the Troubled Company Reporter on April 25, 2023, the Debtors submitted a Revised First Amended Disclosure Statement with Respect to the First Amended Joint Chapter 11 Plan of Liquidation dated April 20, 2023. The overall purpose of the Plan is to provide for the liquidation of the Debtors in a manner designed to maximize recovery to stakeholders. Generally, the Plan provides the following: * Holders of Allowed DIP Facility Claims shall receive their Pro Rata Share of the Upfront FAP Payment and DIP Financing Cash in accordance with the terms of the Plan on the Effective Date. To the extent the Upfront FAP Payment and DIP Financing Cash are insufficient to pay DIP Facility Claims in full, any Remaining DIP Facility Claims shall be converted on a dollar-for dollar basis into CVRs in accordance with the Plan and the CVR Agreement, and shall be entitled to, on a first priority basis, the Net FAP Proceeds until repaid in full; * Holders of Allowed Prepetition Financing Claims shall receive their Pro Rata Share of the Net Rubraca Proceeds and Rubraca Cash in accordance with the terms of the Plan. Any remaining deficiency claim arising thereunder will be treated as Allowed Prepetition Deficiency Claims; * Holders of Unsecured Note Claims shall receive their Pro Rata Share of the GUC CVRs; * Holders of U.S. General Unsecured Claims shall receive the Pro Rata Share of the GUC CVRs they are entitled to receive under the Liquidation Trust Agreement; * No recovery to the holders of U.K. General Unsecured Claims or Ireland Unsecured Claims on account of their respective Claims and Interests; * Payment in full of all Allowed Administrative Expense Claims, Fee Claims, U.S. Trustee Fees, Other Secured Claims, Priority Tax Claims and Priority Non-Tax Claims; * No recovery to the holders of Existing Securities Law Claims, Interests, Intercompany Claims or Intercompany Interests on account of their respective Claims and Interests; * Funding of a Liquidation Trust pursuant to the Wind-Down Budget to govern the liquidation of the Debtors' estates and remaining assets following the Effective Date; and * Distributions under the Plan shall be funded from Cash on hand and the proceeds of the Sales Transactions that are received before, on, or after the Effective Date. Class 4 consists of Unsecured Note Claim. Each holder of an Unsecured Note Claim is entitled to vote to accept or reject the Plan. Each holder of an Allowed Unsecured Note Claims shall receive in full satisfaction, settlement, and release of, and in exchange for such Allowed Unsecured Note Claims its Pro Rata Share of the GUC CVRs. The amount of claim in this Class total $447,900, 000. This Class will receive a distribution of 10.1% to 26.0% of their allowed claims. Class 5A consists of the U.S. General Unsecured Claims. Each holder of a U.S. General Unsecured Claim is entitled to vote to accept or reject the Plan. Each holder of an Allowed U.S. General Unsecured Claim shall receive in full satisfaction, settlement, and release of, and in exchange for such Allowed U.S. General Unsecured Claim its Pro Rata Share of the GUC CVRs. The amount of claim in this Class total $241,600,000 to $304,900,0004. This Class will receive a distribution of 10.1% to 26.0% of their allowed claims. Class 5B consists of U.K. General Unsecured Claims. Holders of U.K. General Unsecured Claims shall not receive or retain any distribution under the Plan on account of such U.K. General Unsecured Claims. The amount of claim in this Class total $191,500,000 to $237,600,000. Class 5C consists of Ireland General Unsecured Claims. Holders of Ireland General Unsecured Claims shall not receive or retain any distribution under the Plan on account of such Ireland General Unsecured Claims. The amount of claim in this Class total $191,300,000 to $237,300,000. Class 7 consists of Existing Interest. Existing Interests shall be extinguished, cancelled and released on the Effective Date, and holders thereof shall not receive any Distribution on account of such Existing Interests. Class 8B consists of Intercompany Interests. On or after the Effective Date, all Intercompany Interests shall be adjusted, continued, settled, reinstated, discharged, or eliminated, in each case to the extent determined to be appropriate by the Debtors or the Liquidation Trustee (as applicable). Distributions under the Plan shall be funded from Cash on hand and the proceeds of the Sales Transactions that are received before, on, or after the Effective Date. Co-Counsel to the Debtors: Rachel C. Strickland, Esq. Andrew S. Mordkoff, Esq. Erin C. Ryan, Esq. WILLKIE FARR & GALLAGHER LLP 787 Seventh Avenue New York, NY 10019-6099 Telephone: (212) 728-8000 Facsimile: (212) 728-8111 E-mail: rstrickland@willkie.com amordkoff@willkie.com eryan@willkie.com - and - Robert J. Dehney, Esq. Andrew R. Remming, Esq. Matthew O. Talmo, Esq. MORRIS, NICHOLS, ARSHT & TUNNELL LLP 1201 North Market Street, 16th Floor, P.O. Box 1347 Wilmington, DE 19899-1347 Telephone: (302) 658-9200 Facsimile: (302) 658-3989 E-mail: rdehney@morrisnichols.com aremming@morrisnichols.com mtalmo@morrisnichols.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. CLOVIS ONCOLOGY: Unsecureds to Get 10.1% to 26% in Plan ------------------------------------------------------- Clovis Oncology, Inc., et al. submitted a First Amended Disclosure Statement pursuant to section 1125 of the Bankruptcy Code with respect to the First Amended Joint Chapter 11 Plan of Liquidation. The overall purpose of the Plan is to provide for the liquidation of the Debtors in a manner designed to maximize recovery to stakeholders. Generally, the Plan provides the following: * Holders of Allowed DIP Facility Claims shall receive their Pro Rata Share of the Upfront FAP Payment and DIP Financing Cash in accordance with the terms of the Plan on the Effective Date. To the extent the Upfront FAP Payment and DIP Financing Cash are insufficient to pay DIP Facility Claims in full, any Remaining DIP Facility Claims shall be converted on a dollar-for dollar basis into CVRs in accordance with the Plan and the CVR Agreement, and shall be entitled to, on a first priority basis, the Net FAP Proceeds until repaid in full; * Holders of Allowed Prepetition Financing Claims shall receive their Pro Rata Share of the Net Rubraca Proceeds and Rubraca Cash in accordance with the terms of the Plan. Any remaining deficiency claim arising thereunder will be treated as Allowed Prepetition Deficiency Claims; * Holders of Unsecured Note Claims shall receive their Pro Rata Share of the GUC CVRs; * Holders of U.S. General Unsecured Claims shall receive the Pro Rata Share of the GUC CVRs they are entitled to receive under the Liquidation Trust Agreement; * No recovery to the holders of U.K. General Unsecured Claims or Ireland Unsecured Claims on account of their respective Claims and Interests; * Payment in full of all Allowed Administrative Expense Claims, Fee Claims (provided that, the payment of Fee Claims of Professionals retained by the Committee shall not exceed amounts provided for such Fee Claims in the DIP Budget, unless otherwise agreed by the Debtors or ordered by the Bankruptcy Court at the Confirmation Hearing), U.S. Trustee Fees, Other Secured Claims, Priority Tax Claims and Priority Non-Tax Claims; * No recovery to the holders of Existing Securities Law Claims, Interests, Intercompany Claims or Intercompany Interests on account of their respective Claims and Interests; * Funding of a Liquidation Trust pursuant to the Wind-Down Budget to govern the liquidation of the Debtors' estates and remaining assets following the Effective Date; and * Distributions under the Plan shall be funded from Cash on hand and the proceeds of the Sales Transactions that are received before, on, or after the Effective Date. Under the Plan, Class 4 Unsecured Note Claim total $447,900,000. Each holder of an Allowed Unsecured Note Claims will receive in full satisfaction, settlement, and release of, and in exchange for such Allowed Unsecured Note Claims its Pro Rata Share of the GUC CVRs. Creditors will recover 10.1% - 26.0% of the claim. Class 4 is impaired. Class 5A U.S. General Unsecured Claims total $241,600,000 - $304,900,000. Each holder of an Allowed U.S. General Unsecured Claim will receive in full satisfaction, settlement, and release of, and in exchange for such Allowed U.S. General Unsecured Claim its Pro Rata Share of the GUC CVRs. Creditors will recover 10.1% - 26.0% of their claims. Class 5A is impaired. Class 5B U.K. General Unsecured Claims total $191,500,000 - $237,600,000. Holders of U.K. General Unsecured Claims will not receive or retain any distribution under the Plan on account of such U.K. General Unsecured Claims. Creditors will recover 0% of their claims. Class 5B is impaired. Class 5C Ireland General Unsecured Claims total $191,300,000 - $237,300,000. Holders of Ireland General Unsecured Claims will not receive or retain any distribution under the Plan on account of such Ireland General Unsecured Claims. Creditors will recover 0% of their claims. Class 5C is impaired. On December 13, 2022, the Debtors filed a motion (the "Bidding Procedures Motion") seeking entry of (a) an order (the "Bidding Procedures Order") (i) approving bidding procedures (the "Bidding Procedures") to be used in connection with one or more sales (each, a "Sale Transaction") of substantially all of the Debtors' assets (the "Assets"); (ii) authorizing the Debtors to enter into the FAP Stalking Horse APA and provide bid protections thereunder; (iii) authorizing the Debtors to designate additional stalking horse bidders and provide additional bid protections in accordance with certain procedures; (iv) scheduling (A) an auction of the Assets (the "Auction") and (B) a final hearing to consider approval of the proposed Sale Transaction(s) (the "Sale Hearing"); (v) approving the form and manner of notice of the Bidding Procedures, the Auction and the Sale Hearing; (vi) approving procedures for the assumption and assignment of executory contracts and unexpired leases (collectively, the "Sale Contracts") in connection with any Sale Transaction; (vii) approving the form and manner of notice to each relevant non-debtor counterparty to a Sale Contract of the Debtors' calculation of the amount necessary to cure any defaults under an applicable Sale Contract and certain other information regarding the potential assumption and assignment of Sale Contracts in connection with a Sale Transaction; and (viii) granting related relief; and (b) one or more orders (each, a "Sale Order") (i) authorizing one or more Sale Transactions for a sale of the Assets free and clear of all liens, claims, intere sts and encumbrances and assumed liabilities, except certain permitted encumbrances as determined by the Debtors and any Successful Bidder (as defined in Section VII.C.1 of the Bidding Procedures), with liens to attach to the proceeds of the applicable Sale Transaction; (ii) authorizing the assumption and assignment of certain Sale Contracts in connection with approved Sale Transactions; and (iii) granting related relief. On Jan. 24, 2023, the Court entered the Bidding Procedures Order approving, among other things, (a) the Debtors' entry into the FAP Stalking Horse APA and the related FAP Bid Protections (as defined in the Bidding Procedures Order), (b) the Bidding Procedures, which establish the key dates and deadlines related to the potential Sale Transactions, and (c) procedures for the assumption and assignment of the Sale Contracts. Following entry of the Bidding Procedures Order, on January 24, 2023, the Debtors filed and served the Notice of Sale, Bidding Procedures, Auction, Sale Hearing and Other Deadlines Related Thereto [D.I. 262] (the "Sale Notice"). The Sale Notice was also published in the national edition of USA Today on January 31, 2023. On January 27, 2023, pursuant to the Bidding Procedures Order, the Debtors filed (i) the Notice of Cure Costs and Potential Assumption and Assignment of Executory Contracts and Unexpired Leases in Connection with Sale of FAP Therapeutic Assets, setting forth the Sale Contracts that may be assumed and assigned in connection with a sale of the FAP Therapeutic Assets, and (ii) the Notice of Adequate Assurance Information Related to FAP Stalking Horse Bidder, providing evidence supporting adequate assurance of future performance by the FAP Stalking Horse Bidder. On February 7, 2023, pursuant to the Bidding Procedures order, the Debtors filed the Notice of Cure Costs and Potential Assumption and Assignment of Executory Contracts and Unexpired Leases in Connection with Sale of the Debtors' Other Assets, setting forth the Sale Contracts that may be assumed and assigned in connection with a sale of the Debtors' Other Assets. On February 17, 2023, the Debtors filed the Amended Notice of Cure Costs and Potential Assumption and Assignment of Executory Contracts and Unexpired Leases in Connection with Sale of the Debtors' Other Assets. On March 7, 2023, the Debtors filed the Second Amended Notice of Cure Costs and Potential Assumption and Assignment of Executory Contracts and Unexpired Leases in Connection With Sale of the Debtors' Other Assets. The Bankruptcy Court has scheduled a hearing to consider Confirmation of the Plan and final approval of the Disclosure Statement for May 25, 2023 at 10:00 a.m. (ET), in the United States Bankruptcy Court, 824 N. Market St., 5th Floor, Courtroom 6, Wilmington, DE 19801 (the "Confirmation Hearing"). The Bankruptcy Court has directed that objections, if any, to Confirmation of the Plan and final approval of the Disclosure Statement be filed and served on or before May 18, 2023, at 4:00 p.m. (ET), in the manner described in the Confirmation Hearing Notice accompanying this Disclosure Statement. Co-Counsel to the Debtors: Rachel C. Strickland, Esq. Andrew S. Mordkoff, Esq. Erin C. Ryan, Esq. WILLKIE FARR & GALLAGHER LLP 787 Seventh Avenue New York, NY 10019-6099 Telephone: (212) 728-8000 Facsimile: (212) 728-8111 E-mail: rstrickland@willkie.com amordkoff@willkie.com eryan@willkie.com - and - Robert J. Dehney, Esq. Andrew R. Remming, Esq. Matthew O. Talmo, Esq. MORRIS, NICHOLS, ARSHT & TUNNELL LLP 1201 North Market Street, 16th Floor, P.O. Box 1347 Wilmington, Delaware 19899-1347 Telephone: (302) 658-9200 Facsimile: (302) 658-3989 E-mail: rdehney@morrisnichols.com aremming@morrisnichols.com mtalmo@morrisnichols.com A copy of the Disclosure Statement dated April 19, 2023, is available at https://bit.ly/3AiXjkI from PacerMonitor.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. CODIAK BIOSCIENCES: Wins Final Cash Collateral Access ----------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized Codiak BioSciences, Inc. and its debtor-affiliates to use cash collateral on a final basis in accordance with the budget, with a 15% variance. The Debtors require the use of cash collateral to among other things, pay the costs and expenses associated with administering the Chapter 11 Cases, continue the orderly operation of the Debtors' business, maximize and preserve the Debtors' going concern value, make payroll and satisfy other working capital and general corporate purposes. Codiak BioSciences, Inc. and Codiak Securities Corporation, as borrowers, Hercules Capital, Inc., Hercules Capital Funding Trust 2018-1, and Hercules Capital Funding Trust 2019-1, as lenders, and Hercules Capital, Inc., as agent, are parties to a Loan and Security Agreement, dated as of September 30, 2019, as amended by (i) the First Amendment to Loan and Security Agreement, dated April 20, 2020, (ii) the Second Amendment to Loan and Security Agreement, dated September 16, 2021, and (iii) the Consent and Third Amendment to Loan and Security Agreement, dated October 29, 2021. As of the Petition Date, the Prepetition Borrowers were indebted to the Prepetition Secured Parties under the Prepetition Financing Documents for (a) an aggregate principal amount of approximately $25 million, and (b) accrued and unpaid interest, fees, and costs, expenses, charges, indemnities, and all other obligations incurred or accrued with respect to the foregoing pursuant to, and in accordance with, the Prepetition Financing Documents. As adequate protection to the Prepetition Secured Parties, the Agent is granted, for the benefit of the Prepetition Secured Parties, additional and replacement valid, binding, enforceable, non-avoidable, and perfected postpetition security interests and liens upon all present and after-acquired property and assets of the Debtors and their estates. The Prepetition Secured Parties and the Agent, for the benefit of the Prepetition Secured Parties, are each granted an allowed administrative expense claim with super-priority over all other administrative expenses and all other claims against the Debtors or their estates of any kind or nature, but in all cases subject and subordinate to the Carve-Out and the Permitted Prior Liens. These events constitute an "Event of Default": (a) The appointment of a chapter 11 trustee or of an examiner with expanded powers in the Chapter 11 Cases; (b) The conversion of the Chapter 11 Cases to cases under chapter 7 of the Bankruptcy Code; (c) The dismissal of the Chapter 11 Cases; (d) Filing of a motion, application or other pleading to obtain postpetition financing that has not been consented to by the Prepetition Secured Parties; (e) Entry of an order or a judgment by the Court or any other court staying, reversing, vacating, amending, rescinding or otherwise modifying any of the terms of the Final Order, or filing of a motion, application or other pleading by the Debtors seeking such entry, in each case without the consent of the Prepetition Secured Parties; or (f) A final determination by the Court that a material violation or breach (other than by the Prepetition Secured Parties), of any of the provisions of the Final Order has occurred. A copy of the order is available at https://bit.ly/44nJgs7 from PacerMonitor.com. About Codiak BioSciences, Inc. Codiak BioSciences, Inc. is a clinical-stage biopharmaceutical company focused on pioneering the development of exosome-based therapeutics, a new class of medicines with the potential to transform the treatment of a wide spectrum of diseases with high unmet medical need. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10350) on March 27, 2023. In the petition signed by Paul Huygens, as chief restructuring officer, the Debtor disclosed $106,167,706 in assets and $85,374,781 in liabilities. Judge Mary F. Walrath oversees the case. The Debtor tapped Ryan M. Bartley, Esq., at Young Conaway Stargatt & Taylor, LLP as legal counsel, Stretto, Inc. as claims, noticing agent and administrative advisor, and Province, LLC as restructuring advisor. COMUNICADORES GRAFICOS: Taps Batista Law Group as Legal Counsel --------------------------------------------------------------- Comunicadores Graficos, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to hire The Batista Law Group, P.S.C. to handle its Chapter 11 case. The hourly rates of the firm's attorneys and staff are as follows: Jesus E. Batista Sanchez, Esq. $275 Associates $225 Paralegals $100 Jesus Batista Sanchez, Esq., principal at The Batista Law Group, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jesus Enrique Batista Sanchez, Esq. The Batista Law Group, P.S.C. 239 Ave Arterial Hostos Ste 206 San Juan PR 00918-1475 Tel: (787) 620-2856 Email: jeb@batistasanchez.com About Comunicadores Graficos Comunicadores Graficos Inc. is a Puerto Rico-based company engaged in printing and related support activities. Comunicadores Graficos filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 23-01064) on April 13, 2023, with $1 million to $10 million in both assets and liabilities. Juan Rafael Pierantoni Gonzalez, president of Comunicadores Graficos, signed the petition. Jesus Enrique Batista Sanchez, Esq. at The Batista Law Group, P.S.C represents the Debtor as counsel. CONAIR HOLDINGS: S&P Alters Outlook to Negative, Affirms 'B-' ICR ----------------------------------------------------------------- S&P Global Ratings revised the outlook on U.S.-based Conair Holdings LLC to negative from stable. At the same time, S&P affirmed its 'B-' issuer credit rating and its 'B-' rating on the company's first-lien term loan. The recovery rating remains '3', reflecting its expectation for meaningful recovery in the event of a payment default. S&P revised its rounded recovery estimate on the first-lien term loan to 50% from 55% reflecting the removal and mortgaging of the Glendale properties from the restricted group. The negative outlook reflects the potential for a lower rating over the next 12 months if macroeconomic conditions deteriorate more than expected and S&P forecasts that the company's operating performance will not recover. The revised outlook reflects Conair's weaker-than-expected credit metrics and cash flow generation amid an uncertain macroeconomic environment. Conair underperformed our expectations in 2022 as demand weakened, especially in its Cuisinart segment, slowing from COVID highs when consumers spent more time at home and purchased more kitchen accessories. It also saw higher operating costs, mainly ocean freight and warehousing costs. As a result, S&P Global Ratings-adjusted leverage deteriorated to 10.3x at end of 2022 from 7.8x at end of 2021. S&P said, "We anticipate that Conair's top-line recovery will be subdued in 2023 given weak macroeconomic conditions. We note that substantial uncertainties remain with regards to consumer discretionary spending and retailer appetite for reordering." S&P said, "Nevertheless, our forecasts assume that overall operating cost inflation has peaked. We believe this, along with the company's recent cost-savings and SKU rationalization initiatives will improve S&P Global Ratings-adjusted EBITDA about 10%-15% compared with the previous year. Positively, Conair reported that retailer point of sales stayed relatively strong in the fourth quarter of fiscal 2022, while retail inventory declined from the highs experienced in early 2022. Additionally, despite broader weakness in product categories in which the company participates, Conair maintained its solid market share position. As a result, the rating affirmation reflects our base-case forecast, which assumes the company will deleverage to the low-9x area by the end of fiscal 2023. "Conair's interest coverage is lower than our previous forecast, but interest rate hedges on a sizable portion of its debt will insulate its cash flows from rising interest rates. "We project interest coverage of about 1.5x in fiscal 2023 (a marginal improvement from 1.4x in 2022) compared with our previous expectations of around 2x, driven by lower EBITDA and higher interest rates. As of Dec. 31, 2022, almost 70% of the company's total outstanding floating-rate debt is hedged via interest-rate collars through September 2025. The interest rate hedges cap the base interest rate at 1.75%. Consequently, we estimate the company has no significant exposure to rising interest rates until 2025." Despite the sharp drop in demand, Conair generated positive free operating cash flow (FOCF) and ended fiscal 2022 with adequate liquidity. Conair generated FOCF of about $85 million in fiscal 2022. The company reduced inventory significantly from the peak experienced in mid-2022. As a result, working capital was a material source of cash in 2022. Additionally, the company executed a $100 million mortgage on its Glendale property and utilized the net cash proceeds to repay borrowings under its asset-based lending (ABL) facility. S&P forecasts that Conair will maintain adequate liquidity under its ABL through 2023 due to its positive FOCF, modest principal amortization, and maintenance capital expenditure (capex). The negative outlook reflects the potential for a lower rating over the next 12 months if macroeconomic conditions are weaker than S&P expects and the company cannot deleverage in line with its base case forecast. S&P could lower the rating over the next 12 months if, in its view, Conair's capital structure is unsustainable and profitability and FOCF will be below our expectations. This could occur if: -- Macroeconomic conditions substantially weaken and consumer discretionary spending materially decreases; -- Aggressive competition or execution missteps constrain Conair's ability to improve its operating trends; or -- The company cannot manage its outsourced supply chain or offset cost inflation with pricing actions. S&P could revise its outlook to stable if Conair improves its operating performance such that it sustains S&P Global Ratings-adjusted leverage below 9x while generating positive FOCF. ESG credit indicators: E-2; S-2; G-3 CONCRETE SOLUTIONS: Seeks Cash Collateral Access ------------------------------------------------ Concrete Solutions & Supply asks the U.S. Bankruptcy Court for the Central District of California, Northern Division, for authority to use cash collateral on an interim basis in accordance with the budget. CSS needs to use cash collateral to operate its business, to pay employees, to pay rent and utilities and pay other expenses. Without the use of cash collateral, CSS will be unable to remain in business. CSS sells and rents concrete restoration equipment and related supplies and products from two locations: Newbury Park and Fullerton, CA. Concrete restoration refers to restoring existing concrete. CSS had considerable financial difficulties leading to this filing. CSS is on the road in addressing these problems, implementing solutions and returning to profitability. Union Bank, which loaned monies to CSS prior to its first bankruptcy case and the Small Business Administration appear to be the only two parties holding security interests in cash collateral. CSS is facing financial difficulties for a number of reasons: 1. The Union Bank loan is maturing and the bank will not extend the loan's maturity date. CSS lacks the ability to pay off the loan. 2. The economy is a mixed picture and has generated financial difficulties for the Debtor. CSS will need to figure out how to move forward in the present economy beset first by Covid 1 9 and then inflation followed by the recent horrendous rainfall which hurt sales as well as a possible recession. CSS's cash flow has been tight. 3. Coatings Hub was the biggest competitor near the Fullerton store. Coatings Hub is a volume based seller with small markups on its machinery and equipment which means that it undercuts CSS prices. Coating Hubs recently was sold and it is expected that its prices will increase to market levels and this should help CSS. 4. The industry is presently saturated with machinery and equipment. CSS's sales of machinery and equipment are down. 5. The Debtor's machinery and equipment are aged and this impacts the ability to rent machinery and equipment. CSS needs to acquire new machinery and equipment in order to increase rentals and sales. Union Bank extended an Small Business Administration-guaranteed loan to CSS. The SBA provided an EIDL loan. Union Bank is owed approximately $329,254 and the SBA is owed $150,000 plus any accruing interest. Union Bank may be fully secured but it may not be. Unsecured claims exceed $401,553 without considering the unsecured portions of Union Bank and the SBA. The Debtor asserts the secured creditors' interest are adequately protected: a. The value of the assets. b. CSS continuing to operate the business and maintaining and servicing the inventory and equipment. c. Operating the business creates additional revenues. d. All assets are adequately insured. e. Providing replacements lien to the Secured Creditors to the extent their prepetition liens attached to property of CSS prepetition and with the same validity, priority, and description of collateral. A copy of the motion is available at https://bit.ly/3VcsCY2 from PacerMonitor.com. About Concrete Solutions and Supply Concrete Solutions and Supply sells and rents concrete restoration equipment and related supplies and products from two locations: Newbury Park and Fullerton, California. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal Case No. 9:23-bk-10314-RC) on April 25, 2023. In the petition signed by Alton Anderson, president, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Steven R. Fox, Esq., at The Fox Law Corporation Inc., represents the Debtor as legal counsel. CORSAMI GROUP: Unsecureds Will Get 83.34% of Claims in 36 Months ---------------------------------------------------------------- Corsami Group, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Georgia a Subchapter V Plan of Reorganization dated April 27, 2023. Debtor was incorporated on October 15, 2006 in the State of Georgia. Initially its business was the ownership and leasing of trucks for the hauling and delivery of general freight. However, since then Debtor has changed its business operations. Debtor is now a construction company primarily providing underground utility drilling services to third parties. Debtor now has proper insurance on its assets and operation. But significant debts remain from the prior business operations. Debtor is in need of surrendering certain equipment which it no longer has a use for in its current operations. Debtor filed a Subchapter V Chapter 11 bankruptcy petition on January 27, 2023 initiating this current bankruptcy case in order to reorganized its debts. In accordance with Sections 1107(a) and 1108 of the Bankruptcy Code, Debtor continues to control and manage its affairs as a debtor in possession. The Debtor projects that under the Plan, the general unsecured creditors will receive approximately 83.36 cents on the dollar over a 36-month period. Class 9 consists of General Unsecured Claims. Debtor believes but does not warrant that all known General Unsecured Claims in the aggregate amount of approximately $431,827.78. If the Plan is confirmed under section 1191(a) of the Bankruptcy Code, Debtor shall pay to the General Unsecured Creditors holding Allowed Claims, in full satisfaction of their respective Allowed General Unsecured Claims, a pro rata of $10,000.00 per month, commencing on the 1st day of the 1st month immediately following the effective date, and continuing on the like day of each month thereafter until the 36th month after the effective date in full satisfaction of the Allowed Class 9 General Unsecured Claims. Debtor estimates that if the Plan is confirmed consensually under Section 1191(a), then Class 9 creditors holding Allowed General Unsecured Claims will receive Distributions totaling approximately 83.34% of their Allowed General Unsecured Claims. If the Plan is confirmed under section 1191(b) of the Bankruptcy Code, Class 9 shall be treated the same as if the Plan was confirmed under section 1191(a) of the Bankruptcy Code. Class 10 consists of the Interests of the Equity Holder of the Debtor. The Equity Holder will retain his Interest in the Reorganized Debtor as such Interest as of the Petition Date. This Class is not impaired. The source of funds for the payments pursuant to the Plan is the future income of the Debtor from its normal operations. A full-text copy of the Subchapter V Trustee dated April 27, 2023 is available at https://bit.ly/3Vhop5z from PacerMonitor.com at no charge. Attorney for the Debtor: Paul Reece Marr, Esq. Paul Reece Marr, P.C. 6075 Barfield Road Suite 213 Sandy Springs, GA 30328 Tel: (770) 984-2255 Email: paul.marr@marrlegal.com About Corsami Group Corsami Group, LLC, a company in Suwanee, Ga., filed its voluntary petition for Chapter 11 protection (Bankr. N.D. Ga. Case No. 23-50863) on Jan. 27, 2023, with as much as $1 million to $10 million in both assets and liabilities. Senei Perez, Corsami Group's manager, signed the petition. Judge Wendy L. Hagenau oversees the case. Paul Reece Marr, P.C. serves as the Debtor's legal counsel. COVENANT SURGICAL: $250M Bank Debt Trades at 16% Discount --------------------------------------------------------- Participations in a syndicated loan under which Covenant Surgical Partners Inc is a borrower were trading in the secondary market around 84.0 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $250 million facility is a Term loan that is scheduled to mature on July 1, 2026. The amount is fully drawn and outstanding. Covenant Surgical Partners, Inc. is an owner and operator of freestanding ambulatory surgery centers. DAVID'S BRIDAL: $6.7M Bank Debt Trades at 68% Discount ------------------------------------------------------ Participations in a syndicated loan under which David's Bridal LLC is a borrower were trading in the secondary market around 32.2 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $6.7 million facility is a Term loan that is scheduled to mature on June 30, 2023. The amount is fully drawn 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. DECURTIS HOLDINGS: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Two affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Decurtis Holdings LLC (Lead Case) 23-10548 3208 East Colonial Drive, C 190 Orlando, FL 32803 Decurtis LLC 23-10549 Business Description: DeCurtis provides guest experience and operational management product-focused SaaS software solutions designed to power any indoor, complex environment. DeCurtis is the industry leader in transformational experience technology focused on the cruise line industry, and DeCurtis makes software systems used for providing guests a seamless experience with cruise ship facilities through the use of wireless sensing technologies. Beyond the cruise line industry, DeCurtis's products and services are also applicable to restaurants, theme parks, and the extended hospitality industry, with the potential to expand into healthcare and other settings. Chapter 11 Petition Date: April 30, 2023 Court: United States Bankruptcy Court District of Delaware Judge: Hon. J. Kate Stickles Debtors' Counsel: Christopher M. Samis, Esq. L. Katherine Good, Esq. Aaron H. Stulman, Esq. Sameen Rizvi, Esq. POTTER ANDERSON & CORROON LLP 1313 N. Market Street, 6th Floor Wilmington, Delaware 19801 Tel: (302) 984-6000 Fax: (302) 658-1192 Email: csamis@potteranderson.com kgood@potteranderson.com astulman@potteranderson.com srizvi@potteranderson.com - and - Cullen Drescher Speckhart, Esq. Michael A. Klein, Esq. Evan Lazerowitz, Esq. Paul Springer, Esq. COOLEY LLP 55 Hudson Yards New York, New York 10001 Tel: (212) 479-6000 Fax: (212) 479-6275 Email: cspeckhart@cooley.com mklein@cooley.com elazerowitz@cooley.com pspringer@cooley.com Debtors' Special Counsel: GROOMBRIGE, WU, BAUGHMAN & STONE LLP Debtors' Financial Advisor: PROVINCE, LLC Debtors' Claims, Noticing & Administrative Agent: OMNI AGENT SOLUTIONS Each Debtor's Estimated Assets: $10 million to $50 million Each Debtor's Estimated Liabilities: $50 million to $100 million The petitions were signed by Joseph J. Carino as chief financial officer. Full-text copies of the petitions are available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/Q2MC3XQ/DeCurtis_Holdings_LLC__debke-23-10548__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/RMS46KY/DeCurtis_LLC__debke-23-10549__0001.0.pdf?mcid=tGE4TAMA List of Debtors' 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Carnival Corporation & PLC Litigation $21,000,000 Carnival Pl 4655 NW 87th Ave Miami, FL 33178-2428 Tel: 305-416-6880 Email: JORGE.ESPINOSA@GRAY-ROBINSON.COM 2. City National Bank, as Agent Bank Loan $9,807,869 City Loan Ctr P.O. Box 60938 Los Angeles, CA 90060-0938 Tel: 213-673-8284 Email: MATT.RUDY@CNB.COM 3. Groombridge, Wu, Professional $4,756,733 Baughman & Stone LLP Services 565 5th Ave, Ste 2900 New York, NY 10017 Tel: 332-269-0030 Email: Nick.Groombridge@groombridgewu.com 4. Quinn Emanuel Urquhart & Professional $3,296,723 Sullivan, LLP Services 865 S Figueroa St, 10Th Fl Los Angeles, CA 90017 Tel: 213-443-3000 Email: RebeccaMcCauley@quinnemanuel.com 5. Freeborn & Peters, LLP Professional $2,005,145 311 S Wacker Dr, Ste 3000 Services Chicago, IL 60606-6679 Tel: 312-360-6000 Email: TSMITH@FREEBORN.COM 6. Cornerstone Group Professional $1,336,768 2 Embarcadero Ctr, 20th Fl Services San Francisco, CA 94111-3922 Tel: 415-229-8236 Email: LREAMY@CORNERSTONE.COM 7. Morgan Lewis LLP Professional $525,498 1701 Market St Services Philadelphia, PA 19103-2921 Tel: 215-963-5000 Email: JULIE.GOLDEMBERG@MORGANLEWIS.COM 8. Sullivan & Cromwell LLP Professional $393,165 Treasury Dept Services 125 Broad St, Rm 2021 New York, NY 10004-2498 Tel: 212-558-7100 Email: PARISA@SULLCROM.COM 9. Homer Bonner Jacobs Ortiz, PA Professional $322,698 1200 Four Seasons Tower Services 1441 Brickell Ave Miami, FL 33131 Tel: 305-350-5100 Email: ASCHWARTZ@HOMERBONNER.COM 10. Impact Trial Consulting LLC Professional $269,562 8875 Hidden River Pkwy, Ste 300 Services Tampa, FL 33637 Tel: 917-722-0801 Email: JSTEVENSON@IMPACTTRIAL.COM 11. Peritum LLC Professional $180,073 1401 Red Oak Trl Services Fairview, TX 75069 Tel: 214-296-9294 Email: MATTHEW.SHOEMAKE@PERITUM.COM 12. Blueed Technology Private Ltd Dev Partner $160,000 Raga, Flat 1804, Salarpuria Sattva Cadenza Apt, Near Kudlu Signal Hosur Main Rd Bangalore Karnataka 560068 India Tel: 832-992-3978 Email: VIVEK@BLUEED.COM 13. Scansource Trade Payable $132,424 24263 Network Pl Chicago, IL 60673-1242 Tel: 864-288-2432 Email: NACS@SCANSOURCE.COM 14. Transperfect Holdings LLC Professional $104,874 1250 Broadway, 32nd Fl Services New York, NY 10001 Tel: 212-689-5555 Email: NEWYORK@TRANSPERFECT.COM 15. Consilio Professional $102,271 1828 L St NW, Ste 1070 Services Washington, DC 20036 Tel: 310-867-4902 Email: MKILDOW@CONSILIO.COM 16. Copy Center Miami Professional $98,841 30 SW 1st St, Office 20 Services Miami, FL 33130 Tel: 786-906-7028 Email: INFO@COPYCENTERMIAMI.COM 17. Copytech Solutions USA Inc Professional $91,285 25 SE 2nd Ave, Ste 1200 Services Miami, FL 33131 Tel: 305-377-4606 Email: RONC@COPYTECHSOLUTIONS.COM 18. Cherry Bekaert, LLP Professional $83,187 P.O. Box 25549 Services Richmond, VA 23260-5500 Tel: 919-782-1040 Email: JSIMMONS@CBH.COM 19. Maxiru LLC Dev Partner $52,500 10563 E Key Dr Boca Raton, FL 33498 Tel: 717-265-4361 Email: MAX@MAXIRU.COM 20. Office Store Inc Professional $23,765 dba Trial Copy Services 27 SE 1 Ave Miami, FL 33131 Tel: 305-520-5400 Email: ADMIN@TRIALCOPY.COM DG BUSINESS: Involuntary Chapter 11 Case Summary ------------------------------------------------ Alleged Debtor: DG Business Holdings, LLC 4600 E. 15th Avenue Gary, IN 46403 Involuntary Chapter 11 Petition Date: May 1, 2023 Court: United States Bankruptcy Court Northern District of Indiana Case No.: 23-20717 Petitioners' Counsel: Paul B. Poracky, Esq. 425 Joliet Street, Suite 425 Dyer, Indiana 46311 Tel: 219-865-6700 Email: PPoracky@KBLegal.net A full-text copy of the Involuntary Petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/DI7OGEI/DG_Business_Holdings_LLC__innbke-23-20717__0001.0.pdf?mcid=tGE4TAMA Alleged creditors who signed the petition: Petitioner Nature of Claim Claim Amount Stoll Logistics, LLC Unpaid Services $39,754 906 Tanglewood Court Unpaid Oconomowoc, WI 53066 Compensation B&N Trucking Unpaid Services $37,450 705 Parkview Drive Unpaid Oconomowoc, WI 53066 Compensation G. Walski Trucking, LLC Unpaid Services $35,761 4407 Primrose Court, P207 Unpaid Sheboygan, WI 53081 Compensation Prairie Transportation, Inc. Unpaid $3,245 P.O. Box 16 Compensation North Prairie, WI 53153 Ron Naber Unpaid Services $4,836 d/b/a R.K.S. - Cargo Lines Unpaid W3932 State Road 20 Compensation East Troy, WI 53120 Vick Trucking, LLC Unpaid $52,910 W 357 S8835 Godfrey Lane Services Eagle, WI 53119 Unpaid Compensation Brian Halaschak Unpaid Services $75,994 3900 Winter Lane Unpaid Valparaiso, IN 46385 Compensation ENVISION HEALTHCARE: $300M Bank Debt Trades at 39% Discount ----------------------------------------------------------- Participations in a syndicated loan under which Envision Healthcare Corp is a borrower were trading in the secondary market around 61.3 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $300 million 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. FAIRFIELD SENTRY: Oral Arguments Adjourned to July 19, 2023 ----------------------------------------------------------- In the case captioned as In re FAIRFIELD SENTRY LIMITED, et al. Debtor in Foreign Proceedings. FAIRFIELD SENTRY LTD. (IN LIQUIDATION), et al. Plaintiffs, v. HSBC SECURITIES SERVICES (LUXEMBOURG) SA, et al., Defendants, No. 08-01789 (CGM) (Substantively Consolidated), Adv. Pro. No. 10-03630 (CGM), (Bankr. S.D.N.Y.), Judge Cecelia G. Morris of the U.S. Bankruptcy Court for the Southern District of New York grants the motion to amend scheduling order filed by the Liquidators Fairfield Sentry Ltd., et al. The Liquidators seek the entry of modified scheduling orders adjourning oral arguments from April 19, 2023 to July 19, 2023 on HSBC Securities Services (Luxembourg) S.A.'s and HSBC Private Bank Suisse S.A.'s pending motions to dismiss. The Liquidators also seek permission to file, on or before June 30, 2023, sur-replies of no more than fifteen pages responding to HSBC Lux's and HSBC Suisse's March 15, 2023 replies. HSBC Lux opposes the motion, arguing that the delay the Liquidators seek is inappropriate because the Liquidator's chose the sequence of briefing and HSBC Lux had no choice but to address discovery on reply. HSBC Lux also argues that none of the arguments HSBC Lux put forth in its reply were new and that the Liquidators misrepresent the number and contents of new documents that HSBC Lux submitted on reply. Even if, arguendo, good cause was not shown, the Court would still allow the amendment of the scheduling order as requested. The Court notes that "prior to HSBC Lux filing its reply briefs, the parties agreed that HSBC lux could cite newly discovered documents and present new arguments without the Liquidators moving to strike such documents and arguments. This agreement was premised on the condition that the Liquidators would reserve their right to seek leave for a sur-reply. The Liquidators agreed to not to move to strike the very argument HSBC Lux made for the first time in its reply brief and the Liquidators only did so with the security of knowing they'd have the opportunity rebut such an argument. HSBC Lux now attempts to receive the benefit of the stipulation while attempting to block what made the stipulation agreeable to the Liquidators." Even in the absence of good cause, the Court would not allow for such an outcome. A full-text copy of the Memorandum Decision dated April 11, 2023, is available https://tinyurl.com/2th76bj5 from Leagle.com. About Fairfield Sentry Fairfield Sentry is being liquidated under the supervision of the Commercial Division of the High Court of Justice in the British Virgin Islands. It is one of the funds owned by the Fairfield Greenwich Group, an investment firm founded in 1983 in New York City. Fairfield Sentry and other Greenwich funds had among the largest exposures to the Bernard L. Madoff fraud. Fairfield Sentry Limited filed for Chapter 15 protection (Bankr. S.D.N.Y. Case No. 10-13164) on June 14, 2010. Fairfield Sentry became the subject of a BVI liquidation, and a BVI court appointed the Liquidator under BVI law. The Liquidator then sought recognition of the BVI liquidation as a foreign main proceeding under Chapter 15 of the Code in the Southern District of New York. The Bankruptcy Court entered an order granting recognition of the Fairfield Sentry case on July 22, 2010, enabling the Liquidator to use the U.S. Bankruptcy Court to protect and administer Fairfield Sentry's assets in the U.S. FINASTRA USA: $1.25B Bank Debt Trades at 15% Discount ----------------------------------------------------- Participations in a syndicated loan under which Finastra USA Inc is a borrower were trading in the secondary market around 85.0 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $1.25 billion facility is a Term loan that is scheduled to mature on June 13, 2025. The amount is fully drawn and outstanding. Finastra USA, Inc. provides financial software solutions. The Company specializes in retail and transaction banking, lending, and treasury and capital markets. Finastra USA serves customers in the United States. FINTHRIVE SOFTWARE: $460M Bank Debt Trades at 28% Discount ---------------------------------------------------------- Participations in a syndicated loan under which FinThrive Software Intermediate Holdings Inc is a borrower were trading in the secondary market around 71.6 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $460 million facility is a Term loan that is scheduled to mature on December 17, 2029. The amount is fully drawn and outstanding. FinThrive is a provider of revenue cycle management software solutions to the healthcare sector. FOREST CITY: $1.24B Bank Debt Trades at 18% Discount ---------------------------------------------------- Participations in a syndicated loan under which Forest City Enterprises LP is a borrower were trading in the secondary market around 82.4 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $1.24 billion facility is a Term loan that is scheduled to mature on December 7, 2025. About $890.0 million of the loan is withdrawn and outstanding. Forest City Enterprises, L.P. provides real estate services. The Company develops, owns, acquires, and manages real estate properties. Forest City Enterprises serves regional malls, retail centers, office buildings, campuses, multi-family properties, and residential communities in the United States. FORMING MACHINING: $60M Bank Debt Trades at 35% Discount -------------------------------------------------------- Participations in a syndicated loan under which Forming Machining Industries Holdings LLC is a borrower were trading in the secondary market around 65.1 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $60 million facility is a Term loan that is scheduled to mature on October 9, 2026. 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. FOUNDATIONAL EDUCATION: $115M Bank Debt Trades at 22% Discount -------------------------------------------------------------- Participations in a syndicated loan under which Foundational Education Group Inc is a borrower were trading in the secondary market around 78.4 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $115 million facility is a Term loan that is scheduled to mature on August 31, 2029. The amount is fully drawn and outstanding. Headquartered in Bethesda, Maryland, Foundational Education Group, Inc. ("Teaching Strategies") is a provider of curriculum, assessment and family engagement tools for the early childhood education market (from birth to 3rd grade). The company was acquired by KKR in a $1.6 billion leveraged buyout in August 2021. FRANKIE'S COMICS: Court OKs Interim Cash Collateral Access ---------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of North Carolina in Raleigh authorized Frankie's Comics LLC to use cash collateral on an interim basis in accordance with the budget. The Debtor requires the use of cash collateral to make payment of ordinary operating expenses. Frankie's Comics started doing business as an online retailer of comic books in 2015. In 2021, Frankie's Comics opened a brick-and-mortar store in Apex, North Carolina. Sales declined as the pandemic wore on in the end of 2021. Frankie's Comics took out several high-interest loans, which burdened its ability to operate. The Debtor closed the brick-and-mortar store, but plans to re-open the store in 2023. Frankie's Comics continues to run its online comic sales business. A review of the North Carolina Secretary of State's UCC filings reveals the following financing statements which might perfect a lien on cash collateral: a. File # 20200061763J recorded May 26, 2020, in favor of U.S. Small Business Administration, 2 North Street, Suite 320, Birmingham, AL 35203; b. File # 20220080891C recorded June 8, 2022, in favor of CHTD Company, P.O. Box 2576, Springfield, IL 62708; c. File # 20220097680H recorded June 14, 2022, in favor of First Corporate Solutions, as representative, 914 S. Street, Sacramento, CA 95811; d. File # 20220122362C recorded September 6, 2022, in favor of Corporation Service Company as representative, P.O. Box 2576. Springfield, IL 62708; e. File # 20220145062F recorded October 26, 2022, in favor of CT Corporation System, as representative, 330 N. Brand Blvd., Suite 700: ATTN: SPRS, Glendale, CA 90210; and f. File # 20220153194M recorded on November 15, 2022, in favor of Corporation Service Company as representative, P.O. Box 2576. Springfield, IL 62708. As adequate protection, and to the extent that cash collateral is used, the Potential Secured Creditors will receive a post-petition lien on the Debtor's cash and inventory to the extent of the use and to the extent that the pre-petition lien in the same type of collateral was valid, perfected, enforceable, and non-avoidable as of the petition date. The Debtor's use of cash collateral will expire or terminate on the earlier of: (i) the Debtor ceasing operations of its business; or (ii) the non-compliance or default of the Debtor with any terms and provisions of the Order. A further hearing on the matter is set for May 2, 2023 at 10 a.m. A copy of the order and the Debtor's budget is available at https://bit.ly/3HlD4H6 from PacerMonitor.com. The Debtor projects $40,800 in total income and $47,197 in total expenses for the period from April 15 to May 3, 2023. About Frankie's Comics, LLC Frankie's Comics, LLC is a comic book store in Apex, North Carolina. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 22-02892) on December 14, 2022. In the petition signed by Kevin Fields, owner/manager, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Joseph N. Callaway oversees the case. William P. Janvier, Esq., at Stevens Martin Vaughn & Tadych, PLLC, represents the Debtor as legal counsel. GM NORTH POINT: Case Summary & Eight Unsecured Creditors -------------------------------------------------------- Debtor: GM North Point Two, LLC 3259 Dogwood Lane Hiawassee GA 30546 Business Description: GM North Point is a lessor of real estate. Chapter 11 Petition Date: May 1, 2023 Court: United States Bankruptcy Court Northern District of Georgia Case No.: 23-20494 Debtor's Counsel: William Rountree, Esq. ROUNTREE, LEITMAN, KLEIN & GEER, LLC 2987 Clairmont Road Suite 350 Atlanta, GA 30329 Tel: 404-584-1238 Email: wrountree@rlkglaw.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Stewart Geyer as manager. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/XYISMTI/GM_North_Point_Two_LLC__ganbke-23-20494__0001.0.pdf?mcid=tGE4TAMA List of Debtor's Eight Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Stewart Geyer Money Loaned/ $500,000 3060 Peachtree Road Advanced Suite 1050 Atlanta, GA, 30305 2. Chandler Sign Company Services $33,000 14201 Sovereign Road Suite 101 Fort Worth, TX, 7615 3. Epic Services $21,436 3045 Chastain Meadows Pkwy NW Suite 400 Marietta, GA, 30066 4. City of Alpharetta Tax Assessor $0 2 Park Plaza Alpharetta, GA, 30009 5. Internal Revenue Service $0 P.O. Box 7346 Philadelphia, PA, 19101-7346 6. City of Alpharetta Water Service $0 11575 Maxwell Road Alpharetta, GA, 30009 7. Georgia Power $0 96 Annex Atlanta, GA, 30396-0000 8. Fulton County Tax Commissioner $0 141 Pryor Street SW Ste 1085 Atlanta, GA, 30303 GRANDOTE INVESTMENTS: U.S. Trustee Unable to Appoint Committee -------------------------------------------------------------- The U.S. Trustee for Region 8 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Grandote Investments TN, LLC. About Grandote Investments TN Grandote Investments TN LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No. 23-01052) on March 23, 2023, with $10 million to $50 million in assets and $1 million to $10 million in liabilities. Brian Layton, a member of Grandote, signed the petition. Judge Randal S. Mashburn presides over the case. R. Alex Payne, Esq., at Dunham Hildebrand, PLLC represents the Debtor as counsel. GREATER LIFE: Lender Seeks to Prohibit Cash Collateral Access ------------------------------------------------------------- Apex Bank asks the U.S. Bankruptcy Court for the Eastern District of North Carolina, Raleigh Division, to prohibit Greater Life Church from using cash collateral. On May 29, 2020, the Debtor executed and delivered to Apex a Future Advance Promissory Note in the original principal amount of $4.012 million and a Loan Agreement. The Note provides for monthly payment commencing on December 1, 2020, and continuing for 52 months of principal and interest payments , and one final payment of all unpaid principal, interest and other charges and fees due on May 29, 2025. As security for the indebtedness owed to Apex, the Debtor granted to Apex a security interest in: (i) real property located at 5095 Lansing Drive, Winston Salem, North Carolina as more particularly described in a Deed of Trust, Assignment of Rents and Security Agreement recorded on June 1, 2020 in Book 3527, Page 4469 of the Forsyth County Public Registry; (ii) rents, leases and profits from the WS Property; (iii) a blanket lien on all personal property as more fully described in the Deed of Trust, Assignment of Rents and Security Agreement and UCC-1 Financing Statement filed of record with the North Carolina Secretary of State on June 1, 2020, File No. 20200067521G; and (iv) real property located in Durham North Carolinas. On October 7, 2021, the Debtor sold the Durham Property for $1.630 million to TFCC Cambridge Angier LLC, and as provided in the Loan Agreement and Deed of Trust, paid the sum of $1.014 million to Apex as a release fee. Since inception of the loan, the Debtor made a total of 21 payments on the Note, not including the release fee. Of the 21 payments, 16 payments were made substantially late. In just the past 12 months, Debtor made seven payments which its bank returned to Apex for insufficient funds. On October 31, 2022, having not received the September and October, 2022 monthly payments, Apex sent notice to the Debtor declaring a default, accelerating the debt and making demand for payment of the entire outstanding balance due under the Note. On November 21, 2022, the Debtor proposed a workout to Apex for reinstatement of the loan. Apex did not accept the Debtor's proposal but entered into negotiations with Debtor for reinstatement of the loan. The parties reached an agreement whereby the Debtor would make the September, October and November monthly payments (by then also due and delinquent) on or before November 30, 2022, and make the December 1, 2022 payment and all accrued late charges on or before December 15, 2022. The Debtor defaulted on the terms of the workout proposal with Apex by failing to pay the other two monthly payments on or before November 30, 2022. The Debtor having defaulted yet again on payment of the Note, Apex commenced a foreclosure proceeding. On December 8, 2022, Apex sent a further notice of default, acceleration and demand to the Debtor. In addition to these monetary defaults under the Loan Documents, the Debtor defaulted under the terms of the Loan Agreement by: (a) executing a Statement Authorizing Entry of Judgment on May 31, 2022 to Floor Action Inc., which resulted in the filing of a Confession of Judgment on November 7, 2022, in an action styled Floor Action, Inc. v. Greater Life church dlb/al Greater Life Christian Church, 22 CVD 4809, in the amount of $96,870, which judgment is a lien on the real property; (b) failing to pay a sanitation fee which resulted in a Sanitation Lien on the real property in the amount of $985; and (c) failing to pay real property taxes for tax year 2020 having a balance through Petition Date in the amount of $61,084. Prior to the Petition Date, on February 1, 2023, the Debtor provided Apex with financial statements which represent that as of February 1, 2023, the Debtor had $661,071 in total cash and bank account deposits, including $173,269 in cash on hand and $485,463 in a bank account identified as Greater Life Opt 7050 account, and that revenue for Debtor for the period January 1 - October 12, 2022 was in the amount of $591,105, and expenses for the same period were $201,080. The Debtor has since provided Apex with bank statements for the 7050 Account which reveal that neither in February, 2023, nor for the several months prior to that month did the Debtor have these funds in the 7050 Account. As of the Petition Date, the amount outstanding under the Note was $3.129 million including outstanding principal of $2.3 million accrued but unpaid interest (including default interest from December 8, 2023) of $97,915, and late fees of $14,987, and foreclosure and collection costs including attorneys' fees of $18,719. Apex has serious concerns that an operating debtor with $5,000 in the bank at the commencement of the case can propose a plan of reorganization to repay a commercial real estate loan in excess of $3 million. This concern is only compounded by the fact the Debtor lists its income in the Statement of Financial Affairs for 2022 to be in the amount of $230,777. Without additional information from the Debtor including required accurate and current financial reporting, Apex cannot concede it is adequately protected for the use of its cash collateral. Apex does not consent to the use of cash collateral by the Debtor, without the payment of monthly adequate protection payments and replacement liens in cash collateral. Apex does not believe the tax value of the WS Property is a valid basis for determination of the actual fair market value of the WS Property and whether Apex is adequately protected by an equity cushion. The $4 million purchase price for the property is a more accurate reflection of a fair market value and what a willing purchaser will pay for the WS Property. Moreover, the unique nature of the WS Property makes the universe of potential purchasers or end users of the WS Property very small and select, and thus impacts its fair market value negatively when considering who a willing purchaser is, and what that willing purchaser will pay for the WS Property. Based upon the apparent value of the WS Property securing Apex's claims, the Debtor has a small equity cushion that will continue to erode at the rate of approximately $20,000 per month. In addition, in order for the Debtor to cure the mounting arrears under the Note in a Chapter 11 Plan, commencement of regular monthly payments to avoid further accretion of the arrears is prudent. Apex is represented by: Ashley S. Rusher, Esq. BLANCO TACKABERY & MATAMOROS, P.A. P. 0. Drawer 25008 Winston-Salem, NC 27114-5008 Telephone: (336) 293-9000 Facsimile: (336) 293-9030 E-mail: asr@blancolaw.com A copy of the motion is available at https://bit.ly/3LD0bQ0 from PacerMonitor.com. About Greater Life Church Greater Life Church is a tax-exempt religious organization. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 23-00838) on March 27, 2023. In the petition signed by Mark L. Spell, Sr., president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge David M. Warren oversees the case. Joseph Z. Frost, Esq., at Buckmiller, Boyette and Frost, PLLC, represents the Debtor as legal counsel. HEMP SYNERGISTICS: Taps Whiteford Taylor & Preston as Legal Counsel ------------------------------------------------------------------- Hemp Synergistics, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to hire Whiteford Taylor & Preston, LLP as its legal counsel. The firm's services include: (a) advising the Debtor with respect to its powers and duties in the continued management and operation of its business; (b) taking all necessary action to protect and preserve the Debtor's estate, including the prosecution of actions on its behalf, defense of any actions commenced against the estate, and negotiations concerning all litigation in which the Debtor may be involved, and any objections to claims filed against the Debtor's estate; (c) attending meetings and negotiating with representatives of creditors and other parties in interest, and advising and consulting on the conduct of the Chapter 11 case, including all of the legal and administrative requirements of operating in chapter 11; (d) preparing legal papers; (e) appearing before the bankruptcy court, appellate courts and any other courts; (f) preparing and negotiating a plan of reorganization, disclosure statement, sale of assets and all related agreements or documents, and taking any necessary action on behalf of the Debtor to obtain confirmation; and (g) other necessary legal services. The firm will be paid at these rates: Michael J. Roeschenthaler, Partner $750 per hour Daniel R. Schimizzi, Partner $535 per hour Harry A. Readshaw, Counsel $565 per hour Vivi Besteman, Associate $350 per hour Paralegal $365 per hour Whiteford is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Michael J. Roeschenthaler, Esq. Daniel R. Schimizzi, Esq. Whiteford Taylor & Preston, LLP 11 Stanwix Street Suite 1400 Pittsburgh, PA 15222 Tel: (412) 618-5601 Email: mroeschenthaler@whitefordlaw.com dschimizzi@whitefordlaw.com About Hemp Synergistics Hemp Synergistics LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 23-20582) on March 17, 2023, with as much as $1 million in both assets and liabilities. Judge Carlota M. Bohm oversees the case. Whiteford Taylor & Preston, LLP represents the Debtor as counsel. IIK TRANSPORT: Illinois Court Certifies Class in Prokhorov Lawsuit ------------------------------------------------------------------ Judge Manish S. Shah of the U.S. District Court for the Northern District of Illinois grants the motion to certify the class filed by Plaintiff Andrey Prokhorov in the case captioned as ANDREY PROKHOROV, individually and on behalf of all others similarly situated, Plaintiff, v. IIK TRANSPORT, INC. and IVAN KAZNIYENKO, Defendants, Case No. 20 CV 6807, (N.D. Ill.). Plaintiff Andrey Prokhorov worked as a truck driver for defendant IIK Transport, Inc. He alleges that IIK took deductions from drivers' pay and failed to reimburse drivers' work expenses in violation of the Illinois Wage and Payment Collection Act. He says IIK did this by misclassifying drivers as independent contractors, who are not protected by the Act. He sued IIK Transport and its president, Ivan Kazniyenko, on behalf of himself and all other IIK drivers who were classified as independent contractors. He now moves to certify the class. The Plaintiff defines the class as "All individuals who worked as delivery drivers for IIK in Illinois between November 2010 and the present and who were classified as independent contractors." The Defendants say this definition is overbroad. The Court holds that "as of 2007, the applicable statute of limitations for "actions brought under the Illinois Wage Payment and Collection Act" is ten years. The complaint was filed on Nov. 17, 2020. The Plaintiff's definition (drivers who worked for IIK between November 2010 and November 17, 2020) is therefore overbroad by 16 days." The Court further holds that "this is not a reason to deny class certification. Instead, the solution is to 'amend the class definition as needed to correct for the overbreadth.'" The Illinois Wage and Payment Collection Act "applies to all employers and employees in this State." Thus, according to the Defendants, different drivers may be residents of different states and likely drove different amounts of time in Illinois, so figuring out who the Act applies to will require individualized analyses of each driver's logbooks, GPS information, and other documents -- not proof common to all drivers. The Court points out that "the Act applies to employers and employees 'in this State,' and the proposed class comprises only drivers in Illinois. Individualized evaluation of class members' time in Illinois will not be necessary to resolve the questions common to the class." The Plaintiff argues that all parts of the test can be adjudicated through common evidence. The Court finds that "All drivers worked exclusively for IIK and were barred from working for other companies. This is common evidence that can determine whether drivers were free from control and direction. . . Because the delivery drivers were subject to the same business model, whether or not they could survive independent of IIK can be adjudicated through common evidence. The employee/independent-contractor question is conducive to class-wide resolution." The Court holds that "the Plaintiff doesn't have to show that victory will turn on common proof. He only needs to show that some question will turn on common proof -- here, whether the drivers were properly classified. . . the plaintiff has alleged and provided supporting documents to show that all drivers were similarly situated on each of the three parts of the test. That's all that's necessary for purposes of class certification." The Court finds it hard to determine ex ante how much incentive the drivers have to sue. Even if their claims are large enough to be worth pursuing individually, the commonality of the claims is a reason to find a class action superior. Different judges won't have to decide the same classification issue -- based on identical material facts -- again and again, expending unnecessary time and effort and creating the risk of different outcomes. Resolving this case as a class action is superior to resolving it via alternative methods. Accordingly, the class is certified as follows: "All individuals who worked in Illinois as delivery drivers for IIK between November 17, 2010, and the present and who were classified as independent contractors." A full-text copy of the Memorandum Opinion and Order dated March 30, 2023, is available https://tinyurl.com/33zryc8a from Leagle.com. INDY US: $834M Bank Debt Trades at 16% Discount ----------------------------------------------- Participations in a syndicated loan under which Indy US Bidco LLC is a borrower were trading in the secondary market around 84.5 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $834 million facility is a Term loan that is scheduled to mature on March 5, 2028. About $821.5 million of the loan is withdrawn and outstanding. The Company's country of domicile is the United States. Indy US Holdco, LLC, is a subsidiary of Intermediate Dutch HoldCo, dba NielsenIQ. Headquartered in Chicago, Illinois, NielsenIQ is a global provider of retail measurement data, services and analytics to consumer and retail customers. INTERPACE BIOSCIENCES: Appoints New Principal Financial Officer --------------------------------------------------------------- Interpace Biosciences, Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission that its Board of Directors appointed Christopher McCarthy, 31, who has served as the Company's vice president of Finance and Enterprise Systems since August 2022, as principal financial officer. Prior to serving as the Company's vice president of Finance and Enterprise Systems, Mr. McCarthy served as the Company's Senior Director of Operations Finance from August 2020 to August 2022 and the Company's Senior Financial Analyst from June 2019 to August 2020. Prior to joining the Company, Mr. McCarthy served as a Senior Financial Systems Analyst at Simon & Schuster, Inc. from January 2016 to June 2019. The Company further disclosed that Mr. McCarthy has served in no other Company positions and there is no arrangement or understanding between Mr. McCarthy and any other person pursuant to which he was selected to serve as Principal Financial Officer. Mr. McCarthy has no family relationship with any director or executive officer or person nominated or chosen by the Company to become a director or executive officer of the Company. There are no related party transactions as of the date hereof between Mr. McCarthy and the Company that would require disclosure under Item 404(a) of Regulation S-K. About Interpace Headquartered in Parsippany, NJ, Interpace Biosciences f/k/a Interpace Diagnostics Group, Inc. -- http://www.interpace.com-- is a company that provides molecular diagnostics, bioinformatics and pathology services for evaluation of risk of cancer by leveraging the latest technology in personalized medicine for improved patient diagnosis and management. The Company develops and commercializes genomic tests and related first line assays principally focused on early detection of patients with indeterminate biopsies and at high risk of cancer using the latest technology. Interpace Biosciences reported a net loss of $21.96 million for the year ended Dec. 31, 2022, compared to a net loss of $14.94 million for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $15.98 million in total assets, $32.51 million in total liabilities, $46.53 million in redeemable preferred stock, and a total stockholders' deficit of $63.07 million. IQOR US INC: $300M Bank Debt Trades at 25% Discount --------------------------------------------------- Participations in a syndicated loan under which iQor US Inc is a borrower were trading in the secondary market around 75.2 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $300 million facility is a Pik Term loan that is scheduled to mature on November 19, 2025. The amount is fully drawn and outstanding. iQor US Inc. provides customer interaction and business process outsourcing services. The Company offers customer care, retention, and revenue recovery services to commercial, telecommunication, direct marketing, financial, government, and health care sectors. iQor serves customers worldwide. JASON GROUP: $76.6M Bank Debt Trades at 35% Discount ---------------------------------------------------- Participations in a syndicated loan under which Jason Group Inc is a borrower were trading in the secondary market around 65.5 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $76.6 million facility is a Payment in kind Term loan that is scheduled to mature on August 28, 2025. The amount is fully drawn and outstanding. Jason Group Inc. is an industrial manufacturer serving diverse end markets. Its products generally fall into two categories: the industrial segment (industrial brushes, buffing wheels and compounds) and engineered products (static and suspension seating for motorcycle, construction, agricultural, lawn and turf-care equipment). The company is owned by pre-petition creditors including Credit Suisse Asset Management, Monomoy Capital Partners, and Angel Island Capital. JBM SPECIALTIES: Seeks to Hire DeMarco-Mitchell as Legal Counsel ---------------------------------------------------------------- JBM Specialties, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to hire DeMarco-Mitchell, PLLC to handle its Chapter 11 case. The hourly rates of the firm's attorneys and staff are as follows: Robert T. DeMarco $400 Michael S. Mitchell $300 Barbara Drake $125 The Debtor paid the firm a retainer of $7,500 for legal services to be rendered on or after the petition date. Robert DeMarco, Esq., a member of DeMarco-Mitchell, 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: Robert T. DeMarco, Esq. DeMarco-Mitchell, PLLC 1255 W. 15th Street, 805 Plano, TX 75075 Telephone: (972) 578-1400 Facsimile: (972) 346-6791 Email: robert@demarcomitchell.com About JBM Specialties JBM Specialties, LLC -- http://www.WhiskeyHollowDistillery.com/-- operates a beverage manufacturing business. The company is based in Valley View, Texas. JBM Specialties filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. E.D. Texas Case No. 23-40497) on March 23, 2023, with $1 million to $10 million in both assets and liabilities. Areya Holder Aurzada has been appointed as Subchapter V trustee. Judge Brenda T. Rhoades oversees the case. The Debtor is represented by Robert DeMarco, III, Esq., at DeMarco-Mitchell, PLLC. KABBAGE INC: Seeks to Extend Exclusivity Period to July 31 ---------------------------------------------------------- Kabbage Inc. and its affiliates ask the U.S. Bankruptcy Court for the District of Delaware to extend their exclusive periods to file a chapter 11 plan and to solicit acceptances thereof to July 31, 2023 and October 2, 2023, respectively. The Debtors explained that the size and complexity of their Chapter 11 cases alone, as well as the breadth and depth of legal, operational, financial, and regulatory issues involved, justifies the limited requested extension of the exclusive periods. This is the Debtors' second request for extension of their exclusivity periods. The Debtors claimed that they have made significant progress in their Chapter 11 cases and utilized the first extension of their exclusive periods judicially. The Debtors stated that during the first extension of the exclusive periods, they: (i) focused on their claims reconciliation process and obtained entry of two orders reclassifying certain misclassified claims filed against the Debtors; (ii) filed three plan supplements, which included, among other things, a schedule of certain contracts to be assumed on the Effective Date, a schedule of certain contracts to be rejected on the Effective Date, a form Wind Down Agreement, and a Wind Down Budget; (iii) conducted a robust selection process for the Wind Down Officer role and identified a Wind Down Officer; (iv) filed an amended Plan, brief in support of the Plan, and related declarations; (v) achieved confirmation of the Plan; (vi) negotiated three separate agreements with Cross River Bank, CB, and the Reserve Bank for the transition of the parties' loan documents and transitioned all of the loan data in the Company's control by the agreed upon deadlines; (vii) made substantial progress on negotiations with the SBA and DOJ regarding a potential settlement agreement; and (viii) after a hearing in front of the Court, obtained an additional $1.55 million in disputed funds that CB owed to the Debtors pursuant to the parties' settlement agreement. Kabbage Inc. is represented by: Daniel J. DeFranceschi, Esq. Amanda R. Steele, Esq. Zachary I. Shapiro, Esq. Matthew P. Milana, Esq. RICHARDS, LAYTON & FINGER, P.A. One Rodney Square 920 North King Street Wilmington, DE 19801 Tel: (302) 651-7700 Email: defranceschi@rlf.com steele@rlf.com shapiro@rlf.com milana@rlf.com - and - Ray C. Schrock, Esq. Candace M. Arthur, Esq. Natasha S. Hwangpo, Esq. Chase A. Bentley, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, NY 10153 Tel: (212) 310-8000 Email: ray.schrock@weil.com candace.arthur@weil.com natasha.hwangpo@weil.com chase.bentley@weil.com About Kabbage Inc. Founded in 2010 and headquartered in Atlanta, Ga., Legacy Kabbage, a predecessor of Kabbage Inc. (doing business as KServicing) -- http://www.kservicing.com/-- was one of the leading fintech providers of working capital to small businesses for over a decade. Legacy Kabbage began as a proprietary online lending platform for small businesses, providing loan services to over 250,000 American small businesses, many of which were businesses that struggled to receive adequate funding through traditional banking institutions. From 2020-2021, the company provided and facilitated necessary funding to small business owners through PPP loans during the COVID-19 pandemic. The company's existing technology infrastructure spearheaded its PPP work, which led to a total of $7 billion in loans being originated by the company. The origination and servicing of PPP Loans and small business loans to eligible borrowers was critical during a time of unprecedented health and economic uncertainty brought about by the COVID-19 pandemic. On Aug. 16, 2020, much of the company's business was sold to American Express Travel Related Services Company, Inc. As a result of the merger, KServicing now operates in a limited capacity as (i) a servicer and subservicer of PPP Loans, (ii) a software services provider for lenders of PPP Loans, and (iii) a servicer of a minor portfolio of non-PPP small business loans. To implement the wind down of their businesses, on Oct. 3, 2022, Kabbage, Inc. d/b/a KServicing and certain of its affiliates each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 22-10951). Judge Craig T. Goldblatt oversees the cases. Kabbage Inc. estimated $500 million to $1 billion in assets and debt as of the bankruptcy filing. The Debtors tapped Weil, Gotshal & Manges, LLP as general counsel; Richards, Layton & Finger, PA as local counsel; AlixPartners, LLC as financial advisor; KPMG International Limited as fraud review services provider; Jones Day, LLP as government investigations counsel; and Marc Sullivan, managing director at Phoenix Executive Services, LLC, as chief financial officer. Omni Agent Solutions, Inc. is the Debtors' claims agent and administrative advisor. Greenberg Traurig, LLP, serves as counsel to the Debtors' board of directors. KB HOME: S&P Alters Outlook to Stable, Affirms 'BB' ICR ------------------------------------------------------- S&P Global Ratings revised its outlook to stable from positive and affirmed our 'BB' issuer credit rating. The 'BB' issue-level ratings and '3' recovery rating on the company's unsecured notes are unchanged. The stable outlook reflects S&P's expectations of lower EBITDA than last year, resulting in debt to EBITDA in the 2x area and debt to capital in the 30% area. Slower demand results in higher leverage. KBH continuously improved its credit measures due to healthy margins and continuous deleveraging with debt repayments such that the company reduced its leverage to 1.4x at the end of 2022 (compared to 2.3x in 2020 and 2.7x in 2019). S&P said, "However, we expect leverage will increase by the end of 2023 to around the mid-2x area given the slowdown in the housing market and weak economic environment, which will result in lower-than-expected EBITDA. Still, we expect KBH's leverage to remain below 3x over the next two years, which is our threshold for a downgrade." Macroeconomics are a mixed bag. Mortgage rates increased significantly during fiscal 2022, which affected the demand for housing during the second half of fiscal 2022, and market conditions and government actions could increase rates even further. Additionally, macroeconomic uncertainty may impact the overall mortgage market through the tightening of credit standards, which could constrain the ability of KBH's customers to obtain financing for a home purchase. Similar risks apply to those buyers whose contracts are in the backlog of homes to be delivered. If homebuyers cannot obtain suitable financing, we would expect sales and results of operations to slow. The stable outlook reflects S&P's expectations of close to a 50% decline in EBITDA over the next 12 months relative to last year, resulting in debt to EBITDA in the 2x area and debt to capital in the 30% area. S&P could lower the rating over the next 12 months if EBITDA is lower than expected, causing debt to EBITDA to increase above 3x or debt to capital to increase above 45%. This could occur if: -- Housing demand remains slow such that EBITDA declines to less than $535 million, more than a 15% decline from its 2023 forecast of about $640 million; or -- Net debt increases more than $320 million more than S&P's expectations of about $1.6 billion. S&P could raise its rating on KBH over the next 12 months if: -- The company sustains debt to EBITDA below 2x; and -- Maintains at least an adequate liquidity assessment. ESG credit indicators: E-3, S-2, G-2 S&P said, "Environmental factors are a moderately negative consideration in our credit analysis of KB Home. The company is subject to a variety of local, state, and federal statutes, ordinances, rules, and regulations concerning health and environmental protection. We view KB Home's ESG exposure as broadly in line with that of industry peers." KING INTERPRETING: Unsecureds to Split $36K in Consensual Plan -------------------------------------------------------------- King Interpreting Services, LLC, filed with the U.S. Bankruptcy Court for the Middle District of Florida a Plan of Reorganization under Subchapter V dated April 27, 2023. The Debtor is a Florida limited liability company organized by Articles of Organization filed with the Florida Secretary of State on September 15, 2017. The Debtor is a leading interpreting service provider for the deaf, blind-deaf /plus, and hard-of hearing community across the United States. The Debtor's principal place of business is located at 8891 Andreas Avenue, FL 32832, which the Debtor's Managing Member owns. Class 1 consists of the Secured Claim of SBA. This Claim is secured by liens on the SBA Collateral. The Class 1 Secured Claim is approximately $537,734.00. This Class is Unimpaired. The Reorganized Debtor shall make the contractually required payments on this Claim in accordance with the loan documents giving rise to said Claim. This claim shall be paid directly by the Debtor. Class 2 consists of the Allowed Unsecured Claims against the Debtor. This Class is Impaired. * Consensual Plan Treatment: Accordingly, the Debtor proposes to pay unsecured creditors a pro rata portion of $36,000.00. Payments will be made in equal quarterly payments of $3,000.00. Payments shall commence on the fifteenth day of the month, on the first month that begins more than fourteen days after the Effective Date and shall continue quarterly for eleven additional quarters. Pursuant to Section 1191 of the Bankruptcy Code, the value to be distributed to unsecured creditors is greater than the Debtor's projected disposable income to be received in the 3-year period beginning on the date that the first payment is due under the plan. Holders of class 2 claims shall be paid directly by the Debtor. * Nonconsensual Plan Treatment: Accordingly, Debtor proposes to pay unsecured creditors a pro rata portion of its Disposable Income. If the Debtor remains in possession, plan payments shall include the Subchapter V Trustee's administrative fee which will be billed hourly at the Subchapter V Trustee's then current allowable blended rate. Plan Payments shall commence on the fifteenth day of the month, on the first month that is ninety days after the Effective Date and shall continue quarterly for eleven additional quarters. The initial estimated quarterly payment shall be $0.00; however, the Debtor may have disposable income during the life of the Plan depending on future business. Holders of class 2 claims shall be paid directly by the Debtor. Class 3 consists of any and all equity interests and warrants currently issued or authorized in the Debtor. This Class is Unimpaired. Holders of a Class 3 interests shall retain their full equity interest in the same amounts, percentages, manner and structure as existed on the Petition Date. The Debtor shall continue to exist as the Reorganized Debtor, doing business under the name King Interpreting Services, LLC. The Plan contemplates that the Reorganized Debtor will continue to operate the Debtor's business. Except as explicitly set forth in this Plan, all cash in excess of operating expenses generated from operation until the Effective Date will be used for Plan Payments or Plan implementation, cash on hand as of Confirmation shall be available for Administrative Expenses. A full-text copy of the Plan of Reorganization dated April 27, 2023 is available at https://bit.ly/3VslCGD from PacerMonitor.com at no charge. Attorneys for Debtor: Jeffrey S. Ainsworth, Esq. Jacob D. Flentke, Esq. Flentke Legal Consulting, PLLC, Of Counsel BransonLaw, PLLC 1501 E. Concord St. Orlando, FL 32803 Telephone: (407) 894-6834 Facsimile: (407) 894-8559 Email: jeff@bransonlaw.com jacob@bransonlaw.com jacob@flentkelegal.com About King Interpreting Services King Interpreting Services LLC is a leading interpreting service provider for the deaf, blind-deaf /plus, and hard-of hearing community across the United States. King Interpreting Services LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 6:23-bk-01273) on April 6, 2023. In the petition signed by Janet King, managing member, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Judge Grace E. Robson oversees the case. Jeffrey S. Ainsworth, Esq., at BransonLaw, PLLC, is the Debtor's legal counsel. LEGACY CARES: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Legacy Cares, Inc. 6321 S. Ellsworth Road, Suite 146 Mesa, AZ 85212 Business Description: Legacy Cares is a 501c3 non-profit organization dedicated to providing athletes and non-athletes of all ages, economic backgrounds and levels of athletic proficiency, the opportunity to participate in sports and e-sports while fostering the enjoyment and camaraderie of teamwork and perseverance, key components in athletic competition and lifetime success. Chapter 11 Petition Date: May 1, 2023 Court: United States Bankruptcy Court District of Arizona Case No.: 23-02832 Judge: Hon. Daniel P. Collins Debtor's Counsel: Henk Taylor, Esq. WARNER ANGLE HALLAM JACKSON FORMANEK PLC 2555 E Camelback Road--Suite 800 Scottsdale, AZ 85260 Tel: (602) 264-7101 Fax: (602) 234-0419 Email: htaylor@warnerangle.com Total Assets: $242,329,104 Total Liabilities: $366,719,676 The petition was signed by Douglas Moss as president. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/LNUP2TI/LEGACY_CARES_INC__azbke-23-02832__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Fieldturf USA, Inc. Construction $4,974,972 175 N. Industrial Blvd. NE Payable Calhoun, GA 30701 Contact: Josh Keown, Regional Sales Manager Tel: (404) 556-8265 2. Icing Investment Holdings, LLC Arbitration $2,436,351 11201 N. Tatum Blvd. Ste 200 Award and Phoenix, AZ 85028 Accrued Interest 3. Spectra Food Services & Trade Payable $1,378,648 Hospitality 150 Rouse Boulevard, 3rd Floor Philadelphia, PA 19112 Contact: Ken Young Tel: (215) 389-9477 4. Marc Taylor, Inc. Construction $810,980 15396 N. 83rd Ave., Ste. C-103 Payable Peoria, AZ 85381 Contact: Marc Taylor Tel: (602) 799-8032 5. OVG Facilities LLC Trade Payable $566,220 11755 Wilshire Blvd., 900 Los Angeles, CA 90025 Contact: Jeff Webster- Senior Vice President, Global Partnerships Tel: 310-954-4800 Email: info@oakviewgroup.com 6. Hurricane Fence Co. Construction $473,368 3404 W. Lincoln Street Payable Phoenix, AZ 85009 Tel: (804) 353-6030 Fax: (804) 353-6039 7. Pritchard Sports & Trade Payable $415,998 Entertainment Group, LLC 2130 Priest Bridge Dr., 9 Crofton, MD 21114 Tel: (401) 451-8448 8. Earthscapes Construction $321,551 4640 E. Cotton Gin Loop Payable Phoenix, AZ 85040 Contact: Brenda Bahena, Director Tel: (602) 296-1496 9. R-Entertainment Company, LLC Trade Payable $299,544 16413 N. 91st St., C-100 Scottsdale, AZ 85260 Contact: Reid Glick Tel: (480) 657-7333 Email: info@R-entertainment.com 10. Mobile Modular Construction $244,099 401 N. 56th St. Payable Chandler, AZ 85226 Tel: (866) 913-3083 11. Spoton Transact LLC Trade Payable $126,515 100 California Street, 900 San Francisco, CA 94111 Contact: RJ Horsley Tel: (877) 814-4102 Fax: (877) 521-6288 12. Icon HD, LLC Trade Payable $120,724 702 Main Street Stoughton, SK S0G 4T0 Canada Tel: (701) 772-4266 Fax: (701) 772-4275 13. BSN Sports, LLC Construction $97,024 14460 Varsity Brands Way Payable Branch, TX 75244 Contact: Adam Blumenfeld Tel: (800) 856-3488 Fax: (800) 899-0149 14. Norcon Construction $91,960 5412 E. Calle Cerritos Payable Guadalupe, AZ 85283 Tel: (480) 839-2324 Fax: (480) 839-2281 Email: tim@norconindustries.net 15. Icon HD, LLC Construction $91,504 702 Main Street Payable Stoughton, SK S0G 4T0 Canada Tel: (701) 772-4266 Fax: (701) 772-4275 16. Icon Architectural Group Construction $90,992 4000 Garden View Drive Payable Suite 101 Grand Forks, ND 58201-7215 Contact: Tood Mitzel Tel: (701) 772-4266 Fax: (701) 772-4275 Email: todd@inconarchitects.com 17. Jayco Design & Installations Construction $63,744 2560 N. 33rd Ave. Payable Phoenix, AZ 85009 Contact: Jayson Morris, CEO Tel: (602) 377-1758 Email: jayson@jaycoinstallations.com 18. Hellas Construction $60,088 1000 Franklin Village Dr. Payable Franklin, MA 02038 Tel: (508) 520-1588 19. Lloyd Civil Group Construction $51,416 605 W. Knox Rd, Ste. 210 Payable Tempe, AZ 85284 Contact: Anthony Stevenson, Principal 20. Global Industrial Construction $51,248 29833 Network Place Payable Chicago, IL 60673-1298 Tel: (678) 969-6676 LIGADO NETWORKS: $117.6M Bank Debt Trades at 58% Discount --------------------------------------------------------- Participations in a syndicated loan under which Ligado Networks LLC is a borrower were trading in the secondary market around 41.5 cents-on-the-dollar during the week ended Friday, April 28, 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. LITIGATION PRACTICE: Seeks to Hire Khang & Khang as Legal Counsel ----------------------------------------------------------------- The Litigation Practice Group P.C. seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Khang & Khang, LLP as its general bankruptcy counsel. The firm's services include: a. advising the Debtor regarding matters of bankruptcy law; b. representing the Debtor regarding its legal rights and responsibilities under the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, the Local Bankruptcy Rules, the U.S. Trustee Notices and Guides, and assisting the Debtor in the administration of its bankruptcy estate; c. advising the Debtor with respect to the preparation, filing and confirmation of a plan of reorganization; d. representing the Debtor in proceedings or hearings before the bankruptcy court in matters involving bankruptcy law or in litigation in the bankruptcy court; e. assisting the Debtor in the preparation of reports, accounts, applications and orders involving matters of bankruptcy law; and f. assisting the Debtor in such other matters as may be necessary. Joon Khang, Esq., and Judy Khang, Esq., the firm's attorneys who will be handling the case, will be paid $500 per hour and $350 per hour, respectively. In addition, the firm will be reimbursed for work-related expenses incurred. On May 24, 2021, the Debtor paid Khang & Khang the amount of $80,000 as retainer. Mr. Khang, Esq., a partner at Khang & Khang, 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. Khang & Khang can be reached at: Joon M. Khang, Esq. Khang & Khang, LLP 18101 Von Karman Avenue, 3rd Floor Irvine, CA 92612 Tel: (949) 419-3834 Fax: (949) 385-5868 Email: joon@khanglaw.com About The Litigation Practice Group The Litigation Practice Group P.C. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 23-10571) on March 20, 2023, with as much as $1 million in both assets and liabilities. Judge Scott C. Clarkson presides over the case. Khang & Khang, LLP represents the Debtor as legal counsel. LOGIX HOLDING: $250M Bank Debt Trades at 20% Discount ----------------------------------------------------- Participations in a syndicated loan under which Logix Holding Co LLC is a borrower were trading in the secondary market around 80.0 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $250 million facility is a Term loan that is scheduled to mature on December 22, 2024. The amount is fully drawn and outstanding. Logix Holding Company, LLC operates as a holding company. The Company, through its subsidiaries, provides wireline telecom services. Logix Holding serves customers in the United States. MARTIN MIDSTREAM: Incurs $5.1 Million Net Loss in First Quarter --------------------------------------------------------------- Martin Midstream Partners L.P. has filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $5.08 million on $244.53 million of total revenues for the three months ended March 31, 2023, compared to net income of $11.48 million on $279.20 million of total revenues for the three months ended March 31, 2022. As of March 31, 2023, the Company had $542.87 million in total assets, $607.55 million in total liabilities, and a total partners' deficit of $64.68 million. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1176334/000117633423000083/mmlp-20230331.htm About Martin Midstream Martin Midstream Partners L.P. is a publicly traded limited partnership with a diverse set of operations focused primarily in the United States Gulf Coast region. The Partnership's primary business lines include: (1) terminalling, processing, storage, and packaging services for petroleum products and by-products; (2) land and marine transportation services for petroleum products and by-products, chemicals, and specialty products; (3) sulfur and sulfur-based products processing, manufacturing, marketing and distribution; and (4) natural gas liquids marketing, distribution and transportation services. Martin Midstream reported a net loss of $10.33 million in 2022, a net loss of $211,000 in 2021, a net loss of $6.77 million in 2020, and a net loss of $174.95 million in 2019. * * * This concludes the Troubled Company Reporter's coverage of Martin Midstream until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. MAVENIR SYSTEMS: $585M Bank Debt Trades at 27% Discount ------------------------------------------------------- Participations in a syndicated loan under which Mavenir Systems Inc is a borrower were trading in the secondary market around 73.0 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $585 million facility is a Term loan that is scheduled to mature on August 18, 2028. About $576.2 million of the loan is withdrawn and outstanding. Mavenir Systems, Inc. provides software-based networking solutions. The Company offers internet protocol based voice, videos, communication, and messaging services, as well as multimedia subsystem, evolved packet core, and session border controller. MEDALLION GATHERING: S&P Upgrades ICR to 'B+', Outlook Stable ------------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Texas-based crude gathering and transportation company Medallion Gathering & Processing LLC to 'B+' from 'B'. The outlook is stable. At the same time, S&P raised its issue-level rating on the company's term loan B to 'B+' from 'B'. S&P's recovery rating on the company's debt remains '3', which indicates meaningful (50%-70%; rounded estimate: 65%) recovery in the event of default. The stable outlook reflects its expected leverage of 3.8x-4.0x in 2023 and 2024 due to continued increase in volumes and free cash flows. Medallion demonstrated a strong operating performance during the past few years. The company's average throughput volumes increased by 12% to 596,000 barrels per day (Mbbls/d) in 2021 and 8% to 645 Mbbls/d in 2022 driven by the strong fundamentals in the Midland basin. Its volumes and cash flow generating ability proved to be resilient during the lock-downs in 2020 and winter storm Uri in February 2021, as indicated by positive free operating cash flow during those years. Given relatively low crude oil break-even price of about $40 per barrel in the Midland basin, S&P expects the company will continue to increase its throughput and EBITDA going forward. S&P said, "We expect Medallion' credit metrics will continue to improve in 2023 and 2024. Our base case forecast assumes a reduction of adjusted debt to EBITDA to about 4x in 2023 from 4.5x in 2022, following our expected leverage ratio of 3.8x in 2024 given its steady volume growth expectations. We expect Medallion to have relatively modest capital expenditures (capex) in the range of $70 million-$75 million funded with internally generated cash and resulting in free cash flow in the range of $50 million-$60 million. In addition, Medallion's interest rate exposure is largely hedged for 2023, and it also maintains a debt service reserve account with an average balance of about $100 million. "Medallion operates a sizable asset base, but it is relatively small as measured by EBITDA. While the company operates one of the largest crude gathering and transportation systems in the Permian basin (based on total capacity and dedicated acreage), it is relatively small given our expectation for EBITDA of about $190 million in 2023. The company's revenue stream benefits from 100% fee-based contracts with no exposure to commodity prices. However, all of its contracts are acreage dedication, which exposes Medallion to volumetric risk stemming from the capital allocation decisions in the exploration and production sector. "The stable outlook reflects our expectation that Medallion will continue to increase its throughput volumes and EBITDA while reducing its S&P Global Ratings-adjusted leverage to about 4x in 2023 and about 3.8x in 2024. We also project the company to generate substantial free operating cash flows that it could use to reduce its debt quantum, pay distributions, or engage in opportunistic acquisitions. "We could take a negative rating action if we expected Medallion would sustain leverage at 4.5x or above. This could happen due to lower-than-expected volumes or debt-financed dividends and acquisitions. "Although unlikely in the near term, we could take a positive rating action if Medallion significantly increased its scale of operations and reduced its leverage to below 3.5x." ESG credit indicators: E-3, S-2, G-2 Environmental factors are a moderately negative consideration in our credit rating analysis of Medallion. Like other midstream peers, Medallion may face longer-term volume risks related to reduced drilling activity or demand due to the transition to renewable energy sources. Another risk factor relates to a potential crude oil leakage in its system. However, the company deploys robust leak detection monitoring to mitigate this. MEDFORD LLC: Seeks Cash Collateral Access ----------------------------------------- Medford, LLC asks the U.S. Bankruptcy Court for the District of Oregon for authority to use cash collateral in accordance with the budget and provide adequate protection. The Debtor requires the use of the cash generated from its business and the insurance claim to pay operating expenses and repairs and maintenance of its property. The Debtor asserts it will suffer immediate and irreparable harm if it is not permitted to use up to $24,038 for the period covering February 21 through and including October 31, 2023, in the amount and for the purposes set forth in the Budget. The following entities may claim a lien in the cash collateral based upon the security interest held by the Lien Creditors for the following collateral (rents and insurance claim funds) of: -- US Bank, Trustee on behalf of the holders of the WaMu Mortgage Pass-Through Certificates, Series 2007-OA5, holding the first trust deed on the Property (by virtue of a recorded assignment that Debtor believes to be defective). -- Chase Bank, holding the second trust deed on the Property (Although no assignment from Washington Mutual Bank has been recorded). As adequate protection, the Debtor proposes to: a. maintain its Property and payment of operating expenses. b. timely perform and complete all actions necessary and appropriate to protect Lien Creditors' collateral against diminution in value. About Medford LLC Medford, LLC filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Ore. Case No. 23-30153) on Jan. 25, 2023. In the petition filed by Jerry Reeves, managing member, the Debtor reported between $1 million and $10 million in both assets and liabilities. Amy E. Mitchell has been appointed as Subchapter V trustee. Judge Peter C. McKittrick oversees the case. The Law Offices of Keith Y. Boyd serves as the Debtor's counsel. MERCURITY FINTECH: Incurs US$5.6 Million Net Loss in 2022 --------------------------------------------------------- Mercurity Fintech Holding Inc. has filed with the Securities and Exchange Commission its Annual Report on Form 20-F disclosing a net loss of US$5.63 million on US$863,438 of total revenue for the year ended Dec. 31, 2022, compared to a net loss of US$21.66 million on US$670,171 of total revenue revenue for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had US$18.89 million in total assets, US$2.06 million in total liabilities, and US$16.83 million in total shareholders' equity. Singapore-based Onestop Assurance PAC, the Company's auditor since 2023, issued a "going concern" qualification in its report dated April 25, 2023, citing that the Company has incurred recurring operating losses and negative cash flows from operating activities and has an accumulated deficit, which raise substantial doubt about its ability to continue as a going concern. A full-text copy of the Form 20-F is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001527762/000141057823000790/tmb-20221231x20f.htm About Mercurity Formerly known as JMU Limited, Mercurity Fintech Holding Inc. is a digital fintech group powered by blockchain technology. The Company's primary business scope includes digital asset trading, asset digitization, cross-border remittance and other services, providing compliant, professional, and highly efficient digital financial services to its customers. The Company recently began to narrow in on Bitcoin mining, digital currency investment and trading, and other related fields. This shift has enabled the company to deepen its involvement in all aspects of the blockchain industry, from production to circulation. MERIT TECHNOLOGY: Chapter 7 Trustee Has Buyer for IPv4 net Block ---------------------------------------------------------------- Mark A. Weisbart, in his capacity as trustee for Merit Technology Inc., has filed a motion in the Chapter 7 bankruptcy case seeking approval and authority for the trustee to transfer all rights, titles, and interests of the Debtor in a certain "IPv4 net Block" addresses to Brander Group Inc. or its authorized principal, designee or assignee or such other qualified purchasers as the Court may approve, free and clear of any and all liens, claims and encumbrances, for a purchase price of at least $51.50 per "IP Address" and for a gross aggregate purchase price of at least $3,375,104. The Bankruptcy Court will conduct a hearing on the trustee's motion and proposed sale and transaction on May 16, 2023, at 2:00 p.m. Central Time in its courtroom at 660 North Central Expressway, Suite 300B, Plano, Texas 75074. Parties having questions or desiring additional information about this matter should contact the trustee's counsel: John P. Lewis, Jr. Hayward PLLC 10501 N Central Expressway, Suite 106 Dallas, Texas 75231 Tel/Fax: (972) 755-7100 Email: jplewis@harwardfirm.com Any party interest wishing to oppose or object to such sale and transaction must file a written objection, explaining the factual and legal basis for such opposition, with the Clerk of the United States Bankruptcy Court and serve such objection upon undersigned counsel for the trustee on or before the hearing on May 16, 2023. Merit Technology Inc. provides technical support and computer technical services to businesses around the Greater Denver Metro area MOUNTAINEER MERGER: $200M Bank Debt Trades at 18% Discount ---------------------------------------------------------- Participations in a syndicated loan under which Mountaineer Merger Corp is a borrower were trading in the secondary market around 81.6 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $200 million facility is a Term loan that is scheduled to mature on October 22, 2028. Mountaineer Merger Corporation owns and operates departmental stores. NATIONAL CINEMEDIA: U.S. Trustee Appoints Creditors' Committee -------------------------------------------------------------- The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Chapter 11 case of National CineMedia, LLC. The committee members are: 1. Vector Capital Management, LP Nick Ghoussaini Tom Niu One Market Street Steuart Tower, 23rd Floor San Francisco, CA 94105 Office: (415) 293-5000 Direct: (415) 293-5058 Email: nghoussaini@vectorcapital.com Email: tniu@vectorcapital.com Counsel: White & Case LLP 1221 Avenue of the Americas New York, NY 10020 Tel: (650) 213-0300 2. CQS (UK) LLC, as agent for various funds Atholl Wilton Darren Toner William Moreno 4th Floor, One Strand London WC2N 5HR UK Darren Toner Phone: +44 (0) 207-6900 Email: Darren.toner@cqsm.com William Moreno Phone: (212) 259-2616 Email: William.Moreno@cqsus.co 3. Vobile, Inc. Nicole He 2880 Lakeside Drive, Suite 360 Santa Clara, CA 95054 Tel: (408) 217-5010 Email: Nicole.he@vobileinc.com 4. Goodrich Theater Opco, LLC Jake McSparin, Senior VP 3930 Mezzanine Drive, Suite A Lafayette, IN 47909 Tel: (616) 827-6528 Email: jakem@gqtmovies.com 5. VSS Southern Theaters, LLC Ron Krueger 935 Gravier Street, Suite 1200 New Orleans, LA 70112 Tel: (504) 539-7213 Email: ronk@southerntheatres.com Counsel: Joseph Bain Mark Mintz Olivia Greenberg Jones Walker, LLP 811 Main Street, Suite 2100 Houston, TX 77002 Phone: (713) 437-1820 (Joseph) Phone: (504)582-8368 (Mark) Phone: (504) 582-8302 (Olivia) Email: jbain@joneswalker.com Email: mmintz@joneswalker.com Email: ogreenberg@joneswalker.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 National CineMedia National CineMedia, LLC, based in Centennial, Colo., owns the largest cinema-advertising network in North America. NCM derives its revenue principally from the sale of advertising to national, regional, and local businesses, which is displayed on a national and regional digital network of movie theaters. National CineMedia, LLC, filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 23-90291) on April 11, 2023, listing $500 million to $1 billion in estimated assets; and $1 billion to $10 billion in estimated liabilities. The petition was signed by Ronnie Ng, chief financial officer of National CineMedia, Inc. The Hon. David R. Jones presides over the case. Paul, Weiss, Rifkind, Wharton & Garrison LLP, led by Paul M. Basta, Esq., Kyle J. Kimpler, Esq., Sarah Harnett, Esq., and Shafaq Hasan, Esq., serves as counsel to the Debtor. John F. Higgins, Esq., at Porter Hedges LLP is the Debtor's local counsel. The Debtor tapped Latham & Watkins LLP as special corporate and litigation counsel; Lazard Freres & Co., as investment banker; FTI Consulting, Inc., as restructuring advisor; and Omni Agent Solutions as notice, claims and balloting agent. NUTRIBAND INC: Incurs $4.5 Million Net Loss in FY Ended Jan. 31 --------------------------------------------------------------- Nutriband Inc. has filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $4.48 million on $2.08 million of revenue for the year ended Jan. 31, 2023, compared to a net loss of $6.18 million on $1.42 million of revenue for the year ended Jan. 31, 2022. As of Jan. 31, 2023, the Company had $9.45 million in total assets, $883,387 in total liabilities, and $8.57 million in total stockholders' equity. Nutriband said, "Management has prepared estimates of operations for the next twelve months and believes that sufficient funds will be generated from operations to fund its operations for one year from the date of the filing of these condensed consolidated financial statements, which indicates improved operations and the Company's ability to continue operations as a going concern. The impact of COVID-19 on the Company's business has been considered in these assumptions; however, it is too early to know the full impact of COVID-19 or its timing on a return to normal operations. "Management believes the substantial doubt about the ability of the Company to continue as a going concern is alleviated by the above assessment." A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001676047/000121390023032682/f10k2023_nutriband.htm About Nutriband Nutriband Inc. -- www.nutriband.com -- is primarily engaged in the development of a portfolio of transdermal pharmaceutical products. Its lead product under development is an abuse deterrent fentanyl patch incorporating its AVERSA abuse deterrence technology. AVERSA technology can be incorporated into any transdermal patch to prevent the abuse, misuse, diversion, and accidental exposure of drugs with abuse potential. Nutriband reported a net loss of $6.18 million for the year ended Jan. 31, 2022; a net loss of $2.93 million for the year ended Jan. 31, 2021; a net loss of $2.72 million for the year ended Jan. 31, 2020; and a net loss of $3.33 million for the year ended Jan. 31, 2019. * * * This concludes the Troubled Company Reporter's coverage of Nutriband until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. OEM SYSTEMS: Unsecureds Will Get 100 Cents on Dollar in Plan ------------------------------------------------------------ OEM Systems Company, Inc., filed with the U.S. Bankruptcy Code for the District of Nevada a Plan of Reorganization for Small Business dated April 27, 2023. Since 1987, the Debtor has been in the business of designing, engineering and manufacturing of custom-installation loudspeakers and accessories for commercial and home use. The Debtor filed for bankruptcy primarily as a result of financial difficulties and decreased sales resulting from the COVID-19 Pandemic. The Debtor has continued to operate its business as a debtor in possession since the petition date. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of $19,000.00 per month. The final Plan payment is expected to be paid on August 2028. This Plan of Reorganization proposes to pay creditors of the Debtor from cash flow from operations and future income. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 100 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. Class 3 consists of non-priority unsecured creditors. Each holder of an allowed genera unsecured, non-priority claim shall receive its pro rata share which shall be paid in installments of $10,000 starting in Month 7 after the effective date, and continuing each and every six months thereafter until that total sum is paid, or such greater amount as the Court may require at the confirmation hearing on the Plan. This Class is impaired. Class 4 consists of equity security holders of the Debtor. Except to the extent that holders of Class 4 Equity Interests agree to less favorable treatment, they shall retain their equity interests, subject to the terms and conditions of this Plan. Class 4 is unimpaired. The Plan will be funded through cash flow from future operations of the Debtor's business, Debtor's projected budgets are based on historical and projected future revenues. A full-text copy of the Plan of Reorganization dated April 27, 2023 is available at https://bit.ly/3nbmliZ from PacerMonitor.com at no charge. Attorney for the Plan Proponent: Stephen R. Harris, Esq. Harris Law Practice, LLC 6151 Lakeside Drive, Suite 2100 Reno, NV 89511 Tel: (775) 786-7600 Email: steve@harrislawreno.com About OEM Systems Company OEM Systems Company Inc. -- https://oemsystems.com -– manufactures custom install speakers and accessories including in-wall, in-ceiling, landscape, cabinet, LCRS and theatre speakers. OEM Systems Company Inc. filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 23-50049) on January 27, 2023. In the petition filed by Tony L. Gable, as president, the Debtor reported assets and liabilities between $1 million and $10 million each. The case is overseen by Honorable Bankruptcy Judge Natalie M Cox. Nathan F. Smith is the Subchapter V trustee appointed in the case. The Debtor is represented by Stephen R. Harris, Esq., at Harris Law Practice LLC. OFFICE TECH: Southport Office Park Set for June 2 Sale ------------------------------------------------------ SP Office Funding LP ("secured party") will sell all of the limited liability ("collateral") company interest held by Office Tech LLC in and to Office at Southport LLC ("pledged entity") to the highest qualified bidder at a public sale. The public sale will take place beginning at 2:00 p.m., Eastern Standard Time (New York) on June 2, 2023, both in person and remotely outside the New York Supreme Court located at 60 Centre Street New York, New York 10007, with access afforded in person and remotely via Zoom or other web-based video conferencing and telephonic conferencing program selected by secured party. Remote log-in credentials will be provided to registered bidders. Secured party's understanding is that the principal asset of the Office at Southport is the real property located at 1101, 1103, and 1107 Lake Washington Boulevard North, Renton, WA 98056 commonly known as Southport Office Park. Interested parties who intend to bid on the collateral must contact Brock Cannon at Newmark Knight Frank at (212) 372-2066, brock.cannon@nmrk.com, to receive the terms of public sale and bidding instructions. Attorneys for the secured party: Kirkland & Ellis LLP 601 Lexington Avenue New York New York 10022 Attn: Christopher L. Hartman, P.C. Tel: (212) 446-4730 Fax: (212) 446-6460 Email: christopher.hartmann@kirkland.com PACKERS HOLDINGS: $1.24B Bank Debt Trades at 49% Discount --------------------------------------------------------- Participations in a syndicated loan under which Packers Holdings LLC is a borrower were trading in the secondary market around 50.6 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $1.24 billion facility is a Term loan that is scheduled to mature on March 9, 2028. The amount is fully drawn and outstanding. Packers Holdings, LLC (known as "PSSI"), founded in 1972 and headquartered in Kieler, Wisconsin, is a provider of contract sanitation services to the food processing industry in the U.S. and Canada. PANOS FITNESS: Seeks to Hire Bond Schoeneck & King as Legal Counsel ------------------------------------------------------------------- Panos Fitness, LLC and Panos Fitness of Onondaga, LLC seek approval from the U.S. Bankruptcy Court for the Northern District of New York to hire Bond, Schoeneck & King, PLLC as their legal counsel. The firm's services include: a. advising the Debtors regarding their function and duties; b. assisting in the preparation of the Debtors' schedules of assets and liabilities and statement of financial affairs; c. negotiations with all creditors, including secured lenders and unsecured claimants; d. examinations of liens against property of the estate; e. negotiations with taxing authorities, if necessary; f. representing the Debtors in court proceedings and hearings; g. preparing and filing legal documents in the administration of the estate; h. taking all necessary action to protect and preserve the Debtors' estate, including the prosecution of actions on the Debtors' behalf, the defense of any actions commenced against the Debtors, negotiations in connection with any litigation in which the Debtors are involved, and objections to claims filed against the estate; i. advising the Debtors concerning and assisting in the negotiation and documentation of, cash collateral orders and related transactions; j. providing assistance, advice and representation concerning any potential sale of the Debtors as a going concern or the sale of all or a significant portion of the Debtors' assets, if appropriate; k. providing assistance, advice and representation concerning the confirmation of any proposed Chapter 11 plan and solicitation of any acceptances or responding to rejections of such plan; l. providing assistance, advice and representation concerning any investigation of the assets, liabilities and financial condition of the Debtors that may be required under local, state or federal law; m. providing advice and representation with respect to assumption or rejection of executory contracts and leases, sales of assets and other bankruptcy-related matters; n. advising the Debtors regarding all legal matters, including, but not limited to, corporate, finance, intellectual property, labor, tax and commercial matters; and o. all other pertinent and required representation in connection with the provisions of the Bankruptcy Code. Bond, Schoeneck & King received a post-petition retainer of $50,000, plus the filing fee of $1,738. Camille Hill, Esq., a member of Bond, Schoeneck & King, disclosed in the court filings that the firm is a disinterested person within the meaning of section 101(14) of the Bankruptcy Code. The firm can be reached through: Camille W. Hill, Esq. Bond, Schoeneck & King, PLLC One Lincoln Center Syracuse, NY 13202-1355 Phone: 315-218-8336 Fax: 315-218-8436 Email: chill@bsk.com About Panos Fitness Panos Fitness, LLC and Panos Fitness of Onondaga, LLC are New York-based companies, which operate physical fitness facilities. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.N.Y. Lead Case No. 23-30184) on March 29, 2023. In the petition signed by Dean S. Panos, managing member, both Debtors disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Wendy A. Kinsella oversees the cases. Bond, Schoeneck & King, PLLC and Next Point, LLC serve as the Debtors' legal counsel and financial advisor, respectively. PANOS FITNESS: Seeks to Hire Next Point as Financial Advisor ------------------------------------------------------------ Panos Fitness, LLC and Panos Fitness of Onondaga, LLC seek approval from the U.S. Bankruptcy Court for the Northern District of New York to hire Next Point, LLC as their financial advisor. The firm's services include: a. assisting in developing the Debtors' initial court submissions and periodic reporting, including monthly operating reports; b. evaluating the Debtors' operations and developing weekly monitoring or tracking; c. assisting in preparing cash flow projections and other financial documents required to obtain confirmation of a Chapter 11 plan of reorganization; and d. analyzing and assisting in negotiations of the reorganization plan. The firm will be paid at these rates: Ronald Teplitsky, Partner $250 per hour IT Resources $150 per hour Administrative/Compliance Resources $75 per hour Next Point received a retainer in the amount of $9,000. As disclosed in court filings, Next Point is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Ronald Teplitsky Next Point, LLC 107 Twin Oaks Dr. Syracuse, NY 13206 Phone: 315-701-1707 Email: Teplitsky@nextpointllc.com About Panos Fitness Panos Fitness, LLC and Panos Fitness of Onondaga, LLC are New York-based companies, which operate physical fitness facilities. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.N.Y. Lead Case No. 23-30184) on March 29, 2023. In the petition signed by Dean S. Panos, managing member, both Debtors disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Wendy A. Kinsella oversees the cases. Bond, Schoeneck & King, PLLC and Next Point, LLC serve as the Debtors' legal counsel and financial advisor, respectively. PATHWAY VET: S&P Alters Outlook to Negative, Affirms 'B-' ICR ------------------------------------------------------------- S&P Global Ratings revised its outlook on U.S.-based veterinary practice management company Pathway Vet Alliance LLC to negative from stable and affirmed its 'B-' issuer credit rating. S&P said, "The negative outlook reflects the potential that we will lower our ratings on Pathway over the next 12 months if its operating performance continues to be challenged by rising labor costs, operating inefficiencies from the underutilization of its practices, and significantly higher interest expense. A lack of significant progress toward improving its operating results could lead to continued cash outflows beyond 2023. "The negative outlook reflects our expectation that Pathway Vet will generate negative FOCF in 2023 and 2024 while its leverage remains elevated. The company has struggled with high employee attrition rates and the underutilization of its hospitals and general practices over the past year. The company put into effect increases in sign-on bonuses in an effort to attract doctors (although sign-on bonus activity has significantly reduced in 2023) and has also implemented wage increases for practice staff resulting in compressed margins. We expect these operational inefficiencies will limit the company's revenue growth and hinder its EBITDA margins over the next 12-24 months, which--combined with its rising interest expense--will cause it to generate negative FOCF in 2023 and 2024. "We project Pathway will generate $70 million-$90 million of negative FOCF in 2023 and $30 million-$50 million of negative FOCF in 2024 due to its elevated interest expense and compressed EBITDA margins. We believe management will need to demonstrate strong execution on its operational improvement plan to expand the company's margins and increase its revenue sufficiently to offset the rise in its interest expense, which we forecast will remain elevated over the next few years. If Pathway continues to experience operational inefficiencies in 2024 or macroeconomic headwinds lead to a decline in its volumes, we believe it could generate even greater FOCF deficits, which would likely warrant a downgrade. "We believe the company's liquidity position will remain adequate over the next 12 months despite its significant cash burn, though prolonged FOCF deficits could lead to liquidity concerns. Pathway has a significant cash and liquid investment balance of about $400 million that it can use to continue to support its debt service and operations over the near term. However, based on our projections, the company's cash and liquid investments could decline to about $150 million by the end of 2024. If Pathway continues to suffer from operational inefficiencies or macroeconomic effects hamper its expansion, we anticipate its liquidity position would continue to weaken. "We expect the company to pause acquisitions in 2023 as it focuses on improving its operational efficiencies. High acquisition multiples in the veterinarian industry have contributed to Pathway's currently elevated leverage. The company slowed its pace of acquisitions in 2022 and we expect it will pause acquisitions in 2023 as it addresses its operating challenges. Given the slowdown in its acquisition pace, we anticipate its revenue expansion will moderate to the mid-to-low-single digit percent range in 2023 and into 2024. "The negative outlook reflects the potential that we will lower our ratings on Pathway over the next 12 months if its operating performance continues to be challenged by rising labor costs, operating inefficiencies from the underutilization of its practices, and significantly higher interest expense. A lack of significant progress toward improving its operating results could lead to continued cash outflows beyond 2023. "We could lower our rating on Pathway if we believe its capital structure is unsustainable, which could occur if it is unable to expand its margins until 2024 or its volumes decline due to macroeconomic headwinds. Under such a scenario, we forecast that the company's FOCF deficit would increase, weakening its liquidity position and eroding its covenant headroom. "We could revise our outlook on Pathway to stable if it addresses its recent operating challenges, accelerates its revenue expansion, and improves its profitability. In addition, we would need to anticipate further incremental improvements in its operating performance that support increasing FOCF and sustained deleveraging." ESG credit indicators: E-2, S-2, G-3 S&P said, "Governance factors are a moderately negative consideration in our credit rating analysis. Our highly leveraged assessment of the company's financial risk profile reflects that its corporate decision-making prioritizes the interests of its controlling owners, in line with our view of the majority of rated entities owned by private-equity sponsors. Our assessment also reflects private-equity owners' generally finite holding periods and focus on maximizing shareholder returns." PLUTO ACQUISITION: $873.4M Bank Debt Trades at 25% Discount ----------------------------------------------------------- Participations in a syndicated loan under which Pluto Acquisition I Inc is a borrower were trading in the secondary market around 75.0 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $873.4 million facility is a Term loan that is scheduled to mature on June 20, 2026. About $855.8 million of the loan is withdrawn and outstanding. Pluto Acquisition I, Inc. provides health care services. The Company operates in the United States. PUG LLC: $1.70B Bank Debt Trades at 20% Discount ------------------------------------------------ Participations in a syndicated loan under which Pug LLC is a borrower were trading in the secondary market around 79.8 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $1.70 billion facility is a Term loan that is scheduled to mature on February 13, 2027. About $1.65 billion of the loan is withdrawn and outstanding. PUG LLC provides an online marketplace for secondary tickets along with payment support, logistics, and customer service. It acquired the StubHub business of eBay Inc. QUEST SOFTWARE: $765M Bank Debt Trades at 28% Discount ------------------------------------------------------ Participations in a syndicated loan under which Quest Software Inc is a borrower were trading in the secondary market around 72.4 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $765 million facility is a Term loan that is scheduled to mature on February 1, 2030. The amount is fully drawn and outstanding. Quest Software Inc. provides software solutions. The Company offers enterprise software that identities, users and data, streamlines IT operations, and hardens cybersecurity from the inside out. Quest Software serves customers in the United States. RACKSPACE TECHNOLOGY: $2.30B Bank Debt Trades at 57% Discount ------------------------------------------------------------- Participations in a syndicated loan under which Rackspace Technology Global Inc is a borrower were trading in the secondary market around 42.6 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $2.30 billion facility is a Term loan that is scheduled to mature on February 9, 2028. About $2.25 billion of the loan is withdrawn and outstanding. Rackspace Technology Global, Inc., supports and manages cloud platforms, as well as offers managed hosting, colocation, security, data processing, and enterprise application development. RADIATE HOLDCO: $3.42B Bank Debt Trades at 18% Discount ------------------------------------------------------- Participations in a syndicated loan under which Radiate Holdco LLC is a borrower were trading in the secondary market around 82.3 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $3.42 billion facility is a Term loan that is scheduled to mature on September 25, 2026. About $3.37 billion of the loan is withdrawn and outstanding. Radiate Holdco LLC, also known as Astound Broadband, and backed by Stonepeak, is a broadband communications services provider and cable operator doing business via regional providers RCN, Grande Communications, Wave Broadband and enTouch Systems. RADIOLOGY PARTNERS: $1.64B Bank Debt Trades at 27% Discount ----------------------------------------------------------- Participations in a syndicated loan under which Radiology Partners Inc is a borrower were trading in the secondary market around 73.5 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $1.64 billion facility is a Term loan that is scheduled to mature on July 9, 2025. The amount is fully drawn and outstanding. Radiology Partners, Inc. operates as a health care testing center. The Company offers diagnostic and interventional radiology services by local radiologists. Radiology Partners serves customers in the United States. RED PLANET: $1.40B Bank Debt Trades at 31% Discount --------------------------------------------------- Participations in a syndicated loan under which Red Planet Borrower LLC is a borrower were trading in the secondary market around 68.6 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $1.40 billion facility is a Term loan that is scheduled to mature on September 30, 2028. About $1.38 billion of the loan is withdrawn and outstanding. Red Planet Borrower, LLC develops application software. RESOLUTE INVESTMENT: $105M Bank Debt Trades at 40% Discount ----------------------------------------------------------- Participations in a syndicated loan under which Resolute Investment Managers Inc is a borrower were trading in the secondary market around 60.5 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $105 million facility is a Term loan that is scheduled to mature on April 30, 2025. The amount is fully drawn and outstanding. Resolute Investment Managers, Inc. is a diversified, multi-affiliate asset management platform that partners with more than 30 best-in-class affiliated and independent investment managers. ROCKING M MEDIA: Exclusivity Period Extended to June 7 ------------------------------------------------------ Judge Dale L. Somers of the U.S. Bankruptcy Court for the District of Kansas extends Rocking M Media, LLC's exclusivity period to file a plan of reorganization and disclosure statement to June 7, 2023. The judge also extended the deadline for acceptance to September 5, 2023. The judge found that good and sufficient cause exists to grant the extension. About Rocking M Media Rocking M Media, LLC and its affiliates own and operate radio stations, radio networks, and digital media platforms that provide music, news, sports, and weather to its listeners and viewers. Rocking M Media supports local, regional, and national businesses and organizations across the State of Kansas as well as Nebraska, Colorado, Oklahoma, and Texas. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 22-20242) on March 26, 2022. In the petition signed by Monte M. Miller, chief executive officer, the Debtors disclosed up to $1 million in assets and up to 10 million in liabilities. Judge Dale L. Somers oversees the cases. The Debtors tapped Sharon L. Stolte, Esq., at Sandberg Phoenix & von Gontard PC as legal counsel and AdamsBrown, LLC as accountant. Creditors Kansas State Bank of Manhattan, Belate LLC, and Farmers and Merchants Bank of Colby are represented by Stinson LLP, Spencer Fane LLP, and Hite, Fanning & Honeyman LLP, respectively. The U.S. Trustee for Region 20 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases on July 7, 2022. Loeb & Loeb, LLP and Dundon Advisers, LLC serve as the committee's legal counsel and financial advisor, respectively. RWDY INC: Exclusivity Period Extended to June 19 ------------------------------------------------ Judge John S. Hodge of the U.S. Bankruptcy Court for the Western District of Louisiana extended RWDY, Inc.'s exclusivity periods to file a plan and to solicit acceptances thereof to July 19, 2023 and September 18, 2023, respectively. RWDY, Inc. is represented by: Robert W. Raley, Esq. ROBERT W. RALEY ESQ 290 Benton Spur Road Bossier City, LA 71111 Tel: (318) 747-2230 Email: rwr@robertraleylaw.com About RWDY Inc. RWDY Inc. -- https://www.rwdyinc.com/ -- is an oil and energy company based out of 1302 Dekort St, Copperas Cove, Texas. RWDY filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 22-11308) on Dec. 21, 2022, with $10 million to $50 million in both assets and liabilities. Mark Allen, RWDY manager, signed the petition. Judge John S. Hodge oversees the case. The Debtor tapped Robert W. Raley, Esq., at Ayres, Shelton, Williams, Benson & Paine, LLC as legal counsel, and Postlethwaite & Netterville, APAC as accountant. S&S HOLDINGS: $175M Bank Debt Trades at 16% Discount ---------------------------------------------------- Participations in a syndicated loan under which S&S Holdings LLC is a borrower were trading in the secondary market around 84.4 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $175 million facility is a Term loan that is scheduled to mature on March 11, 2029. S&S Holdings LLC is privately owned and has been in the property management business for 25 years. SABRE GLBL: $644M Bank Debt Trades at 21% Discount -------------------------------------------------- Participations in a syndicated loan under which Sabre GLBL Inc is a borrower were trading in the secondary market around 78.7 cents-on-the-dollar during the week ended Friday, April 28, 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 81.6 cents-on-the-dollar during the week ended Friday, April 28, 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. SNC VENTURES: Unsecureds to Get Share of Income for 36 Months ------------------------------------------------------------- SNC Ventures, LLC, filed with the U.S. Bankruptcy Court for the Southern District of Texas a First Amended Subchapter V Plan of Reorganization dated April 27, 2023. The Debtor is a Texas limited liability corporation incorporated on June 23, 2014. The Debtor operates an e-commerce business selling jewelry and fashion accessories through online platforms. Due to cash flow issues, the Debtor filed a voluntary petition for relief pursuant to chapter 11 subchapter V of title 11 of the United States Code on December 22, 2022. The Debtor's financial projections show that the Debtor will have an aggregate annual average cash flow, after paying operating expenses and post- confirmation taxes, of -$118,501.00. The final Plan payment is expected to be paid in June 2026. The projected total of all payments under the Plan is $355,203.00. Class 3 shall consist of Allowed General Unsecured Claims. In full satisfaction, holders of claims in Class 3 shall receive Pro Rata Cash payments of the Debtor's Disposable Income semi-annually for a period of 36 months with payments to be made semi-annually. Payments shall commence in the 4th quarter of 2023 and continue semi-annually thereafter until the 2nd quarter of 2026, when the last payment due under the Plan will be made. The failure of the Reorganized Debtor to timely make its required plan payments shall constitute an event of default under the Plan as to these Claimants, and they shall send Notice of Default to the Reorganized Debtor and to Counsel for the Reorganized Debtor as set forth on Page 1 of this Plan. If the default is not cured within 30 days of the date of such notice, the Holders of Allowed Claims may proceed to collect all amounts owed pursuant to state law without further recourse to the Bankruptcy Court. Holders of Claims in Class 3 are only required to send 2 notices of default, and upon the third event of default, the Claimants may proceed to collect all amounts owed under state law without recourse to the Bankruptcy Court and without further notice. Class 4 is composed of Allowed General Unsecured Claims of $75,000 or less which have elected to receive a distribution equal to 10% of its Allowed Claim, in cash, within thirty days of the Effective Date, and holders of Class 6 Disputed Claims which have elected to be treated as Class 4 Convenience Unsecured Claimants, who reduce their unsecured claims to no more than $75,000.00, and agree to be paid in accordance with the treatment of Class 4. In the event that holders of Class 6 Disputed Claims elect to be treated as Class 4 Convenience Class Unsecured Creditors, all objections to their claims shall be withdrawn. Holders of Class 6 Disputed Claims may also be entitled to submit an Opt-Out Ballot if applicable. By making such election, such Class 4 creditor agrees that its total claim is in the reduced amount, is impaired, and shall be entitled to vote, except as described herein. All amounts due or claimed in excess of such cash distribution shall be discharged and will receive no further distributions under this Plan. The payments contemplated in this Plan shall be funded from cash on hand and the postpetition operations and cash flow of the Debtor through and after the Effective Date. A full-text copy of the First Amended Subchapter V Plan dated April 27, 2023 is available at https://bit.ly/3Ljohhf from PacerMonitor.com at no charge. Counsel for the Debtor: Wayne Kitchens, Esq. Alexander Perez, Esq. Hughes Watters Askanase, LLP 1201 Louisiana St, 28th Floor Houston, TX 77002 Tel: (713) 759- 0818 Fax: (713) 759-6834 Email: wkitchens@hwa.com; aperez@hwa.com About SNC Ventures SNC Ventures LLC is a Texas limited liability company that operates an e-commerce costume jewelry retail business. Steven Habel is the managing member and operates SNC from its headquarters in Tomball, Texas. SNC Ventures LLC filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-33813) on December 22, 2022. In the petition filed by Steven T. Habel, as managing member, the Debtor reported assets and liabilities between $1 million and $10 million. Brendon D Singh has been appointed as Subchapter V trustee. The Debtor is represented by Wayne Kitchens, Esq., at Hughes Watters Askanase LLP. STARFISH POOL: Unsecureds Will Get 1.54% of Claims in 36 Months --------------------------------------------------------------- Starfish Pool Service LLC submitted a Second Amended Plan of Reorganization for Small Business dated April 27, 2023. On December 13, 2022, the Debtor filed its initial Plan of Reorganization for Small Business Under Chapter 11. On January 24, 2023, the Court held a confirmation hearing on the initial plan, and continued the confirmation hearing to February 21, 2023. Shortly after the confirmation hearing on Debtor's initial plan, Debtor's representative, Aaron Winger, received notice from the SBA regarding the SBA's debt. The Debtor has amended its schedules to address the SBA claim. Based on this additional debt, the Debtor made the decision to amend its plan of reorganization. On April 14, 2023, Debtor entered into stipulations with 24 Capital, Global Funding Experts, and Union Funding Source as to the treatment of their claims. Debtor agreed with these parties to payments on secured claims over 36 months. On April 27, 2023, Debtor entered into a stipulation for the treatment of the SBA's secured claim. The parties agreed that the SBA would be paid $300.00 per month over 36 months, would have a secured claim in the amount of $10,800.00, and would have an unsecured claim in the amount of $152,561.30. The claim of Masada Funding has been scheduled as a secured, disputed claim, and will be treated as a general unsecured creditor. The Debtor's financial projections show that the Debtor will have projected monthly disposable income of $5,794.88 to pay to all claims (secured, unsecured, priority and administrative). The Debtor anticipates that this Plan will be confirmed by the Bankruptcy Court by July 1, 2023. The final Plan payment is expected to be paid, based on a confirmation date of July 2023 by June of 2026. This Plan of Reorganization proposes to pay creditors of the Debtor from cash flow from operations and future income. Class 8 consists of General Unsecured Claims. These claims shall be paid at a pro-rata rate of 1.54% of their total claims. The total value of the class is $582,597.45. Debtor shall pay a total of $9,000.00 to these creditors over 36 months, with a combined monthly payment in the amount of $250.00. Give the small value of the unsecured claim of the IRS ($2.03), the Debtor will pay this claim in full on the effective date. A full-text copy of the Second Amended Plan dated April 27, 2023 is available at https://bit.ly/40Sd4dg from PacerMonitor.com at no charge. Attorney for Debtor: David S. Henshaw, Esq. Henshaw Law Office 1530 P B Ln PMB H5358 Wichita Falls, TX 76302-2612 Tel: (469) 820-3900 Fax: (855) 650-0757 Email: david@henshawlaw.com About Starfish Pool Service Starfish Pool Service, LLC filed a Chapter 11 bankruptcy petition (Bankr. E.D. Texas Case No. 22-41354) on Oct. 12, 2022, with up to $50,000 in assets and up to $1 million in liabilities. Henshaw Law Office is the Debtor's legal counsel. SUMMIT SPRINGS: Case Summary & Six Unsecured Creditors ------------------------------------------------------ Debtor: Summit Springs Holdings LLC 4062 Peachtree Road Ste A-532 Atlanta, GA 30319 Business Description: The Debtor owns six acres of to be developed 21 townhome units located at 208 Sandy Springs Place, Sandy Springs GA valued at $4.4 million. Chapter 11 Petition Date: May 1, 2023 Court: United States Bankruptcy Court Northern District of Georgia Case No.: 23-54043 Debtor's Counsel: Ian Falcone, Esq. THE FALCONE LAW FIRM, PC 363 Lawrence St NE Marietta, GA 30060-2056 Tel: (770) 426-9359 Email: imf@falconefirm.com Total Assets: $4,470,000 Total Liabilities: $2,623,041 The petition was signed by Eric McConaghy as manager. A full-text copy of the petition containing, among other items, a list of the Debtor's six unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/7A6PFDA/Summit_Springs_Holdings_LLC__ganbke-23-54043__0001.0.pdf?mcid=tGE4TAMA SUNRISE REAL: Swings to $9.4 Million Net Loss in 2022 ----------------------------------------------------- Sunrise Real Estate Group, Inc. has filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $9.39 million on $80.02 million of net revenues for the year ended Dec. 31, 2022, compared to net income of $46.28 million on $54.14 million of net revenues for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $274.09 million in total assets, $129.35 million in total liabilities, and $144.74 million in total stockholders' equity. Sunrise Real said, "If our business otherwise grows more rapidly than we predict, we plan to raise funds through the issuance of additional shares of our equity securities in one or more public or private offerings. We will also consider raising funds through credit facilities obtained with lending institutions and affiliates, as we have done previously, but there can be no guarantee that we will be able to obtain such funds through the issuance of debt or equity with terms satisfactory to management and our board of directors. "Management believes that the Company will generate sufficient cash flows to fund its operations and to meet its obligations on a timely basis for the next twelve months by successfully implementing its business plans, obtaining continued support from its lenders to roll over debts when they became due, and securing additional financing as needed. Based upon the equity income generated by SHDEW in 2022, we expect a substantial cash dividend from SHDEW in 2023, which will be our principal source of liquidity. We have been able to secure new bank lines of credit from banks and secure additional loans from affiliates to fund our operations to date. However, if events or circumstances occur such that the Company is unable to successfully implement its business plans, fails to obtain continued support from its lenders or to secure additional financing, the Company may be required to suspend operations or cease business entirely." A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001083490/000141057823000806/srre-20221231x10k.htm About Sunrise Real The principal activities of Sunrise Real Estate Group, Inc. and its subsidiaries offer real estate development and property brokerage services, including real estate marketing services, property leasing services; and property management services in the People's Republic of China. SUNSET DEBT: $1.63B Bank Debt Trades at 15% Discount ---------------------------------------------------- Participations in a syndicated loan under which Sunset Debt Merger Sub Inc is a borrower were trading in the secondary market around 84.8 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $1.63 billion facility is a Term loan that is scheduled to mature on October 6, 2028. The amount is fully drawn and outstanding. SIWF Holdings Inc. (Sunset Debt Merger Sub Inc.) was formed by AEA Investors LP and British Columbia Investment Management Corporation to facilitate their acquisition of Springs Window Fashions LLC from Golden Gate Capital. Springs Window Fashions supplies retailers and distributors with a line of blinds, shades, specialty treatments and window hardware. TEAM HEALTH: $1.59B Bank Debt Trades at 34% Discount ---------------------------------------------------- Participations in a syndicated loan under which Team Health Holdings Inc is a borrower were trading in the secondary market around 66.2 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $1.59 billion facility is a Term loan that is scheduled to mature on February 2, 2027. The amount is fully drawn 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. TORTOISE BORROWER: $341.8M Bank Debt Trades at 42% Discount ----------------------------------------------------------- Participations in a syndicated loan under which Tortoise Borrower LLC is a borrower were trading in the secondary market around 57.6 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $341.8 million facility is a Term loan that is scheduled to mature on January 31, 2025. About $326.5 million of the loan is withdrawn and outstanding. Tortoise Borrower, LLC, was formed by Lovell Minnick Partners to facilitate its acquisition of Tortoise Investments. TRIBE BUYER: S&P Downgrades ICR to 'CCC-' on Refinancing Risk ------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Tribe Buyer LLC's (doing business as Tradesmen International LLC) to 'CCC-' from 'CCC+'. The outlook is negative. S&P said, "We also lowered our issue-level ratings on the company's senior secured facility--comprising $35 million revolving credit facility (RCF) due November 2023 and a $400 million first-lien term loan due February 2024--to 'CCC-' from 'CCC+'. "We revised our recovery rating on the company's senior secured debt to '4' from '3' to denote average recovery." The negative outlook reflects the high likelihood that a debt restructuring or conventional default could occur over the next six months. Staffing firm Tribe Buyer LLC's (doing business as Tradesmen International LLC) $400 million term loan (about $378 million outstanding as of Jan. 1, 2023) is due within 12 months, and we believe the company faces significant refinancing risk due to current market conditions, limited cash flow generation, and upcoming debt maturities. S&P sees a high risk of debt restructuring or payment default over the next six months. S&P said, "The downgrade reflects the refinancing risk associated with Tribe Buyer's February 2024 debt maturity on its term loan. We believe the company has been unable to refinance its term loan due to an unsustainable capital structure and unfavorable market conditions. We view Tribe Buyer's capital structure as unsustainable due to its high debt burden and modest cash flow generation. We expect the company's S&P Global Ratings adjusted gross leverage to remain elevated in the 9x area in 2023 and that the company will continue generating negligible cash flow." The 'CCC-' rating reflects the risk of payment default over the next six months due to a limited liquidity profile. As of Jan. 1, 2023, the company had roughly $13.1 million of unrestricted cash on its balance sheet and full access to its $35 million RCF. S&P said, "We expect the company to burn between breakeven to negative $5 million on a reported basis in 2023, which is a similar level of cash compared with 2022. This, along with expected working capital use in the second quarter of 2023 due to peak staffing levels and timing of receivables compared with collections, provides the company with limited liquidity. Furthermore, we expect the company to draw on its revolver to fund cash deficits from intra-year working capital requirements before subsequently paying the revolver in full prior to maturity in November 2023. However, we believe the company could elect to forego its monthly interest payments in advance of the term loan maturity in February 2024. As such we see a high risk that a conventional default or distressed debt restructuring could occur over the next six months." Tribe Buyer's operational performance has been slow to recover as it implements new strategic initiatives. The COVID-19 pandemic and ensuing macroeconomic headwinds have significantly impaired the construction sector as regulatory restrictions on social gatherings and the subsequent economic recession led to many construction projects being cancelled or deferred. The decline was more pronounced in the nonresidential construction space and among small- to mid-size businesses (SMBs), which are the company's key end market and customer group, respectively. Conditions in the nonresidential construction industry, which includes segments like lodging, office, commercial, health care, and education, are generally linked to the economic wellbeing of the country. Vacancy rates have not completely recovered and retail developments still face budget constraints, which could remain a risk to the company's commercial segment. To help offset recessionary headwinds, Tribe Buyer has reduced its exposure to the commercial vertical to about 40% of total revenues as of the end of the fiscal year ending January 1, 2023 (fiscal 2022), from about 60% prior to the pandemic, as it expands into other sectors, like industrial, residential, institutional, and renewable construction. The company also plans to roll out strategic initiatives to strengthen craftworker relationships and automate certain processes, though this could take time to execute. The negative outlook reflects the high likelihood that a debt restructuring or conventional default could occur over the next six months. S&P could lower the rating if: -- Tribe Buyer announces any debt exchange offer or debt restructuring; or -- The company fails to make an interest payment in a payment default scenario. S&P is unlikely to take a positive rating action over the next 12 months unless the likelihood of a distressed debt restructuring declines. ESG credit indicators: E-2 S-3 G-3 Social factors are a negative consideration in S&P's credit rating analysis of Tribe Buyer. The company faced health and safety challenges from the COVID-19 pandemic, which led to government-mandated shutdowns of construction sites across the U.S. and substantial reductions in its revenue, profit, and liquidity. However, as the government lifted restrictions, operating performance has improved, though still not to pre-pandemic levels. Governance is a moderately negative consideration in S&P's analysis, as it is for most rated entities 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 its controlling owners. This also reflects private-equity sponsors' generally finite holding periods and focus on maximizing shareholder returns. TRITEK INT'L: May 5 Deadline Set for Panel Questionnaires --------------------------------------------------------- The United States Trustee is soliciting members for committee of unsecured creditors in the bankruptcy cases of Tritek International Inc., et al. If a party wishes to be considered for membership on any official committee that is appointed, it must complete a questionnaire available at https://bit.ly/40RRzcG and return by email it to Richard Schepacarter -- Richard.Schepacarter@usdoj.gov -- at the Office of the United States Trustee so that it is received no later than 5:00 p.m., on Friday, May 5, 2023. If the U.S. Trustee receives sufficient creditor interest in the solicitation, it may schedule a meeting or telephone conference for the purpose of forming a committee. About Tritek International Tritek International Inc., HyLife Foods Windom, LLC, Canwin Farms, LLC are three entities that are part of the HyLife vertically integrated operation for the raising, production and sale of pork products. Their operations involve all aspects and stages of the pork production process, including the farming and sourcing of hogs, the and packaging of pork at their processing facility, and the marketing and sale of such products throughout premium domestic and international end markets, primarily in the United States, Canada, Japan, Korea, and China. Tritek International and two affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 23-10520) on April 27, 2023. The petitions were signed by Grant Lazaruk as chief executive officer. The Hon. Thomas M. Horan presides over the Debtors' cases. Tritek International Inc. listed $0 to $50,000 in both estimated assets and estimated liabilities. HyLife Foods Windom listed $0 to $50,000 in both estimated assets and estimated liabilities. Canwin Farms listed $1 million to $10 million in both estimated assets and estimated liabilities. Katten Muchin Rosenman LLP serves as general bankruptcy counsel to the Debtors, while Potter Anderson & Corroon LLP serves as general bankruptcy co-counsel. The Debtors' financial advisor is PricewaterhouseCoopers LLP; investment banker is Intrepid Investment Bankers; and claims and noticing agent is Donlin Recano & Company Inc. UNITED PF HOLDINGS: $525M Bank Debt Trades at 20% Discount ---------------------------------------------------------- Participations in a syndicated loan under which United PF Holdings LLC is a borrower were trading in the secondary market around 79.8 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $525 million facility is a Term loan that is scheduled to mature on December 30, 2026. The amount is fully drawn and outstanding. United PF Holdings, LLC operates fitness and recreation centers. The Company offers services in the United States. UNITED PF: $100M Bank Debt Trades at 17% Discount ------------------------------------------------- Participations in a syndicated loan under which United PF Holdings LLC is a borrower were trading in the secondary market around 83.5 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $100 million facility is a Term loan that is scheduled to mature on November 12, 2026. The amount is fully drawn and outstanding. United PF Holdings, LLC operates fitness and recreation centers. The Company offers services in the United States. US RENAL CARE: $225M Bank Debt Trades at 36% Discount ----------------------------------------------------- Participations in a syndicated loan under which US Renal Care Inc is a borrower were trading in the secondary market around 64.0 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $225 million facility is a Term loan that is scheduled to mature on July 26, 2026. About $221.1 million of the loan is withdrawn and outstanding. U.S. Renal Care is a dialysis provider available for people living with chronic and acute renal disease. US RENAL: $1.60B Bank Debt Trades at 36% Discount ------------------------------------------------- Participations in a syndicated loan under which US Renal Care Inc is a borrower were trading in the secondary market around 64.1 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $1.60 million facility is a Term loan that is scheduled to mature on July 26, 2026. About $1.54 billion of the loan is withdrawn and outstanding. U.S. Renal Care is a dialysis provider available for people living with chronic and acute renal disease. VALCOUR PACKAGING: $420M Bank Debt Trades at 17% Discount --------------------------------------------------------- Participations in a syndicated loan under which Valcour Packaging LLC is a borrower were trading in the secondary market around 82.8 cents-on-the-dollar during the week ended Friday, April 28, 2023, according to Bloomberg's Evaluated Pricing service data. The $420 million facility is a Term loan that is scheduled to mature on September 30, 2028. The amount is fully drawn and outstanding. Valcour Packaging LLC, doing business as Mold-Rite Plastics, provides high-quality plastic packaging components. VBI VACCINES: Appoints Vaughn Himes to Board of Directors --------------------------------------------------------- VBI Vaccines Inc. announced that Vaughn B. Himes, Ph.D., chief technical officer of Seagen Inc., has joined VBI's Board of Directors. Dr. Himes has a 30+-year successful track record in biotechnology strategic direction and change management, driving value creation and growth at both small and large biopharmaceutical companies. "Vaughn brings extensive CMC (chemistry, manufacturing, and controls), product development, quality, and strategic business transformation expertise to VBI," said Jeff Baxter, VBI's president and CEO. "In his current and previous roles, Vaughn has developed and delivered CMC strategies in support of seven new commercial launches valued at more than $2 billion, in addition to driving key operational efforts and corporate development deals valued at more than $1.5 billion. Vaughn's experience will be incredibly valuable as we continue to market our 3-antigen hepatitis B vaccine, PreHevbrio [Hepatitis B Vaccine (Recombinant)], and as we advance our development-stage pipeline candidates through clinical development." "VBI is uniquely positioned among its peer group with a commercial product, a fully owned GMP (Good Manufacturing Practice) facility, and a proprietary technology platform with promising and diversified development-stage candidates," said Dr. Himes. "I look forward to working with my fellow board members and with the VBI team as they endeavor to make a meaningful difference in the fight against hepatitis B and other public health and medical challenges." Dr. Himes' industry experience includes nearly 15 years at Seagen, where he is currently the chief technology officer and leads the manufacturing, supply chain, process sciences, and quality functions. During his tenure at Seagen, Dr. Himes has helped lead the transition from a research and development-stage company through the successful commercial launch of its first four commercially marketed products, and has played key roles in Seagen's M&A activity leading to the recent announcement of Pfizer's intent to acquire the company. Prior to joining Seagen in 2009, Dr. Himes spent 20 years in leadership roles overseeing CMC, manufacturing, supply chain and logistics, quality control, process development, and product development operations at ZymoGenetics Corporation (acquired by Bristol Myers Squibb), Corixa Corporation (acquired by GlaxoSmithKline), Targeted Genetics Corporation, Genovo Inc., and Wyeth-Lederle Vaccines (later acquired by Pfizer). Dr. Himes holds a Ph.D. in Chemical Engineering from the University of Minnesota, and a B.A in Chemistry from Pomona College. He also serves as a director on the Board for Achieve Life Sciences, Inc. About VBI Vaccines VBI Vaccines Inc. -- www.vbivaccines.com -- is a biopharmaceutical company driven by immunology in the pursuit of powerful prevention and treatment of disease. Through its innovative approach to virus-like particles ("VLPs"), including a proprietary enveloped VLP ("eVLP") platform technology, VBI develops vaccine candidates that mimic the natural presentation of viruses, designed to elicit the innate power of the human immune system. VBI is committed to targeting and overcoming significant infectious diseases, including hepatitis B, coronaviruses, and cytomegalovirus (CMV), as well as aggressive cancers including glioblastoma (GBM). VBI is headquartered in Cambridge, Massachusetts, with research operations in Ottawa, Canada, and a research and manufacturing site in Rehovot, Israel. VBI Vaccines reported a net loss of $113.30 million for the year ended Dec. 31, 2022, compared to a net loss of $69.75 million for the year ended Dec. 31, 2021. Iselin, New Jersey-based EisnerAmper LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated March 13, 2023, citing that the Company faces several risks, including but not limited to, uncertainties regarding the success of the development and commercialization of its products, demand and market acceptance of the Company's products, and reliance on major customers. The Company anticipates that it will continue to incur significant operating costs and losses in connection with the development and commercialization of its products. The Company has an accumulated deficit as of December 31, 2022 and cash outflows from operating activities for the year-ended December 31, 2022 and, as such, will require significant additional funds to conduct clinical and non-clinical trials, commercially launch its products, and achieve regulatory approvals that raise substantial doubt about its ability to continue as a going concern. VEROBLUE FARMS: Fraudulent Transfer Claims vs. Canaccord Dismissed ------------------------------------------------------------------ Chief Bankruptcy Judge Thad J. Collins of the U.S. Bankruptcy Court for the Northern District of Iowa grants the motion to dismiss filed by Canaccord Genuity LLC in the adversary case captioned as IN RE: VEROBLUE FARMS USA, INC., Chapter 11, et al, Debtors. VEROBLUE FARMS USA, INC., et al, Plaintiff, v. CANACCORD GENUITY LLC, Defendant., Bankruptcy No. 18-01297, Adversary No. 20-09002, (Bankr. N.D. Iowa). VeroBlue Farms USA, Inc. filed a complaint against Canaccord Genuity LLC seeking to avoid a transfer as fraudulent under 11 U.S.C. Sections 548 and 544(a). Canaccord moved to dismiss under Fed. R. Civ. P. 12(b)(6) for failure to state a claim. In addition to filing in this Court, VeroBlue filed two other actions: one in the Northern District of Iowa which that court transferred to the Northern District of Texas, and one in the Southern District of New York. The Texas Court severed some claims in that action and transferred them to the Southern District of New York, where the court granted Canaccord's motion to dismiss the complaint on three separate grounds: "the Mutual Release, the Engagement Agreement, and the in pari delicto doctrine." On appeal, the Second Circuit affirmed the judgment on the Mutual Release ground alone. Judge Collins holds that "If VeroBlue had claims against Canaccord that were not extinguished by the Settlement Agreement, then it failed to sufficiently plead them. . . VeroBlue fails to show that it is entitled to relief, because it does not provide anything beyond 'mere conclusory statements' to support its allegation that it received less than reasonably equivalent value for the Transfer. . . It is difficult to understand on what basis VeroBlue continues to contest the validity of the Settlement Agreement. . . The Settlement Agreement has been litigated, and the Second Circuit affirmed the judgment of the district court enforcing the agreement. . . VeroBlue has alleged no facts whatsoever about the "potential" claims underlying purported damages of $90 million or -- more importantly -- why VeroBlue accepted $475,000 in exchange for the release of Canaccord's claims. There is no factual basis in the allegations for calling this into question." A full-text copy of the Court's Ruling dated April 11, 2023, is available https://tinyurl.com/mvaykspu from Leagle.com. About Veroblue Farms USA Headquartered in Webster City, Iowa, VeroBlue Farms USA, Inc. -- http://verobluefarms.com/-- operates a fish farm specializing in Barramundi, a freshwater fish found in the Indo-Pacific waters of Australia. It created an innovative aquaculture system that utilizes the natural elements of air, water and care. VeroBlue Farms USA, Inc., VBF Operations Inc., VBF Transport Inc., VBF IP Inc., and Iowa's First Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Iowa Lead Case No. 18-01297) on Sept. 21, 2018. In the petitions signed by Norman McCowan, president, VeroBlue estimated assets of less than $50,000 and liabilities of $50 million to $100 million. The Debtors tapped Elderkin & Pirnie, PLC and Ag & Business Legal Strategies, P.C. as their legal counsel; and Alex Moglia and his firm Moglia Advisors as chief restructuring officer. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on Oct. 24, 2018. The Committee retained Goldstein & McClintock LLLP as its counsel. YC RIVERGOLD: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: YC Rivergold Hotel LLC 51 Egan Dr Juneau, AK 99801 Business Description: The Debtor is part of the traveler accommodation industry. Chapter 11 Petition Date: April 29, 2023 Court: United States Bankruptcy Court District of Alaska Case No.: 23-00072 Judge: Hon. Gary Spraker Debtor's Counsel: Austin K. Barron, Esq. STEP TWO LAW 3300 Arctic Blvd., Suite 201-1090 Anchorage AK 99503 Tel: 1-877-478-3789 Email: abarron@steptwolaw.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Baldev Johal, special bankruptcy officer of YC Rivergold Holtel, LLC and managing member of YC Rivergold Hotel MM, LLC (managing member of Debtor). A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/FHSY2XQ/YC_Rivergold_Hotel_LLC__akbke-23-00072__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature Claim Claim Amount 1. Petro Marine Utility-Gas $73,726 3560 N. Douglas Hwy Juneau, AK 99802 Tel: 907-586-4400 Email: credit@petro49.com 2. B & N Services LLC Snow Plowing $9,740 8214 Aspen Ave Juneau, AK, 99801 Tel: 907-500-8054 Email: bandnservicesplowing@gmail.com 3. Snowcloud Services Utility- $9,585 PO Box 33957 Internet Juneau, AK 99803 Tel: 907-789-7777 Email: billing@scsalaska.net 4. HD Supply Suppliers or $8,837 P.O. Box 509058 Vendors San Diego, CA 92150-9058 Tel: 800-798-8888 Email: creditandcollections@hdsupply.com 5. Southeast Extinguisher Mechanical $6,554 Service Inc. Inspection 8319 Airport Blvd Juneau, AK, 99801 Tel: 907-790-2522 Email: customerservice@seextinguisher.com 6. Ecolab, Inc. Suppliers or $4,874 PO Box 100512 Vendors Pasadena, CA, 91189-0512 Tel: 800-352-5326 Email: credithelpINST@ecolab.com 7. TK Elevator Corporation Elevator $3,380 PO Box 3796 Inspection Carol Stream, IL, 60132-3796 Tel: 844-427-5461 Email: gwendolyn.colquitt@tkelevator.com 8. City/Borough of Juneau Utility-Water $2,855 155 So. Seward St. Juneau, AK, 99801 Tel: 907-586-0383 Email: CBJ.Utility@juneau.org, CBJ.Utility@juneau.gov 9. Automated Laundry Laundry $2,767 360E. 100th Ave Inspection Anchorage, AK, 99515 Tel: 907-561-1752 Email: sales@autolaundrysystems.com 10. Pacific Rim Mechanical, LLC Mechanical $2,488 PO Box 669 Inspection Haines, AK, 99827 Tel: 907-766-2086 Email: melissaprm@outlook.com 11. DirecTV Utility-Cable $2,444 PO Box 5006 Carol Stream, IL, 60197-5006 Tel: 800-388-2505 Email: accounting@commconnecttv.com 12. Persona Inc. Lights Repair $2,233 700 21st St SW Watertown, SD 57201 Tel: 800-843-9888 Email: kfishbeck@personasigns.com 13. Perseverance Glass Co. Glass Repair $2,118 8375 Old Dairy Rd Juneau, AK, 99801 Tel: 907-789-4300 Email: perseveranceglass@outlook.com 14. Alaska Pest Management, Inc. Pest Control $1,982 4039 Tongass Ave Ketchikam, AK, 99901 Tel: 907-247-2847 Email: bugman@alaskapestinc.com 15. Alaska Communications Utility-Phone $1,293 PO Box 196666 Anchorage, AK, 99519-6666 Tel: 800-808-8083 Email: ordersupport@acsalaska.com 16. Larry's Quality Heating & Heater Inspection $1,213 Plumbing, Inc. 2531 Barrett Ave Juneau, AK, 99801 Tel: 907-789-2939 Email: larryhtg@gmail.com 17. RR Donnelley Marketing $658 7810 Solution Center Chicago, IL 60677-7008 Tel: 860-649-5570 Email: custserv@rrd.com 18. Alaska Laundry & Laundry Service $622 Dry Cleaner 1114 Glacier Ave. Juneau, AK, 99801 Tel: 907-586-1133 19. LJ Answering & Alarm Alarm Inspection $543 Monitoring, LLC PO Box 33659 Juneau, AK, 99803 Tel: 907-789-7940 Email: lj@gci.net 20. Alaska Dept. of Labor Mechanical $375 1251 Muldoon Rd. Ste 113 Inspection Anchorge, AK, 99504 Tel: 907-269-7924 Email: mi@alaska.gov ZHANG MEDICAL: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Zhang Medical P.C. d/b/a New Hope Fertility Clinic 4 Columbus Circle 4th Floor New York NY 10019 Business Description: New Hope Fertility Clinic specializes in low and no-drug infertility solutions that help women conceive with minimal invasiveness. Chapter 11 Petition Date: April 30, 2023 Court: United States Bankruptcy Court Southern District of New York Case No.: 23-10678 Debtor's Counsel: Joseph D. Nohavicka, Esq. PARDALIS & NOHAVICKA, LLP 950 Third Ave, 11th Floor New York NY 10022 Tel: 718-777-0400 Email: jdn@pnlawyers.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Dr. John Zhang as president. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/75D2QHY/Zhang_Medical_PC_dba_New_Hope__nysbke-23-10678__0001.0.pdf?mcid=tGE4TAMA ********* 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 ***