/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/230616.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, June 16, 2023, Vol. 27, No. 166 Headlines 1716 R STREET: Unsecureds to Get Payout From Sales Reserve 18 SERGIO LANE: Taps Law Offices of Mitchell J. Canter as Counsel 3333 ALPHARETTA: Gets OK to Hire MCA Financial as Property Manager 5 STAR POOL PLASTER: Seeks Cash Collateral Access 8TH AVENUE FOOD: Moody's Alters Outlook on 'Caa1' CFR to Stable 9TH & 10TH STREET: Seeks to Hire HayesSchanzer as Special Counsel ABC INFANT MILK: Gets OK to Hire E. Vincent Wood as Legal Counsel ABRAXAS PETROLEUM: Egan-Jones Retains B- Senior Unsecured Ratings ACI WORLDWIDE: Egan-Jones Retains B+ Senior Unsecured Ratings ADINA 74: Unsecureds Owed $138K to be Paid in Full ADT SECURITY: Egan-Jones Retains B- Senior Unsecured Ratings AEARO TECHNOLOGIES: Judge Tosses Chapter 11 Bankruptcy Case AEROFARMS INC: Starts Chapter 11 Bankruptcy Protection Process AFTERSHOCK COMICS: Court OKs Deal on Cash Collateral Access ALLIANCE HOSPITALITY: Taps Lee and Associates as Real Estate Agent AMERICAN HARVEST: Gets OK to Hire Steffes Group as Auctioneer AMERIMARK INTERACTIVE: Closes $97 Million Chapter 11 Sales ANGIE'S TRUCKING: Seeks Cash Collateral Access AP ORANGEVALE: June 16 Deadline Set for Panel Questionnaires APA INDUSTRIES: AG Twin's $1.5M Loan Has 89% Markdown ASCEND PERFORMANCE: S&P Lowers ICR to 'B+' on Weak Performance ATLAS CUSTOM: Property Sale Proceeds to Fund Plan Payments AUGUST LILLY: Wins Interim Cash Collateral Access AZURE DEVELOPMENT: Files Amendment to Reorganization Plan BEVERLY COMMUNITY: Seeks to hire Colliers International as Broker BITTREX INC: Justice Dept. Opposes Customer Account Withdrawal Bid BITTREX INC: Repayment Plan Faces U.S. Government Objection BRIAN SMITH LAW OFFICES: Taps Ballard & Watson as Special Counsel BRIAN SMITH LAW OFFICES: Taps Ballard Forensics as Accountant C&D TECHNOLOGIES: Moody's Ups CFR & Secured First Lien Debt to B2 CALPLANT I: Seeks Mid-August Hearing on Plan CALUMET SPECIALTY: Moody's Rates New Unsec. Notes Due 2028 'Caa1' CANOVA ELECTRICAL: Taps Steidl and Steinberg as Bankruptcy Counsel CBC RESTAURANT: SSCP's $15M Bid to Buy Co. Out of Bankruptcy Okayed CEDAR FAIR: Egan-Jones Retains B- Senior Unsecured Ratings CELSIUS NETWORK: Taps Willis Towers as Compensation Consultant CENTURY ALUMINUM: Egan-Jones Retains B Senior Unsecured Ratings CERTENEJAS INC: Taps Charles A. Cuprill as Legal Counsel CERTENEJAS: Taps CPA Luis R. Carrasquillo as Financial Advisor CHANGE ACADEMY: AG Twin's $5.7M Loan Has 85% Markdown CHESAPEAKE ENERGY: Pa. Landowners Deal Overturned by 5th Circuit COMPASS MEDICAL: Hits Chapter 7 Bankruptcy Protection DAMON CAPITAL: Cash Infusion to Fund 100% Plan DATO A/C: Seeks to Hire Law Offices of Alla Kachan as Counsel DATO A/C: Seeks to Hire Wisdom Professional Services as Accountant DECISION POINTE: Gets OK to Hire CLIQ Consulting as Accountant DIEBOLD HOLDING: July 12 Hearing on Disclosures and Plan DOCUPLEX INC: Court Confirms Plan as Modified E.R. BAKEY: Wins Cash Collateral Access Thru July 13 EAST BROADWAY: US Trustee Says BOH Disclosures Inadequate EAST POINTE: Seeks to Hire Eric A. Liepins as Legal Counsel ENDODONTRIC PRACTICE: AG Twin Marks $16.6M Loan at 23% Off ESOURCE RESOURCES: Seeks to Hire KC Cohen as Bankruptcy Counsel ESQUIRE DEPOSITION: AG Twin's $2.1M Loan Has 79% Markdown ESQUIRE DEPOSITION: AG Twin's $3.8M Loan Has 69% Markdown FARMERS COOPERATIVE: Unsecured to Get Share of Liquidation Proceeds FIDELITY NATIONAL: Egan-Jones Retains BB+ Senior Unsecured Ratings FIELDERS CHOICE: Seeks to Hire BransonLaw PLLC as Counsel FORTNA GROUP: Moody's Cuts CFR & Senior Secured Term Loan to Caa1 FTX TRADING: Challenges Chapter 11 Bahamian Court Jurisdiction GALLERIA WEST: Has Deal on Cash Collateral Access GENESIS GLOBAL: FTX Can't Join Genesis Bankruptcy Talks GLOBAL MEDICAL: Lenders Hire PJT on $4-Bil. Debt Load GLOBAL TEE COMPANY: Taps Dunn Schouten & Snoap as Counsel GLORY INTERVENTION: Seeks to Hire Eric A. Liepins as Counsel HIGHPEAK ENERGY: S&P Assigns Preliminary 'B' ICR, Outlook Stable HTG MOLECULAR: Hits Chapter 11 Bankruptcy to Rework $9 Million Debt INDUS ARCHITECTS: Court OKs Cash Collateral Access INSYS THERAPEUTICS: Ex-CEO Says Clawback Unsupported in Chapter 11 INW MANUFACTURING: S&P Affirms 'CCC' Rating on 1st-Lien Term Loan IRONHORSE PURCHASER: AG Twin's $5.8M Loan Has 88% Markdown JEFFERSON-11TH STREET: $5.3M Sale to Concord to Fund Plan JLK CONSTRUCTION: Court OKs Cash Collateral Access Thru Sept 1 LAKELAND HOLDINGS: S&P Withdraws 'CCC+' Issuer Credit Rating LIVE NATION: S&P Ups ICR to 'BB-' on Strong Operating Performance LOAD ONE: AG Twin's $3.4M Loan Has 92% Markdown LONGRUN PBC: Court OKs Continued Cash Collateral Access LUCKY BUCKS: Hits Chapter 11 Bankruptcy Protection LUCKY BUCKS: June 16 Deadline Set for Panel Questionnaires MASTEC INC: Egan-Jones Retains BB Senior Unsecured Ratings MEHR GROUP: Creditors to Be Paid in Full in Plan MONTGOMERY REALTY: Hearing Today on Continued Cash Access MOXI ENTERPRISES: Files Emergency Bid to Use Cash Collateral NATIONAL CINEMEDIA: Committee Taps A&M as Financial Advisor NIGHTMARE GRAPHICS: Court OKs Cash Collateral on Final Basis NOB HILL INN: Seeks Cash Collateral Access OFFSHORE SPARS: Court OKs Cash Collateral Access on Final Basis ORION TECHNOLOGIES: U.S. Trustee Unable to Appoint Committee PACKABLE HOLDINGS: Panel Seeks to Expand Scope of ASK LLP Services PALMS GOLF CLUB: Taps Armory Consulting Co. as Financial Advisor PALMS GOLF CLUB: Taps Goe Forsythe & Hodges as Legal Counsel PANCAKES OF HAWAII: Seeks to Hire Choi & Ito as Legal Counsel PBF HOLDING: S&P Alters Outlook to Positive, Affirms 'BB' ICR PEBBLEBROOK HOTEL: Egan-Jones Retains BB- Senior Unsecured Ratings PGX HOLDINGS: Gets Court Okay to Tap $12 Million Chapter 11 Loan PICO INDUSTRIES: Files Emergency Bid to Use Cash Collateral PLASTIQ INC: Taps Kurtzman Carson as Administrative Advisor PLASTIQ INC: Taps Vladimir Kasparov of Portage Point as CRO PLASTIQ INC: Taps Young Conaway Stargatt & Taylor as Counsel PLUMBING TECHNOLOGIES: Seeks Cash Collateral Access POLARITYTE INC: Files for Chapter 11 Due to Cash Woes PRA GROUP: S&P Assigns 'BB' Issuer Credit Rating, Outlook Stable PRIMAL MATERIALS: Files Emergency Bid to Use Cash Collateral PROPIO LS: AG Twin Marks $3.6MLoan at 74% Off R.P. RUIZ: Unsecured Owed $6M to Get $137K in Plan RANDAZZO'S CLAM: Court OKs Deal on Cash Collateral Access RANEYS LLC: AG Twin's $4.8M Loan Has 88% Markdown RETAILING ENTERPRISES: Taps Wernick Law as Bankruptcy Counsel RIALTO BIOENERGY: U.S. Trustee Appoints Creditors' Committee RIGHT CHOICE: Trustee Hires Stearns Weaver as General Counsel ROBBINS SERVICE: Gets OK to Hire Rayburn Cooper & Durham as Counsel ROBERTSHAW US: Moody's Affirms Caa3 CFR & Alters Outlook to Stable ROCKLEY PHOTONICS: Gets $35M From Shareholders to Exit Chapter 11 ROOSEVELT INN: Samsung Says Not All Plan Issues Resolved RUEL T. STOESSEL: Taps Elite Properties as Real Estate Broker SAS AB: Viasat Inc. Out as Committee Member SCHILLER KNAPP: Files for Chapter 11 After Defaulting Loan SCHULTZ INVESTMENTS: U.S. Trustee Unable to Appoint Committee SEALED AIR: Egan-Jones Retains 'BB' Senior Unsecured Ratings SERTA SIMMONS: Pre-Arranged Reorganization Plan Okayed SHENANDOAH TELECOM: Egan-Jones Retains BB+ Sr. Unsecured Ratings SINCLAIR INC: Egan-Jones Retains CCC+ Senior Unsecured Ratings SIOS MEDICAL: Reaches Creditor Deal on Chapter 11 Plan SM ENERGY: Egan-Jones Retains BB Senior Unsecured Ratings SONAVATION INC: Taps Nardella & Nardella as Legal Counsel SPANISH BROADCASTING: Moody's Cuts CFR to Caa1, Outlook Negative SS&C TECHNOLOGIES: Egan-Jones Retains BB Senior Unsecured Ratings STONEX GROUP: Egan-Jones Retains B+ Senior Unsecured Ratings SUMMIT MIDSTREAM: Egan-Jones Retains B+ Senior Unsecured Ratings SUNSTONE HOTEL: Egan-Jones Hikes Senior Unsecured Ratings to BB+ SYMBIONT.IO INC: Assets Purchased by LM Funding Out of Bankruptcy TALKING TADPOLES: Seeks to Tap Jamey Schrier as Business Consultant TC ENERGY: Egan-Jones Retains 'BB+' Senior Unsecured Ratings TITAN INTERNATIONAL: Egan-Jones Retains BB+ Sr. Unsecured Ratings TRANSALTA CORP: Egan-Jones Retains BB Senior Unsecured Ratings UNITED AIRLINES: Egan-Jones Retains BB- Senior Unsecured Ratings UNIVERSAL PURE: AG Twin's $6.9M Loan Has 90% Markdown US FOOT: AG Twin's $16.5M Loan Has 44% Markdown VECTOR GROUP: Egan-Jones Retains CCC+ Senior Unsecured Ratings VENATOR MATERIALS: $275MM DIP Loan from Wilmington OK'd VICE GROUP: Seeks to Hire 'Ordinary Course' Professionals VICE GROUP: Seeks to Hire AP Services, Appoint CRO and Interim CFO VICE GROUP: Seeks to Hire LionTree as Financial Advisor VICE GROUP: Seeks to Hire PJT Partners as Investment Banker VICE GROUP: Seeks to Hire Shearman & Sterling as Special Counsel VICE GROUP: Seeks to Hire Stretto as Administrative Advisor VICE GROUP: Taps Togut, Segal & Segal as Bankruptcy Counsel VIRGIN ORBIT: Committee Says Plan Patently Unconfirmable VIRGIN ORBIT: Nears Winding Down Bankruptcy Plan VITAL PHARMACEUTICALS: Former CEO Says Co. Claimed His Assets VR PHASE III: Seeks to Hire Joyce W. Lindauer as Legal Counsel VYERA PHARMACEUTICALS: Taps DLA Piper LLP (US) as Legal Counsel WBS CAPITAL: Seeks to Tap Marcus & Millichap as Real Estate Agent WESCO AIRCRAFT: Incora Wins Temporary Pause of Bondholder Suit WEST NOTTINGHAM: Hires Wolff & Orenstein LLC as Counsel WILLOWS AT THE LAKES: Taps Law Offices of Craig M. Geno as Counsel WINDSOR HOLDINGS: S&P Rates New Sr. Secured High-Yield Notes 'B+' WORKDAY INC: Egan-Jones Retains 'B' Sr. Unsec. Debt Ratings WORLD SECURITY: Seeks to Hire Carlos Alberto Ruiz as Legal Counsel YUM! BRANDS: Egan-Jones Retains BB- Senior Unsecured Ratings [*] Healthcare Bankruptcy Filings Rise in Q1 of 2023 [^] BOOK REVIEW: Management Guide to Troubled Companies ********* 1716 R STREET: Unsecureds to Get Payout From Sales Reserve ---------------------------------------------------------- 1716 R Street Flats LLC and The Z Flats L.L.C. submitted a Second Amended Joint Plan of Liquidation and a Disclosure Statement. 1716 R Street Flats LLC and The Z Flats L.L.C. are single asset real estate limited liability companies organized under the laws of the District of Columbia with a principal place of business located in the District of Columbia. The sole significant tangible asset of each Debtor is Debtor's real property located at: * For 1716 R Street Flats LLC, the 1716 R Street Property: that certain real property located at 1716 R Street, SE, Washington DC 20020, Lot 0003, Square 5596, and all improvements thereon. * For The Z Flats L.L.C. Z Flats Property: that certain real property located at 116 Emerson Street, NW Washington, DC 20011, Lot 0005, Square 3401, and all improvements thereon. The 1716 R Street Property is pledged to WCP Fund I LLC in its Capacity as Servicer for SF NU, LLC its Capacity as Servicer for SF NU, LLC ("WCP Fund") in the asserted amount of $531,414 plus attorneys fees as of May 2, 2023, plus a second lien of approximately $1,077,100 (the WCP Second Lien"). The Z Flats Property is pledged to Trustar Bank, which has an asserted balance owed as of the Petition Date of $1,439,612. WCP also asserts the WCP Second Lien against the Z Flats Property. The Plan proposes the sale of the Z Flats Property, subject to higher and better bids. Unless higher and better bids are received, the sales proceeds will not exceed the first lien of Trustar Bank, and administrative and general unsecured creditors will receive a distribution of $4,000 (the "Z Flats Reserve"). The Plan proposes to sell the 1716 R Street Property to WCP in exchange for a $5,250 reserve, plus $250 in U.S. Trustee fees (the "1716 R WCP Reserve"). With respect to Class 1C - Unsecured Claims against The Z Flats, LLC, on the Distribution Date, The Z Flats, LLC shall pay any amounts left over from the Z Flats Reserve after payment of Administrative and Priority Tax Claims, to holders of General Unsecured Claims in full and complete satisfaction of General Unsecured Claims. Class 1C is impaired. With respect to Class 2C - Unsecured Claims against 1716 R Street LLC, on the Distribution Date, 1716 R Street LLC shall pay any amounts left over from the 1716 R WCP Reserve after payment of Administrative and Priority Tax Claims, to holders of General Unsecured Claims in full and complete satisfaction of General Unsecured Claims. Class 2C is impaired. To generate sufficient funds to assist in consummating this Plan, Z Flats will sell the Z Flats Property to Buyer within 60 days of confirmation free and clear of liens (the "Z Flats Sale"). The sales price will be not less than $1,360,000. The sale will be subject to higher bids, including the right of Trustar Bank to credit bid, provided that Trustar Bank agrees to pay costs of sale, and US Trustee fees, and the Z Flats Reserve, but excluding including realtors commissions. Any bids must be received within 10 days after the Confirmation Date, and provide for at least $1,365,000 in consideration, and, for any bid other than a credit bid, provide at least a $25,000 deposit. In the event a higher and better bid is received, bidding will proceed in $5,000 increments at an auction to be conducted within 30 days of the Confirmation Date. The Confirmation Order will authorize the sale to Buyer. The tenants have no rights under the Tenant Opportunity to Purchase Act ("TOPA") because this is a sale through a Chapter 11 bankruptcy process and plan. In the event the Z Flats Sale does not close with 60 days of confirmation, Trustar Bank shall be authorized to commence foreclosure proceedings. Counsel for the Debtors: Justin P. Fasano, Esq. MCNAMEE HOSEA, P.A. 6411 Ivy Lane, Suite 200 Greenbelt, MD 20770 Tel: (301) 441-2420 Fax: (301) 982-9450 E-mail: jfasano@mhlawyers.com A copy of the Disclosure Statement dated June 2, 2023, is available at bit.ly/3OPjurg from PacerMonitor.com. About 1716 R Street Flats 1716 R Street Flats, LLC, and affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.D.C. Lead Case No. 23-00017) on Jan. 16, 2023. In the petition signed by Richard Cunningham, managing member, 1716 R Street Flats disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Elizabeth L. Gunn oversees the cases. McNamee Hosea, PA, represents the Debtor as legal counsel. 18 SERGIO LANE: Taps Law Offices of Mitchell J. Canter as Counsel ----------------------------------------------------------------- 18 Sergio Lane, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire the Law Offices of Mitchell J. Canter as its bankruptcy counsel. The firm's services include: (a) providing the Debtor with legal advice with respect to its powers and duties in the continued operations of its business and management of its property; (b) preparing legal papers; (c) assisting the Debtor in negotiating a Chapter 11 plan of reorganization with its creditors and performing all legal services necessary to obtain creditor approval, confirmation and implementation of such a plan; and (d) other necessary legal services related to the Debtor's Chapter 11 case. The services will be rendered at an hourly rate of $450. The Law Offices of Mitchell J. Canter received an initial retainer of $5,000, plus $1,738 filing fee. As disclosed in court filings, the Law Offices of Mitchell J. Canter does not represent any interest adverse to the estate of the Debtor. The firm can be reached through: Mitchell J. Canter, Esq. Law Offices of Mitchell J. Canter 100 Airport Executive Park, Suite 103 Nanuet, NY 10954 Phone: 845-371-7500 Email: Mitchell@mitchellcanterlaw.com About 18 Sergio Lane 18 Sergio Lane, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-35393) on May 18, 2023, with $100,001 to $500,000 in both assets and liabilities. Judge Cecelia G. Morris oversees the case. Mitchell J. Canter, Esq., at the Law Offices of Mitchell J. Canter represents the Debtor as counsel. 3333 ALPHARETTA: Gets OK to Hire MCA Financial as Property Manager ------------------------------------------------------------------ 3333 Alpharetta Lifehope 10 Acre Land, LLC received approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ MCA Financial Group, Ltd. as its property manager. MCA is being retained to manage and operate two office buildings located at 8401 Datapoint Drive and 8415 Datapoint Drive, San Antonio, Texas. The firm will charge these hourly fees: Senior Managing Directors $595 Managing Directors $495 Directors $395 Associates $295 Staff $125 As disclosed in court filings, MCA is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Morris C. Aaron MCA Financial Group, Ltd. 4909 North 44th Street Phoenix, AZ 85018 Tel: (602) 710-2500 Email: maaron@mca-financial.com About 3333 Alpharetta Lifehope 10 Acre Land 3333 Alpharetta Lifehope 10 Acre Land, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-57594) on Sept. 23, 2022. In the petition signed by its designated manager, Scott C. Honan, the Debtor disclosed $50 million to $100 million in assets and $10 million to $50 million in liabilities. Judge Lisa Ritchey Craig oversees the case. William A. Rountree, Esq., at Rountree Leitman Klein & Geer, LLC serves as the Debtor's legal counsel. 5 STAR POOL PLASTER: Seeks Cash Collateral Access ------------------------------------------------- 5 Star Pool Plaster, Inc., a California corporation, asks the U.S. Bankruptcy Court for the Northern District of California, Oakland Division, for authority to use cash collateral and provide adequate protection to creditors. The Debtor requires the use of cash collateral to continue its operations. The Debtor has two creditors with security interests in the cash collateral: -- The Small Business Administration, from a COVID-19 Disaster Relief Loan; and -- The Internal Revenue Service, from a statutory lien from alleged unpaid payroll taxes. The IRS filed their claim on April 18, 2023, Claim No. 7-1, totaling $1,428,159, with a secured portion totaling $335,544 -- secured by recording a lien with the recorder's office of Alameda County, securing any real property of the Debtor. The Debtor owns no real property for the IRS lien to attach perfecting their security interest. The IRS claims is disputed and an objection the claim will be filed. On June 2, 2020, the Debtor entered into a COVID-19 Disaster Relief Loan with the SBA totaling $150,000, secured by a UCC-1 Filing with the California Secretary of State on June 10, 2020, Doc. No. 90217490002, securing the Debtor's personal property. As of April 5, 2023, the Debtor held approximately $21,000 in cash on hand, $54,000 in accounts receivable, and expects significant funds to be received post-petition on account of the Debtor's normal business, accounts receivables or otherwise. As adequate protection for the use of cash collateral, the Debtor proposes granting the SBA replacement lien, up to the value of its collateral, on cash collateral and all assets of the Debtor to the same validity, extent, and priority that the SBA possessed in the pre-petition cash and accounts receivable as of April 21, 2023, and the Debtor will pay the normally contractually due monthly payment totaling $731. A copy of the motion is available at https://urlcurt.com/u?l=YBEKCS from PacerMonitor.com. About 5 Star Pool Plaster 5 Star Pool Plaster, Inc. filed a Chapter 11 bankruptcy petition (Bankr. N.D. Calif. Case No. 23-40388) on April 5, 2023, with as much as $1 million in both assets and liabilities. Judge William J. Lafferty oversees the case. The Debtor is represented by the Law Offices of Ryan C. Wood, Inc. 8TH AVENUE FOOD: Moody's Alters Outlook on 'Caa1' CFR to Stable --------------------------------------------------------------- Moody's Investors Service affirmed the ratings of 8th Avenue Food & Provisions, Inc. including the company's Caa1 Corporate Family Rating and the Caa1-PD Probability of Default Rating. Moody's also affirmed the Caa1 ratings on the company's existing senior secured first lien revolving credit facilities and senior secured first lien term loans and the Caa3 rating on the existing senior secured second lien term loan. Moody's changed the rating outlook to stable from negative. The outlook revision to stable from negative reflects 8th Ave's deleveraging progress and improved liquidity. Financial leverage has declined from more than 15x debt-to-EBITDA in early 2022 to 7.6x for the last twelve month (LTM) period ended March 31, 2023. Deleveraging has been driven by strong earnings growth, including four consecutive quarters of year over year EBITDA growth. The outlook revision also reflects improved liquidity following the October 2022 credit agreement amendment that extended the revolving credit facility expiry from October 2023 to March 2025, and the March 2023 sale leaseback transaction that generated proceeds of roughly $45 million that were used to reduce the outstanding revolver balance. The stable outlook also reflects Moody's expectation that an earnings drag from the fruit and nut segment, special compensation, and modestly lower pasta pricing will lead to lower earnings in the second half of fiscal year ended September 2023 compared to the second half of fiscal 2022, and that the company will thereafter generate modest earnings growth to reduce debt/EBITDA leverage towards 7.0x in fiscal September 2024. The ratings affirmation reflects Moody's expectation that 8th Ave's free cash flow will remain weak despite higher earnings because of rising interest rates. The company has approximately $770 million of outstanding debt as of March 31, 2023 that is exposed to floating rates as the company does not have interest rate hedges to mitigate the impact of rising rates, resulting in projected EBITDA/interest (on a Moody's adjusted basis) of 1.5x or less over the next 12-18 months. The affirmation also reflects that still elevated leverage and challenging capital market conditions could make a refinancing difficult if operating performance fails to improve substantially. The revolver expires in March 2025, the first lien term loans mature in October 2025 and the second lien term loan matures in October 2026. The company's strong operating performance over the last year reflects improving private label demand and easing cost pressures as durum wheat prices and freight costs have declined significantly from the peak levels in 2022. Pricing began catching up to higher costs in the second half of fiscal 2022, driving the earnings recovery. 8th Ave also benefitted from overall improved supply chain performance as industry supply chain pressures began to ease in late 2022. From a business segment standpoint, the company's pasta segment (45% of LTM March 31, 2023 sales) and nut butter segment (37% of LTM sales) have seen the largest earnings growth over the last year. The pasta segment benefited from lower durum wheat prices and steady pricing as industry supply has been tight. Moody's expects pricing in this segment to face more pressure towards the end of fiscal 2023 and in fiscal 2024, but profitability to still be above fiscal 2021 levels as Moody's expects demand for private label food to remain strong over the next 12-18 months. The nut butter segment benefitted from manufacturing efficiencies and increased demand due to the Jif recall. Moody's expects nut butter volumes and profitability to hold steady for the remainder of fiscal 2023 with potentially more pricing pressure in fiscal 2024. The fruit and nut segment (9% of LTM sales) has faced volume and profitability headwinds due to lower demand and manufacturing inefficiencies related to the relocation of the plant from Canada to Missouri in mid-2022. Weaker demand is partly due to the high price point of the product, resulting in some consumer pullback in demand given the inflationary environment. Moody's projects fruit and nut profitability to gradually improve as capacity utilization increases. The granola segment (9% of LTM sales) should also see continued earnings recovery as labor challenges have eased. Moody's projects revenues to grow 7% and EBITDA to grow roughly 40% (on a Moody's adjusted basis) in fiscal 2023. In fiscal 2024, Moody's projects revenues to grow at a low to mid-single digit rate as 8th Ave should continue to benefit from strong demand for private label food. Moody's projects EBITDA to grow roughly 15% in fiscal 2024 (or a low to mid-single digit rate excluding the impact of special compensation that primarily negatively impacts fiscal 2023 profitability), resulting in debt/EBITDA leverage declining to roughly 7.0x by the end of fiscal 2024. Earnings growth could be lower than projected if pricing in the pasta and nut butter segments declines more than expected due to increased competitive activity or increased retailer pressure. The following ratings/assessments are affected by the action: Affirmations: Issuer: 8th Avenue Food & Provisions, Inc. Corporate Family Rating, Affirmed Caa1 Probability of Default Rating, Affirmed Caa1-PD Senior Secured 1st Lien Revolving Credit Facility, Affirmed Caa1 Senior Secured 1st Lien Term Loan, Affirmed Caa1 Senior Secured 2nd Lien Term Loan, Affirmed Caa3 Outlook Actions: Issuer: 8th Avenue Food & Provisions, Inc. Outlook, Changed To Stable From Negative RATINGS RATIONALE 8th Ave's Caa1 CFR reflects the company's high financial leverage, weak liquidity, which includes high revolver utilization and weak free cash flow, and refinancing risk related to 2025 debt maturities. The rating also reflects 8th Ave's relatively small scale within the US packaged foods sector. These credit challenges are balanced against the company's leadership position within narrowly defined private label food categories including private label nut butters, healthy snacks, and dry pasta. Moody's views these products as more commodity-oriented than other packaged food products, which creates greater risk of price competition and limits margin potential. 8th Ave took significant pricing over the last year to mitigate inflationary cost pressures, and with easing cost pressures and normalizing supply chains, earnings have rebounded strongly with debt/EBITDA leverage (on a Moody's adjusted basis) declining from more than 15x in early 2022 to 7.6x for the LTM period ended March 31, 2023. There is potential risk that increased competitive activity or retailer pressure result in lower pricing and profitability over the next 12-18 months, though increasing demand for private label food products in a challenging macro environment should support pricing near term. The capital structure includes roughly $410 million of pay-in-kind preferred stock held by Harvest Partners that receives priority distribution ahead of the common stock that is primarily held by Thomas H. Lee Partners, L.P. ("THL") and Post Holdings, Inc. ("Post"). Moody's believes THL and Post remain supportive of 8th Ave's operating strategies, but the sizable preferred stock creates some risk around potential shareholder financial support and there is potential for a distressed exchange. 8th Ave's weak liquidity reflects Moody's expectation of weak free cash flow in fiscal 2023 in the flat to positive $5 million range (includes $2 million cash burn in 1H23). The projected improvement in the second half of fiscal 2023 reflects Moody's expectation for a working capital benefit related to a reduction in the company's elevated inventory level. Moody's projects free cash flow to be negative in fiscal 2024 in the $5-$10 million range with a projected working capital cash drag (compared to a projected working capital cash benefit in fiscal 2023). Liquidity is supported by roughly $1 million of cash as of March 31, 2023 and $125 million revolving credit facilities due October 2023 and March 2025, which are the primary source of external liquidity. As of March 31, 2023, 8th Ave had approximately $45 million drawn on the revolver, reducing revolver availability to $80 million. The $125 million revolver steps down to $100 million on October 1, 2023, which will reduce revolver availability. Moody's expects a modest increase on the amount drawn on the revolving credit facility over the next 12-18 months (peaking at roughly $60 million in fiscal 2024) as the company will have to draw on the revolving credit facility to fund the projected cash shortfall in fiscal 2024, along with the approximately $6 million of mandatory annual debt amortization under the existing and add-on term loans, paid quarterly. 8th Ave's refinancing risk reflects the March 2025 revolver expiry and the October 2025 maturity of the first lien term loans. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS A rating upgrade could occur if 8th Ave is able to improve operating performance, including growing earnings significantly, and improve liquidity, highlighted by increased revolver availability and consistently positive free cash flow. 8th Ave would need to also be positioned to refinance its upcoming maturities at an interest cost that allows for positive free cash flow, and decrease and sustain its debt/EBITDA leverage below 7.0x. A rating downgrade could occur if operating performance deteriorates, earnings growth fails to mitigate the impact of rising interest rates, liquidity deteriorates further, free cash flow remains negative, or the ability to refinance debt maturities at a manageable interest cost diminishes. A downgrade could also occur if debt/EBITDA leverage remains elevated. ESG CONSIDERATIONS 8th Ave's CIS-4 indicates the rating is lower than it would have been if ESG risk exposures did not exist. This reflects the weight placed on 8th Ave's governance including its aggressive financial policies including use of high leverage, and its concentrated control by Harvest Partners, THL, and Post. Environmental and social risks are present and are scored similarly to other companies across the packaged food sector but overall are lesser factors than the governance risks driving the CIS-4. The principal methodology used in these ratings was Consumer Packaged Goods published in June 2022. COMPANY PROFILE Based in St. Louis, Missouri, 8th Avenue Food & Provisions, Inc. is a leading manufacturer and distributor of private brand food products including peanut and other nut butters, pasta, dried fruit and nut products and granola. The company sells to retail, foodservice, and food ingredient customers. 8th Ave was formed in 2018 through a strategic carve-out of subsidiary companies previously owned by Post Holdings, Inc. (B1 stable). Sales for the twelve months ended March 31, 2023 were $1.1 billion. As part of the separation from Post, the private equity firm Thomas H. Lee Partners, L.P. ("THL") purchased a 39.5% equity share, while Post retained 60.5% of the common equity, which it accounts for using the equity method. Since the separation, Post and THL's common equity ownership have declined to approximately 53% and 27%, respectively, and Harvest Partners owns the sizable amount of 11% PIK preferred stock that has priority distributions to the common stock as well as some control rights. Based on the terms of 8th Ave's governing documents, Post management determined that the company does not have a controlling voting interest in 8th Ave due to substantive participating rights held by third parties associated with the governance of 8th Ave. 9TH & 10TH STREET: Seeks to Hire HayesSchanzer as Special Counsel ----------------------------------------------------------------- 9th & 10th Street, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ HayesSchanzer, LLP as its special litigation counsel. The Debtor requires the services of a special litigation counsel to prosecute claims in a lawsuit involving the City of New York. The lawsuit seeks to recover damages in excess of $100 million as well as the issuance of a building permit, which was denied by the City of New York to allegedly prevent the Debtor from developing its property. HayesSchanzer will be compensated on a contingency fee basis as follows: -- 33 percent of the first $12,500,000 recovered; -- 15 percent of any amounts recovered above $12,500,001 and below $25,000,000; -- 5 percent of any amounts recovered above $25,000,000. Andrew Hayes, Esq., a member of HayesSchanzer, disclosed that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Andrew Hayes, Esq. HayesSchanzer, LLP 800 Westchester Avenue Rye Brook, NY 10753 Tel: (914) 231-0381 About 9th & 10th Street 9th & 10th Street LLC is a single asset real estate as defined in 11 U.S.C. Section 101(51B). 9th & 10th Street filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-10423) on March 21, 2023, with $100 million to $500 million in both assets and liabilities. The petition was signed by Gregg Singer, president of Sing Fina Corp., manager of the Debtor. Judge David S. Jones oversees the case. The Debtor tapped Erica Feynman Aisner, Esq. at Kirby Aisner & Curley, LLP as bankruptcy counsel and HayesSchanzer, LLP as special litigation counsel. ABC INFANT MILK: Gets OK to Hire E. Vincent Wood as Legal Counsel ----------------------------------------------------------------- ABC Infant Milk, Inc. received approval from the U.S. Bankruptcy Court for the Northern District of California to hire The Law Offices of E. Vincent Wood as its counsel. The firm's services include: a. consulting with the Debtor concerning its present financial situation and realistic achievable goals; b. advising the Debtor concerning its duties under the Bankruptcy Code; c. identifying, prosecuting and defending claims and causes of actions assertable by or against the estate; d. preparing legal papers in connection with the administration of the estate, including formulating a Chapter 11 plan, drafting the plan and disclosure statement, and prosecuting legal proceedings to seek confirmation of the plan; e. if necessary, preparing, and prosecuting pleadings to avoid preferential transfers or transfers deemed fraudulent as to creditors, motions for authority to borrow money, sell property or compromise claims, and objections to claims; and f. taking all necessary actions to protect and preserve the estate and providing all other legal services requested. The firm will be paid at these rates: E. Vincent Wood, Attorney $425 per hour Nicole Zorrilla, Paralegal $125 per hour In addition, the firm will receive reimbursement for out-of-pocket expenses incurred. The firm received from the Debtor a retainer of $7,500. E. Vincent Wood, Esq., a partner at The Law Offices of E. Vincent Wood, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: E. Vincent Wood, Esq. The Law Offices of E. Vincent Wood 2950 Buskirk Ave., #300 Walnut Creek, CA 94597 Tel: (925) 278-6680 Fax: (925) 955-1655 Email: vince@woodbk.com About ABC Infant ABC Infant Milk, Inc., a company in Byron, Calif., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Calif. Case No. 23-40528) on May 8, 2023. In the petition signed by its chief executive officer and shareholder, Peter Choy, the Debtor disclosed $1 million to $10 million in assets and $500,000 to $1 million in liabilities. Judge William J. Lafferty oversees the case. E. Vincent Wood, Esq., at The Law Offices of E. Vincent Wood is the Debtor's counsel. ABRAXAS PETROLEUM: Egan-Jones Retains B- Senior Unsecured Ratings ----------------------------------------------------------------- Egan-Jones Ratings Company, on May 15, 2023, maintained its 'B-' foreign currency and local currency senior unsecured ratings on debt issued by Abraxas Petroleum Corporation. EJR also withdrew its 'C' rating on commercial paper issued by the Company. Headquartered in San Antonio, Texas, Abraxas Petroleum Corporation operates as an exploration and production company. ACI WORLDWIDE: Egan-Jones Retains B+ Senior Unsecured Ratings ------------------------------------------------------------- Egan-Jones Ratings Company, on May 15, 2023, maintained its 'B+' foreign currency and local currency senior unsecured ratings on debt issued by ACI Worldwide, Inc. EJR also withdrew its 'A3' rating on commercial paper issued by the Company. Headquartered in Miami, Florida, ACI Worldwide, Inc. develops, markets, and supports software products for the global electronics funds transfer market. ADINA 74: Unsecureds Owed $138K to be Paid in Full -------------------------------------------------- Adina 74 Realty Corp. submitted a Second Amended Disclosure Statement. The Debtor is the owner of the six-floor, multi-unit, mixed-use townhouse located at 6 East 74th Street, New York, New York 10021, New York County (the "Property"). The Property is located in a prime location in the Upper East Side between Fifth and Madison Avenue, just steps from Central Park. The Property interior is made up of approximately 9,700 square foot over six units, with a combined 1,600 square foot of private outdoor space including a garden, two terraces and a rooftop. The Property also has an elevator that services every floor. Based upon an appraisal dated June 8, 2018 (the "Appraisal"), the Property was valued at $22,150,000. On October 12, 2022, the Property was listed for sale by the Modlin Group for $26,000,000. This listing price was arrived at by mutual decision by both the Debtor and the Modlin Group. After approximately 3 months on the market, in consideration of feedback received from parties who attended showings, and in an attempt to realize a prompt sale, in January 2023, the Debtor and Broker decided to lower the listing price to $20,000,000. During the Modlin Group's tenure there were 3 showings in December, January, and mid-April, respectively. There were also a few broker showings. However, since the termination of the Modlin Group and likely because of the contacting and interviewing of new brokers, coupled with the Debtor's members' own marketing efforts to their various networks, there has been a flurry of interest. The Debtor has had 8 showings and a total of 5 offers ranging from $7 million to $18.4 million. The Debtor has sent out a contract of sale on the high "bidder" but continues to market and Property until such time as it has a signed contract and a deposit in escrow. It is clear to the Debtor, now more than ever, that with proper sale efforts, a buyer can be found at a price commensurate with the true value of the Property. The Debtor is also in the process of negotiating the terms of an auction process with Sotheby's in the event that a contract is not in place before the termination of the Marketing Period on August 9, 2023. The Debtor will seek approval of both the Auctioneer (pursuant to Section 327 of the Bankruptcy Code) and the Auction Procedures prior to the date of the triggering of the Alternative Sale Process. In the meanwhile, the Debtor is cognizant of the significant carrying costs of the Property, especially with reduced rental income. As such, the Debtor is committed to an efficient but effective sale process and has secured the monetary support needed to fund the Property and the Plan (in part) in the meantime. Under the Plan, holders of Class 4 Allowed General Unsecured Creditors will be paid up to the full amount of their Allowed Claim, in Cash, upon the sale of the Property. The Debtor estimates that Class 4 Allowed Unsecured Claims total approximately $138,000. Class 4 is impaired. The Plan will be funded by the Plan Contribution in an amount necessary to fund all Allowed Administrative Claims on the Confirmation Date (including the post-Petition Date amounts due to NYC and SKW as provided for herein) in the estimated amount of $378,822.86. In addition, the Plan Funders shall pay real property taxes and operating expenses from the Confirmation Date through the Effective Date of the Plan. The Plan shall also be funded with the net proceeds from the sale of the Property. The Debtor will continue to market the Property for sale with the Broker through August 9, 2023. The Debtor anticipates acquiring a buyer for the Property for a sale price sufficient to fund its Plan in full, with a significant distribution to Interest holders. Although it is impossible to know for certain exactly when all distributions under the Plan will be made, the Debtor projects payment to all creditors to be made on or before November 30, 2023. In the event the Debtor does not enter into a contract of sale for the Property with a purchaser by August 9, 2023, the Alternative Sale Process will be triggered. In such case, the Debtor shall engage the services of Auctioneer to act as the Debtor's retained professional for an Alternate Sale Process and to pursue an Auction Sale of the Property in accordance with conventional bidding procedures to be approved by the Bankruptcy Court in the Confirmation Order. The Auctioneer shall conduct a public auction of the Property after a marketing period of approximately 60 days with a closing to occur on or about 30 days thereafter. The Auctioneer shall conduct and conclude a public auction of the Property by no later than October 15, 2023. The Debtor reserves the right to trigger the Alternative Sale Process at any time during the Marketing Period, by notifying both the UST and SKW in writing and by filing a Notice with the Court. SKW shall have the right to assert a "credit bid" in an amount up to the SKW Allowed Secured Claim at the Auction, giving credit for all post-Petition Date payments made to SKW. The Auction shall be governed by the Auction Procedures which shall be approved by SKW and the Bankruptcy Court, on or before the Confirmation Date. The Auction Procedures shall include that: (i) all bidders, other than SKW, be qualified prior to the Auction, meaning that any potential bidder must provide evidence of bidder's wherewithal to consummate the sale; (ii) a non-refundable good faith deposit in the amount of 10% in immediately available funds, has been deposited with Debtor's counsel; (iii) agreement that the closing shall occur within 30 days of the Auction; and (iv) that the bid is without contingencies as to financing and/or additional due diligence. The Auction Procedures shall also provide for back-up bidders in the event that the successful bidder defaults. Attorneys for the Debtor: Erica R. Aisner, Esq. Jessica M. Hill, Esq. KIRBY AISNER & CURLEY LLP 700 Post Road, Suite 237 Scarsdale, NY 10583 Tel: (914) 401-9500 E-mail: eaisner@kacllp.com jhill@kacllp.com A copy of the Disclosure Statement dated June 2, 2023, is available at bit.ly/3MMadh3 from PacerMonitor.com. About Adina 74 Realty Corp. Adina 74 Realty Corp. is a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)). Adina 74 Realty Corp. filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-11458) on Nov. 2, 2022. In the petition filed by Ezra Chammah, as president, the Debtor reported assets between $10 million and $50 million and liabilities between $1 million and $10 million. The Debtor is represented by Dawn Kirby of Kirby Aisner & Curley, LLP. ADT SECURITY: Egan-Jones Retains B- Senior Unsecured Ratings ------------------------------------------------------------ Egan-Jones Ratings Company, on May 16, 2023, maintained its 'B-' foreign currency and local currency senior unsecured ratings on debt issued by ADT Security Corporation. EJR also withdrew its 'B' rating on commercial paper issued by the Company. Headquartered in Boca Raton, Florida, ADT Security Corporation provides security systems. AEARO TECHNOLOGIES: Judge Tosses Chapter 11 Bankruptcy Case ----------------------------------------------------------- Steven Church of Bloomberg News reports that a federal judge threw out the bankruptcy case for 3M Co.'s Aearo Technologiesunit, effectively ending the company's effort to use Chapter 11 to resolve 230,000 lawsuits alleging it was liable for faulty earplugs it made. US Bankruptcy Judge Jeffrey Graham sided with a committee representing current and former soldiers suing the company for hearing damage that they claim was caused by faulty earplugs. Aearo Technologies filed bankruptcy last year, but failed to convince Graham to halt the lawsuits against 3M. Critics have attacked the use of bankruptcy by profitable companies like 3M and health care giant Johnson & Johnson. About Aearo Technologies Aearo Technologies -- https://earglobal.com/en -- is a 3M company that designs, manufactures, and sells personal protection equipment. The Company offers prescription and non-prescription safety eye wear, face shields, hard hats, and respirators. Aearo serves customers worldwide. To address claims related to the Combat Arms Earplugs Version 2, Aearo Technologies LLC and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ind. Lead Case No. 22-02890) on July 26, 2022. In the petition filed by John R. Castellano, as authorized signatory, Aearo Technologies estimated assets and liabilities between $1 billion and $10 billion each. 3M is not a debtor in the Chapter 11 cases. 3M has committed $1 billion to fund a trust allocated for Combat Arms claims. Kirkland & Ellis LLP is serving as legal counsel and AlixPartners LLP is serving as restructuring advisor to Aearo Technologies. Ice Miller LLP, is serving as bankruptcy co-counsel to the Debtors. Kroll is the claims agent. PJT Partners is serving as financial advisor and White & Case LLP is serving as legal counsel to 3M. AEROFARMS INC: Starts Chapter 11 Bankruptcy Protection Process -------------------------------------------------------------- AeroFarms Inc., an indoor vertical farmer that sells greens in grocery chains including Whole Foods and Harris Teeter, filed for Chapter 11 bankruptcy amid a wider slowdown in the industry. The Newark, New Jersey-based company listed $50 million to $100 million of liabilities in a petition filed in Delaware on Thursday. A group of existing investors will provide the company with $10 million to help it fund itself during the bankruptcy process, according to a statement, Bloomberg News reported. Produce News reports that at the time of its bankruptcy filing, the company said it was looking to have limited disruptions to its on-going core business operations. The company has also entered into an agreement with an existing group of AeroFarms investors to provide $10 million in debtor-in-possession financing, as part of a larger round of financing that includes those investors. Coincident with the bankruptcy filings, the company announce that David Rosenberg, co-founder and CEO, decided to step down from his CEO role and will work as a special advisor to the board. Chief Financial Officer Guy Blanchard assumed the additional role of president of AeroFarms. While the vertical farming industry has recently faced significant industry and capital market headwinds, AeroFarms said its critical Danville, VA, farm continues to scale according to plan, and AeroFarms microgreens have become a dominant market leader at retail. "We are fortunate to have existing investors who continue to believe in AeroFarms and are confident that we can hit our targeted profitable operations for our Danville farm," said Blanchard. In mid-June AeroFarms announced it has expanded retail availability of its award-winning microgreens at both Walmart and Stop & Shop across the Mid-Atlantic and Northeast, respectively. Of the expansion, Marc Oshima, AeroFarms cofounder and chief marketing officer, said, "AeroFarms is excited to bring our flavorful and nutritious microgreens to even more consumers. We are proud to offer a unique flavor lineup and continue to expand our retail presence to meet the growing demand of our consumers." About AeroFarms Inc. AeroFarms, Inc., is engaged in large-scale commercial indoor vertical farming, using proprietary aeroponic technology to grow differentiated leafy greens products while using up to 95% less water and zero pesticides. AeroFarms operates two commercial farms, which are located in Danville, Virginia and Newark, New Jersey, where they also have their Company headquarters. AeroFarms, Inc., and affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10737) on June 8, 2023. In the petition signed by Guy Blanchard, president and CEO, the Debtor disclosed up to $500 million in assets and up to $100 million in liabilities. Judge Mary F. Walrath oversees the case. The Debtors tapped DLA Piper LLP (US) as general bankruptcy counsel, CloudPoint Capital LLC as investment banker, ICR, LLC as communications and consulting services provider, and Omni Agent Solutions as notice and claims agent. AFTERSHOCK COMICS: Court OKs Deal on Cash Collateral Access ----------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California, San Fernando Division, authorized Aftershock Comics, LLC and Rive Gauche Television to use cash collateral on an interim basis to in accordance with their agreement with Access Road Capital, LLC. The Debtor requires the use of cash collateral to fund operations. ARC is the Debtors' senior secured lender. The Debtors originally borrowed $11.090 million from ARC in March 2020. The Debtors are jointly and severally liable to repay the Loan. ARC and the Debtors entered into a subsequent agreement that provided the Debtors with a $2.392 million line of credit. The Debtors are jointly and severally liable to repay the Loan, and the Lender asserts the Loan is secured by all, or substantially all, of the Debtors' assets. ARC filed duplicate proofs of claims in each of the Debtors' bankruptcy cases in the amount of $15.651 million as secured claims. The parties agree that the Debtors are authorized to continue using cash collateral through the week of July 28, 2023, in accordance with the proposed budget. For purposes of settlement under the terms thereof only, and in full satisfaction and settlement of ARC's claims against the Debtors and Jon Kramer pursuant to Kramer's personal guaranties, the Debtors agreed to pay ARC on account of its asserted secured claim, the amount of $14 million by June 30, 2023. A continued hearing on the matter is set for June 22. A copy of the stipulation is available at https://urlcurt.com/u?l=J2k18O from PacerMoniotor.com. A copy of the order is available at https://urlcurt.com/u?l=R6KHaN from PacerMonitor.com. About AfterShock Comics AfterShock Comics, LLC -- https://Aftershockcomics.com -- is an American comic book publisher launched in 2015. The company is based in Sherman Oaks, Calif. AfterShock Comics and affiliate Rive Gauche Television filed petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Lead Case No. 22-11456) on Dec. 19, 2022. Judge Martin R. Barash oversees the cases. At the time of filing, AfterShock Comics reported $10 million to $50 million in both assets and liabilities while Rive Gauche reported $50 million to $100 million in assets and $10 million to $50 million in liabilities. The Debtors are represented by David L. Neale, Esq., at Levene, Neale, Bender, Yoo & Golubchik L.L.P. The U.S. Trustee for Region 16 appointed two separate committees to represent unsecured creditors in the Chapter 11 cases of AfterShock Comics, LLC and Rive Gauche Television. ALLIANCE HOSPITALITY: Taps Lee and Associates as Real Estate Agent ------------------------------------------------------------------ Alliance Hospitality, LLC received approval from the U.S. Bankruptcy Court for the District of Nebraska to hire Lee and Associates to market and sell its real property in Box Butte County, Neb. The Debtor has agreed to pay Lee and Associates a fee equal to 4 percent of the ultimate purchase price for its assets. S. Scott Moore, a principal at Lee and Associates, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: S. Scott Moore Lee and Associates 12020 Shamrock Plaza #333 Omaha, NE 68154 Phone: 531-721-2888 About Alliance Hospitality Alliance Hospitality, LLC operates the hotel American Inn at 1419 West 3rd St., Alliance, Neb. On Sept. 26, 2022, Alliance Hospitality filed for Chapter 11 protection (Bankr. D. Neb. Case No. 22-40840), with $1 million to $10 million in assets and $500,000 to $1 million in liabilities. Anupam Dave, member, signed the petition. Judge Thomas L. Saladino oversees the case. The Debtor is represented by Patrick Raymond Turner, Esq., at Turner Legal Group, LLC. AMERICAN HARVEST: Gets OK to Hire Steffes Group as Auctioneer ------------------------------------------------------------- American Harvest, Inc. and ITC Grain International received approval from the U.S. Bankruptcy Court for the District of Montana to hire Steffes Group, Inc. The Debtors require the services of an auction firm to oversee the online auction of their properties, including their agricultural equipment and rolling stock. Steffes Group will receive a commission equal to 7 percent of the gross sales proceeds. Jesse May, member of Steffes Group, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. Steffes Group can be reached at: Jesse May Steffes Group 2000 Main Ave. E West Fargo, ND 58078-2210 Tel: (701) 237-9173 Fax: (701) 237-0976 About American Harvest American Harvest, Inc. operates an oilseed and grain farming business. The company is based in Sidney, Mont. American Harvest filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Mont. Case No. 22-10031) on March 25, 2022, listing up to $10 million in assets and up to $500,000 in liabilities. Gary L. Rainsdon serves as Subchapter V trustee. Judge Benjamin P. Hursh oversees the case. Steven M. Johnson, Esq., at Church, Harris, Johnson and Williams, P.C. serves as the Debtor's legal counsel. AMERIMARK INTERACTIVE: Closes $97 Million Chapter 11 Sales ---------------------------------------------------------- Vince Sullivan of Law360 reports that bankrupt catalog retailer AmeriMark Interactive LLC told a Delaware federal judge Tuesday, June 6, 2023, that it had a successful auction that resulted in a pair of transactions valued at around $97 million and that it was finalizing asset purchase agreements with the winning bidders. About AmeriMark Interactive AmeriMark Interactive, LLC, and affiliates are a direct marketer of women's apparel, shoes, name-brand cosmetics, fragrances, jewelry, watches, accessories, and other related products. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10438) on April 11, 2023. The petition was signed by Stuart Noyes, their chief restructuring officer. As of January 2023, the Debtors, on a consolidated book-value basis, had total assets of approximately $220 million and total liabilities of approximately $400 million. Judge Thomas M. Horan oversees the case. The Debtors tapped McDonald Hopkins LLC as general bankruptcy counsel, Morris, Nichols, Arsht and Tunnell LLP as co-counsel, Riveron Management Services, LLC as CRO services provider, Consensus Advisory Services LLC and Consensus Securities LLC as financial advisor and investment banker, and Stretto as notice, claims and balloting agent. ANGIE'S TRUCKING: Seeks Cash Collateral Access ---------------------------------------------- Angie's Trucking, Inc. asks the U.S. Bankruptcy Court for the Southern District of Alabama for authority to use cash collateral to meet its payroll and to purchase inventory and supplies needed in the operation of its business. The Debtor has no other funds with which to pay the expenses and if the expenses are not paid the Debtor will be unable to continue its business. A copy of the motion is available at https://urlcurt.com/u?l=7s2nEK from PacerMonitor.com. About Angie's Trucking Angie's Trucking, Inc. filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ala. Case No. 23-10912) on April 24, 2023, with as much as $1 million in both assets and liabilities. Judge Jerry C. Oldshue oversees the case. Frances Hoit Hollinger, LLC, serves as the Debtor's counsel. AP ORANGEVALE: June 16 Deadline Set for Panel Questionnaires ------------------------------------------------------------ The United States Trustee is soliciting members for committee of unsecured creditors in the bankruptcy case of AP Orangevale, LLC. If a party wishes to be considered for membership on any official committee that is appointed, it must complete a questionnaire available at https://tinyurl.com/2s3mukaj and return by email it to Hannah.McCollum -- Hannah.McCollum@usdoj.gov -- at the Office of the United States Trustee so that it is received no later than 4:00 p.m., on June 16, 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 AP Orangevale AP Orangevale, LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10687) on May 29, 2023. In the petition signed by Richard Sabella manager, the Debtor disclosed up to $1 million to $10 million in assets and up to $1 million to $10 million in liabilities. Cross & Simon, LLC represent the Debtor as legal counsel. APA INDUSTRIES: AG Twin's $1.5M Loan Has 89% Markdown ----------------------------------------------------- AG Twin Brook Capital Income Fund has marked its $1,523,000 loan extended to A.P.A. Industries, LLC to market at $169,000 or 11% of the outstanding amount, as of March 31, 2023, according to a disclosure contained in AG Twin's Form 10-Q for the Quarterly Period ended March 31, 2023, filed with the Securities and Exchange Commission. AG Twin is a participant in a First Lien Senior Secured Revolving Loan to A.P.A. Industries, LLC. The loan accrues interest at a rate of 11.41% (S+ 6.25%) per annum. The loan matures on January 10, 2028. AG Twin Brook Capital Income Fund is a Delaware statutory trust which was formed on January 27, 2022. AGTB Fund Manager, LLC, a wholly-owned subsidiary of Angelo, Gordon & Co L.P., serves as the investment adviser of the Company. The Advisor is registered as an investment adviser with the U.S. Securities and Exchange Commission under the Investment Advisers Act of 1940. The Company has elected to be regulated as a business development company under the Investment Company Act of 1940. The Company intends to elect to be treated for federal income tax purposes, and intends to qualify annually thereafter, as a regulated investment company as defined under Subchapter M of the Internal Revenue Code of 1986, as amended. APA LLC distributes HVAC products and supplies. The Company provides products including fans, blowers, exhausters, ventilators, air handling units, variable air volume terminals, air filtration, and condensing units. APA also provides maintenance, repairs, upgrades, replacement, training, and engineering support services. ASCEND PERFORMANCE: S&P Lowers ICR to 'B+' on Weak Performance -------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Ascend Performance Materials Operations LLC to 'B+' from 'BB-'. At the same time, S&P lowered the issue-level rating on Ascend's senior secured term loan to 'B+' from 'BB-'. The recovery rating is unchanged at '3'(50%). The negative outlook reflects Ascend's weak credit metrics for the current rating and S&P's expectation that the company will have elevated credit metrics over the next 12 months. The downgrade reflects Ascend's weak 2022 earnings and S&P's expectation for continued weakness in 2023. Over the past two quarters, Ascend faced challenges due to supply chain issues, weak demand, and excess inventory. Moreover, a winter freeze in December 2022 caused one of their facilities to temporarily shut down, in order to continue serving their customers the company made the strategic decision to purchase intermediate chemicals from third parties at a cost above their own production. S&P now anticipates its leverage metrics will remain elevated over the next year. In the absence of any large, debt-funded acquisitions or shareholder returns, it projects S&P Global Ratings-adjusted funds from operations (FFO) to debt of 10%-15% over the next 12 months. Many of the company's reporting segments continue to experience weak sales volume, caused by continued customer destocking and underlying demand softness across the consumer and industrial and electronics end markets. S&P said, "We expect underlying demand to remain challenged at least in the first half of 2023, but we anticipate slight improvement in the back half of the year. "We believe Ascend's sales volumes will gradually improve through the year, although at a slower pace than we initially expected, as demand in China recovers and raw material prices stabilize. Even though we anticipate these issues to improve, and help margins and volumes in 2023, we still expect 2023 demand across the globe and credit metrics to remain soft." S&P assesses Ascend's business risk as weak. This reflects S&P's view of its relatively narrow focus on nylon 6,6 and intermediate chemicals, somewhat offset by modest end-market diversity and an improved product mix. In addition, Ascend operates in cyclical end markets, and competitive pressures change based largely on commodity input prices. The company's propylene-based products, produced in a cost advantaged market as the U.S., face competition from butadiene-based products from North America, such as from competitor Invista Equities LLC. Environmental risks remain elevated as many of the intermediates used to produce nylon 6,6 are hazardous or toxic. S&P considers several favorable characteristics in its assessment of Ascend. This includes the company's position as one of only two large, global nylon 6,6 players with proprietary technology for adiponitrile production, a key intermediate compound. Ascend also benefits from production facilities near raw material suppliers and each other, which keeps transport costs low. S&P expects the increasing shift toward electric vehicles, which use many of the company's products, and continued steady demand in housing, construction, and industrial activity will translate to greater demand for nylon 6,6 applications. Ascend's very high proportion of sales via contracts with price pass-through mechanisms offsets much but not all the risk from unpredictable input costs. S&P believes the company remains somewhat exposed to volatile raw material prices. S&P said, "The negative outlook reflects our expectation that Ascend's credit metrics will remain elevated over the next 12 months as volumes and demand slowly stabilize. It will likely use future free cash flows to pay down its draw on the revolving credit facility of more than $250 million. We expect the engineered plastics and automotive-related products segments to be favorable given we anticipate both industries to grow at or above the U.S. GDP. However, we anticipate the company's other end markets, such as consumer and industrial, to see poor demand due to continued weak macroeconomic conditions. We expect Ascend to maintain its leverage metrics, with debt to EBITDA at or below 5x and FFO to debt of about 12%. Additionally, our assessment reflects our belief that Ascend will not pursue large, debt-funded shareholder rewards as a result of financial sponsor SK Titan." S&P could lower the rating on Ascend if: -- Ascend's end-market demand weakens further, and sales of higher-margin products decline. In this scenario, S&P would expect EBITDA margins to remain at or below 10%, FFO to debt below 12%, and debt to EBITDA of more than 5x, with no immediate prospect for improvement; -- It pursues sizable debt-funded shareholder rewards or acquisitions; or -- Liquidity weakens to less than 1.2x sources over uses. Ascend's financial risk profile is capped at aggressive due to financial-sponsor ownership by SK Titan. S&P could take raise its rating on Ascend over the next 12 months if: -- It improves its end-market and product diversity and mix, leading to better profitability and margins; -- FFO to debt recovers and rises above 20% on a sustainable basis; or -- Sponsor ownership falls below 40%. ESG credit indicators: E-3, S-2, G-3 S&P said, "Environmental factors are a moderately negative consideration in our credit rating analysis of Ascend, primarily a commodity chemical producer. The asset-intensive nature of Ascend's nylon 6.6 and intermediaries commodity chemical production lends itself to scrutiny and regulations related to carbon dioxide emissions, waste, and pollution. Governance is moderately negative consideration, as is the case for most rated private equity-owned entities. We view financial sponsor-owned companies with aggressive financial risk profiles as demonstrating corporate decision-making that prioritizes the interests of the controlling owners, typically with finite holding periods and a focus on maximizing shareholder returns." ATLAS CUSTOM: Property Sale Proceeds to Fund Plan Payments ---------------------------------------------------------- Atlas Custom Homes, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Texas a Disclosure Statement describing Chapter 11 Plan. The Debtor was formed in 2010 for the purpose of constructing homes. The Debtor's principal Doug Haley has more than 30 years of homebuilding experience. At the time of the bankruptcy, the Debtor had six projects in various stages of completion. The Debtor had the following properties: 184 Top Flight, Weatherford, Texas; 192 Top Flight, Weatherford, Texas; 1109 Clubhouse, Weatherford, Texas; 405 Kolb, Aledo, Texas; 12716 Bella Sereno, Ft Worth, Texas; and 7537 Tour Trail, Benbrook, Texas. Since the filing of the bankruptcy, the Debtor has been unable to obtain new financing to complete the projects. As a result, the Debtor has rejected all the existing sales contracts and has made the decision to sell the properties in their current condition to repay the creditors. The Debtor has employed a real estate agent and is actively marketing the properties. Class 6 consists of Allowed Unsecured Claims. All unsecured creditors of Debtor shall share pro rata in the unsecured creditors pool. The Unsecured Creditors Pool shall consist of all funds remaining after the sale of the Properties and the payments to creditors in Classes 1 through 4. The Class 6 creditors are impaired. The current owner wil receive no payments under the Plan, and the current owner shall retain her existing ownership interest. Debtor anticipates the sale of the properties to fund the Plan. The Debtor shall not continue in operations under this Plan other than in connection with the sale of the properties. A full-text copy of the Disclosure Statement dated June 12, 2023 is available at https://urlcurt.com/u?l=PzEKbs from PacerMonitor.com at no charge. Attorneys for Debtor: Eric A. Liepins, Esq. Eric A. Liepins, PC 12770 Coit Road, Suite 850 Dallas, TX 75251 Telephone: (972) 991-5591 Facsimile: (972) 991-5788 Email: eric@ealpc.com About Atlas Custom Homes Atlas Custom Homes, Inc., a company in Fort Worth, Texas, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 23-40023) on Jan. 3, 2023, with up to $50,000 in assets and $1 million to $10 million in liabilities. Douglas Haley, president of Atlas Custom Homes, signed the petition. Eric A. Liepins, Esq., at Eric A. Liepins, P.C. represents the Debtor as counsel. AUGUST LILLY: Wins Interim Cash Collateral Access ------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Florida, Pensacola Division, authorized August Lilly, LLC d/b/a Smashburger, to use cash collateral on a final basis in accordance with the budget. The Court said the Debtor may use the cash collateral that the Florida Department of Revenue has an interest, conditioned on the Debtor paying the Florida Department of Revenue $500 per month until confirmation of a Chapter 11 plan. The Florida Department of Revenue will have a replacement lien and security interest in the Debtor's assets to the same extent that the Florida Department of Revenue held a prepetition security interest or lien in assets immediately prior to the filing of the petition commencing the case. A copy of the order is available at https://urlcurt.com/u?l=ompIQ5 from PacerMonitor.com. About August Lilly, LLC August Lilly, LLC operates a Smashburger quick service restaurant in Destin, Florida. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Fla. Case No. 23-30314) on May 5, 2023. In the petition signed by David Gershaw, owner, the Debtor disclosed up to $50,000 in assets and up to $1 million in liabilities. Judge Jerry C. Oldshue Jr oversees the case. W. Wright III, Esq., at Bruner Wright, P.A., represents the Debtor as legal counsel. AZURE DEVELOPMENT: Files Amendment to Reorganization Plan --------------------------------------------------------- Azure Development, Inc. submitted a First Amendment to the Plan of Reorganization. On April 20, 2023, Debtor filed its Plan of Reorganization. On that same date, Debtor filed its Disclosure Statement with its Exhibits. Considering Debtor's representative conversations with Londex International, LLC and the attached letter of intent executed therewith, Debtor understands that the selling process of its two Properties at Luquillo, Puerto Rico can be expedited and completed on or before 2 years from the Effective Date of the Plan. After verifying Cost Control Company, Inc.'s finances, the Debtor can commence the payments to Triangle Cayman Asset Company under the Plan as follows: Class 1 - Triangle Cayman Asset, Co. (a) Impairment and Voting - Class 1 is impaired under the Plan and is entitled to vote to accept or reject the Plan. (b) Treatment - Triangle's claim secured by first mortgages on Debtor's properties at Mata de Platano Ward, Luquillo, Puerto Rico (the "Properties"), as finally allowed by the Court, shall be paid in full through monthly payments of $14,219.48, including principal and interest at 8% per annum, during a 24-month period commencing on October 1, 2023 or the Effective Date whichever occurs first, or paid in full upon the sale of the Properties at any time before the expiration of the 24-month period. Upon the completion of the permitting process for the development of the Properties during the 24-month period, the Debtor will continue to aggressively market and sell the Properties for not less than $4,500,000, and with the proceeds of the sale, will pay any balance due on Triangle's claim at that time. During the 24-month period, Cost Control Company, Inc. ("Cost Control"), Debtor's affiliate, will provide monthly cash advances to Debtor of approximately $12,000 to fund Debtor's payments under the Plan during that period. Triangle will retain its lien on the Properties until the full payment of its claim. If the Debtor is unable to sell the Properties within the 24-month period, the Debtor agrees for the proceeding in Case No. NSCI2015-00410 before the Court of First Instance of Puerto Rico, Fajardo Section to continue unabated by entering into a consented judgement to that effect. Attorney for the Debtor: Charles A. Cuprill Hernandez, Esq. CHARLES A. CUPRILL HERNANDEZ, P.S.C., LAW OFFICES 356 Fortaleza Street, Second Floor San Juan, P.R. 00901 Tel: (787) 977-0515 Fax: (787) 977-0518 A copy of the Amended Plan of Reorganization dated June 2, 2023, is available at bit.ly/3J0dV5v from PacerMonitor.com. About Azure Development Azure Development, Inc., owns properties in Luquillo, P.R., valued at $3.14 million. The company is based in San Juan, P.R. Azure Development filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 23-00462) on Feb. 18, 2023, with $3,142,794 in assets and $3,246,910 in liabilities. Jose Ricardo Martinez, vice-president of Azure Development, signed the petition. Judge Enrique S. Lamoutte Inclan oversees the case. The Debtor tapped Charles A. Cuprill, P.S.C., Law Offices as bankruptcy counsel and CPA Luis R. Carrasquillo & Co., P.S.C., as financial advisor. BEVERLY COMMUNITY: Seeks to hire Colliers International as Broker ----------------------------------------------------------------- Beverly Community Hospital Association and its affiliates seek approval from the U.S. Bankruptcy Court for the Central District of California to employ Colliers International Greater Los Angeles, Inc. The Debtors require the services of a real estate broker in connection with the sale of their properties in Montebello, Calif. These properties include a hospital located at 309 W. Beverly Blvd., Montebello, and 15 other properties. With respect to the sale of the hospital, the total commission earnable by Colliers is as follows: -- 2 percent of the purchase price up to $20,000,000; -- 3 percent of the that portion of the purchase price between $20,000,000 and $40,000,000; -- 4 percent of that portion of the purchase price in excess of $40,000,000. With respect to the sale of the other properties, the total commission is as follows: -- 3 percent of the aggregate purchase price for the properties up to $15,000,000; -- 4 percent of that portion of the aggregate purchase price for the properties in excess of $15,000,000. As disclosed in court filings, Colliers is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Ricardo Pacheco Colliers International Greater Los Angeles, Inc. 365 S. Figueroa Street, Suite 3500 Los Angeles, CA 90017 Phone: +1 213-627-1214 Email: Ricardo.Pacheco@colliers.com About Beverly Community Hospital Association Beverly Community Hospital Association and affiliates operate general medical and surgical hospitals. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Lead Case No. 23-12359) on April 19, 2023. In the petition signed by its chief executive officer, Alice Cheng, Beverly Community disclosed $1 million to $10 million in assets and $100 million to $500 million in liabilities. Judge Sandra R. Klein oversees the case. The Debtors tapped Sheppard, Mullin, Richter and Hampton, LLP as bankruptcy counsel; Orrick, Herrington & Sutcliffe, LLP as special and conflicts counsel; and Triple P RTS, LLC, a wholly owned subsidiary of Portage Point Partners, LLC, as restructuring advisor. The U.S. Trustee for Region 16 appointed an official committee to represent unsecured creditors in the Chapter 11 case of Beverly Community Hospital Association. The committee is represented by Tania Moyron, Esq. BITTREX INC: Justice Dept. Opposes Customer Account Withdrawal Bid ------------------------------------------------------------------ Alex Wolf of Bloomberg Law reports that the Justice Department challenged bankrupt crypto exchange Bittrex Inc.'s court request to honor customer withdrawals of cash and digital assets, saying the move would lead to premature creditor distributions while harming the government's ability to recover $29.3 million in settlement funds. After filing for bankruptcy in early May 2023, Bittrex quickly asked the US Bankruptcy Court for the District of Delaware to allow account holders to withdraw currency and crypto holdings from the platform. The United States says it objects to the Motion for three reasons: (1) the critical vendor standard does not support the relief sought; (2) it is premature; and (3) it improperly attempts to subordinate creditors outside of a plan. The Motion seeks to allow customers to withdraw cryptocurrency assets and fiat currency before the confirmation date because all these issues will be settled in the Plan. However, the settlement standard is not the critical vendor standard. The Debtors have not demonstrated why the issues of ownership of cryptocurrency assets needs to be determined prior to the confirmation of the Plan. Finally, siloing creditors into subordinated classes outside of the confirmation hearing is improper. For these reasons, the United States seeks denial of the Motion. About Bittrex Inc. Bittrex is a regulated digital assets exchange platform. Desolation Holdings and three of its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del., Lead Case No. 23-10597) on May 8, 2023. Desolation Holdings' debtor-affiliates are Bittrex, Inc., Bittrex Malta Holdings Ltd. and Bittrex Malta Ltd. At the time of filing, the Debtors estimated consolidated assets of $500 million to $1 billion in assets and $500 million to $1 billion in liabilities. The Hon. Brendan Linehan Shannon presides over the cases. Quinn Emanuel Urquhart & Sullivan, LLP, led by partner Patricia B. Tomasco, is the Debtors' counsel. Berkeley Research Group, LLC is the Debtors' restructuring advisor. Omni Agent Solutions is the claims agent. BITTREX INC: Repayment Plan Faces U.S. Government Objection ----------------------------------------------------------- Jack Schickler of Coin Desk reports that a proposal by bankrupt crypto exchange Bittrex for returning customer cash and crypto faces a legal challenge from the U.S., which is still owed millions for sanctions violations, according to a Wednesday court filing. The firm's U.S. arm filed for bankruptcy on May 8, 2023, after regulators accused it of operating an unlawful securities exchange and after it reached a settlement worth around $30 million with the Treasury for allowing business from customers in Iran, Cuba and Crimea. Four days later, the company sought court permission to let customers withdraw their holdings without the expense and delay of litigation. The U.S. government, whose Financial Crimes Enforcement Network (FinCEN) is owed $5 million, says it's not right to play favorites. "Siloing creditors into subordinated classes outside of the confirmation hearing is improper,” the government's filing said. The Bittrex companies “have not demonstrated why the issues of ownership of cryptocurrency assets needs to be determined prior to the confirmation of the [bankruptcy] plan." Bittrex's U.S. arm holds $50 million in customer cash and $250 million in customer crypto. The Maltese operating company, which also filed for bankruptcy, has $120 million in customer cash and crypto, and both have enough assets to honor withdrawals, lawyers representing the company have previously told the Delaware court. Previous interventions by the government have proved decisive in scuppering crypto bankruptcy plans. An offer from Binance to buy the assets of defunct crypto lender Voyager was abandoned after delays caused by the Securities and Exchange Commission (SEC), which argued the fine print would have absolved those involved from breaches of tax or securities law. The SEC has since sued Binance. A hearing on Bittrex's plan to allow withdrawals will be held June 14, 2023. About Bittrex Inc. Bittrex is a regulated digital assets exchange platform. Desolation Holdings and three of its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del., Lead Case No. 23-10597) on May 8, 2023. Desolation Holdings' debtor-affiliates are Bittrex, Inc., Bittrex Malta Holdings Ltd. and Bittrex Malta Ltd. At the time of filing, the Debtors estimated consolidated assets of $500 million to $1 billion in assets and $500 million to $1 billion in liabilities. The Hon. Brendan Linehan Shannon presides over the cases. Quinn Emanuel Urquhart & Sullivan, LLP, led by partner Patricia B. Tomasco, is the Debtors' counsel. Berkeley Research Group, LLC is the Debtors' restructuring advisor. Omni Agent Solutions is the claims agent. BRIAN SMITH LAW OFFICES: Taps Ballard & Watson as Special Counsel ----------------------------------------------------------------- The Law Offices of Brian Smith, LLC received approval form the U.S. Bankruptcy Court for the District of Southern Carolina to hire Ballard & Watson as its special counsel. The Debtor needs the firm's legal advice on ethical questions related to its duty under the South Carolina Model Rules of Professional Conduct. The firm will charge $175 per hour for its services. As disclosed in court filings, Ballard & Watson is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Desa Ballard, Esq. Ballard & Watson, Attorneys at Law P.O. Box 6338 West Colombia, SC 29171-6338 Phone: (843) 796-9299/(803) 796-9299 Fax: 803-796-1066 About Law Offices of Brian Smith The Law Offices of Brian Smith, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. S.C. Case No. 23-00235) on Jan. 25, 2023, with $1 million to $10 million in both assets and liabilities. Brian Smith, owner and managing member, signed the petition. Judge Helen E. Burris oversees the case. The Debtor tapped Robert H. Cooper, Esq., at Cooper Law Firm as bankruptcy counsel; Ballard & Watson as special counsel; and Ballard Forensics, LLC as accountant. Equal Justice Access Fund LP, as lender, is represented by Weyman C. Carter, Esq., at Burr & Forman, LLP. BRIAN SMITH LAW OFFICES: Taps Ballard Forensics as Accountant ------------------------------------------------------------- The Law Offices of Brian Smith, LLC received approval from the U.S. Bankruptcy Court for the District of South Carolina to hire Ballard Forensics, LLC. The Debtor requires an accountant to review and reconcile three IOLTA accounts. Ballard Forensics will charge $175 per hour for its services. The firm received a retainer in the amount of $3,500. Mara Ballard, owner of Ballard Forensics, disclosed in a court filing that her firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. Ms. Ballard can be reached at: Mara Ballard, CFE, CMA Ballard Forensics, LLC 122 Lamar Lane West Columbia, SC 29170 Email: mara@ballardforensics.com About Law Offices of Brian Smith The Law Offices of Brian Smith, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. S.C. Case No. 23-00235) on Jan. 25, 2023, with $1 million to $10 million in both assets and liabilities. Brian Smith, owner and managing member, signed the petition. Judge Helen E. Burris oversees the case. The Debtor tapped Robert H. Cooper, Esq., at Cooper Law Firm as bankruptcy counsel; Ballard & Watson as special counsel; and Ballard Forensics, LLC as accountant. Equal Justice Access Fund LP, as lender, is represented by Weyman C. Carter, Esq., at Burr & Forman, LLP. C&D TECHNOLOGIES: Moody's Ups CFR & Secured First Lien Debt to B2 ----------------------------------------------------------------- Moody's Investors Service upgraded C&D Technologies, Inc. corporate family rating to B2 from B3, probability of default rating to B2-PD from B3-PD, and senior secured rating to B2 from B3. The outlook is stable. The upgrade of C&D's ratings reflects the company's increasing scale, improving profitability, and reduction in debt-to-EBITDA. "C&D Technologies' pricing power has resulted in lower financial leverage that reduces the company's refinancing risk," said Brian Silver, Moody's Vice President-Senior Analyst. Upgrades: Issuer: C&D Technologies, Inc. Corporate Family Rating, Upgraded to B2 from B3 Probability of Default Rating, Upgraded to B2-PD from B3-PD Backed Senior Secured 1st Lien Bank Credit Facility, Upgraded to B2 from B3 Outlook Actions: Issuer: C&D Technologies, Inc. Outlook, Remains Stable RATINGS RATIONALE C&D's ratings reflect its well-established position as a leading battery manufacturer with good end-market, customer and geographic diversification. C&D derives roughly 63% of its annual revenue from aftermarket battery replacement, which is recurring and enhances topline visibility. Solid demand for C&D's motive and stationary products contribute to a healthy backlog and pricing power. C&D's liquidity is supported by cash and ABL availability aggregating over $100 million. However, C&D is also private equity owned and moderately sized with a narrow product focus. In addition, C&D had high debt-to-LTM EBITDA of approximately 5.1 times at 1Q23. Moody's expects some volume declines in motive and increasing investment in the lithium business will pressure profitability in 2023. Debt-to-EBITDA will remain below 5.5 times throughout the year before improving thereafter. Moody's expects C&D to have adequate liquidity over the next 12 months. C&D's liquidity is supported by ABL availability of $98 million on a $180 million facility that expires in June 2027. The company is expected to have negative free cash flow of $20 to $30 million in 2023, resulting from both working capital outflows and relatively large capital investment. The revolver has springing covenants that are tested when excess availability is less than 10% of the facility amount ($15.5 million) requiring minimum interest coverage of 1.0 times. Moody's do not expect the covenants will be tested over the next twelve months, however, if the covenants were tested Moody's would expect the company to be in compliance. The stable outlook reflects Moody's expectation that over the next 12 months C&D's topline will grow 5% and profit margin will moderate, but debt-to-EBITDA will be remain below 5.5 times. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if C&D grows its size and scale, and debt-to-EBITDA approaches 3.5 times. Moody's would also expect the company to improve liquidity, including positive free cash flow and reduced reliance on the ABL facility. The ratings could be downgraded if C&D's revenue declines or debt-to-EBITDA is sustained above 5.5 times. In addition, the ratings could also be downgraded if (EBITDA-Capex)/interest declines below 1 time. The principal methodology used in these ratings was Manufacturing published in September 2021. C&D Technologies, Inc., headquartered in Horsham, PA, is a leading designer and manufacturer of both flooded and valve regulated lead-acid batteries (VRLA). C&D has a motive segment that provides batteries for golf carts, floor scrubbers, aerial work platforms and other low speed electric vehicles, as well as a stationary segment that manufactures batteries for standby power applications. C&D is controlled by affiliates of KPS Capital Partners, LP. CALPLANT I: Seeks Mid-August Hearing on Plan -------------------------------------------- CalPlant I Holdco, LLC, et al., filed a motion for entry of an order approving the Combined Disclosure Statement and Joint Chapter 11 Plan of CalPlant I Holdco, LLC and CalPlant I, LLC on an interim basis and for solicitation purposes only and granting related relief. A hearing on the Motion is scheduled for June 27, 2023, at 10:00 AM at US Bankruptcy Court, 824 Market St., 5th Fl., Courtroom #5, Wilmington, Delaware. Objections are due by June 20, 2023. This Plan provides for the Debtors' emergence from the Chapter 11 Cases. Namely, upon the occurrence of the Effective Date: (a) all of the Assets will vest in the Liquidating Trust, and the Liquidating Director will liquidate the Assets pursuant to the Liquidating Trust Agreement; and (b) the proceeds of the Exit Facility Bonds will also vest in the Liquidating Trust. The Net Proceeds from liquidation of the Assets, including proceeds from Retained Causes of Action, will be used by the Liquidating Director to satisfy the costs and expenses of the Liquidating Director, to repay the Exit Facility Bonds, and to make distributions to holders of Allowed Claims in accordance with and subject to the terms of this Plan. In addition, the Liquidating Director will also be responsible for resolving Disputed Claims; pursuing Retained Causes of Action, monitoring and supervising the activities of the Liquidating Debtors (including the filing of any pleadings or other motions with this Court) and the Plant Liquidator; and performing any other duties delegated to the Liquidating Director under this Plan. In accordance with these precepts, the Plan provides the pertinent information necessary for eligible holders of Claims and Interests to make an informed decision about whether to vote to accept or reject the Plan. The Debtor proposes these key dates proposed to be established by the Proposed Solicitation Procedures, subject to the Court's availability, is set forth below: * The Debtors propose that the Court establish June 22, 2023 for purposes of determining which holders of Claims are entitled to receive a ballot to vote to accept or reject the Plan. * The Debtors will finish the plan solicitation period by mailing the Solicitation Packages to the Voting Classes within 3 business days following entry of the Proposed Solicitation Procedures, or as soon as reasonably practicable thereafter. * The Court set the deadline for filing and serving a 3018 Motion as July 14, 2023, at 4:00 p.m. (prevailing Eastern Time). * The File Plan Supplement will be on July 26, 2023. * The Debtors further request that objections to confirmation of the Plan, including final approval of the adequacy of the disclosures contained therein, if any, must be filed with the Court and served on the Notice Parties, so that they are received no later than 4:00 p.m. (prevailing Eastern Time) on August 3, 2023. * The Debtors propose that any Ballot being cast must be properly executed, completed, and delivered by mail, email, overnight courier, personal delivery, or E-Ballot to the Voting Agent in accordance with the instructions set forth in the Ballot, so that the Ballot is actually received by the Voting Agent no later than August 4, 2023, at 4:00 p.m. (prevailing Eastern Time). * The Debtors must, if they deem necessary in their discretion, and any other party in interest may file a reply to any such objections or brief in support of approval of the Plan by no later than 12:00 p.m. (prevailing Eastern Time) on August 14, 2023. * The Debtors request that the confirmation hearing to consider confirmation of the Plan, including final approval of the adequacy of the disclosures therein, be set for August 15, 2023, at 11:00 a.m. (prevailing Eastern Time). Counsel to the Debtors: Eric J. Monzo, Esq. Brya M. Keilson, Esq. MORRIS JAMES LLP 500 Delaware Avenue, Suite 1500 Wilmington, DE 19801 Telephone: (302) 888-6800 Facsimile: (302) 571-1750 E-mail: emonzo@morrisjames.com bkeilson@morrisjames.com - and - Jennifer L. Marines, Esq. Benjamin Butterfield, Esq. Martha E. Martir, Esq. Miranda Russell, Esq. MORRISON & FOERSTER LLP 250 West 55th Street New York, NY 10019-9601 Telephone: (212) 468-8000 Facsimile: (212) 468-7900 E-mail: jmarines@mofo.com bbutterfield@mofo.com mmartir@mofo.com mrussell@mofo.com About CalPlant CalPlant I, LLC -- http://www.eurekamdf.com/-- is a Northern California-based company focused on manufacturing sustainably sourced building products, including the creation of the world's first no-added-formaldehyde, rice straw-based medium density fiberboard, Eureka MDF. CalPlant and its predecessor company, CalAg, LLC, have spent many years researching, developing, and patenting a process to make high-quality MDF using annually renewable rice straw as the feedstock, the disposal of which has posed environmental issues in California for decades. CalPlant I and CalPlant I Holdco, LLC sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-11302) on Oct. 5, 2021. The cases are handled by Honorable Judge John T. Dorsey. CalPlant I Holdco listed up to $100 million in assets and up to $50,000 in liabilities as of the bankruptcy filing while CalPlant I listed as much as $500 million in both assets and liabilities. The Debtors tapped Morrison & Foerster, LLP as bankruptcy counsel; Morris James, LLP as local bankruptcy counsel; Paladin Management Group as financial advisor; and KCoe Isom, LLP as auditor and tax services provider. Kroll's Restructuring Administration practice, formerly known as Prime Clerk, is the claims, noticing and administrative agent. CALUMET SPECIALTY: Moody's Rates New Unsec. Notes Due 2028 'Caa1' ----------------------------------------------------------------- Moody's Investors Service assigned a Caa1 rating to Calumet Specialty Products Partners, L.P.'s proposed senior unsecured notes due 2028. The existing ratings are unchanged, including the B3 Corporate Family Rating, B3-PD Probability of Default Rating, Caa1 ratings on the existing senior unsecured notes and the B1 rating on the senior secured notes. The Speculative Grade Liquidity Rating is unchanged at SGL-3. The rating outlook is stable. The proceeds from the proposed $300 million senior unsecured notes will be used to fully redeem the $200 million senior secured 2024 notes and tender for a portion of the senior unsecured notes due in 2025. "Calumet's debt refinancing extends the company's debt maturity profile," stated James Wilkins, Moody's Vice President. "The company's leverage will not change meaningfully as a result of the transaction." The following summarizes the rating activity. Assignments: Issuer: Calumet Specialty Products Partners, L.P. Senior Unsecured Global Notes, Assigned Caa1 RATINGS RATIONALE Calumet's proposed senior unsecured notes are rated Caa1, one notch below the B3 CFR, reflecting the fact that the three issues of senior unsecured notes (including the proposed notes) rank pari passu and make up the majority of the debt capital structure, but are lower in priority ranking compared to the secured obligations under the revolving credit facility. Calumet's balance sheet debt (as of March 31, 2023, pro forma for the proposed debt refinancing) includes the secured ABL revolving credit facility ($226 million drawn) and three unsecured notes issues totaling $1.1 billion. Calumet's unrestricted subsidiary, Montana Renewables, LLC (MRL), also has debt that was issued to finance the construction of its renewable diesel plant that is non-recourse to Calumet. The B3 CFR reflects Calumet's modest scale, elevated leverage and generally improving operating performance, but history of inconsistent free cash flow generation. The company's funds from operations in 2022 benefitted from high industry crack spreads and exceeded levels generated over the past five years. However, free cash flow was negative as a result of a large use of cash for working capital and capital expenditures at Montana Renewables, LLC. Moody's expects free cash flow generation to improve in 2023 with the completion of the Montana Renewables renewable diesel plant, even with crack spreads lower than in 2022. The renewable diesel project completed in the fourth quarter 2022 will continue to ramp up production volumes in 2023, adding to the company's earnings. The company benefits from geographic diversity of operations, a diverse customer base (no customer represents 10 percent or more of revenue) and its numerous specialty products (some of which are recognized brands) offer exposure to diverse end markets. Calumet's SGL-3 Speculative Grade Liquidity rating reflects its adequate liquidity profile, supported by availability under the ABL revolving credit facility, inventory financing arrangements and cash balances ($11.2 million as of March 31, 2023). The company has inventory financing agreements related to its two largest refineries (Great Falls and Shreveport) that expire December 31, 2023. The $500 million asset based revolving credit facility had a borrowing base of $468 million and availability of $226 million as of March 31, 2023, after accounting for outstanding borrowings and letters of credit. The revolver has one springing financial covenant which becomes operative only if availability under the facility falls below the sum of the FILO loans plus the greater of: (i) 10% of the Borrowing Base; and (ii) $35 million. If operative, the company is required to maintain a Fixed Charge Coverage Ratio of at least 1.0x as of the end of each fiscal quarter. The stable rating outlook reflects Moody's expectation that the company will continue to improve its earnings and lower its leverage. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if Calumet consistently generates positive free cash flow, as well as maintains retained cash flow to debt above 10% and leverage (debt / EBITDA) consistently below 4x. The ratings could be downgraded if it generates negative free cash flow or leverage is expected to be above 6x or liquidity declines. The principal methodology used in this rating was Refining and Marketing published in August 2021. Calumet Specialty Products Partners, L.P., headquartered in Indianapolis, Indiana, is an independent North America producer of specialty hydrocarbon products, such as lubricants, solvents and waxes, and fuel products. It is structured as a publicly traded Master Limited Partnership (MLP). Calumet operates three business segments: Specialty Products and Solutions, Performance Brands and Montana/Renewables. CANOVA ELECTRICAL: Taps Steidl and Steinberg as Bankruptcy Counsel ------------------------------------------------------------------ Canova Electrical Contracting, Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to hire Steidl and Steinberg, P.C. to handle its Chapter 11 case. The Debtor paid Steidl and Steinberg a retainer of $6,000 for its services, plus the filing fee of $1,738. Christopher Frye, Esq., an attorney at Steidl & Steinberg, will be paid at his hourly rate of $350 and will be reimbursed for work-related expenses incurred. Mr. Frye disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Christopher M. Frye, Esq. Steidl & Steinberg, PC 2830 Gulf Tower 707 Grant Street Pittsburgh, PA 15219 Telephone: (412) 391-8000 Email: chris.frye@steidl-steinberg.com About Canova Electrical Contracting Canova Electrical Contracting, Inc., a company in East McKeesport, Pa., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Pa. Case No. 23-21149) on May 26, 2023, with $1 million to $10 million in assets and $500,001 to $1 million in liabilities. James J. Canova, president, signed the petition. Christopher M. Frye, Esq., at Steidl & Steinberg, P.C., represents the Debtor as legal counsel. CBC RESTAURANT: SSCP's $15M Bid to Buy Co. Out of Bankruptcy Okayed ------------------------------------------------------------------- Ally Marotti of Crain's Chicago Business reports that a $15 million bid from SSCP Management to buy Corner Bakery Café out of bankruptcy has been approved in court, an attorney representing Corner Bakery confirmed. SSCP, the owner of more than 400 restaurants around the country, operates restaurants under four brands: Cici's Pizza Buffet, Sonic Drive-In, Applebee's and Roy's. The Dallas-based company also offered to take on Corner Bakery's liabilities. SSCP was not the only bid for Corner Bakery, which used to be owned by Lettuce Entertain You. Late last month, an investment firm that once held a stake in Famous Dave's barbecue chain submitted a $12 million stalking-horse bid to buy the breakfast and lunch chain. SSCP President Chris Dharod spoke during a court hearing last week about this company's plans for Corner Bakery. He said his company estimates it will need to make $25 million in short-term investments to Corner Bakery. He also said Corner Bakery has about 2,000 employees, whom SSCP plans to retain. About CBC Restaurant CBC Restaurant Corp. and its affiliates operate and franchise quick-casual eateries under the name Corner Bakery Cafe. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10245) on Feb. 22, 2023. In the petition signed by its chief executive officer and chief operating officer, Jignesh Pandya, CBC Restaurant disclosed $10 million to $50 million in both assets and liabilities. Judge Karen B. Owens oversees the cases. The Debtors tapped Mette H. Kurth, Esq., at Culhane Meadows PLLC as legal counsel and Hilco Trading LLC d/b/a Hilco Global as financial advisor and investment banker. Kurtzman Carson Consultants, LLC is the Debtors' administrative advisor and claims agent. On March 20, 2023, Andrew Vara, Acting U.S. Trustee for Regions 3 and 9, appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee appointed Tucker Ellis, LLP as lead bankruptcy counsel; Potter Anderson & Corroon, LLP as local counsel; and Berkeley Research Group, LLC as financial advisor. CEDAR FAIR: Egan-Jones Retains B- Senior Unsecured Ratings ---------------------------------------------------------- Egan-Jones Ratings Company, on May 18, 2023, maintained its 'B-' foreign currency and local currency senior unsecured ratings on debt issued by Cedar Fair, L.P. EJR also withdrew its 'B' rating on commercial paper issued by the Company. Headquartered in Sandusky, Ohio, Cedar Fair, L.P. provides entertainment facilities. CELSIUS NETWORK: Taps Willis Towers as Compensation Consultant -------------------------------------------------------------- Celsius Network, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Willis Towers Watson US, LLC as compensation consultant. The firm's services include reviewing market pay practices and developing restructuring compensation programs; and preparing for and participating in any in-court proceedings. The firm will charge these hourly fees: Senior Director $950 - $1,130 Director $800 - $925 Associate Director $625 - $750 Senior Associate $525 - $585 Associate $425 - $520 Analyst $360 - $385 In addition, the firm will receive reimbursement for out-of-pocket expenses incurred. Josephine Gartrell, Esq., a senior director at Willis Towers Watson US, disclosed in a court filing that her firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. Willis Towers can be reached at: Josephine Gartrell, Esq. Willis Towers Watson US, LLC 901 North Glebe Road Arlington, VA 22203 Tel: (703) 258-8000 About Celsius Network Celsius Network LLC -- http://www.celsius.network/-- is a financial services company that generates revenue through cryptocurrency trading, lending, and borrowing, as well as by engaging in proprietary trading. Celsius helps over a million customers worldwide to find the path towards financial independence through a compounding yield service and instant low-cost loans accessible via a web and mobile app. Celsius has a blockchain-based fee-free platform where membership provides access to curated financial services that are not available through traditional financial institutions. The Celsius Wallet claims to be one of the only online crypto wallets designed to allow members to use coins as collateral to get a loan in dollars, and in the future, to lend their crypto to earn interest on deposited coins (when they're lent out). Crypto lenders such as Celsius boomed during the COVID-19 pandemic, drawing depositors with high interest rates and easy access to loans rarely offered by traditional banks. But the lenders' business model came under scrutiny after a sharp sell-off in the crypto market spurred by the collapse of major tokens terraUSD and luna in May 2022. New Jersey-based Celsius froze withdrawals in June 2022, citing "extreme" market conditions, cutting off access to savings for individual investors and sending tremors through the crypto market. The list of major crypto firms that have filed for bankruptcy protection in 2022 now includes Celsius Network, Three Arrows Capital and Voyager Digital. Celsius Network, LLC and its subsidiaries sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.22-10964) on July 14, 2022. In the petition filed by CEO Alex Mashinsky, the Debtors estimated assets and liabilities between $1 billion and $10 billion. The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis International, LLP as bankruptcy counsels; Fischer (FBC & Co.) as special counsel; Centerview Partners, LLC as investment banker; and Alvarez & Marsal North America, LLC as financial advisor. Stretto is the claims agent and administrative advisor. On July 27, 2022, the U.S. Trustee appointed an official committee of unsecured creditors. The committee tapped White & Case, LLP as bankruptcy counsel; Elementus Inc. as blockchain forensics advisor; M3 Advisory Partners, LP as financial advisor; and Perella Weinberg Partners, LP as investment banker. Shoba Pillay, Esq., is the examiner appointed in the Debtors' Chapter 11 cases. Jenner & Block, LLP and Huron Consulting Services, LLC serve as the examiner's legal counsel and financial advisor, respectively. CENTURY ALUMINUM: Egan-Jones Retains B Senior Unsecured Ratings --------------------------------------------------------------- Egan-Jones Ratings Company, on May 15, 2023, maintained its 'B' foreign currency and local currency senior unsecured ratings on debt issued by Century Aluminum Company. EJR withdrew its 'A3' rating on commercial paper issued by the Company. Headquartered in Chicago, Illinois, Century Aluminum Company produces primary aluminum, in both molten and ingot form, through facilities located in the United States. CERTENEJAS INC: Taps Charles A. Cuprill as Legal Counsel -------------------------------------------------------- Certenejas Incorporado seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Charles A. Cuprill, Law Offices P.S.C. as its counsel. The firm's services include the preparation of the Debtor's plan of reorganization, representation of the Debtor in adversary proceedings and other legal services in connection with its Chapter 11 case. Charles A. Cuprill, P.S.C. will be paid at these rates: Charles A. Cuprill-Hernandez, Esq. $400 per hour Paralegal $85 per hour The firm received a retainer in the amount of $10,000. As disclosed in court filings, Charles A. Cuprill, P.S.C. is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Charles A. Cuprill, Esq. Charles A. Cuprill, P.S.C., Law Offices 356 Fortaleza Street (2nd Floor) San Juan, PR 00901 Tel: 787-977-0515 Email: ccuprill@cuprill.com About Certenejas Incorporado dba Hotel Flor Del Valle Certenejas Incorporado, doing business as Hotel Flor Del Valle, is the fee simple owner of a land with commercial building known as "Motel Flor Del Valle." The property is located in Cidra, P.R., and is valued at $3.15 million. Certenejas Incorporado filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 23-01438) on May 12, 2023, with $4,412,900 in assets and $10,114,333 in liabilities. Luis J. Meaux Vazquez, president, signed the petition. Judge Enrique S. Lamoutte Inclan oversees the case. Charles A. Cuprill, Esq., at Charles A. Cuprill, PSC Law Offices and CPA Luis R. Carrasquillo & Co., P.S.C. serve as the Debtor's legal counsel and financial advisor, respectively. CERTENEJAS: Taps CPA Luis R. Carrasquillo as Financial Advisor -------------------------------------------------------------- Certenejas Incorporado seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to employ CPA Luis R. Carrasquillo & Co., P.S.C. as its financial advisor. The Debtor needs a financial advisor to assist in the financial restructuring of its affairs by providing advice in strategic planning; assist in the preparation of a plan of reorganization, disclosure statement and business plan; participate in negotiations with creditors; and assist the Debtor's legal counsel in investigating financial transactions and disbursements. The firm will be paid at these rates: Partners $185 per hour Seniors $90 to $125 per hour Juniors $45 to $60 per hour Administrative Support $35 per hour The retainer fee for the firm's services is $10,000. As disclosed in court filings, the firm and its members are disinterested persons pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Luis R. Carrasquillo, CPA CPA Luis R. Carrasquillo & Co., P.S.C. 28Th Street, # TI-26 Turabo Gardens Ave. Caguas, P.R. 00725 Tel: (787) 746-4555/(787) 746-4556 Fax: (787) 746-4564 Email: luis@cpacarrasquillo.com About Certenejas Incorporado dba Hotel Flor Del Valle Certenejas Incorporado, doing business as Hotel Flor Del Valle, is the fee simple owner of a land with commercial building known as "Motel Flor Del Valle." The property is located in Cidra, P.R., and is valued at $3.15 million. Certenejas Incorporado filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 23-01438) on May 12, 2023, with $4,412,900 in assets and $10,114,333 in liabilities. Luis J. Meaux Vazquez, president, signed the petition. Judge Enrique S. Lamoutte Inclan oversees the case. Charles A. Cuprill, Esq., at Charles A. Cuprill, PSC Law Offices and CPA Luis R. Carrasquillo & Co., P.S.C. serve as the Debtor's legal counsel and financial advisor, respectively. CHANGE ACADEMY: AG Twin's $5.7M Loan Has 85% Markdown ----------------------------------------------------- AG Twin Brook Capital Income Fund has marked its $5,786,000 loan extended to Change Academy at Lake of the Ozarks, LLC to market at $872,000 or 15% of the outstanding amount, as of March 31, 2023, according to a disclosure contained in AG Twin's Form 10-Q for the Quarterly Period ended March 31, 2023, filed with the Securities and Exchange Commission. AG Twin is a participant in a First Lien Senior Secured Revolving Loan to Change Academy at Lake of the Ozarks, LLC. The loan accrues interest at a rate of 10.30% (S + 5.25%) per annum. The loan matures on August 2, 2027. AG Twin Brook Capital Income Fund is a Delaware statutory trust which was formed on January 27, 2022. AGTB Fund Manager, LLC, a wholly-owned subsidiary of Angelo, Gordon & Co L.P., serves as the investment adviser of the Company. The Advisor is registered as an investment adviser with the U.S. Securities and Exchange Commission under the Investment Advisers Act of 1940. The Company has elected to be regulated as a business development company under the Investment Company Act of 1940. The Company intends to elect to be treated for federal income tax purposes, and intends to qualify annually thereafter, as a regulated investment company as defined under Subchapter M of the Internal Revenue Code of 1986, as amended. Dedicated to the treatment of trauma-induced emotional difficulties, Change Academy at Lake of the Ozarks provides students with clinical treatment, academic education, and recreational therapy geared towards functional recovery. CHESAPEAKE ENERGY: Pa. Landowners Deal Overturned by 5th Circuit ---------------------------------------------------------------- Alex Wolf of Bloomberg Law reports that Chesapeake Energy Corp.'s post-bankruptcy royalty fee settlements with about 23,000 Pennsylvania landowners were approved without jurisdictional authority, the Fifth Circuit ruled. The Oklahoma-based oil and gas producer had agreed to pay about $6.25 million in cash settlements to settle class allegations of underpaying royalties to the landowners. But the deals conflicted with Chesapeake’s 2021 bankruptcy plan and were jurisdictionally barred, the US Court of Appeals for the Fifth Circuit ruled Thursday, overturning approvals by the US Bankruptcy Court for the Southern District of Texas and a federal district court. About Chesapeake Energy Corp. Headquartered in Oklahoma City, Chesapeake Energy Corporation's (NASDAQ: CHK) operations are focused on discovering and responsibly developing its large and geographically diverse resource base of unconventional oil and natural gas assets onshore in the United States. Chesapeake Energy and its affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-33233) on June 28, 2020, after reaching terms of a Chapter 11 plan of reorganization to eliminate approximately $7 billion of debt. The Debtors tapped Kirkland & Ellis LLP as legal counsel, Jackson Walker LLP as co-counsel and conflicts counsel, Alvarez & Marsal as restructuring advisor, Rothschild & Co and Intrepid Financial Partners as financial advisors, and Reevemark as communications advisor. Epiq Global is the claims agent, maintaining the page http://www.chk.com/restructuring-information Wachtell, Lipton, Rosen & Katz serves as legal counsel to Chesapeake Energy's Board of Directors. MUFG Union Bank, N.A., the DIP facility agent and exit facilities agent, has tapped Sidley Austin LLP as legal counsel, RPA Advisors LLC as financial advisor, and Houlihan Lokey Capital Inc. as investment banker. Davis Polk & Wardell LLP and Vinson & Elkins L.L.P. serve as legal counsel to an ad hoc group of first lien last out term loan lenders while Perella Weinberg Partners and Tudor, Pickering, Holt & Co. serve as the group's investment bankers. Franklin Advisers, Inc., has tapped Akin Gump Strauss Hauer & Feld LLP as legal counsel, FTI Consulting, Inc. as financial advisor, and Moelis & Company LLC as investment banker. On July 9, 2020, the Office of the U.S. Trustee appointed a committee to represent unsecured creditors in Debtors' Chapter 11 cases. The unsecured creditors' committee has tapped Brown Rudnick, LLP and Norton Rose Fulbright US, LLP as its legal counsel, and AlixPartners, LLP as its financial advisor. On July 24, 2020, the bankruptcy watchdog appointed a committee of royalty owners. The royalty owners' committee is represented by Forshey & Prostok, LLP. The Debtors obtained confirmation of their exit plan on January 16, 2021. COMPASS MEDICAL: Hits Chapter 7 Bankruptcy Protection ----------------------------------------------------- Alan Condon of Becker's Hospital CFO Report reports that Quincy, Mass.-based Compass Medical Group has filed for Chapter 7 bankruptcy less than one week after it abruptly closed and discontinued services to about 70,000 patients, according to The Patriot Ledger. The bankruptcy filing comes after a class-action suit was filed June 2 against Compass, which includes more than 70 providers and six clinic locations, according to its website. The bankruptcy filing claims that Compass will have no money to pay unsecured creditors after administrative expenses are paid. "It's certainly a disappointing legal tactic that they're taking," Jonathan Sweet, an attorney representing the plaintiff, told The Patriot Ledger. "It's going to delay things. It's disappointing, but not shocking, that they're hiding behind bankruptcy laws to avoid responsibility for the harm they've caused." Compass was previously affiliated with Steward Medical Group — part of Boston-based Steward Health Care — but the partnership ended in lawsuits filed over financial issues in 2022. Compass was found guilty of fraud and Steward was awarded $16.4 million, which remains unpaid and has grown to $25 million in the interim, according to Steward's attorney. "It is with our deepest regret and great sadness to inform you of our imminent plan to close our practices. After a steady stream of challenges, we were ultimately forced to make the devastating decision to close all offices of Compass Medical, effective immediately. There is no good way to share this news. We are heartbroken and truly sorry as we know the unprecedented impact on our valued patients," Compass said in a statement on its website. About Compass Medical PC Compass Medical PC provides health care services. The Company offers primary and urgent care, radiology, cardiology, behavioral health, podiatry, and diabetic education and management services. Compass Medical serves customers in the State of Massachusetts. Compass Medical PC sought relief under Chapter 7 of the U.S. Bankruptcy Code (Bankr. D. Mass Case No. 23-10886) on June 5, 2023. The case is overseen by Honorable Bankruptcy Judge Christopher J. Panos. The Debtor's attorneys: Donald Ethan Jeffery Murphy & King, P.C. 617-423-0400 ejeffery@murphyking.com The Chapter 7 trustee: John Aquino Anderson Aquino LLP 240 Lewis Wharf Boston, MA 02110 DAMON CAPITAL: Cash Infusion to Fund 100% Plan ---------------------------------------------- Damon Capital, Ltd., submitted a Disclosure Statement under 11 U.S.C. s 1125 for the Debtor's Plan of Reorganization dated June 2, 2023 The Plan will be funded through a cash infusion. Therefore, the Debtor does not rely upon future cash flow to pay creditors. The Debtor owns real property located at 110 E. 7th Street, Georgetown, TX. The Williamson County Appraisal District has valued the property at $2,180,916.00. The Debtor owns an undivided two-thirds interest in the property. The other one-third interest is owned by Johanna E. Damon. The Debtor's plan involves recapitalizing the Debtor. The Damon family is selling a piece of property and will contribute sufficient funds to pay off all creditors. Under the Plan, Class 6 consists of Allowed Claims of Unsecured Creditors total $43,509.19. Class 6 will receive payment of its Allowed Claim on the Effective Date or on the date on which the claim becomes an Allowed Claim. The claim of TK Elevator is disputed. Class 6 is not impaired. Attorneys for debtor Damon Capital, Ltd.: Stephen W. Sather, Esq. BARRON & NEWBURGER, P.C. 7320 N. Mopac Expwy., Ste. 400 Austin, TX 78701 Tel: (512) 476-9103 E-mail: ssather@bn-lawyers.com A copy of the Disclosure Statement dated June 2, 2023, is available at bit.ly/3Ne7BKe from PacerMonitor.com. About Damon Capital Ltd. Damon Capital, Ltd., is primarily engaged in renting and leasing real estate properties. Damon Capital sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 23-10063) on Feb. 6, 2023. In the petition signed by Chris Damon, president, the Debtor disclosed between #1 million and $10 million in both assets and liabilities. The case is overseen by the Honorable Bankruptcy Judge H. Christopher Mott. Stephen W. Sather, Esq., at Barron & Newburger, P.C., represents the Debtor. DATO A/C: Seeks to Hire Law Offices of Alla Kachan as Counsel ------------------------------------------------------------- Dato A/C Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire the Law Offices of Alla Kachan, P.C. The Debtor requires legal counsel to: (a) assist in administering the Debtor's Chapter 11 case; (b) make such motions or take such actions as may be appropriate or necessary under the Bankruptcy Code; (c) represent the Debtor in prosecuting adversary proceedings to collect assets of the estate and such other actions as the Debtor deems appropriate; (d) take such steps as may be necessary for the Debtor to marshal and protect the estate's assets; (e) negotiate with creditors in formulating a plan of reorganization; (f) draft and implement the Debtor's plan of reorganization; and (g) render such additional services as the Debtor may require in this case. The firm will be paid at these rates: Attorney $475 per hour Clerks and Paraprofessionals $250 per hour In addition, the firm will receive reimbursement for expenses incurred. The Debtor paid the firm an initial retainer of $15,000. Alla Kachan, Esq., a member of the Law Offices of Alla Kachan, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Alla Kachan, Esq. Law Offices of Alla Kachan, PC 2799 Coney Island Avenue, Suite 202 Brooklyn, NY 11235 Telephone: (718) 513-3145 Email: alla@kachanlaw.com About Dato A/C Inc. Dato A/C Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-41547) on May 3, 2023, with as much as $50,000 in assets and $100,001 to $500,000 in liabilities. Judge Elizabeth S Stong presides over the case. The Debtor tapped Alla Kachan, Esq., at the Law Offices of Alla Kachan P.C. as bankruptcy counsel and Wisdom Professional Services, Inc. as accountant. DATO A/C: Seeks to Hire Wisdom Professional Services as Accountant ------------------------------------------------------------------ Dato A/C Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire Wisdom Professional Services, Inc. as its accountant. Wisdom Professional Services agreed to prepare the Debtor's monthly operating reports for a fee of $250 per report. The firm received an initial retainer fee in the amount of $2,500. As disclosed in court filings, Wisdom Professional Services is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael Shtarkman, CPA Wisdom Professional Services, Inc. 626 Sheepshead Bay Road Suite 640 Brooklyn, NY 11224 Phone: +1 718-554-6672 Email: mshtarkmancpa@gmail.com About Dato A/C Inc. Dato A/C Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-41547) on May 3, 2023, with as much as $50,000 in assets and $100,001 to $500,000 in liabilities. Judge Elizabeth S Stong presides over the case. The Debtor tapped Alla Kachan, Esq., at the Law Offices of Alla Kachan P.C. as bankruptcy counsel and Wisdom Professional Services, Inc. as accountant. DECISION POINTE: Gets OK to Hire CLIQ Consulting as Accountant -------------------------------------------------------------- Decision Pointe Solutions, LLC received approval from the U.S. Bankruptcy Court for the District of Colorado to employ CLIQ Consulting, LLC as its accountant. The Debtor requires an accountant to prepare its finances, books and records and monthly operating reports, and provide expert witness services, including forensic accounting and testimony in any litigation filed in connection with its Chapter 11 bankruptcy case. The current hourly rate for accountant Lindsay Gordon Fitzpatrick is $185 for the first forty hours of each week and $277.50 for hours in excess of forty of each week. As disclosed in court filings, CLIQ is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Lindsay Gordon Fitzpatrick CLIQ Consulting LLC 2700 Clover Road Golden, CO 80401 About Decision Pointe Solutions Decision Pointe Solutions, LLC filed a Chapter 11 bankruptcy petition (Bankr. D. Colo. Case No. 23-11338) on April 3, 2023, with as much as $50,000 in assets and $500,001 to $1 million in liabilities. Judge Thomas B. Mcnamara oversees the case. The Debtor tapped Allen Vellone Wolf Helfrich & Factor P.C. as legal counsel and CLIQ Consulting, LLC as accountant. DIEBOLD HOLDING: July 12 Hearing on Disclosures and Plan -------------------------------------------------------- Judge David R. Jones entered an order that the combined hearing, at which time this Bankruptcy Court will consider, among other things, the adequacy of the Comprehensive Disclosure Statement and confirmation of the U.S. Plan, will be held on July 12, 2023 at 2:30 p.m., prevailing Central Time. Any objections to adequacy of the Comprehensive Disclosure Statement and confirmation of the U.S. Plan must have been received no later than July 5, 2023 at 4:00 p.m., prevailing Central Time. The Debtors are authorized to file and serve a supplement to the U.S. Plan (the "Plan Supplement") on or before June 21, 2023, and to further supplement the Plan Supplement as necessary thereafter. If the Voting Deadline or the Proposed Objection Deadline is extended, the Debtors will be authorized to file the Plan Supplement by the earlier of 7 days prior to such extended Voting Deadline or Proposed Objection Deadline, as applicable. The requirement to solicit the votes of Holders of Claims or Interests in Non-Voting Classes and Holders of Class 13 (DNI Interests) on the U.S. Plan under the Bankruptcy Rules and the Local Rules, including Bankruptcy Rule 3017(d), is waived. The Debtors are not required to mail a copy of the U.S. Plan, the WHOA Plan or the Comprehensive Disclosure Statement to Holders of Claims that are (a) unimpaired and conclusively presumed to accept the U.S. Plan or (b) impaired and deemed to reject the U.S. Plan. The requirement that the Debtors file the Schedules, SOFAs and 2015.3 Reports is extended by 61 days, through and including August 15, 2023, without prejudice to the Debtors' rights to request further extensions thereof, in each case without filing a supplemental motion and without further order of this Court; provided that the Debtors obtain the advance consent of the U.S. Trustee with respect to further extensions. The requirement to file the Schedules, SOFAs and 2015.3 Reports shall be permanently waived upon confirmation of the U.S. Plan; provided that U.S. Plan is confirmed by this Court on or before the Schedules and Statements Deadline, as may be extended. About Diebold Nixdorf Diebold Nixdorf, Incorporated automates, digitizes and transforms the way people bank and shop. As a partner to the majority of the world's top 100 financial institutions and top 25 global retailers, its integrated solutions connect digital and physical channels conveniently, securely and efficiently for millions of consumers each day. Diebold Nixdorf Inc. and several affiliated entities sought protection under Chapter 11 of the U.S. Bankruptcy Code on June 1, 2023. The cases are jointly administered under the case of Diebold Holding Company, Inc., Bankr. S.D. Tex. Lead Case No. 23-90602. In the petition signed by Jonathan B. Leiken, president, Diebold disclosed $3.09 billion in assets and $2.57 billion in liabilities. Diebold Nixdorf Dutch Holding B.V. commenced voluntary reorganization proceedings pursuant to the Wet Homologatie Onderhands Akkoord under Netherlands law in the District Court of Amsterdam. Diebold Netherlands sought recognition of the Dutch Proceeding under Chapter 15 of the Bankruptcy Code. Judge David R. Jones oversees the Chapter 11 cases. The Chapter 11 Debtors tapped Jones Day and Jackson Walker LLP as legal counsel, Ducera Partners LLC as financial advisor, FTI Consulting, Inc., as investment banker, Kroll Restructuring Administration, LLC as claims and noticing agent. DOCUPLEX INC: Court Confirms Plan as Modified --------------------------------------------- Judge Mitchell L. Herren has entered an order confirming Docuplex, Inc.'s Amended Plan of Reorganization dated March 28, 2023 as modified. That the following will be added to and made a part of the treatment of Class 5 under the Plan: The debtor presently has an Allowed Unsecured Claim in the Chapter 11 case filed by Jay Ewy, Case No. 23-10365 in the amount of $533,221.43 ("Claim"). The value of the Claim is uncertain but is between $0.00 and $533,221.43. The distribution that Debtor receives, if any, from the Claim, will impact the proposed distributions to Class 5 as it may increase Debtor's Disposable Income. To the extent that any Claim proceeds increase the amount to be paid to Class 5 as Disposable Income, Debtor shall use such Claim proceeds to make such increased distribution. Except to the extent distributed to Class 5 as Disposable Income, all other proceeds from the Claim shall be held by the Debtor in a separate bank account, which shall not be used by the Debtor or commingled with other funds until the final payment to the Class 5 claims. If, after the final payment of Disposable Income to Class 5 has been made (i.e. January 31, 2026), the total Claim proceeds would have resulted in a higher payment to the holders of the Class 5 claims in a chapter 7 liquidation, Debtor shall utilize the remaining Claim proceeds to make such additional distribution to Class 5 as would have been made in a chapter 7 case ("Equalization Payment"). Thereafter, Debtor shall be authorized to use such remaining Claim proceeds, if any, as were not utilized in making the Equalization Payment, if any. That the second sentence of Class 3, paragraph 2 (The Paydown) must be modified to correct an erroneous description of the Mortgage, so that it shall now read, in part, as follows: The liquidation of the Exec U Store condos owned by Black Kettle ("Condos") against which Equity holds a Commercial Real Estate Mortgage recorded on August 1, 2012, as modified by the Modification of Mortgage recorded on January 11, 2019 (collectively the "Mortgage"), . . . . About Docuplex, Inc. Docuplex, Inc. owns and operates a print and mailing company, providing all varieties of commercial printing, finishing, and direct mailing services. It is one of the largest providers of these services in Wichita, Kansas. Docuplex does not own any real property, but owns a significant amount of furniture, fixtures, machinery, equipment, rolling stock, and inventory used in the operation. Docuplex sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 22-10734) on September 2, 2022. In the petition signed by Gina Cherry, controller, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Mitchell L. Herren oversees the case. David Prelle Eron, Esq., at Prelle Eron & Bailey, P.A. and Larson & Company, P.A. serve as the Debtor's legal counsel and accountant, respectively. Attorneys for creditor Equity Bank: Scott M. Hill, Esq. HITE, FANNING & HONEYMAN, L.L.P. 100 North Broadway, Suite 950 Wichita, KS 67202 Telephone: (316) 265-7741 E-mail: hill@hitefanning.com E.R. BAKEY: Wins Cash Collateral Access Thru July 13 ---------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division, authorized E.R. Bakey, Inc. to use cash collateral on an interim basis in accordance with the budget, through July 13, 2023. Barrington Bank & Trust Company has a valid blanket lien on the Debtor's assets as of the bankruptcy filing date and the cash proceeds thereof. The Prepetition Secured Lender holds a security interest in all of the Debtor's assets by way of a valid lien duly filed. The Bank asserts the amount due and owing totals no less than $40,268. Other potential lien holders are: a) Ace Funding Source b) U.S Small Business Administration c) On Deck Capital d) Pay Pal Credit e) WebBank As adequate protection for its interest in the collateral, the Debtor will make monthly payments commencing on June 20, 2023 to the following secured creditors in the following amount: i) Barrington Bank and Trust Company - $1461 ii) Pay Pal - $500 In return for the Debtor's continued interim use of cash collateral, and for any diminution in value of lien holders' interest in the cash collateral from and after the petition date, the Prepetition Secured Lender and all Additional Lien Holders will receive an administrative expense claim pursuant to 11 U.S.C. section 507(b). In further return for the Debtor's continued interim use of cash collateral, the Prepetition Secured Lender and all Additional Lien Holders are granted a replacement lien in substantially all of the Debtor's assets, including cash collateral equivalents and the Debtor's cash and accounts receivable, among other collateral to the extent and validity as held pre-petition. The Debtor must maintain and pay premiums for insurance to cover the Collateral from fire, theft, and water damage, and the Prepetition Secured Lender and Additional Lien Holders consent to the payment of such premiums from their cash collateral. The Prepetition Secured Lender and all other Additional Lien Holders are granted replacement liens, attaching to the Collateral, but only to the extent of their pre-petition liens and only to the extent of priority that existed on the date of filing. This order is without prejudice to any future avoidance of any of the liens. A further hearing on the matter is set for July 11, 2023 at 1:30 p.m. A copy of the Court's order is available at https://urlcurt.com/u?l=4YhxSl from PacerMonitor.com. About E.R. Bakey, Inc. E.R. Bakey, Inc. is a subcontractor involved in material hauling for road projects involving the Illinois toll way system. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-06297) on May 12, 2023. In the petition signed by Eric Bakey, president, the Debtor disclosed up to $50,000 in assets and up to $1 million in liabilities. Judge Jacqueline Cox oversees the case. Richard G Larsen, Esq., at SpringerLarsenGreene, LLC, represents the Debtor as legal counsel. EAST BROADWAY: US Trustee Says BOH Disclosures Inadequate --------------------------------------------------------- William K. Harrington, the United States Trustee for Region 2, filed an objection to the Third Amended Disclosure Statement and proposed Third Amended Chapter 11 Plan of Liquidation of debtor, East Broadway Mall, Inc., filed by secured creditor, Bank of Hope ("BOH"). The Plan is premised on a non-binding term sheet negotiated between and among BOH, the City of New York (the "City"), and Broadway East Group LLC ("BEG") or such other Approved New Tenant as may be agreed to by BOH and the City as disclosed in the Plan Supplement before the Confirmation Hearing. BEG is the proposed assignee of the Debtor's interest in a lease (the "Lease") for land beneath the Manhattan Bridge, originally designated as 59-77 Division Street, Manhattan, and later re-designated as 88 East Broadway. The United States Trustee points out that while the Third Disclosure Statement and Plan provides more information concerning the proposed agreement between and among BOH, the City, and BEG than the First Statement and Plan and the Second Statement and Plan, it is still unclear as to when and how administrative, priority, and general unsecured claims will be paid under the Plan. Additionally, with respect to administrative claims, the United States Trustee objects to any payments to BOH's attorneys that fail to comply with Section 503(b) of the Bankruptcy Code. And, with respect to priority tax claims, the Disclosure Statement is unclear as to how tax claims will be paid the total value of their claims within five years of the commencement of this case. Although, the United States Trustee understands the Debtor's financial condition limits its options, the Third Disclosure Statement and Plan should address how, if at all, the Plan complies with 11 U.S.C. s 1129(a)(4), (9)(C) and (11). Furthermore, the United States Trustee also objects to the broad exculpation clause that (a) protects non-fiduciaries, and (b) does not contain a government carve-out. Still further, the United States Trustee objects to the provision of the Plan that a claim filed after the Bar Date is "deemed disallowed . . . without any further notice to or action, or approval of the Bankruptcy Court"; a claim filed after the Bar Date should be deemed a "late- filed" claim. Finally, the Third Disclosure Statement and Plan contain contradictory provisions regarding the responsible party for filing post effective date reports and payment of United States Trustee's quarterly fees. For these reasons, the United States Trustee requests that the Court decline to give final approval of the Disclosure Statement and deny the Plan unless modified to address these issues. Respectfully Submitted: William K. Harrington United States Trustee, Region 2 Trial Attorney: Mark Bruh, Esq. Office of the United States Trustee One Bowling Green, Room 534 New York, NY 10004 Tel: (212) 510-0500 About East Broadway Mall East Broadway Mall, Inc., operates a commercial mall located at 88 East Broadway in the City, County and State of New York. On March 1, 1985, Debtor entered into a 50-year lease commercial lease, with the City through the New York City Department of General Services for use of land beneath the Manhattan Bridge. Upon execution of the Lease in 1985, the Debtor expended more than one million dollars to construct a mall on the land. East Broadway Mall, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 19-12280) on July 12, 2019. In the petition signed by its president, Grace Chan, the Debtor was estimated to have assets and debts of less than $50,000. The Debtor hired Sferrazza & Keenan, PLLC, as counsel, and The Carey Group LLC, as special counsel. EAST POINTE: Seeks to Hire Eric A. Liepins as Legal Counsel ----------------------------------------------------------- East Pointe Holdings, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to hire the law firm of Eric A. Liepins, P.C. as its counsel. The Debtor requires legal assistance to liquidate its assets, reorganize the claims of the estate, and determine the validity of claims asserted in the estate. The firm will be paid at these rates: Eric A. Liepins $275 per hour Paralegals and Legal Assistants $30 to $50 per hour In addition, the firm will seek reimbursement for expenses incurred. The firm received a retainer of $5,000, plus filing fee. Mr. Liepins, the sole shareholder of the firm, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Eric A. Liepins, Esq. Eric A. Liepins, PC 12770 Coit Road, Suite 850 Dallas, TX 75251 Telephone: (972) 991-5591 Facsimile: (972) 991-5788 Email: eric@ealpc.com About East Pointe Holdings East Pointe Holdings, Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Texas Case No. 23-60260) on May 30, 2023, with as much as $1 million in both assets and liabilities. Eric A. Liepins, Esq., at the law firm of Eric A. Liepins, P.C. represents the Debtor as counsel. ENDODONTRIC PRACTICE: AG Twin Marks $16.6M Loan at 23% Off ---------------------------------------------------------- AG Twin Brook Capital Income Fund has marked its $16,675,000 loan extended to Endodontic Practice Partners, LLC to market at $12,818,000 or 77% of the outstanding amount, as of March 31, 2023, according to a disclosure contained in AG Twin's Form 10-Q for the Quarterly Period ended March 31, 2023, filed with the Securities and Exchange Commission. AG Twin is a participant in a First Lien Senior Secured Delayed Draw Term Loan to Endodontic Practice Partners, LLC. The loan accrues interest at a rate of 11.16% (S+ 5.75%) per annum. The loan matures on November 2, 2027. AG Twin Brook Capital Income Fund is a Delaware statutory trust which was formed on January 27, 2022. AGTB Fund Manager, LLC, a wholly-owned subsidiary of Angelo, Gordon & Co L.P., serves as the investment adviser of the Company. The Advisor is registered as an investment adviser with the U.S. Securities and Exchange Commission under the Investment Advisers Act of 1940. The Company has elected to be regulated as a business development company under the Investment Company Act of 1940. The Company intends to elect to be treated for federal income tax purposes, and intends to qualify annually thereafter, as a regulated investment company as defined under Subchapter M of the Internal Revenue Code of 1986, as amended. Based in Brentwood, Tennessee, Endodontic Practice Partners provides endodontic procedure services. The company provides business support services including recruiting, marketing, human resources, group purchasing, insurance negotiation, growth capital and strategic planning, helping endodontists grow their practices. ESOURCE RESOURCES: Seeks to Hire KC Cohen as Bankruptcy Counsel --------------------------------------------------------------- Esource Resources, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Indiana to hire KC Cohen, Lawyer, PC as its counsel. The Debtor requires legal counsel to: a) give advice with respect to the duties, powers and responsibilities of the Debtor in this Chapter 11 case; b) investigate and pursue any actions on behalf of the estate in order to recover assets for or best enable the Debtor's estate to reorganize fairly; c) represent the Debtor in its Chapter 11 proceedings in an effort to maximize the value of the assets available, and pursue confirmation of a successful Chapter 11 plan of reorganization. d) perform such other legal services as may be required. The firm will be paid at these rates: Christopher J. McElwee $275 per hour Nicholas J Wildeman $200 per hour Bobby H Macias (paralegal) $100 per hour KC Cohen, Esq., an attorney at KC Cohen, Lawyer, disclosed in a court filing that the firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: KC Cohen, Esq. KC Cohen, Lawyer, PC 151 N. Delaware St., Ste. 1106 Indianapolis, IN 46204-2573 Telephone: (317) 715-1845 Facsimile: (317) 636-8686 Email: kc@smallbusiness11.com About Esource Resources Esource Resources, LLC offers advisory services for optimal project, budget, and resource planning and roadmapping; software selection assistance; infrastructure refresh planning and execution; program integration; software build and testing; and training. The company is based in Indianapolis, Ind. Esource Resources filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Ind. Case No. 23-02263) on May 26, 2023, with $100,001 to $500,000 in assets and $1 million to $10 million in liabilities. Dennis Perrey has been appointed as Subchapter V trustee. Judge James M. Carr oversees the case. KC Cohen, Esq., at KC Cohen, Lawyer, PC, represents the Debtor as legal counsel. ESQUIRE DEPOSITION: AG Twin's $2.1M Loan Has 79% Markdown --------------------------------------------------------- AG Twin Brook Capital Income Fund has marked its $2,162,000 loan extended to Esquire Deposition Solutions, LLC to market at $445,000 or 21% of the outstanding amount, as of March 31, 2023, according to a disclosure contained in AG Twin's Form 10-Q for the Quarterly Period ended March 31, 2023, filed with the Securities and Exchange Commission. AG Twin is a participant in a First Lien Senior Secured Revolving Loan to Esquire Deposition Solutions, LLC. The loan accrues interest at a rate of 11.55% (S + 6.50%) per annum. The loan matures on December 30, 2027. AG Twin Brook Capital Income Fund is a Delaware statutory trust which was formed on January 27, 2022. AGTB Fund Manager, LLC, a wholly-owned subsidiary of Angelo, Gordon & Co L.P., serves as the investment adviser of the Company. The Advisor is registered as an investment adviser with the U.S. Securities and Exchange Commission under the Investment Advisers Act of 1940. The Company has elected to be regulated as a business development company under the Investment Company Act of 1940. The Company intends to elect to be treated for federal income tax purposes, and intends to qualify annually thereafter, as a regulated investment company as defined under Subchapter M of the Internal Revenue Code of 1986, as amended. Esquire Deposition Solutions, LLC offers legal services. The Company provides deposition and corporate solutions including online scheduling, calendar management, and conferencing services. ESQUIRE DEPOSITION: AG Twin's $3.8M Loan Has 69% Markdown --------------------------------------------------------- AG Twin Brook Capital Income Fund has marked its $3,845,000 loan extended to Esquire Deposition Solutions, LLC to market at $1,176,000 or 31% of the outstanding amount, as of March 31, 2023, according to a disclosure contained in AG Twin's Form 10-Q for the Quarterly Period ended March 31, 2023, filed with the Securities and Exchange Commission. AG Twin is a participant in a First Lien Senior Secured Delayed Draw Term Loan to Esquire Deposition Solutions, LLC. The loan accrues interest at a rate of 11.54% (S + 6.50%) per annum. The loan matures on December 30, 2027. AG Twin Brook Capital Income Fund is a Delaware statutory trust which was formed on January 27, 2022. AGTB Fund Manager, LLC, a wholly-owned subsidiary of Angelo, Gordon & Co L.P., serves as the investment adviser of the Company. The Advisor is registered as an investment adviser with the U.S. Securities and Exchange Commission under the Investment Advisers Act of 1940. The Company has elected to be regulated as a business development company under the Investment Company Act of 1940. The Company intends to elect to be treated for federal income tax purposes, and intends to qualify annually thereafter, as a regulated investment company as defined under Subchapter M of the Internal Revenue Code of 1986, as amended. Esquire Deposition Solutions, LLC offers legal services. The Company provides deposition and corporate solutions including online scheduling, calendar management, and conferencing services. FARMERS COOPERATIVE: Unsecured to Get Share of Liquidation Proceeds ------------------------------------------------------------------- Farmers Cooperative Association #301 submitted a Third Amended Plan of Liquidation dated June 2, 2023. The Debtor's assets consist of equipment and miscellaneous personal property used in the operation of the retail location and well as the Real Estate located at 28 N. Church Street and 28 Modern Street, Sullivan, Missouri 63080. The Debtor received a Notice of Foreclosure scheduling a non-judicial foreclosure sale of the Debtor's Real Estate on December 16, 2022. The Debtor filed this Chapter 11 proceeding to allow the orderly sale of its assets and provide time to market the Real Estate. The Debtor asserts that it has equity in the Real Estate. The Debtor is marketing the Real Estate for sale and has an agreement with First State Community Bank that provides a reasonable amount of time for the Debtor to market and sell the Real Estate. If any sale brings proceeds in excess of liens and commissions, those proceeds will be available for distribution to Creditors. The Real Estate was appraised in early 2023 for $754,000.00. Under the Plan, Class 5 consists of all Allowed Unsecured Claims held by any Unsecured Creditors against the Estate. After payment in full of the Administrative Claims and Priority Tax Claims and following resolution of all claim objections; the Class 5 Claimants will receive pro-rata payment from the liquidation proceeds of personal property not subject to the lien of First State Community Bank. To the extent there are any proceeds in excess of liens from sale of the Real Estate, the Plan Administrator shall make a pro-rata distribution to Class 5 Claimants holding Allowed Claims. Class 5 is impaired. During the Bankruptcy Case, the Court entered the Sale Order allowing the Debtor to liquidate the personal property of the Debtor. The personal property asset sale was completed on March 30th, 2023. The preliminary accounting shows approximately $50,106.65 not subject to the lien of First State Community Bank available for distribution. Counsel for the Debtor: Spencer P. Desai, Esq. THE DESAI LAW FIRM, LLC 13321 North Outer Forty Road, Suite 300 St. Louis, MO 63017 Telephone: (314) 666-9781 Facsimile: (314) 448-4320 E-mail: spd@desailawfirmllc.com A copy of the Amended Plan of Liquidation dated June 2, 2023, is available at bit.ly/3WRDJXc from PacerMonitor.com. About Farmers Cooperative Farmers Cooperative Association #301 is a local feed cooperative that offers its customers full lines of feed, minerals, lime, and fertilizers. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mo. Case No. 22-43908) on Dec. 16, 2022. In the petition signed by Bill Manion, president, the Debtor disclosed up to $10 million in assets and up to $1 million in liabilities. Judge Bonnie L. Clair oversees the case. Spencer Desai, Esq., at the Desai Law Firm, is the Debtor's legal counsel. FIDELITY NATIONAL: Egan-Jones Retains BB+ Senior Unsecured Ratings ------------------------------------------------------------------ Egan-Jones Ratings Company, on May 25, 2023, maintained its 'BB+' foreign currency and local currency senior unsecured ratings on debt issued by Fidelity National Information Services, Inc. Headquartered in Jacksonville, Florida, Fidelity National Information Services, Inc. is a payment services provider. FIELDERS CHOICE: Seeks to Hire BransonLaw PLLC as Counsel --------------------------------------------------------- Fielders Choice, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ BransonLaw, PLLC as its legal counsel. The Debtor requires legal counsel to prosecute and defend any causes of action on its behalf; prepare legal papers; assist in the formulation of a Chapter 11 plan of reorganization; and provide all other legal services in connection with its Chapter 11 case. The firm will be paid at these rates: Attorneys $495 per hour Paralegals $200 per hour In addition, the firm will receive reimbursement for out-of-pocket expenses incurred. Jeffrey Ainsworth, Esq., a partner at BransonLaw, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: Jeffrey S. Ainsworth, Esq. BransonLaw, PLLC 1501 E. Concord St. Orlando, FL 32803 Tel: (407) 894-6834 Fax: 407-894-8559 Email: jeff@bransonlaw.com jacob@bransonlaw.com jacob@flentkelegal.com About Fielders Choice Fielders Choice, LLC, a company in Apopka, Fla., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-01562) on April 25, 2023, with $132,356 in assets and $1,355,511 in liabilities. Richard Berny, managing member, signed the petition. Judge Lori V. Vaughan oversees the case. Jeffrey S. Ainsworth, Esq., at Bransonlaw, PLLC is the Debtor's counsel. FORTNA GROUP: Moody's Cuts CFR & Senior Secured Term Loan to Caa1 ----------------------------------------------------------------- Moody's Investors Service downgraded its ratings for Fortna Group, Inc., including the corporate family rating to Caa1 from B3 and probably of default rating to Caa1-PD from B3-PD. Moody's also downgraded the senior secured term loan and revolving credit facility to Caa1 from B3. The outlook remains stable. The ratings downgrades reflect Moody's expectation of modest free cash flow, a revenue decline and uncertain customer demand over the next several quarters. Despite improvements in cash collection, inventory levels and cost management, free cash flow will be limited due to higher interest expense than in years past. Declines in revenue due to deferrals and downsizing of customer projects, particularly in the parcel segment, is exacerbated by the uncertainty of when customers will increase investments in fulfillment operations and lower consumer spending. Downgrades: Issuer: Fortna Group, Inc. Corporate Family Rating, Downgraded to Caa1 from B3 Probability of Default Rating, Downgraded to Caa1-PD from B3-PD Senior Secured 1st Lien Term Loan, Downgraded to Caa1 from B3 Senior Secured 1st Lien Revolving Credit Facility, Downgraded to Caa1 from B3 Outlook Actions: Issuer: Fortna Group, Inc. Outlook, Remains Stable RATINGS RATIONALE Fortna's Caa1 CFR reflects the company's volatile revenue and cash flow due to project-based work and limited aftermarket business. Fortna will continue to be subject to risks related to reliance on large project-based multi-year fixed price contracts to generate a sizable portion of revenue. Fortna's earnings will be constrained in the near-term by customers deferring and downsizing investment in fulfillment operations in the face of lower consumer spending and a multi-year period of high customer investments. Liquidity is adequate with improvement in free cash flow during 2023 likely as cash collections improve and cost reductions materialize. The company maintains a revolving credit facility that provides additional liquidity. Fortna will continue to benefit from its good competitive position within the parcel and distribution and fulfillment industry and long-standing customer relationships. Moody's expects secular trends such as growth in e-commerce and automation to continue to benefit end markets such as couriers and online retailers. The stable outlook reflects Moody's expectation that Fortna will maintain adequate liquidity over the next 12-18 months and that operating performance will materially improve in the second half of 2023. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be upgraded if Fortna achieves at least breakeven free cash flow in 2023 on a sustained basis. Ratings may also be upgraded if debt/EBITDA approaches 6.5 times or if the company successfully integrates the two businesses without disruption to operations or loss of key customers. Ratings could be downgraded if there is any deterioration in liquidity, revenue continues to decline or if EBITA/interest expense falls below 1.0 times. Ratings may also be downgraded if there is an elevated risk of a distressed exchange. Fortna Group, Inc. ("Fortna"), headquartered in Atlanta, Georgia, is the parent company for Fortna and Deliver Buyer, also known as Material Handling Systems ("MHS"). Fortna provides design services and cost-effective solutions, powered by Fortna Warehouse Execution Software (WES), that optimize distribution and fulfillment for speed and accuracy. MHS designs, engineers, manufactures, and installs turnkey material handling automation solutions for parcel, distribution & fulfillment, eCommerce, manufacturing and other industries. Operations are primarily conducted in North America, the United Kingdom and Europe. The company generated $1.9 billion of total revenue in 2022. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. FTX TRADING: Challenges Chapter 11 Bahamian Court Jurisdiction -------------------------------------------------------------- Vince Sullivan of Law360 reports that bankrupt cryptocurrency investment platform FTX Trading Ltd. told a Delaware bankruptcy judge Thursday, June 8, 2023, that joint provisional liquidators presiding over insolvency proceedings in the Bahamas should not be allowed to move forward with core issues there because the Delaware court is the venue the debtor chose. About FTX Group FTX is the world's second-largest cryptocurrency firm. FTX is a cryptocurrency exchange built by traders, for traders. FTX offers innovative products including industry-first derivatives, options, volatility products and leveraged tokens. Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that FTX paused customer withdrawals after it was hit with roughly $5 billion worth of withdrawal requests. Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell itself to its giant rival Binance, but Binance walked away from the deal amid reports on FTX regarding mishandled customer funds and alleged US agency investigations. At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step aside, and restructuring vet John J. Ray III was quickly named new CEO. FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc. (d/b/a FTX US), Alameda Research Ltd. and certain affiliated companies then commenced Chapter 11 proceedings (Bankr. D. Del. Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022. Additional entities sought Chapter 11 protection on Nov. 14, 2022. FTX Trading and its affiliates each listed $10 billion to $50 million in assets and liabilities, making FTX the biggest bankruptcy filer in the US this year. According to Reuters, SBF shared a document with investors on Nov. 10, 2022, showing FTX had $13.86 billion in liabilities and $14.6 billion in assets. However, only $900 million of those assets were liquid, leading to the cash crunch that ended with the company filing for bankruptcy. The Hon. John T. Dorsey is the case judge. The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel; Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal North America, LLC as financial advisor. Kroll is the claims agent, maintaining the page https://cases.ra.kroll.com/FTX/Home-Index The Official Committee of Unsecured Creditors tapped Paul Hastings as counsel, FTI Consulting, Inc., as financial advisor, and Jefferies LLC as the investment banker. Young Conaway Stargatt & Taylor LLP is the Committee's Delaware and conflicts counsel. Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory T. Donilon, Edward L. Schnitzer, and David M. Banker, is representing Sam Bankman-Fried in the Chapter 11 cases. White-collar crime specialist Mark S. Cohen has reportedly been hired to represent SBF in litigation. Lawyers at Paul Weiss previously represented SBF but later renounced representing the entrepreneur due to a conflict of interest. GALLERIA WEST: Has Deal on Cash Collateral Access ------------------------------------------------- Galleria West Loop Investments, LLC asks the U.S. Bankruptcy Court for the Western District of Texas, Austin Division, for authority to use cash collateral and provide adequate protection in accordance with its agreement with Veritex Community Bank. The Debtor requires the use of cash collateral to continue its operations. The Debtor owns real property located at 50 Briar Hollow Lane, Houston, Texas 77027. The Property is the Debtor's "single asset real estate" within the meaning of 11 U.S.C. Section 101(51B). The Debtor acquired title to the Property from BDFI, LLC, a New York limited liability company, on October 21, 2022, pursuant to a Substitute Trustee's Deed executed by Manfred Sternberg. Ali Choudhri is the sole owner of both BDFI and the Debtor. On March 9, 2018, Green Bank, N.A. made a loan to BDFI in the original principal amount of $18.1 million secured by a first-priority lien on the Property. Green Bank merged with and into Veritex effective as of January 1, 2019. As Green Bank's successor-in-interest, Veritex is the holder in due course of each of the Loan Documents entered by Green Bank. The Debtor owns the property subject to the Deed of Trust and Veritex's rights under the Loan Documents. Veritex asserts valid, senior, perfected, and enforceable liens on the Property and all of the Debtor's personal property assets as of the Petition Date pursuant to the Loan Documents. Veritex asserts that, as of the Petition Date, it is owed at least $20 million. The Loan matured on December 30, 2019. The forbearance period under the Fourth Amendment to the Second Forbearance Agreement expired on September 15, 2022. Veritex has not received any payments under the Loan Documents since July 2022. The Parties have agreed to the Debtor's use of Veritex's cash collateral, on a going-forward basis on the terms and conditions set forth in the Proposed Agreed Order. A copy of the motion is available at https://urlcurt.com/u?l=YR0Bml from PacerMonitor.com. About Galleria West Loop Investments Galleria West Loop Investments, LLC is primarily engaged in renting and leasing real estate properties. The company is based in Austin, Texas. Galleria West Loop Investments sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Case No. 23-50027) on Jan. 3, 2023, with $10 million to $50 million in both assets and liabilities. Judge Craig A. Gargotta oversees the case. Ron Satija, Esq., at Hayward, PLLC is the Debtor's legal counsel. Veritex Community Bank, as lender, is represented by: Joe Coleman, Esq., Kane, Russell, Coleman & Logan P.C. 901 Main Street Dallas, TX 75202 GENESIS GLOBAL: FTX Can't Join Genesis Bankruptcy Talks ------------------------------------------------------- Steven Church of Bloomberg News reports that FTX Trading Ltd. cannot join confidential mediation sessions between bankrupt crypto lender Genesis Global Holdco and its parent company Digital Currency Group, a judge ruled Monday, June 5, 2023. US Bankruptcy Judge Sean Lane declined to open the settlement talks to FTX, which is also in bankruptcy and claims that Genesis owes it $3.9 billion. Instead, Judge Lane gave Genesis, a group of its biggest creditors and DCG more time to come up with a revised payout proposal. Any agreement would form the basis of a Chapter 11 bankruptcy plan to pay hundreds of thousands of Genesis creditors. About Genesis Global Genesis Global Holdco, LLC, through its subsidiaries, and Global Trading, Inc., provide lending and borrowing, spot trading, derivatives and custody services for digital assets and fiat currency. Genesis Global Capital, LLC (GGC) and Genesis Asia Pacific PTE. LTD. (GAP) provide lending and borrowing, spot trading, derivatives and custody services for digital assets and fiat currency. Genesis Global Holdco, LLC owns 100% of GGC and GAP. Genesis Global Holdco, LLC, GGC and GAP each filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 23-10063) on Jan. 19, 2023. The cases are pending before the Honorable Sean H. Lane. At the time of the filing, Genesis Holdco reported $100 million to $500 million in both assets and liabilities. Genesis Holdco is a sister company of Genesis Global Trading, Inc. ("GGT") and 100% owned by Digital Currency Group, Inc. ("DCG"). GGT, DCG and certain of the Holdco subsidiaries are not included in the Chapter 11 filings. The non-debtor subsidiaries include Genesis UK Holdco Limited, Genesis Global Assets, LLC, Genesis Asia (Hong Kong) Limited, Genesis Bermuda Holdco Limited, Genesis Custody Limited ("GCL"), GGC International Limited ("GGCI"), GGA International Limited, Genesis Global Markets Limited, GSB 2022 II LLC, GSB 2022 III LLC and GSB 2022 I LLC. The Debtors tapped Cleary Gottlieb Steen & Hamilton, LLP as bankruptcy counsel; Morrison Cohen, LLP as special counsel; Alvarez & Marsal Holdings, LLC as financial advisor; and Moelis & Company, LLC as investment banker. Kroll Restructuring Administration, LLC is the Debtors' claims and noticing agent and administrative advisor. The ad hoc group of creditors is represented by Kirkland & Ellis, LLP and Kirkland & Ellis International, LLP. The ad hoc group of Genesis lenders is represented by Proskauer Rose, LLP. The U.S. Trustee for Region 2 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped White & Case, LLP as bankruptcy counsel; Houlihan Lokey Capital, Inc. as investment banker; Berkeley Research Group, LLC as financial advisor; and Kroll as information agent. GLOBAL MEDICAL: Lenders Hire PJT on $4-Bil. Debt Load ----------------------------------------------------- Rachel Butt of Bloomberg News reports that a group of lenders to Global Medical Response has selected PJT Partners to help protect their interests amid concerns over the KKR & Co.-backed company's debt load. The same lenders have also been workingwith Gibson Dunn & Crutcher ahead of potential refinancing risks on more than $4 billion of debt coming due in 2025, according to people with knowledge of the matter. Debt holders are also worried about the medical transportation company's potential to exploit loopholes in the credit agreement such as moving assets out of lenders' reach, the people added, asking not to identified. About Global Medical Response Global Medical Response, Inc. -- https://www.globalmedicalresponse.com/home -- operates as a medical transportation company. The Company offers medical care for emergency and relocation services. GLOBAL TEE COMPANY: Taps Dunn Schouten & Snoap as Counsel --------------------------------------------------------- The Global Tee Company, LLC, seeks approval from the U.S. Bankruptcy Court for the Western District of Michigan to employ Dunn Schouten & Snoap as Counsel. The firm will provide these services: a. attend the meeting of creditors; b. counsel the Debtor on compliance with the request and directives of the Office of the United States Trustee and the Subchapter V trustee. c. counsel the Debtor on agreements for use of cash collateral, agreements to resolve motions for relief from stay and provide adequate protection. d. preparation of the original and amendment or modification to the Chapter 11 Plan and Disclosure Statement. e. counsel the Debtor with regard to retention and employment of professionals and obtaining approval of payment of fees and expenses of professionals. The firm will be paid at these rates: Perry G. Pastula $325 per hour Thomas W. Schoute $395 per hour Dana L. Snoap $325 per hour Legal Assistants $45 per hour In addition, the firm will receive reimbursement for out-of-pocket expenses incurred. The firm will be paid a retainer in the amount of $18,262 plus $1,738 for the initial filing fee for a total retainer of $20,000. Perry Pastula, Esq., a partner at Dunn, Schouten & Snoap, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Perry G. Pastula Dunn, Schouten & Snoap 2745 ZDe Hoop Avenue SW Wyoming, MI 49509 Tel: (616) 538-6380 Fax: (616) 538-4414 Email: ppastula@dunnslaw.com About The Global Tee Company The Global Tee Company, LLC is a manufacturer of women's fitness wearing apparel, which markets the sale of its products through an online marketing program. The company is based in Grand Rapids, Mich. Global Tee Company sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Mich. Case No. 23-01205) on May 25, 2023, with $100,001 to $500,000 in assets and $1 million to $10 million in liabilities. Scott Sandberg, member, signed the petition. Judge James W. Boyd oversees the case. Perry Pastula, Esq., at Dunn, Schouten & Snoap, P.C., is the Debtor's legal counsel. GLORY INTERVENTION: Seeks to Hire Eric A. Liepins as Counsel ------------------------------------------------------------ Glory Intervention Center, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Eric A. Liepins, P.C. as counsel. The firm's services include liquidating the Debtor's assets; reorganizing the claims of the estate; and determining the validity of claims asserted in the estate. The firm will be paid at these rates: Eric A. Liepens $275 per hour Paralegals and Legal Assistant $30 to $50 per hour In addition, the firm will receive reimbursement for out-of-pocket expenses incurred. The firm will be paid a retainer in the amount of $5,000 plus the filing fee. Eric Liepins, Esq., a partner at Eric A. Liepins, P.C., disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Eric A. Liepins Eric A. Liepins, P.C. 12770 Coit Road Suite 850 Dallas, TX 75251 Tel: (972) 991-5591 Fax: (972) 991-5788 About Glory Intervention Center Glory Intervention Center, Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Texas Case No. 23-31038) on May 25, 2023, with $500,001 to $1 million in both assets and liabilities. The Debtor is represented by Eric A. Liepins, P.C. HIGHPEAK ENERGY: S&P Assigns Preliminary 'B' ICR, Outlook Stable ---------------------------------------------------------------- S&P Global Ratings assigned its preliminary 'B' issuer credit rating to Fort Worth-based oil and gas exploration company HighPeak Energy Inc. S&P said, "At the same time, we assigned our preliminary 'B+' issue-level rating and '2' recovery rating to the proposed senior notes. The recovery rating of '2' indicates our expectation for substantial (70%-90%; rounded estimate: 85%) recovery of principal in the event of payment default. "The outlook is stable, reflecting our expectation that the transaction will close as expected and the company will maintain funds from operations (FFO) to debt well above 60% over the next 12 months. In addition, the preliminary rating and outlook assume the company successfully extends the maturity of its credit facility before it becomes current on June 17, 2023. "We are assigning our preliminary 'B' issuer credit rating to HighPeak Energy Inc. pending the successful launch of its new debt offering. "Our preliminary rating reflects our expectation that HighPeak will use net proceeds from its debt offering to refinance its existing $475 million of senior notes and reduce outstanding borrowings under its credit facility. The preliminary rating on the company reflects the high concentration of liquids in its production and reserves base, which provides an uplift to profitability; its low leverage; and the company's expected growth trajectory. HighPeak expects to increase production to approximately 45,000 barrels of oil equivalent per day (boe/d) to 50,000 boe/d in 2023 from 26,000 boe/d in 2022. In addition, the company expects to increase production another 30% in 2024 to a range of 60,000 boe/d-65,000 boe/d. Importantly, HighPeak's production consists primarily of liquids, with oil and natural gas liquids (NGLs) accounting for 85% and 11%, respectively, of first quarter production. The high liquids content in HighPeak's barrels provides for superior margins and profitability compared with peers whose barrels contain more natural gas. The company expects to average running three rigs and two frac crews in 2023 and to turn-in-line 105 wells-115 wells during the year. "We expect credit measures to remain strong and liquidity to be adequate. "We expect FFO to debt to average well over 60% over the next two years and debt to EBITDA of about 1x. We expect HighPeak to start generating free cash flow in the second half of the year as it reduces capex and focuses less on production growth and more on maintaining a strong balance sheet and adequate liquidity, which will provide for more financial flexibility. Liquidity will improve as a result of this transaction because the company will use a portion of the proceeds to reduce the borrowings on the credit facility and will have about $325 million drawn on the credit facility pro forma, down from $420 million before the transaction. Our rating assumes the company is able to extend the maturity date of its credit facility beyond the current maturity of June 17, 2024." The negative comparable rating analysis on HighPeak reflects the company's smaller production and reserve base compared with higher rated peers and lack of geographical diversification. S&P said, "The stable outlook reflects our expectation that HighPeak will maintain financial policies that support growth while generating positive free cash flow. Over the next 12 months we expect FFO to debt to average above 60% while debt to EBITDA averages about 1x. We also anticipate that the company will be able to extend the maturity on its revolving credit facility beyond June 17, 2024. We expect borrowings on its credit facility to continue to be reduced over time. "We could lower ratings if HighPeak pursued a more aggressive financial policy than anticipated, such as large debt-financed acquisitions or debt-funded shareholder returns, leading to FFO to debt below 30% or meaningfully weaker liquidity. "We could raise our rating on HighPeak if it further expanded its production and developed reserves to levels comparable with those of higher-rated peers while maintaining FFO to debt above 45%. The company would also need to maintain at least adequate liquidity, with a lower proportion of outstanding RBL borrowings relative to its capacity." ESG credit indicators: E4, S2, G2 S&P said, "Environmental factors are a negative consideration in our credit rating analysis on HighPeak Energy Inc. as the exploration and production industry contends with an accelerating energy transition and adoption of renewable energy sources. We believe falling demand for fossil fuels will lead to declining profitability and returns for the industry as it fights to retain and regain investors that seek higher return investments. To help address these concerns, HighPeak has greater than 75% of oil production and 100% of gas production on pipe, running one to two rigs on electric power and two rigs and two frac crews operating on duel fuel. It is expanding its recycle capabilities and using local sand, which reduces trucking miles." HTG MOLECULAR: Hits Chapter 11 Bankruptcy to Rework $9 Million Debt ------------------------------------------------------------------- Life science company HTG Molecular Diagnostics Inc. has sought Chapter 11 protection in Delaware, citing a string of failed drug development partnerships followed by the COVID-19 pandemic putting a damper on its research. HTG was incorporated in 2000 as a spin out of SIDDCO, a Tucson-based combinatorial chemistry company. HTG is a Life Science company whose mission is to advance precision medicine through its transcriptome-wide profiling technology and advanced medicinal chemistry technology. After going public in 2015, the company signed four, multimillion-dollar collaborative research agreements with large pharma and was contracted to build companion diagnostic assays for the biopharma's drug asset that were in clinical trial. But the drugs failed to reach their clinical endpoint resulting in the cancellation of the programs. Despite the setbacks, the life science tools (translational research) part of HTG's business was still growing robustly hitting a peak revenue of $14.6 million in 2019. But in 2020, COVID significantly impacted the company's growth trajectory. The company says it has a project plan to bring a potential new drug to patients suffering from Acute Myeloid Leukemia relapse. The company expects to meet its first milestone, including a full data pack on a molecule to enter pre-clinical development to become a drug, by January 2024. The company will then seek a licensing partner, likely a larger biotech. $9-Mil. in Debt HTG's assets consist principally of (a) cash and cash equivalents in the amount of $2,779,314, (b) inventory with a net value of $792,383, (d) accounts receivable from customers in the amount of $273,586, (e) prepaid expenses and vendor deposits in the amount of $1,445,962, (f) operating lease right-of-use assets in the amount of $892,685, and (g) property and equipment in the amount of $488,241. In addition, its valuable intellectual property rights are impossible to precisely value. HTG's only secured debt consists of a secured term loan from Silicon Valley Bank with a current balance of $2,687,255, which includes a final fee premium of $800,000. After the failure of SVB, the Debtor has been advised that First Citizens Bank owns the loan. The Debtor has unsecured debt of $6.5 million. As a debtor to SVB since 2020, the company was significantly hampered in its first half 2023 fundraising efforts with the collapse of SVB in March 2023 creating concerns by potential new investors, of SVB's insolvency. Bankruptcy Filing Shaun McMeans, Senior VP and CFO, explains that the company is pursuing a bankruptcy process because it believes it is in the best long-term interest of the company and its creditors. The company has dramatically cut cash burn by aggressively reducing staff and spending. Bankruptcy would enable the company to further those initiatives to reduce cash burn with lowered debt service as it seeks additional equity capital and/or non-dilutive upfront payments as it markets initial drug candidates. Through bankruptcy the company could completely exit the original diagnostics and life science tools business at a much lower cost because bankruptcy would void significant executive employment agreement obligations in the US and an inapplicable asset purchase agreement from 2000. It would also enable the company to close its European operations at a much lower cost, eliminating a significant one-time charge related to statutory severance. The company has reduced its employee base from 88 employees on Jan. 1, 2022 to 15 employees as of June 2, 2023, through 3 separate reductions in force, the most recent of which was effective on June 2, 2023, representing those remaining employees deemed not critical for the continuity of its drug discovery business. This also greatly enables the ability of the company to identify a sponsor to take the company back to a private ownership structure, thereby significantly reducing board costs, insurance, legal and NASDAQ listing fees. A pause in the senior debt amortization provides the company additional time for both partnering conversations to mature as well as provide more time to build longer term financing sponsors and supportive equity syndicate. About HTG Molecular HTG Molecular Diagnostics, Inc., is a commercial-stage company that develops and markets a technology platform to facilitate the routine use of complex molecular profiling. The Tucson, Arizona-based Company's HTG Edge and HTG EdgeSeq platforms, which is comprised of instrumentation, consumables and software analytics, automates the molecular profiling of genes and gene activity. HTG Molecular sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10732) on June 5, 2023. In the petition signed by Shaun McMeans, senior vice president and chief financial officer, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Kate Sickles oversees the case. Frederick B. Rosner, Esq., at The Rosner Law Group, LLC, is the Debtor's legal counsel. Silicon Valley Bank, as lender, is represented by: Alex Rheaume, Esq. Morrison & Foerster LLP 200 Clarendon Street, 21st Floor Boston, MA 02116 INDUS ARCHITECTS: Court OKs Cash Collateral Access -------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of New York authorized Indus Architects, PLLC to use cash collateral on an interim basis in accordance with the budget. The Debtor is permitted to use cash collateral until the earlier of (i) July 13, 2023 at 4 p.m. or (ii) a Termination Event. TD Bank, the Prepetition Lender, consents to the Debtor's continued use of cash collateral solely for payment of items as expressly set forth in the Budget, with allowance for a 10% aggregate variance on a rolling weekly basis during the period covered by the Interim Order with respect to each of the "Expenses" line items in the Budget. TD Bank holds a validly perfected security interest on all the Debtor's assets. TD Bank provided a line of credit secured by a blanket lien on all of the Debtor's assets. As of Petition Date, the outstanding balance owed to TD Bank is $57,324. As adequate protection, the Prepetition Lender is granted valid, binding, continuing, enforceable, non-avoidable and fully perfected, first-priority postpetition security interests in and liens on all of the Debtor's rights in tangible and intangible assets. The Prepetition Lender will also receive a payment of $575 per month, commencing promptly after the entry of the Interim Order such that each additional monthly payment will be made no later the 16th day of each of subsequent month. The Prepetition Liens and Adequate Protection Liens will be subject and subordinate only to: (a) any quarterly or other fees payable to the U.S. Trustee pursuant to, inter alia, 28 U.S.C. section 1930(a) or interest, if any, pursuant to 31 U.S.C. section 3717; and (b) any costs and fees of a chapter 7 trustee should one be appointed if the Chapter 11 Case is converted in an amount not to exceed the amount of $10,000. These events constitute a "Termination Event": (a) Entry of an order by the Bankruptcy Court converting or dismissing the Chapter 11 Case; (b) Entry of an order by the Bankruptcy Court appointing a chapter 11 trustee in the Chapter 11 Case; (c) The failure of the Debtor to perform or comply in any material respect with any term or provision of the Interim Order; (d) Entry of an order that stays, reverses, vacates, amends, or rescinds any of the terms of the Interim Order, or order approving the Interim Order, without the consent of the Prepetition Lender; and (e) The Debtor ceases operations without the prior written consent of the Prepetition Lender, except to the extent contemplated by the Budget. A final hearing on the matter is set for July 10 at 10 a.m. A copy of the order is available at https://urlcurt.com/u?l=5kRp5m from PacerMonitor.com. About Indus Architects, PLLC Indus Architects, PLLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-71961) on June 1, 2023. In the petition signed by Sharon Lobo, managing member, the Debtor disclosed up to $1 million in both assets and liabilities. Judge Robert E. Grossman oversees the case. Heath S. Berger, Esq., at Berger, Fischoff, Shumer, Wexler & Goodman, LLP, represents the Debtor as legal counsel. INSYS THERAPEUTICS: Ex-CEO Says Clawback Unsupported in Chapter 11 ------------------------------------------------------------------ Vince Sullivan of Law360 reports that the former CEO of drugmaker Insys Therapeutics told a Delaware bankruptcy judge Wednesday, June 7, 2023, that he shouldn't have to return $6 million in legal fees the company advanced to him for criminal defense costs because he was partially successful in his defense, despite a conviction that came with jail time. About Insys Therapeutics Headquartered in Chandler, Ariz., Insys Therapeutics Inc. -- http://www.insysrx.com/-- is a specialty pharmaceutical company that develops and commercializes innovative drugs and novel drug delivery systems of therapeutic molecules that improve patients' quality of life. Using proprietary spray technology and capabilities to develop pharmaceutical cannabinoids, Insys is developing a pipeline of products intended to address unmet medical needs and the clinical shortcomings of existing commercial products. Insys is committed to developing medications for potentially treating anaphylaxis, epilepsy, Prader-Willi syndrome, opioid addiction and overdose, and other disease areas with a significant unmet need. As of March 31, 2019, Insys had $172.6 million in total assets, $336.3 million in total liabilities, and a total stockholders' deficit of $163.7 million. Insys Therapeutics and six affiliated companies filed petitions seeking relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11292) on June 10, 2019. The Debtors' cases are assigned to Judge Kevin Gross. The Debtors tapped Weil, Gotshal & Manges LLP and Richards, Layton & Finger, P.A., as legal counsel; Lazard Freres & Co. LLC as investment banker; FTI Consulting, Inc. as financial advisor; and Epiq Corporate Restructuring, LLC as claims agent. Andrew Vara, acting U.S. trustee for Region 3, on June 20, 2019, appointed nine creditors to serve on an official committee of unsecured creditors in the Chapter 11 cases. Akin Gump Strauss Hauer & Feld LLP, and Bayard, P.A., serve as the Committee's attorneys; and Province, Inc., is the financial advisor. * * * Insys sold its epinephrine 7mg and 8.5mg unit-dose nasal spray products and naloxone 8mg unit-dose nasal spray products and certain equipment and liabilities to Hikma Pharmaceuticals USA Inc. for $17 million. It sold for $12.2 million to Chilion Group Holdings US, Inc., its (i) CBD formulations across current pre-clinical, clinical, third-party grants and investigator initiated study activities (including any future activities or indications), (ii) THC programs of Syndros oral dronabinol solution, and (iii) Buprenorphine products. Insys sold to BTcP Pharma, LLC for $52 million in royalty payments plus other amounts all strengths, doses and formulations in the world (except for the Republic of Korea, et al.). Insys sold to Pharmbio Korea, Inc., for $1.2 million in cash specific intellectual property, records and certain other assets related to strengths, doses and formulations of the Subsys Product in the Republic of Korea, Japan, China, Brunei, Cambodia, Indonesia, Laos, Malaysia, Myanmar, Philippines, Singapore, Thailand, Timor-Leste, and Vietnam. After selling substantially all of their assets, the Debtors filed a Chapter 11 Plan and Disclosure Statement. Judge Kevin Gross on Jan. 16, 2020, confirmed the Debtors' Plan of Liquidation. INW MANUFACTURING: S&P Affirms 'CCC' Rating on 1st-Lien Term Loan ----------------------------------------------------------------- S&P Global Ratings affirmed its 'CCC' issue-level rating on INW Manufacturing LLC's first-lien term loan. S&P also revised its recovery rating to '4' (30%-50% recovery) from '3' (50%-70%) and its rounded recovery estimate to 45% from 55%. The company recently received a delayed-draw term loan facility with a maturity date of April 30, 2024. S&P said, "While the transaction has improved INW's short-term liquidity position, we are unclear as to whether the company will have unfettered access to this facility if it is unable to meet certain conditions precedent to additional funding. Further, we continue to expect INW's high debt service requirements will exceed projected EBITDA over the next 24-36 months. The company will need to address the maturity in early 2024." All of S&P's other ratings on INW, including its 'CCC' issuer credit rating, are unchanged. ISSUE RATINGS - RECOVERY ANALYSIS Key analytical factors The debt capital structure consists of: -- $115 million asset-based lending (ABL) revolver due in March 2026; -- $440 million first-lien term loan due in March 2027 ($412.5 million outstanding as of Dec. 31, 2022); and -- New delayed-draw term loan facility due in April 2024. S&P rates the first-lien term loan. S&P views the unrated ABL as priority debt. The ABL has a first lien on substantially all ABL assets and a second lien on substantially all non-ABL assets. The term loan and delayed-draw term loan rank pari passu with each other and have a first lien on substantially all non-ABL assets and a second lien on substantially all ABL assets. The ABL collateral primarily consists of all personal property of each loan party (U.S. and U.K. borrowers and guarantors), including accounts receivable, inventory, cash, and general intangibles. The non-ABL collateral primarily consists of all personal property of each loan party excluding the ABL collateral. The borrowers under the ABL include INW, INW Bee Health Ltd., and Bee Health Ltd. The facility is available in U.S. dollars only. The borrowing base primarily consists of U.S. accounts receivable (85% advance rate), inventory (lesser of 75% of cost and 85% net order liquidation value), and unrestricted cash. Simulated default assumptions Insolvency regime: S&P said, "Delaware-organized INW is headquartered in Utah with most of its assets in the U.S. and, as a result of the Bee acquisition, the U.K. In the event of a payment default, we believe a filing for bankruptcy protection would occur in the U.S., while entities abroad would remain out of any insolvency proceedings with respect to local jurisdictions. We believe creditors would receive maximum recovery in a payment default scenario if the company reorganized instead of liquidated. This is because of its research and development capabilities, collection of manufacturing assets, and customer relationships. Therefore, in evaluating the recovery prospects for debtholders, we assume INW continues as a going concern and arrive at our emergence enterprise value by applying a 5x multiple to our assumed emergence EBITDA. "Our simulated default scenario considers a default in 2024, potentially due to persistent inflation and supply chain disruptions, problems integrating the acquisitions, the loss of significant customers because of escalating competition, or a substantial drop in demand for its clients' products due to an inability to anticipate evolving consumer trends or negative publicity. In addition, profitability could drop if there are product recalls or lingering effects of the fire at the U1 plant. These factors significantly deteriorate EBITDA and cash flow, causing a payment default." Calculation of EBITDA at emergence: -- Debt service: $57.3 million (default year interest plus amortization) -- Minimum capital expenditure: $12.1 million -- Default EBITDA proxy: $69.4 million -- Operational adjustment: negative 10% -- Emergence EBITDA after adjustment: $62.5 million Simplified waterfall S&P estimates a $312 million emergence enterprise value, which incorporates a 5x multiple to emergence EBITDA. The multiple is consistent with what it uses for other U.S.-based third-party manufacturers. -- Gross recovery value: $312 million -- Net recovery value for waterfall after 5% administrative expenses: $297 million -- Obligor/nonobligor valuation split: 100%/0% -- Estimated priority ABL claims: $71 million -- Collateral and unencumbered value available for first-lien term loan claims: $226 million -- Estimated first-lien recovery range: 30%-50% (rounded estimate: 45%) All debt amounts include six months of prepetition interest. IRONHORSE PURCHASER: AG Twin's $5.8M Loan Has 88% Markdown ---------------------------------------------------------- AG Twin Brook Capital Income Fund has marked its $5,813,000 loan extended Ironhorse Purchaser, LLC to market at $706,000 or 12% of the outstanding amount, as of March 31, 2023, according to a disclosure contained in AG Twin's Form 10-Q for the Quarterly Period ended March 31, 2023, filed with the Securities and Exchange Commission. AG Twin is a participant in a First Lien Senior Secured Revolving Loan to Ironhorse Purchaser, LLC. The loan accrues interest at a rate of 11.66% (S + 6.50%) per annum. The loan matures on September 30, 2027 AG Twin Brook Capital Income Fund is a Delaware statutory trust which was formed on January 27, 2022. AGTB Fund Manager, LLC, a wholly-owned subsidiary of Angelo, Gordon & Co L.P., serves as the investment adviser of the Company. The Advisor is registered as an investment adviser with the U.S. Securities and Exchange Commission under the Investment Advisers Act of 1940. The Company has elected to be regulated as a business development company under the Investment Company Act of 1940. The Company intends to elect to be treated for federal income tax purposes, and intends to qualify annually thereafter, as a regulated investment company as defined under Subchapter M of the Internal Revenue Code of 1986, as amended. Ironhorse Purchaser, LLC, a portfolio of private equity firm Kinderhook Industries, in 2022 acquired the Tank and Pump segment of WillScot Mobile Mini Holdings Corp. (Nasdaq: WSC), which provides flexible workspace and portable storage solutions, for an enterprise value of $323 million. JEFFERSON-11TH STREET: $5.3M Sale to Concord to Fund Plan --------------------------------------------------------- Jefferson-11th Street, LLC, submitted a Disclosure Statement with respect to Amended Chapter 11 Plan dated June 12, 2023. Debtor is a single asset real estate limited partnership organized under the laws of the District of Columbia with a principal place of business located in the District of Columbia. The sole significant asset of the Debtor is Debtor's real property located at: 2724 11th Street NW, Washington, DC 2000. ("The Property"). The Debtor and the principals of the Debtor had been in litigation with the tenants occupying the Property ("the Tenants") and the District of Columbia for years prior to the filing of the Chapter 11 case. A receiver had been appointed through a consent motion for limited purposes to oversee the operations of the Property and safeguard the health and safety of the Tenants. The Property was vacant at the time of the filing and the Tenants had been moved to other locations. Debtor concluded that in order to sell the Property and resolve all issues with the Tenants filing of a Chapter 11 was most appropriate. The Receiver had spent a substantial amount of money and was continuing to expend funds contributed by the Principals to pay rent for the Tenants in their temporary locations. The Property was not rehabilitated and had been stripped down to the underlying structure of studs and beams. The lack of progress and difficulty of selling the Property through a receivership led to the filing. The Debtor proposes to satisfy all of its debts and pay all of its creditors through a sale of the Property, the approval of which is sought pursuant to the Plan although a separate Motion has also been filed. The estimated value of the Property, based on the Agreement of Sale is Five Million Three Hundred Thousand Dollars. Class 4 consists of holders of General Unsecured Claims. Except to the extent that a holder of an Allowed Class 4 Claim agrees to a different and lesser treatment, each holder of an Allowed Class 4 Claim shall receive from the Debtor, in full and complete settlement, satisfaction and discharge of its Allowed Class 4 Claim, on the later to occur of (i) the Distribution Date (or as soon as reasonably practicable thereafter) and (ii) the date on which such Claim shall become an Allowed Claim, payment in full, with post-petition interest at the Federal Judgment Rate in effect on the Petition Date. Holders of Class 4 Claims are unimpaired. Class 5 consists of the Litigation Claims held by the Tenant Parties. Except to the extent that a holder of an Allowed Class 5 Claim agrees to a different and lesser treatment, each holder of an Allowed Class 5 Claim shall receive from the Debtor, in full and complete settlement, satisfaction and discharge of its Allowed Class 5 Claim, the treatment set forth in the Settlement Agreement. Holders of Class 5 Claims are unimpaired. Class 6 consists of holders of Claims held by Insiders. Except to the extent that a holder of an Allowed Class 6 Claim agrees to a different and lesser treatment, each holder of an Allowed Class 4 Claim shall receive from the Debtor, in full and complete settlement, satisfaction and discharge of its Allowed Class 6 Claim, on the later to occur of (i) the Distribution Date and (ii) the date on which such Claim shall become an Allowed Claim, payment in full, with post-petition interest at the Federal Judgment Rate in effect on the Petition Date. Class 7 consists of Holders of Interests. Each member of the Debtor shall be entitled to keep their respective equity interests in the Debtor. Holders of Interests are unimpaired and not entitled to vote to accept or reject this Plan. The Sale Agreement is summarized as follows: * The Proposed Purchaser: Concord Communities LLC, or permitted assigns. * Price: The proposed base sale price in the Sale Agreement is $5,300,000 Million. * Executory Contracts and Leases: There will be no assumption of Tenant Leases, as those have all been reslved and terminated through the Settlement Agreement with the Tenants. * Financing Contingency: The Sale Agreement contains no financing contingency but it does contain takeback financing. * Deposit: A deposit of $200,000 has been posted. SK will receive takeback financing from the Debtor in the amount of $1.8 Million. SK will pay the balance of the Purchase Price at closing. Approval of the sale of the Property is sought pursuant to confirmation of the Plan. Sale of the Property is to be free and clear of all liens and interests, with all liens and interests attaching to the Sale Proceeds in the order and amount that they attached to the Property. The sale is subject to an opportunity for higher and better offers to be submitted pursuant to the Bid Procedures Order. The sale is subject to an Order of the Bankruptcy Court approving the sale 1) as a component of the Confirmation Order, or 2) through a separate motion authorizing sale free and clear of liens. The Property will be sold in its "as-is" condition as of the date of closing. The Sale Agreement calls for a commission to be paid by the Debtor to the Realtors. A full-text copy of the Disclosure Statement dated June 12, 2023 is available at https://urlcurt.com/u?l=cWD0o3 from PacerMonitor.com at no charge. Counsel for the Debtor: Janet M. Nesse, Esq. Justin P. Fasano, Esq. McNamee Hosea, PA 6411 Ivy Lane, Suite 200 Greenbelt, MD 20770 Telephone: (301) 441-2420 Facsimile: (301) 982-9450 Email: jnesse@mhlawyers.com jfasano@mhlawyers.com About Jefferson-11th Street Jefferson-11th Street, LLC, is primarily engaged in renting and leasing real estate properties. The Debtor is the fee simple owner of a real property located at 2724, 11th St., NW, Washington, DC, valued at $5 million. Jefferson-11th Street sought Chapter 11 bankruptcy protection (Bankr. D.D.C. Case No. 22-00059) on March 31, 2022. In the petition filed by Francis Hill Parker, managing member, the Debtor disclosed $5,531,267 in total assets and $1,931,368 in total liabilities. Judge Elizabeth L. Gunn oversees the case. The Debtor tapped McNamee Hosea, PA as bankruptcy counsel and Blumenthal, Cordone & Erklauer, PLLC as special counsel. JLK CONSTRUCTION: Court OKs Cash Collateral Access Thru Sept 1 -------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Missouri authorized JLK Construction, LLC to use cash collateral on an interim basis in accordance with the budget, with a 10% variance, through September 1, 2023. Three entities assert interests in the cash collateral: Nodaway Valley Bank, Newtek Small Business Finance, LLC and M&T Equipment Finance Corporation. While the Debtor has not fully analyzed all of the liens asserted against the estate's assets, the Debtor believes that, with respect to cash collateral, Nodaway is in a first secured position, M&T is in a second secured position and Newtek is in a third secured position. The Debtor further believes the Secured Creditors hold duly perfected liens on Debtor's accounts, monies, receivables, and work in progress. The Debtor has previously made adequate protection payments totaling $24,000 as of June 6, 2023, which funds are currently being held in the segregated account at Nodaway. In addition to those funds, the Debtor will continue to make adequate protection payments of $6,000 per month with the July, August and September payments being due on the first calendar day of each month. The funds will be subject to the respective existing liens of the Secured Creditors and will be deposited in the segregated account that the Debtor previously established at Nodaway. As adequate protection, the Secured Creditors are granted Replacement Liens in all of the Debtor's post-petition assets, other than avoidance power actions and recoveries. This provision is not intended to bar the future issuance of liens by the Court in avoidance power actions and recoveries. The Replacement Liens granted to the Secured Creditors will have the same extent, validity and priority (and will be subject to the same defenses) as were their respective liens and security interests in prepetition collateral. To the extent the Replacement Liens and other protections supplied fail to provide adequate protection to the Secured Creditors, the Secured Creditors may be granted superpriority administrative expense claims to the extent that any Secured Creditor can demonstrate any actual diminution in value in its prepetition collateral position in accordance with 11 U.S.C. section 507(b). The Debtor's authorized use of cash collateral will immediately terminate upon the occurrence of any of the following events: a) September 1, 2023 (unless terminated earlier by Court order); b) Cessation of the Debtor's business operations; c) Insurance on the collateral expires or is terminated for reasons of the Debtor's fault; d) Entry of an order pursuant to 11 U.S.C. section 363 approving the sale of substantially all of the Debtor's assets; e) The effective date of any plan of reorganization or plan of liquidation for the Debtor; f) Conversion of the Debtor's case to a case under Chapter 7 of the Bankruptcy Code or the appointment of a Chapter 11 Trustee both upon noticed motion; g) Entry of any order pursuant to 11 U.S.C. section 364 authorizing the Debtor to obtain credit with a higher or equal priority than the liens held by or granted to any Secured Creditor; or h) The Debtor pays any compensation to Jesse Kagarice in any given month in which the Debtor fails to make payments to secured lenders as required by the Order. An evidentiary hearing on the matter is set for August 31, 2023 at 9 a.m. A copy of the order is available at https://urlcurt.com/u?l=1U88AV from PacerMonitor.com. About JLK Construction, LLC JLK Construction, LLC moves dirt, excavates dirt and does basic concrete flatwork. It is a union shop. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Mo. Case No. 23-50034) on February 13, 2023. In the petition signed by Jesse L. Kagarice, managing member, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Brian T. Fenimore oversees the case. Colin N. Gotham, Esq., at Evans and Mullinix, P.A., and Steven R. Fox, Esq., at The Fox Law Corp., Inc., represent the Debtor as legal counsel. Newtek Small Business Finance, LLC, as lender, is represented by: Jonathan A. Margolies, Esq. 2323 Grand Boulevard, Suite 1000 Kansas City, MO 64108 Tel: (816) 421-4460 Fax: (816) 474-3447 E-mail: jmargolies@sb-kc.com LAKELAND HOLDINGS: S&P Withdraws 'CCC+' Issuer Credit Rating ------------------------------------------------------------ At the issuer's request, S&P Global Ratings withdrew its 'CCC+' issuer credit rating on Lakeland Holdings LLC (doing business as WorldStrides) and its 'CCC-' issue-level rating on the company's senior secured third out take-back term loan, which was repaid. S&P believes the company is on track to achieve its previous base-case expectation for a full recovery in revenue and EBITDA in fiscal 2023 compared with fiscal 2019. However, the rating and negative outlook at the time of ratings withdrawal represents its belief that its S&P Global Ratings-adjusted measure of WorldStrides' leverage will remain very high this year and may be unsustainable. S&P expects S&P Global Ratings-adjusted debt to EBITDA of about 10x in fiscal 2023, which includes the company's Holdco Exit Facility issued at the parent entity Lakeland Holdings LLC. LIVE NATION: S&P Ups ICR to 'BB-' on Strong Operating Performance ----------------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Live Nation Entertainment Inc. to 'BB-' from 'B+'. The outlook is stable. S&P said, "We revised our liquidity assessment to strong from adequate. We also raised our issue-level ratings on the company's senior secured debt to 'BB' from 'BB-' and unsecured debt to 'B+' from 'B', in line with the one-notch issuer credit rating upgrade. The recovery ratings remain unchanged at '5' and '2', respectively. "The stable outlook reflects our expectation that strong tailwinds from a robust pipeline of events, strong pricing compared to historical levels within its ticketing segment, and growth in its high-margin sponsorship segment will result in about 10% EBITDA growth such that leverage will remain mid-4x in the next 12 months. "The upgrade to 'BB-' reflects our expectation that Live Nation will sustain S&P Global Ratings-adjusted leverage of mid-4x in 2023 as concert ticket sale growth mitigates recession risks. Overall, we expect a continued increase in events, higher ticket pricing, and growth in its high-margin sponsorship segment to drive revenue and EBITDA growth of 10%-12% in 2023. This leads us to forecast S&P Global Ratings-adjusted net leverage remaining mid-4x despite Live Nation's recent issuance of convertible notes and acquisition of a venue management business. Continued recovery in live event activity, on-site spending, and sustained ticket pricing in the past 12 months improved Live Nation's S&P Global Ratings-adjusted net leverage to 4.5x as of March 31, 2023, from 8.6x as of March 31, 2022. In our base-case scenario, we forecast international expansion to drive high-single-digit percentage growth in the global number of concerts and shows in 2023 following a record number of shows in 2022." Live events industry is exposed to changing consumer behavior and social trends and relies heavily on consumer discretionary spending. While S&P views the industry as susceptible to a downturn if consumer discretionary spending decreases, it expects that elevated event activity could buffer the company's operating performance against a recession over the next 12 months. S&P Global economists forecast the U.S. economy will fall into a shallow recession in 2023, and U.S. consumer discretionary spending will decline as high inflation and interest rates weaken household purchasing power. Despite discretionary spend pressures, we believe demand for live events will remain more resilient over the course of a recession than in the past because of a shift back toward services as compared to spending on consumer goods during the pandemic. Leading indicators suggest demand should remain strong in 2023 from an increased shift in spending toward experiences while artist supply remains healthy. Nonetheless, S&P believes Live Nation is exposed to changing consumer tastes and social trends. The company's potential inability to anticipate, or delay in reacting to, these changes could harm its business. In addition, Live Nation could incur losses if artists do not perform as frequently as anticipated or tours are cancelled or rescheduled because live music tours are typically booked several months in advance with a fixed guaranteed amount paid to the artist. However, while the company's revenue relies on consumer discretionary spending, S&P believes the ticketing segment provides more stability and predictability to the business thanks to its multiyear contracts with venues and its extensive relationship network with artists. Ticketmaster has positive working capital cash flow characteristics because it receives cash in advance of events. Therefore, the company can maintain large cash balances even when excluding the cash it receives on behalf of third parties. Live Nation is the largest global concert promoter and a leader in the event ticketing business. The company has transformed itself into a vertically integrated music company. As such, it benefits from a strong competitive position in the live entertainment industry and has diversified beyond the volatile and low-margin concert promotion and touring business, which is a flywheel for the company's other assets (particularly its ticket sales business). The company controls a leading global network of venues through which it promotes an expansive portfolio of performers. The company promoted shows for over 7,800 artists in 2022. Live Nation monetizes these assets through the sale of concert tickets, concessions, and high-margin corporate sponsorships. Ticketmaster is the market leader in the primary ticket sales industry. In a normal economic environment, it benefits from steady growth rates and a stable contractual profile, which offsets some of the competitive pressures the company faces from established competitors in the ticketing resale segment and potential new entrants. S&P said, "Despite regulatory concerns, we do not expect heightened regulatory scrutiny to have a material impact on the rating over the next 12 months. The company has recently faced regulatory pressures in the form of lawmakers expressing interest to break up Live Nation and Ticketmaster, investigations from attorney generals, and some antitrust class actions. However, the timing and outcome of any regulatory changes or litigation is unknown at this point and we believe the company has sufficient liquidity to use for potential settlements or fines. Over the medium term, we anticipate more clarity on the passing of legislative bills that could potentially change industry dynamics including in the form of, but not limited to, all-in pricing, speculative ticket selling, bot enforcement, and changes to venue exclusivity contracts. "The stable outlook reflects our expectation that strong tailwinds from a robust pipeline of events, strong pricing compared to historical levels within its ticketing segment, and growth in its high-margin sponsorship segment will result in about 10% EBITDA growth such that leverage will remain mid-4x in the next 12 months." S&P could lower its rating on Live Nation if it expects adjusted debt leverage to rise above 5x and free operating cash flow (FOCF) to debt to decline below 5%, likely caused by: -- Declines in concert attendance or discretionary consumer spending leading to EBITDA margin compression; -- Increased competitive risks; or -- Increased litigation or regulatory risks. Although unlikely, S&P could raise its rating on Live Nation if the company adheres to a long-term financial policy that facilitates adjusted leverage of less than 4x on a sustained basis. ESG credit indicators: E-2, S-3, G-3 S&P said, "Social factors are a moderately negative consideration in our credit rating analysis of Live Nation. We believe that the risk of material postponements or declines in attendance, driven by a resurgence in COVID-19 case counts, has sufficiently lessened since early last year. Live Nation experienced substantial health and safety challenges due to event cancellations and social distancing measures during the pandemic. However, over the course of 2022, as concerns regarding the virus dissipated, attendance, revenue, and EBITDA recovered to record levels. "Generally, we see the sector as sensitive to health and safety issues and exposed to event risk such as isolated incidents that cause harm to the health and safety of its concertgoers. Any temporary reduction in demand for concerts, litigation, additional security investments, and potential monetary judgments if the company isn't adequately insured can cause volatility in cash flow and credit measures. However, if incidents are isolated, cash flow declines are usually temporary and eventually recover once fears subside. "Governance factors are a moderately negative consideration in our credit rating analysis. Live Nation has faced ongoing regulatory scrutiny amid antitrust issues dating back to 2010 when it acquired Ticketmaster. The consent decree was set to expire in 2020 but was extended to 2025 due to concerns that Live Nation potentially violated it. Though we don't expect material monetary penalties, this continued scrutiny by the U.S. Department of Justice along with other lawmakers could limit Live Nation's ability to effectively monetize Ticketmaster and optimize its operations." LOAD ONE: AG Twin's $3.4M Loan Has 92% Markdown ----------------------------------------------- AG Twin Brook Capital Income Fund has marked its $3,482,000 loan extended to Load One Purchaser Corporation to market at $294,000 or 8% of the outstanding amount, as of March 31, 2023, according to a disclosure contained in AG Twin's Form 10-Q for the Quarterly Period ended March 31, 2023, filed with the Securities and Exchange Commission. AG Twin is a participant in a First Lien Senior Secured Revolving Loan to Load One Purchaser Corporation. The loan accrues interest at a rate of 11.16% (S + 6%) per annum. The loan matures on June 21, 2028. AG Twin Brook Capital Income Fund is a Delaware statutory trust which was formed on January 27, 2022. AGTB Fund Manager, LLC, a wholly-owned subsidiary of Angelo, Gordon & Co L.P., serves as the investment adviser of the Company. The Advisor is registered as an investment adviser with the U.S. Securities and Exchange Commission under the Investment Advisers Act of 1940. The Company has elected to be regulated as a business development company under the Investment Company Act of 1940. The Company intends to elect to be treated for federal income tax purposes, and intends to qualify annually thereafter, as a regulated investment company as defined under Subchapter M of the Internal Revenue Code of 1986, as amended. Load One, founded in 2003 and headquartered in Taylor, Michigan, is a freight and logistics company specializing in transporting goods for customers. LONGRUN PBC: Court OKs Continued Cash Collateral Access ------------------------------------------------------- The U.S. Bankruptcy Court for the District of Massachusetts authorized LongRun, PBC d/b/a Keto & Co., to use cash collateral on a continuing basis substantially in accordance with the budget, through the earlier of the conclusion of the Continued Hearing on the Motion or entry of a further order regarding the continued use of cash collateral. The continued hearing on the matter is set for July 20, 2023 at 1:30 p.m. Merchant Financial Corporation, First Savings Bank, the Small Business Administration and U.S. Bank Equipment Finance are granted post-petition replacement liens and security interests in property of the Debtor's estate, to the extent of valid perfected security interests as of the Petition Date not subject to avoidance, in an amount equivalent to the amount of cash collateral expended by the Debtor, of the same type, in the same nature and to the same extent as the Lienholders had in the3 assets pre-petition to the extent the Lienholders held validly perfected and unavoidable liens and security interests as of the Petition Date. As further adequate protection, the Debtor is authorized to make monthly adequate protection payments to the Lienholders as set forth in the Motion and in the Budget. The Post-petition Liens will have the same priority, validity, and enforceability as the Lienholders' liens on their pre-petition collateral. A copy of the court's order is available at https://urlcurt.com/u?l=v633CT from PacerMonitor.com. About LongRun, P.B.C. LongRun, P.B.C. sells low carb and keto foods wholesale to retailers via amazon.com and its own ecommerce websites; it has no physical store location. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 23-10140) on February 1, 2023. In the petition signed by Richard Tieken, president and CEO, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Christopher J. Panos oversees the case. Steven Weiss, Esq., at Schatz, Schwartz, and Fenting, P.C. LUCKY BUCKS: Hits Chapter 11 Bankruptcy Protection -------------------------------------------------- Gaming operator Lucky Bucks LLC filed for Chapter 11 bankruptcy in Delaware, listing liabilities up to ten times the amount of its assets. The Trive Capital-backed company estimated it has assets of as much as $50,000 and liabilities in the range of $100 million and $500 million, according to the filing. It expects to have funds available for distribution to unsecured creditors, it said. Lucky Bucks operates slot machines in convenience stores and gas stations in Georgia. Its performance weakened as the Georgia Lottery Commission cracked down on locations that get too much of their revenue from the machines. A higher rate environment also weighed on the company's debt burden and consumer discretionary spending. Through a restructuring support agreement, the company -- among other things -- seeks a potential $20.5 million debtor-in-possession senior secured financing commitment, according to the filing. Earlier this 2023, the company received short-term financing from Trive as it explored restructuring options with advisers M3 Partners, Evercore and Milbank, Bloomberg previously reported. Some of the company's machines have been taken out of operation due to increased regulatory enforcement, hurting its financial performance, according to Moody's Investors Service. The ratings firm downgraded Lucky Bucks to Caa3 in March, citing expectations of high debt relative to earnings and a covenant breach. About Lucky Bucks Headquartered in Norcross, Georgia, Lucky Bucks, LLC, and its affiliates are digital skill-based coin-operated amusement machine route operators based in and incorporated under the laws of the state of Georgia. Lucky Bucks LLC and two affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10758) on June 9, 2023. In the petition signed by James Boyden, executive vice president, the Debtors disclosed up to $500 million in assets and up to $1 billion in liabilities on a consolidated basis. As of the Petition Date, the Debtors have outstanding funded debt obligations in the aggregate principal amount of $610 million. Dennis F. Dunne, Esq., and Tyson Lomazow, Esq., at Milbank LLP; and Russell C. Silberglied, Esq., at Richards, Layton & Finger P.A., serve as the Debtor's legal counsel. Evercore Group L.L.C. is the Debtors' investment banker. M3 Advisory Partners, L.P., serves as the Debtors' financial advisor. Epiq Corporate Restructuring, LLC, serves as the Debtors' claims and noticing agent. LUCKY BUCKS: June 16 Deadline Set for Panel Questionnaires ---------------------------------------------------------- The United States Trustee is soliciting members for committee of unsecured creditors in the bankruptcy cases of Lucky Bucks, LLC, 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://tinyurl.com/msjpp8c2 and return by email it to Jane M. Leamy --Jane.M.Leamy@usdoj.gov -- at the Office of the United States Trustee so that it is received no later than 4:00 p.m., on June 16, 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 Lucky Bucks, LLC Headquartered in Norcross, Georgia, Lucky Bucks, LLC and affiliates are digital skill-based coin-operated amusement machine route operators based in and incorporated under the laws of the state of Georgia. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10758) on June 9, 2023. In the petition signed by James Boyden, executive vice president, the Debtor disclosed up to $500 million in assets and up to $1 billion in liabilities. As of the Petition Date, the Debtors have outstanding funded debt obligations in the aggregate principal amount of $610 million. Dennis F. Dunne, Esq., and Tyson Lomazow, Esq., at Milbank LLP; and Russell C. Silberglied, Esq., at Richards, Layton & Finger P.A., represent the Debtor as legal counsel. Evercore Group L.L.C. serves as the Debtors' investment banker. M3 Advisory Partners, L.P. serves as the Debtors' financial advisor. Epiq Corporate Restructuring, LLC serves as the Debtors' claims and noticing agent. MASTEC INC: Egan-Jones Retains BB Senior Unsecured Ratings ---------------------------------------------------------- Egan-Jones Ratings Company, on May 18, 2023, maintained its 'BB' foreign currency and local currency senior unsecured ratings on debt issued by MasTec, Inc. EJR also withdrew its 'A2' rating on commercial paper issued by the Company. Headquartered in Coral Gables, Florida, MasTec, Inc. is a specialty contractor operating across a range of industries. MEHR GROUP: Creditors to Be Paid in Full in Plan ------------------------------------------------ Mehr Group of Companies Holding Inc. submitted a First Amended Disclosure Statement describing the First-Amended Chapter 11 Plan of Reorganization This is a reorganizing plan. In other words, the Proponent seeks to accomplish payments under the Plan by paying out from the cash in possession and 60 monthly payments of surplus income. The Effective Date of the proposed Plan is 15 business days after confirmation. The Debtor's main assets are the six master leases with extensive tenant improvements. As summarized in the monthly budgets, the leased suites yield net monthly cash proceeds of $90.351. After the expenses the available funds to pay off the rent arrears shall be sufficient to do so within 6 months, and to make the plan payments as proposed. The disputed attorney's fees claim by Master Building LLC shall be adjudicated as to the legitimacy, entitlement and reasonableness, under the terms of the lease agreement. Debtor's other debts, both secured and unsecured debts are proposed to be paid 100% through monthly payments in 5 years. The 5-year plan is provided in good faith given the nature of the claim. The Debtor's assets comprise of tenant improvements in the leased premises, which debtor has spent upwards of a million dollars. They, however, are meaningful to the debtor as assets but have no liquidation value because the assessment of marketable value of the tenant improvement without debtor's rental business is meaningless. Under the plan, Class 3B consists of a Judgment by Financial Relief Law Center APC total $53,012.79. The Creditor will be paid in 60 monthly intervals at $883.54 per month. The Creditor will recover 100% of the claim. Class 3B is unimpaired. Class 3C consists of a Claim of Mechanics Lien by HC WEST LLC dba A&D Fire Claim total $8,000. The Creditor will be paid in 60 monthly intervals at $224.17 per month. The Creditor will recover 100% of the claim. Class 3C is unimpaired. Class 3D consists of a Disputed Unsecured Claim of The Master Building LLC Claim of attorney's fees by landlord total $25,000. The Creditor will be paid in 60 monthly intervals at $416.66 per month. The Creditor will recover 100% of the claim. Class 3D is unimpaired. Class 3E consists of potential claims on rejected leases of AI California LLC, Capital Growth Properties LLC, NMC Anaheim LLC, Park Plaza Optima Salon, and Suite San Pedro. The Debtor concedes forfeiture of security deposits and if any of the claimants of the rejected leases make further claims, upon review and ruling on proof of claim the payments will be made in 60 equal payments. Class 3E is unimpaired. The Plan will be funded by the following: a. Cash from projected disposable income - monthly net proceeds projected to be $90.351 per month. b. Quarterly UST fees of $250 are paid based on the budget motion filed concurrently hereto) for the 5 years following confirmation. The hearing where the Court will determine whether or not to confirm the Plan is scheduled to be held on August 29, 2023, at 10:30 AM at Courtroom 5C (TO BE HELD BY VIRTUAL APPEARANCES - AS OF THE TIME OF THIS STATEMENT) of the United States Bankruptcy Court, 411 W 4th Street, Santa Ana, CA 92701. Attorney for the Debtor: Jaenam J. Coe, Esq. LAW OFFICES OF JAENAM COE PC 3731 Wilshire Blvd. Suite 910 Los Angeles, CA 90010 Telephone: (213) 389-1400 E-mail: coelaw@gmail.com A copy of the Disclosure Statement dated June 2, 2023, is available at bit.ly/3OZkU2w from PacerMonitor.com. About Mehr Group MEHR Group of Companies Holding, Inc., a company in Laguna Hills, Calif., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 23-10760) on April 17, 2023. In the petition signed by its chief executive officer, S. Javad K. Mehrvijeh, the Debtor disclosed up to $10 million in assets and up to $500,000 in liabilities. Judge Scott C. Clarkson oversees the cases. The Law Offices of Jaenam Coe PC serves as the Debtor's counsel. MONTGOMERY REALTY: Hearing Today on Continued Cash Access --------------------------------------------------------- Montgomery Realty Group, LLC will return to the bankruptcy court today for a hearing on its request to continue using cash collateral. The U.S. Bankruptcy Court for the Northern District of California, Oakland Division, previously authorized Montgomery Realty to use cash collateral on an interim basis in accordance with the budget, through June 14, 2023. At the June 14 hearing, the Court denied a request by secured creditor Cathay Bank to convert or dismiss the case. The request is denied without prejudice and may be reconsidered at the time of confirmation. The Court noted that counsel for Cathay Bank intends to seek expert testimony regarding the appraisal of the Debtor's property. The parties also will consider the deadlines for a possible plan confirmation. The Court continued the matter, as well as cash collateral access, for a Status Conference on June 16 at 1:30 p.m. As previously reported by the Troubled Company Reporter, the Debtor requires the use of cash collateral to fund the operating expenses of its property, which is a portion of a shopping center consisting generally of large "big box" retailers on the periphery of the Center, facing a central parking lot. In 2018, the Debtor refinanced the Property and obtained mortgage financing for the Property from Cathay Bank, with the mortgage to mature in November 2023. Cathay Bank is the Debtor's sole secured creditor holding a perfected security interest in the Debtor's Property and its rental income, providing it with cash collateral rights. During the months pre-petition, Cathay took actions which had the effect of leading tenants to withhold their rent. As adequate protection, Cathay is granted a replacement lien against its post-petition assets. The Replacement Lien will be perfected and enforceable without the need for Cathay Bank or the Debtor to take any further action, but it will be subject to further Court orders. The Replacement Lien will have the same nature, extent, validity and priority, and be subject to the same defenses and offsetting claims, if any, as Cathay Bank's prepetition lien. In June, the Debtor will pay non-default interest to Cathay Bank in the amount set forth in the attached budget. No other disbursement of Jo Ann's Rent will be authorized in July 2023 absent (a) the written authorization of Cathay Bank, or (b) a Court Order, which may be obtained on shortened time. A copy of the order is available at https://urlcurt.com/u?l=7ZCwII from PacerMonitor.com. * * * Montgomery Realty Group is also seeking Court permission to surcharge the cash collateral in which Cathay Bank asserts an interest, to fund payment of the interim fee application filed by Lang Richert & Patch. The Debtor explained that, following the commencement of the case, the Firm performed services which resulted in the incurrence of fees, which services were reasonable and necessary, and directly resulted in a material and quantifiable benefit to Cathay. Specifically, during the relevant period, the Firm, on the Debtor's behalf, prosecuted a lawsuit against The Roofing Company and Ever Performance Polymers Corp over warranty coverage. About Montgomery Realty Group, LLC Montgomery Realty Group, LLC is the owner of the commercial real property located at 1675 Willow Pass Road, Concord, California. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 22-41290) on December 20, 2022. In the petition signed by Raj Maniar, manager, the Debtor disclosed up to $50 million in both assets and liabilities. Judge William J. Lafferty, III oversees the case. Michael St. James, Esq., at St. James Law, P.C, is the Debtor's legal counsel. Attorneys for secured creditor Cathay Bank: Stephen J. Kottmeier, Esq. Monique D. Jewett-Brewster, Esq. Liam J. O'Connor, Esq. HOPKINS & CARLEY A Law Corporation The Letitia Building 70 S First Street San Jose, CA 95113-2406 Telephone: (408) 286-9800 Facsimile: (408) 998-4790 E-mail: sjk@hopkinscarley.com mjb@hopkinscarley.com loconnor@hopkinscarley.com MOXI ENTERPRISES: Files Emergency Bid to Use Cash Collateral ------------------------------------------------------------ Moxi Enterprises, LLC, f/d/b/a Moxi Holdings Group, LLC asks the U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, for authority to use cash collateral on an emergency basis. The Debtor requires the use of cash collateral to fund its operating expenses and the costs of administering this Chapter 11 case in accordance with the proposed budget. The Debtor's primary secured creditor is Bank of Tampa in connection with a line of credit with a principal balance of $2.5 million. The Debtor and its affiliates, Prius Healthcare USA, LLC and Comfort Care Holdings, LLC, are the borrowers of the LOC and the amount that is attributable to the Debtor is approximately $302,844. BOT filed a UCC financing statement asserting a security interest in, among other things, all inventory, equipment, accounts and accounts receivable. The Debtor's principals, Regis Farrell, Kevin Farrell and Richard Sorrento, Jr., all personally guaranteed the indebtedness owed to BOT. BOT also holds a $167,791 second secured claim in connection with a term loan. BOT filed a UCC financing statement asserting a security interest in, among other things, all inventory, equipment, accounts and accounts receivable. As of the Petition Date, the Debtor's cash on hand and accounts receivable totaled approximately $206,381. In exchange for the ability to use cash collateral in the operation of its business, the Debtor proposes to grant BOT, as adequate protection, continued payments and a replacement lien to the same extent, validity, and priority as existed on the Petition Date. The Debtor requests a hearing prior to June 15, 2023 since certain vendors and payroll will need to be paid on June 15, 2023. A copy of the Debtor's motion and budget is available at https://urlcurt.com/u?l=kFo1Dc from PacerMonitor.com. The Debtor projects total expenses, on a monthly basis, as follows: $31,893 for June 2023; $48,199 for July 2023; $33,068 for August 2023; and $113,159 for September 2023. About Moxi Enterprises, LLC Moxi Enterprises, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-02420) on June 12, 2023. In the petition signed by Kevin P Farrell, CEO, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Alberto F. Gomez, Jr., Esq., at Johnson, Pope, Bokor, Ruppel and Burns, LLP, represents the Debtor as legal counsel. NATIONAL CINEMEDIA: Committee Taps A&M as Financial Advisor ----------------------------------------------------------- The official committee of unsecured creditors of National CineMedia, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Alvarez & Marsal North America, LLC as its financial advisor. The committee requires a financial advisor to: (a) assist in the assessment and monitoring of cash flow budgets, liquidity and operating results; (b) assist in the review of court disclosures, including schedules of assets and liabilities, statements of financial affairs, monthly operating reports, and periodic reports; (c) assist in the review of the Debtor's cost/benefit evaluations with respect to the assumption or rejection of executory contracts or unexpired leases; (d) assist in the analysis of any assets and liabilities and any proposed transactions for which court approval is sought; (e) attend meetings with the Debtor and its lenders, creditors, potential investors, the committee and other parties involved in its Chapter 11 case; (f) assist in the review of any tax issues; (g) assist in the investigation and pursuit of causes of actions; (h) assist in the review of the claims reconciliation and estimation process; (i) assist in the review of the Debtor's business plan; (j) assist in the valuation of the Debtor's enterprise and equity, and the analysis of debt capacity; (k) assist in the review or preparation of information and analysis necessary for the confirmation of a Chapter 11 plan; and (l) provide other general business consulting services. The firm will be paid at these rates: Managing Directors $1,025 - $1,375 per hour Directors $775 - $975 per hour Associates $575 - $775 per hour Analysts $425 - $550 per hour Richard Newman, managing director at Alvarez & Marsal, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: Richard Newman Alvarez & Marsal North America, LLC 540 West Madison Street, Suite 1800 Chicago, IL 60661 Tel: +1 312 288 4056 Email: rnewman@alvarezandmarsal.com About National CineMedia National CineMedia, LLC, a company in Centennial, Colo., owns the largest cinema-advertising network in North America. The company 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 filed a Chapter 11 petition (Bankr. S.D. Texas Case No. 23-90291) on April 11, 2023, with $500 million to $1 billion in assets and $1 billion to $10 billion in liabilities. Ronnie Ng, chief financial officer of National CineMedia, signed the petition. Judge David R. Jones presides over the case. The Debtor tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP as bankruptcy counsel; Porter Hedges, LLP as local counsel; Latham & Watkins, LLP as special counsel; Lazard Freres & Co. as investment banker; and FTI Consulting, Inc. as restructuring advisor. Omni Agent Solutions is the Debtor's notice, claims and balloting agent. The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Debtor's Chapter 11 case. White & Case, LLP and Alvarez & Marsal North America, LLC serve as the committee's legal counsel and financial advisor, respectively. NIGHTMARE GRAPHICS: Court OKs Cash Collateral on Final Basis ------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Maryland authorized Nightmare Graphics, Inc. to use cash collateral on a final basis through the effective date of a confirmed Chapter 11 Plan in the case. The Court said the Debtor's authorization to use cash collateral during the Interim Period will be further conditioned upon these terms: (1) Sandy Spring Bank (a) Beginning April 1, 2023, the Debtor will remit $4,474 on the first day of each month as adequate protection; (b) The Debtor will provide the Bank with access for inspection upon reasonable notice, consent will not to be unreasonably withheld by the Debtor; (c) The Debtor will provide the Bank with verification of adequate insurance coverage and will supplement the documentation if the Debtor's insurance coverage is replaced or renewed; and (d) In the event the Debtor fails to make any payment to the Bank required, the Debtor will have a 10-day cure period after notice from the Bank to the Debtor via email to its counsel, Michael P. Coyle, who will commit to keeping the parties informed of any email address changes through the life of the plan. (2) PayPal Financing/ML Factor/Fox Business Funding: Beginning April 1, 2023, the Debtor will remit $300 per month until Plan confirmation or such time as the debt is determined by court order or agreement to be unsecured or undersecured. (3) The Debtor will deposit any and all cash, checks, or monies the Debtor directly collects, receives, or derives from the operation of its business into its debtor-in-possession account(s). In no event will the Debtor use more cash collateral on any given day during the Interim Period than is available in collected funds on deposit in the DIP Account on that day. (4) The Final Order will apply to all UCC-1s that have been filed with the State of Maryland against any assets of the Debtor. (5) The Bank, PayPal Financing, ML Factor, and Fox Business Funding, and any other UCC lienholders that may exist but the Debtor may have not yet been able to specifically identify will retain their liens securing their interests and will maintain the same secured status and position as held on the Petition Date until further Court order. As additional adequate protection of the Secured Creditors' interests, the Secured Creditors are granted valid and perfected replacement security interests in, and liens on, the same type of post-petition assets in which the Secured Creditors held valid and perfected liens upon prior to the Petition Date and all cash or other proceeds generated post-petition by such pre-petition collateral to the same extent, validity and priority as existed against the prepetition Collateral. A copy of the order is available at https://urlcurt.com/u?l=0qbunI from PacerMonitor.com. About Nightmare Graphics, Inc. Nightmare Graphics, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Md. Case No. 23-11647) on March 12, 2023. In the petition signed by Robert Andelman, owner, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Michelle M. Harner oversees the case. Michael Coyle, Esq., at Coyle Law Group LLC, represents the Debtor as legal counsel. NOB HILL INN: Seeks Cash Collateral Access ------------------------------------------ Nob Hill Inn City Plan Owners Association asks the U.S. Bankruptcy Court for the Northern District of California, San Francisco Division, for authority to use cash collateral in the ordinary course of its business. The Debtor's sole potentially secured creditor is the Small Business Administration with respect to an Emergency Injury Disaster Loan. The SBA holds a perfected blanket security interest in the Debtor's personal property assets, securing an obligation of approximately $150,000. As a result of its blanket lien, the SBA arguably has cash collateral rights. The Debtor contends that the tremendous equity cushion enjoyed by the SBA coupled with the imminence of a sale of the Debtor's principal asset, provides it with adequate protection for the use of its cash collateral. The Debtor does not propose to make any payments or provide any other relief to the SBA prior to the sale of its Property. The Debtor's principal asset is the Nob Hill Inn, which is a 21-unit hotel and timeshare. The owners of the timeshare intervals voted, by a 75% super-majority, to sell the Property and dissolve the Debtor. The Property has a value of approximately $7 million to $9 million. Aggregate debt, inclusive of the EIDL loan, is less than $500,000. The Debtor seeks to conclude a sale of its Property as rapidly as is practicable. As part of the sale process, the Debtor will seek an Order authorizing it to promptly pay all debt, specifically including the SBA loan, in full from the proceeds of sale. A copy of the motion is available at https://urlcurt.com/u?l=H3NvXG from PacerMonitor.com. About Nob Hill Inn City Plan Owners Association Nob Hill Inn City Plan Owners Association is the owner of property located at 1000 Pine Street, San Francisco, CA valued $8.25 million. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 23-30368) on June 10, 2023. In the petition signed by Alfredo Terraza, chief financial officer, the Debtor disclosed $8,537,769 in assets and $222,858 in liabilities. Judge Dennis Montali oversees the case. Michael St. James, Esq., at St. James Law, P.C., represents the Debtor as legal counsel. OFFSHORE SPARS: Court OKs Cash Collateral Access on Final Basis --------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Michigan in Detroit authorized Offshore Spars Co. to use cash collateral on a final basis in accordance with the budget, with a 10% variance. The Debtor is indebted to Pathward NA under Promissory Notes executed by the Debtor to the order of the Lender: -- on January 26, 2022, for $1.750 million; and -- on September 20, 2022, for $350,000. The indebtedness under the Prepetition Notes as of the Petition Date includes a total of principal due of $1.7 million and $349,191 plus accrued and accruing interest, costs, fees and expenses. To the extent of any diminution in value of the pre-petition cash collateral, Pathward is granted Replacement Liens as adequate protection. The Replacement Liens will be on the Debtor's assets which are created, acquired, or arise after Petition Date, but limited to only those types and descriptions of collateral in which Pathward held a pre-petition lien or security interest. The Replacement Liens will have the same priority and validity as the pre-petition security interest and liens. No liens are being granted on any causes of action under Chapter 5 of the Bankruptcy Code or the proceeds from such causes of action. As additional adequate protection of Pathward's interests under 11 U.S.C. sections 361, 362 and 363(e), the Debtor will pay, or cause to be paid, to Pathward $10,000 per month. The first payment will be due on or before June 20, with subsequent monthly payments due on the 20th day of each subsequent month. The Debtor will default under the Order if the aggregate value of the Debtor's cash on hand, inventory and collectible accounts receivable fall below 85% of $221,186 ($188,080) or in the event if more than 25% of the Debtor's collectable accounts receivable exceed 90 days past due calculated from the date of the first invoice the Debtor issued to a customer. A copy of the order is available at https://urlcurt.com/u?l=poOuE4 from PacerMonitor.com. About Offshore Spars Co. Offshore Spars Co. was established in 1976 and its primary business is designing and manufacturing carbon fiber and composite masts and booms for the global superyacht market. Offshore Spars has additional lines of business including replacement and service of standing and running rigging for yachts, e-commerce, and carbon fiber manufacturing for other industries, including the aerospace and automotive industries. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 23-44657) on May 23, 2023. In the petition filed by Eric Graczyk, president, the Debtor disclosed up to $50,000 in assets and up to $20 million in liabilities. Judge Thomas J. Tucker oversees the case. Charles D. Bullock, Esq., at Stevenson & Bullock, P.L.C., represents the Debtor as legal counsel. ORION TECHNOLOGIES: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------------ The U.S. Trustee for Region 21, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of Orion Technologies, LLC, according to court dockets. About Orion Technologies Orion Technologies LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-01867) on May 17, 2023, with $2,047,840 in assets and $20,342,885 in liabilities. Judge Tiffany P. Geyer oversees the case. James C. Moon, Esq., at Melano Budwick, P.A. is the Debtor's legal counsel. PACKABLE HOLDINGS: Panel Seeks to Expand Scope of ASK LLP Services ------------------------------------------------------------------ The official committee of unsecured creditors of Packable Holdings, LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the District of Delaware to expand the scope of services of ASK, LLP. The additional services include: a) preparing a detailed preference analysis of all potential preference claims, including (i) a summary report of potential preference actions showing, on a per vendor basis, the gross transfer total, amount of new value, the weighted average invoice to payment days for the preference and historical period, the amount of payments ASK recommends being considered as within the ordinary course of business, and the resulting net preference claim based on a statistical-only analysis; (ii) an age comparison report for each vendor displaying in a side-by-side comparison the transaction patterns throughout the historical time frame and the preference period; and (iii) an analysis of all Section 503(b)(9) claims of preference creditors; b) preparing and sending "demand packages" to targets of avoidance actions, which include (i) a customized explanatory letter regarding avoidance liability; and (ii) a settlement offer and acceptance form; c) in the event the committee authorizes the commencement of a lawsuit, preparing and serving the summons, complaint and any appropriate local forms; and d) prosecuting to judgment or settling the avoidance actions. The firm will charge these hourly fees: Partners $550 Associates $395 - $495 Paraprofessionals $295 Edward Neiger, Esq., co-managing partner at ASK, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Edward Neiger, Esq. ASK, LLP 60 East 42nd Street, 46th Floor New York, NY 10165 Toll Free: (212) 267.7342 Fax: (212) 918.3427 Email: eneiger@askllp.com About Packable Holdings Packable Holdings, LLC, now known as Pack Liquidating, LLC, is a multi-marketplace e-commerce enablement platform. Packable Holdings and five affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10797) on Aug. 29, 2022. In the petition filed by its chief legal officer, Maria Harris, Packable Holdings reported between $100 million and $500 million in both assets and liabilities. Judge Craig T. Goldblatt oversees the cases. The Debtors tapped Cooley LLP and Potter Anderson & Corroon, LLP as legal counsels; Alvarez and Marsal North America, LLC as financial advisor; and Hilco Merchant Resources, LLC as liquidation agent. Epiq Corporate Restructuring, LLC is the claims agent. On Sept. 13, 2022, the U.S. Trustee for Region 3 appointed the official committee of unsecured creditors in the Debtors' cases. The committee selected Kelley Drye & Warren, LLP and A.M. Saccullo Legal, LLC as bankruptcy counsels; ASK, LLP as special litigation counsel; and Dundon Advisers, LLC as financial advisor. JPMorgan Chase Bank, N.A., as administrative agent, is represented by Richards, Layton & Finger, P.A. and Morgan, Lewis & Bockius LLP. PALMS GOLF CLUB: Taps Armory Consulting Co. as Financial Advisor ---------------------------------------------------------------- The Palms Golf Club, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Armory Consulting Co. as its financial advisor. The Debtor requires a financial advisor to: a. provide strategic guidance to prepare and assist the Debtor through its bankruptcy; b. manage reporting requirements pertaining to the bankruptcy court and the U.S. Trustee's office, including schedules and statement of financial affairs, monthly operating reports, and cash flow projections; c. assist with negotiating and serving as a liaison between the Debtor and its creditors or their representatives; d. provide testimony, including deposition testimony, before the bankruptcy court on matters within Armory's expertise and consistent with the firm's scope of services herein; e. assist with the development of a plan of reorganization; f. prepare long-term projections and liquidation analysis; g. evaluate the possible rejection of any executory contracts and unexpired leases; h. assist in the evaluation and analysis of avoidance actions and causes of action; i. oversee analysis of creditors' claims; and j. provide additional services as may be mutually agreed upon in writing between the Debtor and Armory. The firm will be paid at these rates: James Wong $575 per hour Armory's staff $375 to $475 per hour The firm received a pre-bankruptcy retainer in the amount of $7,500. James Wong, a partner at Armory Consulting Co., disclosed in a court filing that the firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: James Wong Armory Consulting Co. 3943 Irvine Blvd., #253, Irvine, CA 92602 Tel: (714) 222-5552 Email: jwong@armoryconsulting.com About The Palms Golf Club The Palms Golf Club, Inc. is a single membership organization with an old-style golf club structure. It is based in La Quinta, Calif. Palms Golf Club filed its voluntary petition for Chapter 11 protection (Bankr. C.D. Calif. Case No. 23-12125) on May 19, 2023, with as much as $1 million to $10 million in both assets and liabilities. Peter David Baucom, general manager and chief operating officer, signed the petition. Judge Magdalena Reyes Bordeaux oversees the case. Goe Forsythe & Hodges, LLP and Armory Consulting Co. serve as the Debtor's legal counsel and financial advisor, respectively. PALMS GOLF CLUB: Taps Goe Forsythe & Hodges as Legal Counsel ------------------------------------------------------------ The Palms Golf Club, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Goe Forsythe & Hodges, LLP as its bankruptcy counsel. The Debtor requires legal counsel to: a. assist the Debtor with respect to compliance with the requirements of the United States Trustee; b. advise the Debtor regarding matters of bankruptcy law, including the rights and remedies of the Debtor with respect to its assets and with respect to the claims of creditors; c. advise Debtor regarding rejection of executory contracts, including, but not limited to, memberships in Debtor's golf club; d. represent the Debtor in any proceedings or hearings in the bankruptcy court and in any action in other courts where the Debtor's rights under the Bankruptcy Code may be litigated or affected; e. conduct examinations of witnesses, claimants, or adverse parties and assist in the preparation of reports, accounts, and pleadings related to the Debtor's Chapter 11 case; f. advise the Debtor concerning the requirements of the Bankruptcy Code and applicable rules; g. assist the Debtor in negotiation, formulation, confirmation, and implementation of a Chapter 11 plan of reorganization; h. make any bankruptcy court appearances on behalf of the Debtor; and i. take such other action and perform such other services as the Debtor may require of the firm in connection with its Chapter 11 case. The firm will be paid at these rates: Attorneys Robert P. Goe $595 per hour Marc C. Forsythe $595 per hour Ronald S. Hodges $595 per hour Reem J. Bello $550 per hour Charity J. Manee $535 per hour Ryan S. Riddle $465 per hour Charlene Busch $450 per hour Brandon Iskander $435 per hour Jeffrey M. Yostano $385 per hour Lauren Raya $375 per hour Paralegals Britney Bailey $195 per hour Arthur Johnston $195 per hour Kerry A. Murphy $195 per hour Lauren Gillen $185 per hour Of Counsels Elizabeth A. LaRocque $385 per hour Brian Van Marter $625 per hour Greg Preston $625 per hour Taylor DeRosa $400 per hour In addition, the firm will receive reimbursement for out-of-pocket expenses incurred. The firm received from the Debtor an advance payment of $45,449. Marc Forsythe, Esq., a partner at Goe Forsythe & Hodges, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: Marc C. Forsythe, Esq. Goe Forsythe & Hodges, LLP 17701 Cowan, Suite 210 Irvine, CA 92614 Tel: (949) 798-2460 Fax: (949) 955-9437 Email: mforsythe@goeforlaw.com About The Palms Golf Club The Palms Golf Club, Inc. is a single membership organization with an old-style golf club structure. It is based in La Quinta, Calif. Palms Golf Club filed its voluntary petition for Chapter 11 protection (Bankr. C.D. Calif. Case No. 23-12125) on May 19, 2023, with as much as $1 million to $10 million in both assets and liabilities. Peter David Baucom, general manager and chief operating officer, signed the petition. Judge Magdalena Reyes Bordeaux oversees the case. Goe Forsythe & Hodges, LLP and Armory Consulting Co. serve as the Debtor's legal counsel and financial advisor, respectively. PANCAKES OF HAWAII: Seeks to Hire Choi & Ito as Legal Counsel ------------------------------------------------------------- Pancakes of Hawaii, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Hawaii to hire Choi & Ito, Attorneys at Law to handle its Chapter 11 case. The firm will be paid at these rates: Chuck C. Choi $450 per hour Allison A. Ito $300 per hour In addition, the firm will receive reimbursement for its out-of-pocket expenses. The firm holds a retainer in the amount of $20,806.28. Chuck Choi, a partner at Choi & Ito, Attorneys at Law, disclosed in a court filing that the firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Chuck C. Choi, Esq. Allison A. Ito, Esq. Choi & Ito, Attorneys at Law 700 Bishop Street, Suite 1107 Honolulu, HI 96813 Telephone: (808) 533-1877 Facsimile: (808) 566-6900 Email: cchoi@hibklaw.com aito@hibklaw.com About Pancakes of Hawaii Pancakes of Hawaii, Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Hawaii Case No. 23-00386) on May 24, 2023, with $500,001 to $1 million in both assets and liabilities. Richard Emery has been appointed as Subchapter V trustee. Judge Robert J. Faris oversees the case. The Debtor is represented by Chuck C. Choi, Esq., at Choi & Ito. PBF HOLDING: S&P Alters Outlook to Positive, Affirms 'BB' ICR ------------------------------------------------------------- S&P Global Ratings revised the outlook to positive from stable and affirmed the 'BB' issuer credit rating and issue-level ratings on the senior unsecured debt on PBF Holding Co. LLC. The '3' recovery rating on the unsecured notes are unchanged. The positive outlook reflects S&P's expectation that PBF will not incur additional fixed debt and its forecast that the company will maintain adjusted leverage significantly below 2x through 2024. S&P said, "The positive outlook reflects the material debt reduction at PBF Energy Inc. on a consolidated basis and our expectation that that it will maintain leverage significantly below 1x. Parent company PBF Energy Inc. has meaningfully improved its balance sheet and reduced total consolidated debt by more than $3.2 billion since 2020. In February, the company repaid the $525 million PBF Logistics L.P. debt, and we expect the company to maintain leverage below pre-pandemic levels going forward. With a total debt balance below $1.5 billion, we forecast the company will maintain an S&P Global Ratings-adjusted debt to EBITDA ratio below 1x even in a midcycle price environment. Forecasted adjusted leverage in a midcycle environment also depends on the targeted cash on hand as we calculate our leverage figures on a net cash basis. That said, the company has recently guided to keeping cash in the $1 billion to $1.5 billion area in the near-to-medium term. We expect this will result in adjusted leverage well below 1x this year." Industry factors such as refinery closures and higher gas prices overseas are likely to drive midcycle margins higher. Since 2019, there have been over 1,300 mbpd of permanent refinery closures in North America reducing domestic supply of refined products. S&P said, "In addition, we believe PBF and its domestic peers currently have a competitive advantage to European refiners given the elevated natural gas prices in Europe compared to the U.S., which has pressured refining margins. While recessionary risk could serve as a headwind to refining margins, we believe PBF will realize stronger refining margins in a midcycle environment than it has in the past given these recent market dynamics." S&P said, "The company realized a record first quarter and we expect cash levels to be elevated over the near term. The company realized consolidated refining gross margin per barrel excluding special items above $18 per barrel (bbl) of throughput in the first quarter. We forecast refining margins to average approximately $15/bbl for full-year 2023 before declining further to the $10/bbl area in 2024. We expect the renewable diesel facility currently under construction at the Chalmette refinery will reduce the company's environmental compliance costs once operational and the $835 million capital contribution from its joint venture partner will help finance this year's elevated capital costs. The company's upcoming debt maturities include its $2.85 billion revolving credit facility (undrawn) which matures in January 2025 and the approximate $665 million outstanding of senior unsecured notes maturing June 15, 2025, which we expect the company to refinance before becoming current. "The positive outlook reflects our expectation that the company will continue operating its six refineries with relatively high utilization without any operational issues. We do not expect it to incur additional debt but forecast PBF to maintain adjusted leverage below 2x through 2024 and operate with strong liquidity. 'We could revise the outlook on PBF to stable if the company shifts to a more aggressive financial policy, including incurring additional debt such that its debt levels are in line with its pre-pandemic levels or if market conditions were to deteriorate such that consolidated total debt to EBITDA is sustained above 2x. "We could raise the rating on the company if it does not have any operational issues at its refineries and continues to generate excess free cash flow while maintaining consolidated total debt to EBITDA well below 1.5x through 2024 and below 2x in a midcycle price environment." ESG credit indicators: E-4, S-2, G-2 PEBBLEBROOK HOTEL: Egan-Jones Retains BB- Senior Unsecured Ratings ------------------------------------------------------------------ Egan-Jones Ratings Company, on May 16, 2023, maintained its 'BB-' foreign currency and local currency senior unsecured ratings on debt issued by Pebblebrook Hotel Trust. EJR also withdrew its 'A2' rating on commercial paper issued by the Company. Headquartered in Maryland, Pebblebrook Hotel Trust is an internally managed hotel investment company that acquires and invests in hotel properties located in large United States cities, with an emphasis on major coastal markets. PGX HOLDINGS: Gets Court Okay to Tap $12 Million Chapter 11 Loan ---------------------------------------------------------------- Vince Sullivan of Law250 reports that bankrupt credit repair service PGX Holdings received court approval Tuesday in Delaware to access $12 million of its $20 million debtor-in-possession financing, which will allow the business to continue operating while funding its Chapter 11 case and pursuit of asset sales of its two operating silos. About PGX Holdings PGX Holdings, Inc., and affiliates are credit repair service providers, helping customers repair their credit and achieve their credit goals. PGX Holdings helps consumers access and understand the information contained in their credit reports, ensure that the information contained in those reports is fair, accurate, and complete, and address other factors that may negatively impact their credit scores. PGX Holdings, Inc., and its affiliates, including John C. Heath, Attorney At Law PC, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10718) on June 4, 2023. In the petition signed by Chad Wallace, chief executive officer and president, the Debtor disclosed up to $500 million in assets and up to $10 billion in liabilities. Judge Craig T. Goldblatt oversees the case. Kirkland and Ellis LLP, is the Debtors' bankruptcy counsel, Klehr Harrison Harvey Branzburg LLP is the local bankruptcy counsel, and Landis Rath and Cobb is the conflicts counsel. Alvarez & Marsal North America, LLC is the financial advisor, and Greenhill and Co., LLC, is the investment banker. Kurtzman Carson Consultants LLC is the notice and claims agent. PICO INDUSTRIES: Files Emergency Bid to Use Cash Collateral ----------------------------------------------------------- PICO Industries, Inc. asks the U.S. Bankruptcy Court for the District of Maryland, Greenbelt Division, for authority to use cash collateral to complete its construction projects. On March 30, 2012, the Debtor obtained a $750,000 loan from Eagle Bank. Subsequently, the parties executed several forbearance agreements with the latest executed in February 2023. The indebtedness and obligations owed by the Debtor to Eagle under the Loan are secured by first-priority duly perfected liens and security interests in, to and against, among other things, the Debtor's cash as well as accounts receivables. The UCC filing provides for the assignment of all future receivables and accounts of the Debtor. The current balance of the Eagle Loan is approximately $217,034. The Debtor will not be taking on new business, so its intention in the Chapter 11 case is to provide it with the financial flexibility to complete projects so that it can be paid the funds available to it upon completion and those funds be made available to its creditors. The Debtor has approximately $268,000 in retainage being held by general contractors on the Projects that will be available to pay creditors. Also, upon the completion of the Projects, the Debtor will be paid book additional net profit of approximately $200,000. However, to have access to the Retainage and the Projects Balance, the Debtor needs to complete the Projects. The Debtor proposes making adequate protection payments of $1,209 per month to Eagle beginning July 1, 2023, through to Plan confirmation. The Debtor contends the proposed adequate protection payment schedule will provide it with the breathing room necessary for it to organize its financial affairs, address certain essential pre-petition debts that are crucial to continuing as a going concern and to maximize the chances of it successfully completing the Projects, obtaining all of the funds to which it is entitled under the Projects, and remit those payments to its creditors. A copy of the motion is available at https://urlcurt.com/u?l=IA92k3 from PacerMonitor.com. About PICO Industries, Inc. PICO Industries, Inc. offers ornamental railings and stairs for the residential and commercial markets in and around Washington. The company is based in Gaithersburg, Md. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Md. Case No. 23-13867) on June 1, 2023. In the petition signed by Stephen Levin, its director, the Debtor disclosed $336,247 in assets and $3,687,097 in liabilities. Angela L. Shortall of 3Cubed Advisory Services, LLC has been appointed as Subchapter V Trustee. Michael Coyle, Esq., at The Coyle Law Group, LLC is the Debtor's counsel. PLASTIQ INC: Taps Kurtzman Carson as Administrative Advisor ----------------------------------------------------------- Plastiq Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Kurtzman Carson Consultants, LLC as administrative advisor. The firm's services include: a. assisting with, among other things, the preparation of the Debtors' schedules of assets and liabilities, schedules of executory contracts and unexpired leases, and statements of financial affairs; b. assisting with, among other things, solicitation, balloting, tabulation, and calculation of votes, as well as preparing any appropriate reports required in furtherance of confirmation of any Chapter 11 plan; c. generating an official ballot certification and testifying, if necessary, in support of the ballot tabulation results; d. generating, providing, and assisting with claims objections, exhibits, claims reconciliation, and related matters; and e. providing other claims processing, noticing, solicitation, balloting, and administrative services. The firm will be paid a retainer in the amount of $25,000 Evan Gershbein of Kurtzman disclosed in a court filing that the firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: Evan Gershbein Kurtzman Carson Consultants LLC 222 N. Pacific Coast Highway, 3rd Floor El Segundo, CA 90245 Tel: (310) 823-9000 About Plastiq Inc. Founded in 2012, Plastiq Inc. is a leading B2B payments company for SMBs. It has helped tens of thousands of businesses improve cash flow with instant access to working capital while automating and enabling control over all aspects of accounts payable and receivable. Plastiq provides growing finance teams with technology and know-how once reserved for only large enterprises. The flagship product, Plastiq Pay, pioneered a way for businesses to pay suppliers by credit card regardless of acceptance as an alternative to expensive, scarce bank loan options. Plastiq Accept offers an alternative to expensive merchant services, enabling businesses to accept credit cards with no merchant fees and get paid across any customer touch point, including a website, invoice, checkout process, and in person via QR code. Plastiq Inc. and affiliates sought relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10671) on May 24, 2023. In the petition filed by its chief restructuring officer, Vladimir Kasparov, Plastiq Inc. reported $50 million to $100 million in both assets and liabilities. Judge Brendan Linehan Shannon oversees the cases. The Debtors tapped Young, Conaway, Stargatt & Taylor, LLP as counsel; and Portage Point Partners, LLC as restructuring advisor. Vladimir Kasparov of Portage Point Partners serves as the Debtors' chief restructuring officer. Kurtzman Carson Consultants, LLC is the claims agent and administrative advisor. PLASTIQ INC: Taps Vladimir Kasparov of Portage Point as CRO ----------------------------------------------------------- Plastiq Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Portage Point Partners, LLC and designate Vladimir Kasparov as chief restructuring officer. The firm's services include: a. evaluating and developing a short-term cash flow model and related liquidity management tools for the Debtor for such purposes as the Debtors may require; b. reviewing and analyzing the Debtors' business, operations, and financial projections; c. evaluating and developing a business plan and such other related forecasts and analyses for the Debtors for such purposes as the Debtors may require; d. evaluating and developing various strategic and financial alternatives and financial analyses for such purposes as the Debtors may require; e. evaluating the Debtors' potential debt capacity in light of its projected cash flows; f. assisting in the determination of a capital structure for the Debtors; g. assisting in the determination of a range of values for the Debtors on a going-concern basis; h. advising the Debtors on tactics and strategies for negotiating with the Constituents as defined below; i. engaging and negotiating with the Debtors' various constituents, including, without limitation, holders of the Debtors' debt or equity, the Debtor's employees, and the Debtors' customers, vendors, and other commercial counterparties (collectively, "Constituents"); which assistance may include, without limitation, meeting with Constituents, developing presentations and providing management with financial analytical assistance necessary to facilitate such negotiations; j. developing and distributing other information that may be required by the Debtors or the Constituents; k. evaluating and implementing contingency planning related to Debtors' commencing or otherwise becoming the subject of a case under chapter 11 of title 11 of the United States Code; l. obtaining and presenting information required by parties in interest in a chapter 11 case, including any statutory committees appointed in the chapter 11 case, or by the court presiding over the chapter 11 case; m. preparing other business, financial and other reporting related to a chapter 11 case, including, but not limited to, development and execution of asset sales, a chapter 11 plan of reorganization for the Debtors (a "Plan"), and a disclosure statement for the Plan; n. providing testimony, as necessary, with respect to matters on which the firm has been engaged to advise hereunder in any proceeding in a chapter 11 case; o. attending meetings of the board of directors, or similar governing body, of the Debtors wisth respect to matters on which the firm has been engaged to advise hereunder; p. advising and assisting the Debtors in evaluating any potential Financing by the Debtors, and, on behalf of the Debtors, contacting potential sources of capital as the Debtors may designate and assisting the Debtor in implementing such Financing; q. assisting the Debtors in preparing documentation within the firm's area of expertise that is required in connection with any Restructuring, Sale Transaction, Financing and Amendment; r. assisting the Debtors in identifying and evaluating candidates for any potential Sale Transaction, advising the Debtors in connection with negotiations and aiding in the consummation of any Sale Transaction; s. advising the Debtors on the timing, nature, and terms of new securities, other consideration or other inducements to be offered pursuant to any Restructuring, Sale Transaction, Financing and/or Amendment; and t. providing the Debtors with assistance on such other matters as may be requested by the Debtors that are within the firm's expertise and otherwise mutually agreeable to the firm and the Debtors. The firm will be paid at these rates: CRO $925 per hour DCRO $680 per hour Managing Partner $975 per hour Service Line Leader $925 per hour Senior Advisor $800 to $925 per hour Managing Director $800 to $875 per hour Director $650 to $725 per hour Vice President $525 to $635 per hour Associate $395 to $435 per hour The Debtors paid a classic advance payment retainer to the firm in the amount of $200,000. The firm received additional retainer payments of $200,000 on Feb. 17 and $150,000 on March 15, $170,000 on May 19, and $40,000 on May 24. Vladimir Kasparov, managing director at Portage Point Partners, disclosed in a court filing that the firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: Vladimir Kasparov Portage Point Partners, LLC 300 North LaSalle, Suite 1420 Chicago, IL 60654 Tel: (312) 781-7520 About Plastiq Inc. Founded in 2012, Plastiq Inc. is a leading B2B payments company for SMBs. It has helped tens of thousands of businesses improve cash flow with instant access to working capital while automating and enabling control over all aspects of accounts payable and receivable. Plastiq provides growing finance teams with technology and know-how once reserved for only large enterprises. The flagship product, Plastiq Pay, pioneered a way for businesses to pay suppliers by credit card regardless of acceptance as an alternative to expensive, scarce bank loan options. Plastiq Accept offers an alternative to expensive merchant services, enabling businesses to accept credit cards with no merchant fees and get paid across any customer touch point, including a website, invoice, checkout process, and in person via QR code. Plastiq Inc. and affiliates sought relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10671) on May 24, 2023. In the petition filed by its chief restructuring officer, Vladimir Kasparov, Plastiq Inc. reported $50 million to $100 million in both assets and liabilities. Judge Brendan Linehan Shannon oversees the cases. The Debtors tapped Young, Conaway, Stargatt & Taylor, LLP as counsel; and Portage Point Partners, LLC as restructuring advisor. Vladimir Kasparov of Portage Point Partners serves as the Debtors' chief restructuring officer. Kurtzman Carson Consultants, LLC is the claims agent and administrative advisor. PLASTIQ INC: Taps Young Conaway Stargatt & Taylor as Counsel ------------------------------------------------------------ Plastiq Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Young Conaway Stargatt & Taylor, LLP as counsel. The firm's services include: a. providing legal advice and services with respect to the Debtors' powers and duties in the continued operation of their business and management of their property, and providing substantive and strategic advice on how to accomplish the Debtors' goals in connection with the prosecution of their Chapter 11 cases; b. pursuing the sale of the Debtors' assets and approval of bid procedures related thereto; c. preparing legal papers; d. appearing in court; and e. performing all other legal services for the Debtors that may be necessary in these Chapter 11 cases. The firm will be paid at these rates: Michael R. Nestor Partner $1,240 per hour Matthew B. Lunn Partner $1,025 per hour Craig D. Grear Partner $1,300 per hour Joseph M. Mulvihill Associate $695 per hour Jared W. Kochenash Associate $560 per hour Joshua B. Brooks Associate $505 per hour Kristin L. McElroy Associate $475 per hour Troy Bollman Paralegal $355 per hour In addition, the firm will receive reimbursement for out-of-pocket expenses incurred. The firm received an initial retainer in the amount of $125,000. The firm received additional retainer payments of $125,000 on Feb. 28 and $300,000 on May 19. Matthew Lunn, Esq., a partner at Young Conaway Stargatt & Taylor, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Young Conaway Stargatt & Taylor disclosed the following: a. The firm has not agreed to a variation of its standard or customary billing arrangements for this engagement. b. None of the firm's professionals included in this engagement have varied their rate based on the geographic location of these Chapter 11 cases. c. The firm was retained by the Debtors for restructuring work pursuant to an engagement agreement dated Feb. 10, 2023. The billing rates and material terms of the pre-bankruptcy engagement are the same as the rates and terms proposed by the firm. d. The Debtors have approved or will be approving a prospective budget and staffing plan for the firm's engagement for the post-petition period as appropriate. In accordance with the U.S. Trustee Guidelines, the budget may be amended as necessary to reflect changed or unanticipated developments. The firm can be reached at: Michael R. Nestor, Esq. Matthew B. Lunn, Esq. Joseph M. Mulvihill, Esq. Jared W. Kochenash, Esq. Young Conaway Stargatt & Taylor, LLP 1000 North King Street Rodney Square Wilmington, DE 19801 Tel: (302) 571-6600 Fax: (302) 571-1253 Email: mnestor@ycst.com mlunn@ycst.com jmulvihill@ycst.com jkochenash@ycst.com About Plastiq Inc. Founded in 2012, Plastiq Inc. is a leading B2B payments company for SMBs. It has helped tens of thousands of businesses improve cash flow with instant access to working capital while automating and enabling control over all aspects of accounts payable and receivable. Plastiq provides growing finance teams with technology and know-how once reserved for only large enterprises. The flagship product, Plastiq Pay, pioneered a way for businesses to pay suppliers by credit card regardless of acceptance as an alternative to expensive, scarce bank loan options. Plastiq Accept offers an alternative to expensive merchant services, enabling businesses to accept credit cards with no merchant fees and get paid across any customer touch point, including a website, invoice, checkout process, and in person via QR code. Plastiq Inc. and affiliates sought relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10671) on May 24, 2023. In the petition filed by its chief restructuring officer, Vladimir Kasparov, Plastiq Inc. reported $50 million to $100 million in both assets and liabilities. Judge Brendan Linehan Shannon oversees the cases. The Debtors tapped Young, Conaway, Stargatt & Taylor, LLP as counsel; and Portage Point Partners, LLC as restructuring advisor. Vladimir Kasparov of Portage Point Partners serves as the Debtors' chief restructuring officer. Kurtzman Carson Consultants, LLC is the claims agent and administrative advisor. PLUMBING TECHNOLOGIES: Seeks Cash Collateral Access --------------------------------------------------- Plumbing Technologies, LLC asks the U.S. Bankruptcy Court for the Southern District of New York, Poughkeepsie Division, for authority to use cash collateral. On October 30, 2017, PlumbTech and SLR Business Credit, f/k/a Summit Financial Resources, L.P., entered into a Loan and Security Agreement. Pursuant to the terms of the Loan Agreement, SLR provided secured credit to the Debtor in the form of a revolving line of credit and a term loan (with an approximate balance of $50,000 as of the Petition Date). SLR has provided additional liquidity to the Debtor by purchasing certain accounts receivables from the Debtor. The Debtor's obligations to SLR are secured by a first lien on all or substantially all of the assets of the Debtor, including all present and future accounts, inventory, and accounts receivables. The Debtor seeks to (a) assume and operate pursuant to the factoring agreement that is incorporated in the Loan Agreement with SLR and (b) to use SLR's cash collateral. The Debtor has an immediate need to use cash collateral and to continue to sell accounts receivable to SLR, the Debtor's secured creditor that claims a lien on substantially all of the Debtor's assets, including the accounts receivable. As and for adequate protection, the Debtor proposes to provide SLR (1) valid replacement liens and security interests in and upon the Collateral; (2) valid replacement liens and security interest in and upon any post-petition assets acquired by the Debtor; and (3) maintenance of insurance upon the Collateral. SLR is an oversecured creditor. A copy of the motion is available at https://urlcurt.com/u?l=0l5van from PacerMonitor.com. About Plumbing Technologies, LLC Plumbing Technologies, LLC designs, engineers, manufactures, markets, sells toilet seats. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. N.Y. Case No. 23-35478) on June 12, 2023. In the petition signed by Edward Sims, chief executive officer, the Debtor disclosed $2,169,310 in total assets and $2,364,227 in total liabilities. Michelle L. Trier, Esq., at Genova, Malin and Trier, LLP, represents the Debtor as legal counsel. POLARITYTE INC: Files for Chapter 11 Due to Cash Woes ----------------------------------------------------- PolarityTE Inc. and two affiliates have filed for Chapter 11 bankruptcy relief. Debtors PolarityTE MD, Inc., a Nevada corporation (1555) ("PTE MD"); and PolarityTE, Inc., a Nevada corporation (6882) ("PTE NV"), are wholly owned subsidiaries of PolarityTE, Inc. (9524) ("PTE"), a Delaware corporation and publicly traded company. The Debtors are a clinical stage biotechnology company with a promising product, SkinTE. SkinTE is a human cellular and tissue-based product derived and grown from a patient's own skin to regenerate full-thickness skin with all of its layers (epidermis, dermis and hypodermis) and appendages (hair follicles and glands). SkinTE has been used to treat complex wounds, including both acute and chronic wounds, and can be used in addition to and/or in place of split-thickness skin grafting, full-thickness grafting, temporizing skin coverage and/or skin substitute products. Previously the Debtors were selling SkinTE under the U.S. Food and Drug Administration's ("FDA") 361 HCT/P pathway governed by 21 C.F.R. 1271. SkinTE was earning revenue, which partially offset its operating expenses. However, based on FDA guidance, since May 2021, the Debtors have been conducting the first of two more-rigorous clinical trials under the FDA's 351 Biologic pathway, from which they derive no revenue. On this pathway, the Debtors will not be generating revenue again until obtaining FDA approval, which it anticipates in 2026. The Debtors cannot suspend their current clinical trial regime without jeopardizing FDA approval. But the Debtors are unable to continue to fund the clinical trials and will shortly run out of cash. Rather than abandon the clinical trials and their promising product, on June 6, 2023, each of the Debtors filed a petition for relief under chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the District of Utah. The Debtors will seek to sell their assets, including the ongoing clinical trials, to the highest bidder who can maximize the value of the assets and, presumably, will have funding to allow the clinical trials to go forward and eventually monetize the SkinTE product. Without this relief, the Debtors will be forced to close the clinical trials due to lack of funding, which will greatly reduce the potential value of their assets and delay, perhaps for years, the availability of the SkinTE product. About Polarityte Inc. PolarityTE Inc. operates as a translational regenerative medicine company. The Company develops functionally polarized human tissues to improve clinical medicine and biomedical research. PolarityTE offers its services in the United States. PolarityTE Inc. and two affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Utah Case No. 23-22358) on June 7, 2023. In the petition signed by Richard Hague, as CEO and president, PolarityTE Inc. estimated assets between $500,000 and $1 million and estimated liabilities up to $50,000. The Debtors tapped PARSONS BEHLE AND LATIMER as counsel; and ROCKY MOUNTAIN ADVISORY, LLC, as financial advisor. KURTZMAN CARSON CONSULTANTS, LLC, is the claims agent. PRA GROUP: S&P Assigns 'BB' Issuer Credit Rating, Outlook Stable ---------------------------------------------------------------- S&P Global Ratings assigned its 'BB' issuer credit rating to U.S.-based PRA Group Inc. (PRA). S&P also assigned its 'BB' issue-level and '4' recovery ratings to PRA's outstanding senior unsecured debt totaling around $1.1 billion. The stable outlook reflects S&P's expectation that, despite a challenging operating environment, PRA will maintain a debt-to-tangible equity ratio between 3x and 4x, and debt to cash EBITDA leverage (reflecting an add-back for principal amortization) of comfortably below 4x. Rating Action Rationale As one of the largest distressed debt purchasers in the world, PRA derives its revenues through cash collections on its nonperforming loans (NPL) portfolios. PRA purchases, collects, and manages portfolios of NPLs through its Core and Insolvency operations. The company's Core operation specializes in purchasing NPLs wherein the originator and/or a third party collection agency were unable to successfully collect the full balances owed, while its Insolvency operation includes NPLs where the customer is involved in a bankruptcy proceeding. As of March 31, 2023, the company had estimated remaining collections (ERC)--defined as the sum of all future expected cash collections on its NPL portfolios--totaling $5.7 billion, of which 37% were from the U.S., 26% from the U.K., 12% from Northern Europe, 12% from Central Europe, 9% from Other Americas and Australia, and 4% from Southern Europe. S&P expects competitive pricing pressures and weaker macroeconomic conditions to lead to earnings volatility in 2023. Compared to a pre-pandemic peak of $1.3 billion in portfolio acquisitions in 2019, PRA purchased $850 million of NPL portfolios in 2022, a decline which was generally underpinned by excess consumer liquidity in the U.S. However, purchase volume picked up during the first quarter of 2023, totaling $230 million. PRA faces major credit risks which are highly dependent on portfolio pricing. Although the company purchases assets at deep discounts, its ability to collect on them is uncertain, and ultimate recovery levels can fluctuate considerably. During the first quarter of 2023, the company's total revenue declined 36% to $151 million, on a year over year basis. The drop was driven predominately by a 2021 vintage U.S. portfolio that underperformed. As a result, PRA adjusted its forward-looking ERC to the downside, reflecting a net negative change in expected recoveries of $37 million. (The revenue decline and higher operating expenses led to a net loss of $59 million during the first quarter of 2023.) S&P said, "We expect banks and other financial institutions to increase charge-offs towards the latter part of 2023, reflecting our expectations of a deteriorating macroeconomic environment in U.S. and Europe. As such, we expect the company's profitability to improve in 2024 as NPL supply increases; however, prolonged consumer weakness may also lead to lower collections. "We believe PRA is committed to maintaining better-than-peers leverage. We assess PRA's leverage including and excluding the add-back for portfolio amortization. Our calculation of EBITDA for PRA, as for other distressed-debt purchasers, includes an adjustment to add-back collections applied to principal, or portfolio amortization, which flows through the cash flow statement. This is to reflect the cash flow associated with collections on distressed receivables, since those collections could be used for debt repayment in theory, instead of being reinvested. That said, distressed-debt purchasers consistently purchase new distressed receivables to replenish their income-generating asset base and maintain profitability over the cycle. Therefore, we also note the possibility of ongoing purchases (that is, not assuming a rapid contraction of activities or a run-off scenario) in our assessment. In such a scenario, amortization-adjusted EBITDA may overstate the true cash available to repay debt. With this in mind, we also consider in our analysis EBITDA excluding the add-back for portfolio amortization. "Leverage including the add-back for portfolio amortization (cash EBITDA leverage) was 2.4x, while cash EBITDA interest coverage was 8.5x at the end of 2022. We expect cash EBITDA leverage to increase to 2.8x and cash EBITDA interest coverage to decline to 6.5x in 2023, reflecting the negative change in expected recoveries PRA reported in Q1 2023 and a slower pace in portfolio purchases. That said, we expect PRA to benefit from an increase in the supply of NPL portfolios coming to market later this year as banks and other financial institutions increase charge-offs in anticipation of a mild recession and higher unemployment rate. "There is a large disparity between EBITDA including and excluding principal collection add-backs. Although principal collections represent an inflow of discretionary cash, they are generally reinvested into new portfolio purchases so that PRA can maintain and grow its earnings. We expect leverage before principal collection add-backs to trend higher in 2023 and 2024 to 10x-20x from 8.2x in 2022 and on a similar basis interest coverage to fall to 1x-2x from 2.5x for 2022." Like other distressed debt purchasers, PRA faces regulatory scrutiny. From a regulatory perspective, PRA--along with its peers--continues to face regulatory scrutiny. In December 2020, PRA was advised that the Consumer Financial Protection Bureau (CFPB) believes it may have violated certain provisions of its consent order. In March 2023, the company agreed to pay the CFPB $12 million to settle allegations that PRA violated certain consumer finance protection laws. The company also agreed to pay $15 million to consumers who were impacted by the company's alleged behavior. S&P said, "The stable outlook reflects our expectation that PRA will maintain a solid debt-to-tangible equity ratio between 3x and 4x, and cash EBITDA leverage of comfortably below 4x. We also expect PRA to continue optimizing its funding profile through the issuance of incremental unsecured funding. "We could lower the ratings on the company if collections performance deteriorates, or its business operations or financial position are materially affected by new regulations. We could also lower the ratings if the company's financial profile deviates significantly from our base-case expectations, such as if debt to tangible equity ratio rises significantly or cash EBITDA leverage is sustained above 4x." S&P doesn't view an upgrade as likely over the next 12 months. PRIMAL MATERIALS: Files Emergency Bid to Use Cash Collateral ------------------------------------------------------------ Primal Materials, LLC asks the U.S. Bankruptcy Court for the Northern District of Texas, Abilene Division, for authority to use cash collateral and provide adequate protection. The Debtor requires the use of cash collateral to fund ongoing expenses of operation. As of the Petition Date, the Debtor has available cash reserves of approximately $12,000 and accounts receivable of approximately $185,000. According to the Debtor, the peak season has commenced and ongoing operations are anticipated to continue to generate revenues sufficient to not only support current operating expenses, but an exit from this reorganization proceeding. Liens against the Debtor's personal property, including accounts, inventory, equipment and contract rights generally, are asserted by these lenders: a. ALJR Ventures, LLC: UCC-1 Financing Statement filed April 20, 2022 securing obligations totaling approximately $674,674 as of the Petition Date. b. FundThrough USA Inc.: UCC-1 Financing Statement filed April 5, 2023 securing obligations totaling approximately $157,000 as of the Petition Date. The Debtor estimates there are approximately nine unsecured creditors holding claims aggregating about $1.2 million. While attendant delays and uncertainty resulting from COVID-19 played a role in causing the Debtor's financial distress, the major precipitating factor which caused the greatest stress to the Debtor's cash flow was the burden of the ALJR claim which is asserted to be due and owing in full. In the Budget, the Debtor proposes to use $76,233 of cash collateral to fund ongoing operations on an interim basis. Prior to a final hearing, the Debtor will present cash flow projections and a budget for the continued operations pending confirmation of a chapter 11 plan of reorganization. The Debtor believes the interests of the Secured Creditors are adequately protected by the value of the property securing their claims; however, the Debtor proposes additional adequate protection in the form of a replacement lien. The Debtor proposes the Secured Creditors will receive, as adequate protection to the extent of the diminution in value of each of their perfected interests in the cash collateral, a replacement lien in their respective prepetition collateral and proceeds of their respective prepetition collateral. The Adequate Protection Liens will (i) be supplemental to and in addition to the prepetition liens or interests of each respective Secured Creditor, (ii) be accorded the same validity and priority as enjoyed by the prepetition liens or interests immediately prior to the Petition Date, (iii) be deemed to have been perfected automatically effective as of the entry of the Order without the necessity of filing of any UCC-1 financing statement, state or federal notice, mortgage or other similar instrument or document in any state or public record or office and without the necessity of taking possession or control of any collateral. As additional adequate protection for the Secured Creditors' interests, the Debtor currently maintains and will continue to maintain appropriate insurance coverage at acceptable levels. A copy of the Debtor's motion and budget is available at https://urlcurt.com/u?l=tLtnpq from PacerMonitor.com. The Debtor projects $100,000 in cash receipts and $76,233 in total general overhead. About Primal Materials, LLC Primal Materials, LLC is a locally owned and operated company, providing dirt moving and excavation services for ranchers and new construction sites in the Big Country surrounding Abilene, Texas. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 23-10081) on June 12, 2023. In the petition signed by Victor John Hirsch, III, member/manager, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Joseph F. Postnikoff, Esq., at Rochelle McCullough, LLP -- jpostnikoff@romclaw.com -- serves as counsel to the Debtor. PROPIO LS: AG Twin Marks $3.6MLoan at 74% Off --------------------------------------------- AG Twin Brook Capital Income Fund has marked its $3,619,000 loan extended to Propio LS, LLC to market at $955,000 or 8% of the outstanding amount, as of March 31, 2023, according to a disclosure contained in AG Twin's Form 10-Q for the Quarterly Period ended March 31, 2023, filed with the Securities and Exchange Commission. AG Twin is a participant in a First Lien Senior Secured Revolving Loan to Propio LS, LLC. The loan accrues interest at a rate of 10.55% (S+5.50%) per annum. The loan matures on August 25, 2027. AG Twin Brook Capital Income Fund is a Delaware statutory trust which was formed on January 27, 2022. AGTB Fund Manager, LLC, a wholly-owned subsidiary of Angelo, Gordon & Co L.P., serves as the investment adviser of the Company. The Advisor is registered as an investment adviser with the U.S. Securities and Exchange Commission under the Investment Advisers Act of 1940. The Company has elected to be regulated as a business development company under the Investment Company Act of 1940. The Company intends to elect to be treated for federal income tax purposes, and intends to qualify annually thereafter, as a regulated investment company as defined under Subchapter M of the Internal Revenue Code of 1986, as amended. Propio Language Services provides translation services. R.P. RUIZ: Unsecured Owed $6M to Get $137K in Plan -------------------------------------------------- R.P. Ruiz Corporation submitted a Second Amended Chapter 11 Plan. Under the Plan, Class 5 General Unsecured Claims have a total scheduled of $4,034,081, and the total claims filed is $6,242,711. Creditors will be paid monthly at $2,500 per month and the total payout is $137,250. Class 5 is impaired. The Plan will be funded by the Debtor's business operation. The Debtor anticipates having monies of $7,000 on hand at the Plan's Effective Date from ongoing operations. No assets will be sold to fund the Plan. The Plan confirmation hearing will be on June 14, 2023 at 2:00 p.m. in Courtroom 5-D, 411 W 4th St., Santa Ana, CA 92701. Attorneys for the Debtor: Steven R. Fox, Esq. THE FOX LAW CORPORATION, INC. 17835 Ventura Blvd., Suite 306 Encino, CA 91316 Tel: (818) 774-3545 Fax: (818) 774-3707 E-mail: srfox@foxlaw.com A copy of the Plan dated June 2, 2023, is available at bit.ly/45TTmBt from PacerMonitor.com. About R.P. Ruiz Corporation R.P. Ruiz Corporation Inc., a concrete subcontractor, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-10501) on July 5, 2022. In the petition signed by Richard Ruiz, Jr., president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Ronald A. Clifford III oversees the case. Steven R. Fox, Esq., at The Fox Law Corporation, Inc., is the Debtor's counsel. RANDAZZO'S CLAM: Court OKs Deal on Cash Collateral Access --------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of New York authorized Randazzo's Clam Bar of NY Inc. to use cash collateral on an interim basis in accordance with its agreement with Novac Equities LLC and Forever Funding LLC. On July 7, 2022, the Debtor entered into a Standard Merchant Cash Advance Agreement with FF by which the Debtor received $58,500 (net of $6,500 in fees) from FF in exchange for FF purchasing $97,500 of the Debtor's accounts receivable. On August 2, 2022, FF filed a UCC-1 against the Debtor. On July 22, 2022, the Debtor entered into a Standard Merchant Cash Advance Agreement with Novac by which the Debtor received $72,000 (net of $8,000 in fees) from Novae in exchange for Novae purchasing $127,920 of the Debtor's accounts receivable. On August 2, 2022, Novac filed a UCC-1 against Debtor. FF and Novac have declared the Debtor in default under the respective agreements and have collectively demanded $115,659 from the Debtor. To resolve any disputes, the parties agree that the $115,659 claimed due will be reduced to and fixed at $80,000 (Sum Due) and will be paid $5,000 a month commencing May 15, 2023, for 16 consecutive months and ending on August 15, 2024. Upon final payment being made, FF and Novac will file UCC-3 terminations statements, discontinue any pending lawsuits, and provide Paul Randazzo with a general release of his guarantee. FF and Novac will not take any action seeking to enforce or collect on guarantee while the agreement is in full force and effect. The Debtor agrees to allow FF and Novac to apply the $21,525 of the Debtor's funds being held by Clearent to the $80,000 sum due such that same will be applied to the May 2023 through August 2023 payments in full and $1,525 to the September 2023 payment. Secured creditors Novac Equities LLC and Forever Funding LLC may be reached at: Michael Colombo, President Streetwide Asset Recovery Group 100 Village Court Ste 201 Hazlet, NJ 07730 Tel: (732) 217-3445 E-mail: mcolombo@streetwiderecovery.com A copy of the order is available at https://urlcurt.com/u?l=q3Thd7 from PacerMonitor.com. About Randazzo's Clam Bar NY Randazzo's Clam Bar NY Inc., filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 23-41151) on April 3, 2023, with as much as $1 million in assets and $100,001 to $500,000 in liabilities. Judge Nancy Hershey Lord oversees the case. Vincent M. Lentini, Esq., in Manhasset, N.Y., is the Debtor's bankruptcy counsel. Secured creditors Novac Equities LLC and Forever Funding LLC are represented by: Todd A. Zuckerbrod, Esq. 61-43 185th Street, Suite 534 Fresh Meadows, NY 11365 Tel: (561) 544-8144 E-mail: tz@tzbrokerlaw.com RANEYS LLC: AG Twin's $4.8M Loan Has 88% Markdown ------------------------------------------------- AG Twin Brook Capital Income Fund has marked its $4,857,000 loan extended to Raneys, LLC to market at $566,000 or 12% of the outstanding amount, as of March 31, 2023, according to a disclosure contained in AG Twin's Form 10-Q for the Quarterly Period ended March 31, 2023, filed with the Securities and Exchange Commission. AG Twin is a participant in a First Lien Senior Secured Delayed Draw Term Loan to Raneys, LLC. The loan accrues interest at a rate of 11.30% (S + 6%) per annum. The loan matures on June 7, 2027. AG Twin Brook Capital Income Fund is a Delaware statutory trust which was formed on January 27, 2022. AGTB Fund Manager, LLC, a wholly-owned subsidiary of Angelo, Gordon & Co L.P., serves as the investment adviser of the Company. The Advisor is registered as an investment adviser with the U.S. Securities and Exchange Commission under the Investment Advisers Act of 1940. The Company has elected to be regulated as a business development company under the Investment Company Act of 1940. The Company intends to elect to be treated for federal income tax purposes, and intends to qualify annually thereafter, as a regulated investment company as defined under Subchapter M of the Internal Revenue Code of 1986, as amended. Raney's LLC is a provider of aftermarket parts and accessories for the Heavy Duty Trucking industry. RETAILING ENTERPRISES: Taps Wernick Law as Bankruptcy Counsel ------------------------------------------------------------- Retailing Enterprises, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Wernick Law, PLLC as counsel. The Debtor requires legal counsel to: (a) give advice with respect to the powers and duties of the Debtor; (b) advise the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (c) prepare legal documents necessary in the administration of the Debtor's Chapter 11 case; (d) protect the interest of the Debtor in all matters pending before the court; and (e) represent the Debtor in negotiations with creditors in the preparation of a Chapter 11 plan. The firm will be paid at these rates: Aaron A. Wernick, Esq. $600 per hour Lenore Rosetto Parr, Esq. 475 per hour Attorneys $475 to $600 per hour Paralegals $200 per hour In addition, the firm will receive reimbursement for out-of-pocket expenses incurred. The firm received from the Debtor a retainer of $40,000. Aaron Wernick, Esq., the firm's attorney who will be providing the services, disclosed in a court filing that he is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: Aaron A. Wernick, Esq. Wernick Law, PLLC 2255 Glades Road, Suite 324A Boca Raton, FL 33431 Tel: 901-525-1322 Fax: 901-525-2389 Email: awernick@wernicklaw.com About Retailing Enterprises Retailing Enterprises, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-14169) on May 30, 2023, with $10 million to $50 million in assets and $50 million to $100 million in liabilities. Mauricio Krantzberg, president, signed the petition. Judge Scott M. Grossman oversees the case. Aaron A. Wernick, Esq., at Wernick Law, PLLC, represents the Debtor as legal counsel. RIALTO BIOENERGY: U.S. Trustee Appoints Creditors' Committee ------------------------------------------------------------ Tiffany Carroll, Acting U.S. Trustee for Region 15, appointed an official committee to represent unsecured creditors in the Chapter 11 case of Rialto Bioenergy Facility, LLC. The committee members are: 1. Aerzen USA Corp Attn: Michael Scotti Credit Manager 108 Independence Way Coatesville, PA 19320 Phone: (484) 784-6856 Email: michael.scotti@aerzen.com 2. Romero's Engineering, Inc. dba American Turnkey Fabricators Attn: Ari Medel Office Manager 9175 Milliken Ave. Rancho Cucamonga, CA 91730 Phone: (909) 827-1040 Email: ari@atf1.com 3. SB Industrial Vacuum Services Inc. Attn: Christian Bahena General Manager 10656 Jaggery St. Fontana, CA 92337 Phone: (909) 333-0148 Email: Christian@sbvacuumservices.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 Rialto Bioenergy Facility Rialto Bioenergy Facility, LLC owns and operates a multi-feedstock bioenergy facility in Rialto, Calif., which converts organic waste, such as food waste, yard waste, and biosolids into carbon-negative renewable natural gas, with capability to also generate renewable electricity and soil amendment/fertilizer. The facility, the largest in North America and valued at $196.6 million, utilizes anaerobic digestion technology to convert the organic waste received from waste haulers into renewable natural gas. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Cal. Case No. 23-01467) on May 25, 2023. In the petition signed by Yaniv Scherson, vice president, theDebtor disclosed $100 million to $500 million in both assets and liabilities. Ron Bender, Esq., at Levene, Neale, Bender, Yoo and Golubchik LLP, represents the Debtor as legal counsel. B. Riley Securities, Inc. serves as the Debtor's financial advisor. UMB Bank, N.A. as Indenture Trustee is represented by Nahal Zarnighian, Esq., at Ballard Spahr LLP. RIGHT CHOICE: Trustee Hires Stearns Weaver as General Counsel ------------------------------------------------------------- Maria Yip, Chapter 11 trustee for Right Choice Vending/Coffee, LLC, seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A. The trustee requires legal counsel to administer the Debtor's estate during the pendency of the Debtor's Chapter 11 bankruptcy case. Stearns will be paid at these rates: Attorneys $500 to $750 per hour Paraprofessionals $250 to $325 per hour Drew Dillworth, Esq., a partner at Stearns, disclosed in a court filing that he and his firm neither hold nor represent any interest adverse to the estate. The firm can be reached through: Drew M. Dillworth, Esq. Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A. Museum Tower Building, Suite 2200 150 West Flagler Street Miami, FL 33130 Tel: (305)789-3200 Fax: (305)789-3395 Email: ddillworth@stearnsweaver.com About Right Choice Vending/Coffee Right Choice Vending/Coffee, LLC operates a vending machine business with machines located throughout the State of Florida. It provides drinks, snacks and food to various businesses, industries, schools, universities, hospital systems and governmental agencies. Right Choice sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-11331) on Feb. 19, 2023, with as much as $50,000 in both assets and liabilities. Judge Scott M. Grossman oversees the case. Mark S. Roher, Esq., at the Law Office of Mark S. Roher, P.A., represents the Debtor as legal counsel. Maria Yip, the Chapter 11 trustee appointed in the Debtor's bankruptcy case, is represented by Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A. ROBBINS SERVICE: Gets OK to Hire Rayburn Cooper & Durham as Counsel ------------------------------------------------------------------- Robbins Service Group, LLC received approval from the U.S. Bankruptcy Court for the Western District of North Carolina to employ Rayburn Cooper & Durham, P.A. as counsel. The Debtor requires legal counsel to: a. provide advice with respect to the powers and duties of the Debtor in the continued operation of its business and management of its properties; b. assist in taking all necessary action to protect and preserve the Debtor's estate, including the prosecution of actions on the Debtor's behalf, the defense of any action commenced against the Debtor, the negotiation of disputes in which the Debtor is involved, and the preparation of objections to claims filed against the estate; c. prepare legal papers; d. appear before the bankruptcy court and such other courts as may be appropriate to represent the interests of the Debtor and represent the Debtor in negotiations with other parties involved in its Chapter 11 case; e. advise and assist in formulating and preparing a plan of reorganization; and f. perform other legal services for the Debtor. The firm will be paid at these rates: Partners $350 to $795 per hour Associates $295 per hour Para-professionals $190 to $235 per hour In addition, the firm will receive reimbursement for out-of-pocket expenses incurred. The firm was paid by the Debtor the amount of $20,500 as retainer. Matthew Tomsic, Esq., a partner at Rayburn Cooper & Durham, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: Matthew L. Tomsic, Esq. Rayburn Cooper & Durham, P.A 1200 Carillon, 227 West Trade Street, Charlotte, North Carolina, 28202 Tel: (704) 334-0891 Fax: 704-377-1897 Email: mtomsic@rcdlaw.net About Robbins Service Group Robbins Service Group, LLC is a North Carolina limited liability company that operates a landscaping business under the name Whispering Pines Landscaping. Its services generally include landscape design, installation, and maintenance. Robbins' geographic focus is primarily the Lake Norman area. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D.N.C. Case No. 23-40082) on May 15, 2023, with $1 million to $10 million in both assets and liabilities. Michael A. Robbins, president and chief executive officer, signed the petition. Judge Craig Whitley oversees the case. Matthew L. Tomsic, Esq., at Rayburn Cooper & Durham, P.A., represents the Debtor as legal counsel. ROBERTSHAW US: Moody's Affirms Caa3 CFR & Alters Outlook to Stable ------------------------------------------------------------------ Moody's Investors Service affirmed the Caa3 corporate family rating and Caa3-PD probability of default rating of Robertshaw US Holding Corp. Concurrently, Moody's assigned ratings to Robertshaw's new senior secured bank credit facilities under its new "super priority" credit agreement following a distressed exchange offer, including a B2 rating to the first-out facility, Caa3 rating to the second-out facility, and Ca ratings to the third-out facility, fourth-out facility and fifth-out facility, respectively. Moody's also downgraded the ratings on the existing first lien term loan to C from Caa2 and on the second lien term loan to C from Ca. Further, Moody's changed the outlook to stable from negative. The affirmation of the Caa3 CFR reflects Moody's expectation for leverage to remain very high given a higher debt load after the exchange offer and weakened profitability that will remain constrained by the cyclical slowdown in demand in Robertshaw's appliance end markets (about 65% of revenue). These demand pressures will likely continue at least through calendar 2023. Given these factors, Moody's anticipates Robertshaw will need to continue debt restructuring activity. Moody's expects adjusted debt-to-EBITDA to remain above 10x for some time. Additionally, while Robertshaw has extended its maturities to 2027, this date would be accelerated ahead of the unexchanged existing first and second lien term loans due 2025 and 2026, respectively, to the extent that each of the first and second lien have over $12.5 million of principal outstanding at their maturity dates. Following the distressed exchange offer, $80 million of the first lien term loan and $16 million of the second lien term loan remained unexchanged. The debt instrument ratings reflect their priority rankings in the capital structure and Moody's expectation of recovery. Moody's applied a one-notch negative override on the third-out, fourth-out and fifth-out facilities in its loss given default (LGD) analysis to reflect the likelihood of no recovery for these facilities behind the ABL, first-out facility and second-out facility in the event of a default. The ABL revolver has a first-priority interest on the most liquid collateral. The C rating on the existing first lien and second lien term loans reflects their deeply subordinated position in the capital structure. The stable outlook reflects the company's improved cash position and no imminent refinancing risk after repayment of the Euro term loan (due December 2023) with transaction proceeds. Moody's also expects Robertshaw's operating performance to stabilize over the next year as consumer inflationary pressures and commodity costs subside and the company benefits from implemented cost reductions and efficiency initiatives. Moody's also expects appliance demand to gradually recover over the next 12-18 months. Downgrades: Issuer: Robertshaw US Holding Corp. Senior Secured First Lien Bank Credit Facility, Downgraded to C from Caa2 Senior Secured Second Lien Bank Credit Facility, Downgraded to C from Ca Assignments: Issuer: Robertshaw US Holding Corp. Senior Secured First Out Bank Credit Facility, Assigned B2 Senior Secured Second Out Bank Credit Facility, Assigned Caa3 Senior Secured Third Out Bank Credit Facility, Assigned Ca Senior Secured Fourth Out Bank Credit Facility, Assigned Ca Senior Secured Fifth Out Bank Credit Facility, Assigned Ca Affirmations: Issuer: Robertshaw US Holding Corp. Corporate Family Rating, Affirmed Caa3 Probability of Default Rating, Affirmed Caa3-PD Outlook Actions: Issuer: Robertshaw US Holding Corp. Outlook, Changed To Stable From Negative RATINGS RATIONALE The ratings reflect Robertshaw's very high leverage, modest revenue scale with a niche focus, weak coverage metrics and exposure to cyclical consumer spending on appliances. The company is also vulnerable to customer price concessions. Continued focus on cost reduction initiatives, productivity improvements and pricing actions, including price increases and renegotiated pricing with large appliance customers, will be key to tempering top line pressures as demand remains subdued in the near term. Moody's expects these actions and working through the company's backlog to support a moderate improvement in EBITDA/margins, along with easing supply chain issues and commodity cost inflation. The ratings also reflect governance risk considerations of aggressive financial policies, including a tolerance for high leverage, debt restructuring activity and distressed exchange transactions. Robertshaw maintains leading positions in its niche appliance control markets, longstanding relationships with blue chip customers, and serves end markets that have traditionally grown in-line with US GDP. An aging installed base of residential appliances and commercial HVAC systems, contributing to pent up demand, support longer-term growth prospects. However, home renovation spending has moderated amid headwinds from high interest rates and cost inflation for contractor labor and building materials. The company is making efforts to diversify its product applications beyond its core appliance markets to a variety of flow control end markets, which are nonetheless fragmented and competitive. Modest capital spending needs should promote positive and consistent free cash flow gradually as business conditions improve. Moody's expects Robertshaw's liquidity to be weak over the next 12 months. Despite the improved cash position following the recent distressed debt exchange, Moody's expects free cash flow to remain negative for some time with the added constraints of a higher interest rate burden and working capital investment. Additionally, with just approximately $28 million available under the borrowing base on the undrawn $50 million ABL revolver, the capacity/size does not adequately cover the company's interest expense. Unrestricted cash was over $60 million pro forma the recent debt exchange transactions, and up from $24 million at December 31, 2022. The company's recently closed $16 million 6-year loan secured by assets in Mexico is for funding working capital and to support inventory turns to improve liquidity. The ABL is subject to a springing covenant - minimum fixed charge coverage ratio of 1.0x - tested if excess availability is less than 10% of the facility. The new credit facilities and existing first and second lien term loans do not have financial maintenance covenants. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Although not anticipated in the near term, the ratings could be upgraded if the company improved its liquidity with sustained positive free cash flow and greater capacity on the revolver, and if leverage improves progressively and materially. A sustained improvement in margins on the backdrop of improving demand and business conditions would also be needed for an upgrade. The ratings could be downgraded if there is an increased risk of further debt restructuring that Moody's would consider a distressed exchange, or if Moody's recovery expectations on the outstanding rated debt decline. The ratings could also be downgraded if the company is unable to improve liquidity through operating performance or if liquidity weakens such that Robertshaw cannot meet its debt service obligations. The principal methodology used in these ratings was Manufacturing published in September 2021. Robertshaw US Holding Corp. designs and manufactures electro-mechanical solutions, mechanical combustion systems, and electrical controls primarily for use in residential and commercial appliances, HVAC and transportation applications. Revenue for the twelve month period ended December 31, 2022 (unaudited) was approximately $539 million. ROCKLEY PHOTONICS: Gets $35M From Shareholders to Exit Chapter 11 ----------------------------------------------------------------- Fiona Alston of Tech.eu reports that Oxford-headquartered photonics-based solutions company Rockley Photonics filed for Chapter 11 bankruptcy protection in the firths quarter giving it protection to do a comprehensive financial restructuring of the firm. In early June 2023, it announced that period is over and it has and emerged from the tremulous time with a solid footing of approximately $35 million of additional funding from its stakeholders. "Rockley's ability to emerge from Chapter 11 in just 46 days was a significant achievement and marks the beginning of a new era for the company. Our stakeholder's ongoing belief in Rockley has provided us with a greatly strengthened balance sheet and the funds to continue to develop disruptive technology for the med tech market," says Dr. Andrew Rickman, CEO of Rockley Photonics. "We greatly appreciate the continued support not only of our stakeholders but also of our suppliers, partners and employees. I look forward to the opportunity to continue to develop Rockley's products and bring them to market," he adds. Rockley maintains its material customer as the company stays on schedule with all programs including its development of remote patient monitoring technology - it continues to see promising results relating to a number of biomarkers, including glucose and anticipates releasing those results in the second half of this year. "Rockley has developed breakthrough technology for non-invasive biomarker monitoring based on their unique photonics chip platform. Rockley's progress towards wearable devices could have a profound impact on early diagnosis and disease management," says Dr. Richard Kuntz, former senior vice president and chief medical and scientific officer at Medtronic. About Rockley Photonics Rockley Photonics Holdings Limited specializes in the research and development of integrated silicon photonics chipsets. The Company has developed a ground-breaking versatile, application specific, third generation silicon photonics platform specifically designed for the optical integration challenges facing numerous mega-trend markets. The Company has partnered with multiple tier-1 customers across markets to deliver complex optical systems required for transformational sensors, communications, and medical product realization. Rockley Photonics filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y Case No. 23 10081) on Jan. 23, 2023. In the petition signed by Richard A. Meier, chief executive officer, the Debtor disclosed $90,880,000 in assets and $120,733,000 in liabilities. The Debtor tapped PILLSBURY WINTHROP SHAW PITTMAN LLP as bankruptcy counsel; JEFFERIES LLC as investment banker; and ALVAREZ & MARSAL, LLC, as financial advisor. WALKERS LAW FIRM is the Cayman Islands counsel. KROLL, LLC, is the claims agent. ROOSEVELT INN: Samsung Says Not All Plan Issues Resolved -------------------------------------------------------- Samsung Fire & Marine Insurance Co., Ltd. (U.S. Branch) filed a response and reservation of rights to the motion by Roosevelt Inn, LLC And Roosevelt Motor Inn, Inc., to approve their proposed Second Amended Disclosure Statement. Samsung issued several general liability insurance policies to Debtors. Throughout the Debtors' bankruptcy proceedings, Samsung has worked with Debtors' counsel to identify, address and resolve various issues that have arisen in connection with Debtors' proposed treatment of the Samsung Policies and the resolution of the several tort claims asserted thereunder. This includes working with Debtors to resolve Samsung's potential objections to their proposed plans, including the most recently filed version designated as the Second Amended Plan. Many, but not all, of these issues have been resolved by the parties. Among the plan issues that have yet to be finally resolved include, but are not limited to, the following: a. The ability of the proposed Settlement Trustee under the Second Amended Plan (who will essentially become the insured under the Samsung Policies pursuant to a proposed insurance assignment) to act independently of the tort claimants' representatives who are proposed to dominate a Settlement Trust Advisory Committee; b. The post-confirmation jurisdiction of the Bankruptcy Court to hear and determine certain non-core, state law, insurance coverage issues applicable to the various prepetition state law tort claims asserted against Debtors; and c. The Second Amended Plan's proposed "insurance neutrality" provisions which should (but do not yet fully) protect Samsung's state law rights, claims, defenses and remedies under the pre-petition insurance contracts issued to Debtors. Samsung believes that the foregoing issues are properly asserted as Plan confirmation objections rather than as disclosure statement objections. Accordingly, Samsung does not object to the approval of Debtors' proposed Second Amended Disclosure Statement. Nevertheless, Samsung reserves all of its rights to object to the confirmation of Debtors' proposed Second Amended Plan and related Plan Documents (and any further amendments or modifications thereto) based upon, but not limited to, any of the foregoing objections. Co-Counsel for Samsung Fire & Marine Insurance Co., Ltd. (U.S. Branch): Mark G. Ledwin, Esq. WILSON ELSER MOSKOWITZ EDELMAN & DICKER LLP 1133 Westchester Avenue White Plains, NY 10604 Tel: (914) 872-7148 E-mail: mark.ledwin@wilsonelser.com - and - John C. Falls, Esq. FALLS & DEMARCO, P.C. 129 Redford Road Oreland, PA 19075 Tel: (856) 296-3129 E-mail: jfalls@fallsdemarco.com About Roosevelt Inn Roosevelt Inn, LLC, is a Philadelphia-based company that operates in the traveler accommodation industry. Roosevelt Inn and its affiliate, Roosevelt Motor Inn, Inc., filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Lead Case No. 21-11697) on June 16, 2021, listing as much as $10 million in both assets and liabilities. Anthony Uzzo, manager, signed the petitions. Judge Ashely M. Chan presides over the cases. The Debtors tapped Karalis, PC as bankruptcy counsel; Asterion, Inc. as financial advisor; A. Uzzo & Company, CPA's PC as bookkeeper; and Blank Rome, LLP and Reed Smith, LLP as special counsel. RUEL T. STOESSEL: Taps Elite Properties as Real Estate Broker ------------------------------------------------------------- Ruel T. Stoessel, M.D., P.A. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Elite Properties & Investments, LLC. The Debtor requires the services of a real estate broker to sell its property located at 1405 SE Goldtree Drive, Port St. Lucie, Fla. The realtor will receive a commission equal to 6 percent of the purchase price. Michael Mehdipour, managing realtor at Elite Properties, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael Mehdipour Elite Properties & Investments LLC 11911 US-1 S, #109 North Palm Beach, FL 33408 Phone Number (561) 203-6442 Email: mike@epirealestategroup.com About Ruel T. Stoessel M.D. Ruel T. Stoessel, M.D., P.A. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-11671) on March 1, 2023, with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Erik P. Kimball oversees the case. Alan R. Crane, Esq., at Furr & Cohen represents the Debtor as counsel. SAS AB: Viasat Inc. Out as Committee Member ------------------------------------------- The U.S. Trustee for Region 2 disclosed in a notice filed with the U.S. Bankruptcy Court for the Southern District of New York that as of June 13, these creditors are the remaining members of the official committee of unsecured creditors in the Chapter 11 cases of SAS AB and its affiliates: 1. Airbus SAS 2 rond-point Emile Dewoitine, 31700 Blagnac, France Email: robert.de-gasperis@airbus.com Attention: Robert de Gasperis, VP Contracts 2. Dr. Malte Daniels Edelhofdamm 44 13465 Berlin, Germany Email: md@daniels-invest.de Attention: Dr. Malte Daniels 3. Jackson Square Aviation Ireland Limited 5th Floor, 3 Ballsbridge Park Ballsbridge Dublin D04 C7H2 Ireland Email: ROpeka@JSA.com Attention: Ryan Opeka, Executive Vice President and General Counsel to Jackson Square Aviation 4. Flying Food Group, LLC 212 N. Sangamon St., Suite 1A Chicago, IL 60607 Email: mnoffke@flyingfood.com Attention: Mark Noffke, Vice President, Finance Viasat, Inc. was previously identified as a member of the creditors committee. Its name no longer appears in the new notice. About Scandinavian Airlines SAS SAB -- https://www.sasgroup.net -- Scandinavia's leading airline, with main hubs in Copenhagen, Oslo and Stockholm, is flying to destinations in Europe, USA and Asia. In addition to flight operations, SAS offers ground handling services, technical maintenance and air cargo services. SAS is a founder member of the Star Alliance, and together with its partner airlines offers a wide network worldwide. SAS AB and its subsidiaries, including Scandinavian Airlines Systems Denmark-Norway-Sweden and Scandinavian Airlines of North America Inc., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 22-10925) on July 5, 2022. In the petition filed by Erno Hilden, as authorized representative, SAS AB estimated assets between $10 billion and $50 billion and liabilities between $1 billion and $10 billion. Judge Michael E Wiles oversees the cases. The Debtors tapped Weil, Gotshal & Manges, LLP as global legal counsel; Mannheimer Swartling Advokatbyra AB as special counsel; FTI Consulting, Inc. as financial advisor; and Seabury Securities, LLC and Skandinaviska Enskilda Banken AB as investment bankers. Seabury is also serving as restructuring advisor. Kroll Restructuring Administration, LLC is the claims agent and administrative advisor. The U.S. Trustee for Region 2 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee is represented by Willkie Farr & Gallagher, LLP. SCHILLER KNAPP: Files for Chapter 11 After Defaulting Loan ---------------------------------------------------------- Robin K. Cooper of Albany Business Review reports that Schiller Knapp Lefkowitz & Hertzel LLP, a 25-year-old Latham law firm focused on foreclosures and debt collection, has filed for Chapter 11 bankruptcy protection after M&T Bank claimed the firm defaulted on more than $1 million in debt. The law firm filed for bankruptcy protection in the Northern District of New York in Albany on May 31, 2023 seeking to reorganize and reemerge as a new firm with a new name. It is unclear how that strategy will work for a firm with $3.4 million in debt, less than $475,000 in assets and an estimated $18,000 in the bank. Schiller Knapp started the year with 65 employees. That number had decreased to 31 as of June 5. And two of the firm's four partners have left the practice since April 2022. The firm's Chapter 11 bankruptcy attorney, Michael Boyle of Boyle Legal in Troy, described Schiller Knapp as insolvent during a June 5 bankruptcy court hearing. "I want to see the debtor get an opportunity to go to the next level," Judge Robert Littlefield Jr. said during a federal bankruptcy court hearing Monday. "But I am struggling, trying to find some logical way of doing that based on what you've told me today and based on the lack of information that you have and that we have." One of the underlying concerns about the Schiller Knapp bankruptcy case is that the court, representatives of the U.S. Trustee's office and creditors question why the law firm has been unable to share information about its outstanding accounts receivable, giving all parties an indication of its ability to repay its debts. A declaration filed on behalf of Schiller Knapp co-managing partner Gary Lefkowitz tells the story of how the firm, whose annual revenue totaled $17 million in 2019, ran into financial problems soon after the Covid-19 pandemic hit. As large chunks of the economy were shut down in the early days of the pandemic, state and federal governments enacted temporary restrictions on foreclosure and debt collection activities. Those restrictions forced Schiller Knapp to shift away from its largest source of income and refocus its attention on bankruptcy work, Lefkowitz explained in court documents. Since then, annual revenue has fallen dramatically, dipping to $5.8 million in 2021 and $6.35 million last year. Through the first five months of this year, gross revenue totaled about $2.1 million. As cash became tight, Schiller Knapp responded by cutting its workforce in half, renegotiating rent and subleasing some of its office space in addition to obtaining assistance through the federal Paycheck Protection Program and U.S. Small Business Administration. Attorneys and executives for M&T Bank, in court documents, tell a story about how their firm has tried for months to work with Schiller Knapp. M&T not only is the largest creditor of the firm, the bank was among the law firm's largest clients until April. "For the last several months, M&T has attempted in vain to obtain current information concerning the debtor's business operations and M&T's collateral," senior vice president Kenneth Paulin said in court documents. "Notwithstanding the debtor's contractual obligations under the loan documents and M&T's many demands, [Schiller Knapp] has not provided M&T with the requested information." Schiller Knapp has asked the court to grant the firm emergency access to use cash collateral, that is owed to M&T, to allow the firm to cover payroll, insurance premiums and other expenses. The next bills are due this week. M&T and its attorney, Gregory Mascitti of McCarter & English LLP in Manhattan, opposed that request due to concerns that Schiller Knapp would be unable to bring in enough revenue to make up for the collateral. Based on estimates discussed during Monday's bankruptcy court hearing, Schiller Knapp estimates it has the ability to collect $400,000 to $450,000 in accounts receivable. Roughly 25% of those bills are more than 90 days old. Attorney Michael Boyle told the court that his clients at Schiller Knapp remain committed to providing the financial information the bank is looking for and they are committed to finding a way to make the Chapter 11 case work. "The practical issue [is] that without some sort of emergency authorization, the debtor is at a complete standstill ... with regard to operation, employees, et cetera," Boyle told the court. During Monday's hearing, June 5, 2023, Judge Littlefield suggested that the firm's ability to repay debts could boil down to personal loan guarantees made by four partners of the firm with each partner responsible for up to 25% of the outstanding debt. "That may be the strongest argument you have," Littlefield told Boyle. "Without having personal financial statements, we don't know what that's worth either." M&T is owed approximately $1.1 million and the Small Business Administration is owed about $150,000, according to estimates discussed during Monday's hearing. The court is expected to schedule another hearing at 1:30 p.m. Wednesday to determine the next steps in the case. Neither Lefkowitz, Boyle nor representatives of M&T were immediately available for comment. About Schiller, Knapp, Lefkowitz, & Hertzel Schiller, Knapp, Lefkowitz & Hertzel, LLP calls itself "a cradle-to-grave" default servicing and creditor's rights law firm in New York, New Jersey, Pennsylvania and Vermont. Schiller, Knapp, Lefkowitz, & Hertzel, LLP sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.N.Y. Case No. 23-10558) on May 31, 2023. In the petition filed by Gary Lefkowitz, partner, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Michael Boyle, Esq., at Boyle Legal LLC, is the Debtor's legal counsel. SCHULTZ INVESTMENTS: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------------- The U.S. Trustee for Region 16 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Schultz Investments 21, Inc. About Schultz Investments 21 Schultz Investments 21, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 23-10618) on May 8, 2023, with $500,001 to $1 million in both assets and liabilities. Judge Victoria S. Kaufman oversees the case. Dixon G. Kummer, Esq., is the Debtor's legal counsel. SEALED AIR: Egan-Jones Retains 'BB' Senior Unsecured Ratings ------------------------------------------------------------ Egan-Jones Ratings Company, on May 19, 2023, maintained its 'BB' foreign currency and local currency senior unsecured ratings on debt issued by Sealed Air Corporation. EJR also withdrew its 'A2' rating on commercial paper issued by the Company. Headquartered in Charlotte, North Carolina, Sealed Air Corporation manufactures packaging and performance-based materials and equipment systems that serve food, industrial, medical, and consumer applications. SERTA SIMMONS: Pre-Arranged Reorganization Plan Okayed ------------------------------------------------------ Serta Simmons Bedding, LLC, a leading global sleep company, on June 6, 2023, announced that the U.S. Bankruptcy Court for the Southern District of Texas has confirmed the company's pre-arranged Plan of Reorganization. SSB, which has continued to operate as normal and serve retail partners and sleepers as usual throughout the court-supervised process, expects to emerge from Chapter 11 in the near future. "With the Court's confirmation of our Plan, SSB will emerge with the financial resources and flexibility to continue to drive forward our strategic growth initiatives and further bolster our leadership position in the market," said Shelley Huff, CEO, SSB. "Throughout the process, we advanced our strategic priorities by introducing new products, investing in marketing, strengthening retail partnerships, operating a high-performing supply chain, and making critical additions to our executive leadership team. We look forward to emergence and continuing to invest in our business and our brands to deliver the high-quality and innovative sleep products, as well as excellent service levels, for which our company is known." Huff added, "We are grateful to our associates for their commitment to our business throughout this process. We also thank our retail and supplier partners, as well as our other business stakeholders, for their ongoing support of our mission to help people sleep better so they can live healthier lives." The company expects to emerge with a strengthened financial position, including ample liquidity and a flexible capital structure, to fund its strategic priorities. As a result of the financial restructuring, SSB will have substantially reduced its secured debt from approximately $1.9 billion to $315 million, which will also lower the company's annual cash interest expense by more than $100 million. About Serta Simmons Bedding Serta Simmons Bedding, together with its non-debtor affiliates, are manufacturers and marketers of bedding products in North America, operating various bedding manufacturing facilities across the United States and Canada. Serta Simmons Bedding, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 23-90020) on Jan. 23, 2023. The petitions were signed by John Linker, chief financial officer, treasurer and assistant secretary. At the time of filing, the Debtors estimated $1 billion to $10 billion in both assets and liabilities. Weil, Gotshal & Manges LLP is serving as SSB's legal counsel, Evercore Group L.L.C. is serving as SSB's investment banker, and FTI Consulting, Inc. is serving as SSB's financial and restructuring advisor. Epiq Corporate Restructuring, LLC, is the claims and noticing agent. SHENANDOAH TELECOM: Egan-Jones Retains BB+ Sr. Unsecured Ratings ---------------------------------------------------------------- Egan-Jones Ratings Company, on May 23, 2023, maintained its 'BB+' foreign currency and local currency senior unsecured ratings on debt issued by Shenandoah Telecommunications Company. Headquartered in Edinburg, Virginia, Shenandoah Telecommunications Company provides telecommunications services through its subsidiaries. SINCLAIR INC: Egan-Jones Retains CCC+ Senior Unsecured Ratings -------------------------------------------------------------- Egan-Jones Ratings Company, on May 22, 2023, maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by Sinclair, Inc. EJR also withdrew its 'B' rating on commercial paper issued by the Company. Headquartered in Hunt Valley, Cockeysville, Maryland, Sinclair, Inc. owns and operates as a broadcast television company. SIOS MEDICAL: Reaches Creditor Deal on Chapter 11 Plan ------------------------------------------------------ Vince Sullivan of Law360 reports that medical packaging company SiO2 Medical Products Inc. told a Delaware bankruptcy judge Wednesday, June 7, 2023, that it had reached an agreement with its creditors for a Chapter 11 plan that will provide recoveries to unsecured creditors, but the court said the federal watchdog needs time to review the new documents. The Court on June 9, 2023, entered an order approving the adequacy of the Disclosure Statement and setting a Plan confirmation hearing for July 18, 2023, at 11:00 AM at US Bankruptcy Court, 824 Market St., 5th Fl., Courtroom #5, Wilmington, Delaware. Objections to confirmation are due July 10, 2023. About SiO2 Medical Products SiO2 Medical Products, Inc. is a material life sciences company that is at the precipice of mass-commercialization of its breakthrough materials science technology that is poised to revolutionize the pharmaceutical industry. Major pharmaceutical players are testing the company's vials, syringes, tubes, and other offerings, and the Company anticipates large-scale adoption in the relative near term. SiO2 Medical Products and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10366) on March 29, 2023. In the petition signed by its chief executive officer, Yves Steffen, SiO2 Medical Products disclosed $100 million to $500 million in assets and $500 million to $1 billion in liabilities. Judge John T. Dorsey oversees the cases. The Debtors tapped Kirkland Ellis, LLP and Kirkland & Ellis International, LLP as general bankruptcy counsels; Cole Schotz P.C. as local bankruptcy counsel; Alvarez & Marshal North America, LLC, as financial and restructuring advisor; and Lazard as investment banker. Donlin, Recano and Co., Inc. is the claims, noticing, solicitation and administrative agent. The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped White & Case, LLP as bankruptcy counsel; Potter Anderson & Corroon, LLP as local counsel; and Province, LLC as financial advisor. SM ENERGY: Egan-Jones Retains BB Senior Unsecured Ratings --------------------------------------------------------- Egan-Jones Ratings Company, on May 18, 2023, maintained its 'BB' foreign currency and local currency senior unsecured ratings on debt issued by SM Energy Company. EJR also withdrew its 'A2' rating on commercial paper issued by the Company. Headquartered in Denver, Colorado, SM Energy Company is an independent energy company that explores for and produces natural gas and crude oil. SONAVATION INC: Taps Nardella & Nardella as Legal Counsel --------------------------------------------------------- Sonavation, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Nardella & Nardella, PLLC as counsel. The Debtor requires legal counsel to: a. give advice concerning the operation of its business in compliance with Chapter 11 and orders of the court; b. defend any causes of action on behalf of the Debtor; c. prepare legal papers; d. assist in the formulation of a Chapter 11 plan of reorganization and preparation of a disclosure statement; e. prepare and prosecute any appropriate adversary proceedings and contested matter; and f. provide all services of a legal nature in the field of bankruptcy law. The firm will be paid at these rates: Paul N. Mascia, Attorneys $450 per hour Michael Nardella, Associates $325 per hour Paraprofessionals $225 per hour In addition, the firm will receive reimbursement for out-of-pocket expenses incurred. The firm required the Debtor an advanced retainer in the amount of $87,500. The Debtor paid $28,212.50 in fees for services rendered and $1,738 for costs incurred prior to the commencement of the case, which amounts were paid from the retainer. Paul Mascia, Esq., a partner at Nardella & Nardella, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: Paul N. Mascia, Esq. Nardella & Nardella, PLLC 135 W. Central Blvd., Ste. 300 Orlando, FL 32801 Tel: (407) 966-2680 Fax: (407) 966-2681 Email: pmascia@nardellalaw.com About Sonavation Inc. Sonavation Inc. manufactures computer and peripheral equipment in North Palm Beach, Fla. Sonavation sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-13960) on May 22, 2023. In the petition signed by its chief executive officer, Lisa Rhoads, the Debtor reported between $1 million and $10 million in both assets and liabilities. Judge Erik P. Kimball oversees the case. The Debtor is represented by Paul N. Mascia, Esq., at Nardella & Nardella, PLLC. SPANISH BROADCASTING: Moody's Cuts CFR to Caa1, Outlook Negative ---------------------------------------------------------------- Moody's Investors Service downgraded Spanish Broadcasting System, Inc.'s Corporate Family Rating and senior secured note rating to Caa1 from B3. The Probability of Default Rating was also downgraded to Caa1-PD from B3-PD. The outlook was changed to negative from stable. The downgrade of the rating and negative outlook reflect the increase in pro forma leverage to approximately 9.5x (LTM Q1 2023 excluding Moody's standard adjustments) as well as Moody's expectations that leverage is likely to remain at elevated levels in 2023 and 2024. The debt maturity structure is concentrated to the senior secured note due in March 2026 which elevates refinancing risk. While Spanish broadcasting's national and digital revenue will continue to benefit from advertising interest in reaching the company's core customer base, local advertising revenue will be pressured by high inflation and slow economic growth as well as negative secular pressures in the radio industry. Expenses have also increased as Spanish Broadcasting has made additional investments in content, digital infrastructure, and two new stations in Orlando and Tampa, FL. While these investments will contribute to growth over time, they may not be sufficient to offset the impact of cyclical and secular pressures on operating performance. The pending sale of Spanish Broadcasting's television assets (including real estate) for $64 million in cash will boost liquidity and provide additional funds for investment, acquisitions, or debt repayment. Downgrades: Issuer: Spanish Broadcasting System, Inc. Corporate Family Rating, Downgraded to Caa1 from B3 Probability of Default Rating, Downgraded to Caa1-PD from B3-PD Senior Secured Regular Bond/Debenture, Downgraded to Caa1 from B3 Outlook Actions: Issuer: Spanish Broadcasting System, Inc. Outlook, Changed To Negative From Stable RATINGS RATIONALE Spanish Broadcasting's Caa1 CFR reflects very high pro forma leverage (9.5x as of Q1 2023 excluding Moody's standard lease adjustments) as well as Moody's expectation that operating performance will continue to be challenged by recessionary pressures on radio advertising demand and higher costs driven by additional investments. The sale of Spanish Broadcasting's Mega TV business and associated real estate for $64 million will eliminate losses from TV operations and improve liquidity. The radio industry is being negatively affected by the shift of advertising dollars to digital mobile and social media as well as heightened competition for listeners from a number of digital music providers. Secular pressures and the cyclical nature of radio advertising demand have the potential to exert substantial pressure on EBITDA performance in the near term. Spanish Broadcasting is small in size with net revenue from continuing operations of $153 million (LTM Q1 2023) and radio operations located in eight markets with concentrated exposure to New York, Los Angeles, Miami, and Puerto Rico. Notwithstanding Spanish Broadcasting's small scale, the company has developed good market positions with leading stations in most of the markets that it operates. Demographic trends will help support audience and advertising demand due to the strong growth of the Hispanic population in the US and advertiser interest in increasing spending with minority owned businesses. Spanish Broadcasting will also benefit from its AIRE radio network and digital interactive services including the LaMusica radio app and streaming site. The Live events business will also support operating performance going forward. The Credit Impact Score of CIS-4 reflects governance considerations including a financial policy that tolerates operating at a very high leverage level. Moody's expects the company to continue to consider additional acquisitions and investments to increase scale and support future growth. Chairman of the Board of Directors and Chief Executive Officer, Raul Alarcon owns a significant economic interest and has voting control of the company via a dual-class share structure. Spanish Broadcasting was previously a publicly listed company but deregistered the company's common stock in July 2020. Moody's expects Spanish Broadcasting will maintain an adequate liquidity position, supported by access to an undrawn $15 million ABL revolving credit facility (not rated) due February 2025 and $11 million of cash on the balance sheet as of Q1 2023. Free cash flow (FCF) was negative -$2 million LTM Q1 2023 and Moody's projects FCF will be modestly negative in 2023. In April 2023, the company entered an agreement to acquire a radio station in Houston TX for approximately $7.5 million. The timing of interest payments ($15.1 million in both March and September each year) will lead to negative FCF in the first and third quarters. Capex is expected to be about $3 or $4 million a year and cash taxes are projected to be in the $4.5 to $7 million range in 2023, prior to any taxes due as a result of the TV asset sale. The $64 million asset sale is expected to close in Q2 or Q3 2023 and will enhance liquidity. Moody's expects the proceeds to be used for transaction related taxes, additional acquisitions, or debt repayment. Spanish Broadcasting's secured note is not subject to a financial maintenance covenant. The ABL revolving facility is subject to a maximum net leverage and minimum fixed charge coverage ratio when availability on the revolver is less than $7.5 million. The negative outlook reflects Moody's view that Spanish Broadcasting's operating performance will improve modestly in 2023 but leverage levels will remain at very high levels in 2023. Spanish Broadcasting's live events segment and operating performance at the company's new stations in Orlando and Tampa Bay, Florida will help support growth. However, local advertising demand is likely to be constrained by cyclical and secular pressures facing the radio industry. The decrease in high margin political advertising in 2023 will also negatively impact results in the near term. The sale of the TV business and associated real estate will support improved performance as the division was modestly EBITDA negative. Spanish Broadcasting's small size and sensitivity to cyclical and secular pressures have the potential to elevate volatility in results. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be downgraded further if Spanish Broadcasting's leverage remain very high such that Moody's believes there is increasing risk that the capital structure is unsustainable. Continuing negative FCF flow generation or a weakened liquidity position could also result in a downgrade. The ratings could be upgraded if Spanish Broadcasting's leverage decreased well below 7x, with positive organic revenue growth and stable EBITDA margins. Positive free cash flow and a good liquidity position along with a refinancing of near term debt maturities would also be important considerations. Spanish Broadcasting System, Inc. (Spanish Broadcasting) owns and operates radio stations in addition to the AIRE radio network, digital interactive services, and live events focused on Spanish language content. The company's station portfolio is located in 8 markets (Los Angeles, New York, Puerto Rico, Chicago, Miami, San Francisco, Orlando, and Tampa). Chairman of the Board of Directors and Chief Executive Officer, Raúl Alarcón has voting control of the company via a dual-class share structure. Spanish Broadcasting generated approximately $153 million in net revenue from continuing operations as of LTM Q1 2023. The principal methodology used in these ratings was Media published in June 2021. SS&C TECHNOLOGIES: Egan-Jones Retains BB Senior Unsecured Ratings ----------------------------------------------------------------- Egan-Jones Ratings Company, on May 23, 2023, maintained its 'BB' foreign currency and local currency senior unsecured ratings on debt issued by SS&C Technologies, Inc. EJR also withdrew its 'A2' rating on commercial paper issued by the Company. Headquartered in Windsor, Connecticut, SS&C Technologies, Inc. develops financial software solutions. STONEX GROUP: Egan-Jones Retains B+ Senior Unsecured Ratings ------------------------------------------------------------ Egan-Jones Ratings Company, on May 26, 2023, maintained its 'B+' foreign currency and local currency senior unsecured ratings on debt issued by StoneX Group Inc. EJR also withdrew its 'B' rating on commercial paper issued by the Company. Headquartered in New York, StoneX Group Inc. is an institutional-grade financial services network that connects companies, organizations, and investors to the global markets ecosystem through digital platforms, end-to-end clearing, and execution services. SUMMIT MIDSTREAM: Egan-Jones Retains B+ Senior Unsecured Ratings ---------------------------------------------------------------- Egan-Jones Ratings Company, on May 23, 2023, maintained its 'B+' foreign currency and local currency senior unsecured ratings on debt issued by Summit Midstream Partners LP. EJR also withdrew its 'A3' rating on commercial paper issued by the Company. Headquartered in Houston, Texas, Summit Midstream Partners LP is focused on owning and operating midstream energy infrastructure that is strategically located in the core producing areas of unconventional resource basins, primarily shale formations, in North America. SUNSTONE HOTEL: Egan-Jones Hikes Senior Unsecured Ratings to BB+ ---------------------------------------------------------------- Egan-Jones Ratings Company, on May 25, 2023, upgraded the foreign currency and local currency senior unsecured ratings on debt issued by Sunstone Hotel Investors, Inc. to BB+ from BB. Headquartered in Aliso Viejo, California, Sunstone Hotel Investors, Inc. operates as a hospitality and lodging real estate investment trust. SYMBIONT.IO INC: Assets Purchased by LM Funding Out of Bankruptcy ----------------------------------------------------------------- LM Funding America, Inc. (NASDAQ: LMFA), a Bitcoin mining and technology-based specialty finance company, announced on June 6, 2023 that its $2.6 million "stalking horse" bid to purchase the assets of Symbiont.io, Inc., which is currently in Chapter 11 bankruptcy proceedings, was approved by the bankruptcy court on June 2, 2023. LM Funding was the sole secured creditor for Symbiont as a result of a $2 million secured loan it made to Symbiont in December 2021, and has now acquired Symbiont's assets with a credit bid. Bruce M. Rodgers, Chairman and CEO of LM Funding commented, "We are in the fortunate position of having now acquired the assets of Symbiont, including those related to its Assembly financial services blockchain enterprise platform. We currently intend to pursue strategic relationships to offer Assembly to institutions to issue, track and manage financial instruments, such as data, loans, and securities. Additionally, we plan to explore and consider, other use cases for the Symbiont assets and Assembly platform." Symbiont was formed in 2013 to help financial institutions leverage the Bitcoin blockchain to reduce risk, save costs, and increase efficiency. Symbiont Assembly™ is a blockchain platform for building and running decentralized applications called "smart contracts." Early on, Symbiont raised money from credible investors, including the former CEO of the New York Stock Exchange, and formed a board comprised of a former Governor of Delaware, former Commissioner of the Securities Exchange Commission, Former CEO of NYSE, Euronext and the Intercontinental Exchange, and representatives from the London Stock Exchange. Symbiont won contracts with large institutions including index-fund leader Vanguard. In 2022, Vanguard and State Street used Symbiont's platform for a foreign exchange forward contract. More recently, SWIFT, which helps banks move money across borders, announced it was using Symbiont's technology. Symbiont filed for Chapter 11 bankruptcy protection on Dec. 1, 2022. The New York-based company said its assets and liabilities both ranged between $1 million and $10 million, according to a filing with the U.S. Bankruptcy Court for the Southern District of New York. LM Funding was listed as a secured creditor and was owed $2 million plus interest and expenses. LM Funding made a stalking horse credit bid to purchase Symbiont's assets. "We have spoken with Symbiont's technical experts and several customers," stated Rodgers. "We believe we have the opportunity to make Symbiont's technology revenue producing by forming strategic relationships with technology companies to complete projects and develop further solutions for potential Symbiont customers." Rodgers finished by stating, "Symbiont's engineers, programmers, and technologists have created something meaningful, and we hope to work with that caliber of people going forward." About Symbiont.IO LLC Symbiont.IO LLC is a technology company focused on solving complex global finance problems using a novel enterprise blockchain solution. Symbiont.IO LLC filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bank. S.D.N.Y. Case No. 22-11620) on Dec. 1, 2022. In the petition filed by Mark Smith, as CEO, the Debtor reported assets and liabilities between $1 million and $10 million. The case is overseen by the Hon. Bankruptcy Judge Philip Bentley. The Debtor is represented by Lawrence Morrison, Esq., at Morrison Tenenbaum PLLC, as counsel. TALKING TADPOLES: Seeks to Tap Jamey Schrier as Business Consultant ------------------------------------------------------------------- Talking Tadpoles, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Jamey Schrier, LLC as business consultant. The firm will render these services: (a) assist with establishing and maintaining an appropriate management/leadership structure; (b) assist in establishing appropriate targets, increasing efficiency and problem-solving day to day business challenges that Debtor encounters; and (c) assist the Debtor with assessing business health using industry specific operational and financial metrics. Jamey Schrier will provide two 75-minute consulting sessions per month at a rate of $3,000 per month. Jamey Schrier 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. About Talking Tadpoles Taking Tadpoles, LLC operates a pediatric therapy practice that offers a full range of services for communication, feeding, sensory, and fine motor difficulties for children. Taking Tadpoles sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 23-41165) on April 26, 2023. In the petition signed by its executive director, Julissa Irachet, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Judge Mark X. Mullin oversees the case. Robert C. Lane, Esq., at Lane Law Firm, represents the Debtor as legal counsel. TC ENERGY: Egan-Jones Retains 'BB+' Senior Unsecured Ratings ------------------------------------------------------------ Egan-Jones Ratings Company, on May 15, 2023, maintained its 'BB+' foreign currency and local currency senior unsecured ratings on debt issued by TC Energy Corporation. Headquartered in Calgary, Canada, TC Energy Corporation operates as an energy infrastructure company. TITAN INTERNATIONAL: Egan-Jones Retains BB+ Sr. Unsecured Ratings ----------------------------------------------------------------- Egan-Jones Ratings Company, on May 23, 2023, maintained its 'BB+' foreign currency and local currency senior unsecured ratings on debt issued by Titan International, Inc. Headquartered in Quincy, Illinois, Titan International, Inc. manufactures mounted tire and wheel systems for off-highway equipment used in agriculture, construction, mining, military, recreation, and grounds care. TRANSALTA CORP: Egan-Jones Retains BB Senior Unsecured Ratings -------------------------------------------------------------- Egan-Jones Ratings Company, on May 23, 2023, maintained its 'BB' foreign currency and local currency senior unsecured ratings on debt issued by TransAlta Corporation. EJR also withdrew its 'A2' rating on commercial paper issued by the Company. Headquartered in Calgary, Canada, TransAlta Corporation is a non-regulated electric generation and marketing company with its growth focused in developing coal and gas-fired generation. UNITED AIRLINES: Egan-Jones Retains BB- Senior Unsecured Ratings ---------------------------------------------------------------- Egan-Jones Ratings Company, on May 15, 2023, maintained its 'BB-' foreign currency and local currency senior unsecured ratings on debt issued by United Airlines, Inc. EJR also withdrew its 'B' rating on commercial paper issued by the Company. Headquartered in Chicago, Illinois, United Airlines, Inc. provides commercial airline services. UNIVERSAL PURE: AG Twin's $6.9M Loan Has 90% Markdown ----------------------------------------------------- AG Twin Brook Capital Income Fund has marked its $6,992,000 loan extended to Universal Pure, LLC to market at $703,000 or 10% of the outstanding amount, as of March 31, 2023, according to a disclosure contained in AG Twin's Form 10-Q for the Quarterly Period ended March 31, 2023, filed with the Securities and Exchange Commission. AG Twin is a participant in a First Lien Senior Secured Revolving Loan to Universal Pure, LLC. The loan accrues interest at a rate of 11.08% (S + 6%) per annum. The loan matures on October 31, 2028. AG Twin Brook Capital Income Fund is a Delaware statutory trust which was formed on January 27, 2022. AGTB Fund Manager, LLC, a wholly-owned subsidiary of Angelo, Gordon & Co L.P., serves as the investment adviser of the Company. The Advisor is registered as an investment adviser with the U.S. Securities and Exchange Commission under the Investment Advisers Act of 1940. The Company has elected to be regulated as a business development company under the Investment Company Act of 1940. The Company intends to elect to be treated for federal income tax purposes, and intends to qualify annually thereafter, as a regulated investment company as defined under Subchapter M of the Internal Revenue Code of 1986, as amended. Universal Pure LLC provides storage and warehousing facilities. The Company offers cold storage, kitting and assembly, bottling, pre-pricing, code dating, and inventory control services. US FOOT: AG Twin's $16.5M Loan Has 44% Markdown ----------------------------------------------- AG Twin Brook Capital Income Fund has marked its $16,581,000 loan extended to US Foot and Ankle Specialists, LLC to market at $9,269,000 or 56% of the outstanding amount, as of March 31, 2023, according to US Foot and Ankle Specialists a disclosure contained in AG Twin's Form 10-Q for the Quarterly Period ended March 31, 2023, filed with the Securities and Exchange Commission. AG Twin is a participant in a First Lien Senior Secured Delayed Draw Term Loan to US Foot and Ankle Specialists, LLC. The loan accrues interest at a rate of 10.42% (S + 5.50%) per annum. The loan matures on September 15, 2026. AG Twin Brook Capital Income Fund is a Delaware statutory trust which was formed on January 27, 2022. AGTB Fund Manager, LLC, a wholly-owned subsidiary of Angelo, Gordon & Co L.P., serves as the investment adviser of the Company. The Advisor is registered as an investment adviser with the U.S. Securities and Exchange Commission under the Investment Advisers Act of 1940. The Company has elected to be regulated as a business development company under the Investment Company Act of 1940. The Company intends to elect to be treated for federal income tax purposes, and intends to qualify annually thereafter, as a regulated investment company as defined under Subchapter M of the Internal Revenue Code of 1986, as amended. USFAS provides a full range of specialty services for the advanced treatment of foot and lower extremity conditions. VECTOR GROUP: Egan-Jones Retains CCC+ Senior Unsecured Ratings -------------------------------------------------------------- Egan-Jones Ratings Company, on May 19, 2023, maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by Vector Group Ltd. EJR also withdrew its 'B' rating on commercial paper issued by the Company. Headquartered in Miami, Florida, Vector Group Ltd. operates as a holding company. VENATOR MATERIALS: $275MM DIP Loan from Wilmington OK'd ------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, authorized Venator Materials PLC and affiliates to use cash collateral and obtain postpetition financing, on a final basis. The Debtors have entered into a Senior Secured Superpriority Debtor-in-Possession Term Loan Credit Agreement, dated as of May 16, 2023, by and among Debtor Venator Finance S.a r.l. and Debtor Venator Materials LLC, as borrowers, each of the Debtors party thereto as guarantors, Wilmington Savings Fund Society, FSB, as administrative agent and collateral agent, and the lenders party thereto. The DIP facility is a senior secured superpriority new money delayed-draw term loan facility in the aggregate principal amount of up to $275 million, consisting of: (A) new money term loans in an aggregate principal amount of $100 million available upon entry of the Interim Order; and (B) new money term loans in an aggregate principal amount of up to $175 million available within one business day after the entry of the Final Order. The DIP Facility matures through the earliest of: (i) September 14, 2023, or, if that date has been extended; (ii) the date of substantial consummation of an acceptable bankruptcy-exit Plan; (iii) the date the Bankruptcy Court converts any of the Chapter 11 Cases to a Chapter 7 case; (iv) the date the Bankruptcy Court dismisses any of the Chapter 11 Cases; (v) the date on which the Loan Parties consummate a sale of all or substantially all of the assets of the Loan Parties pursuant to 11 U.S.C section 363 or otherwise; and (vi) an earlier date on which the Term Loans will become due and payable by acceleration or otherwise in accordance with the terms of the Agreement and the other Loan Documents. The Debtors have a continuing need to use cash collateral and obtain credit pursuant to the DIP Term Loan Facility to, among other things, enable the orderly continuation of their operations and to administer and preserve the value of their estates. Venator, the borrowers and guarantors party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders from time to time party thereto are parties to the Amended and Restated Revolving Credit Agreement dated as of October 15, 2021, which amends and restates that Revolving Credit Agreement, dated as of August 8, 2017 and the claims in respect thereof. Under the Prepetition ABL Documents, the Prepetition ABL Lenders provided the Prepetition ABL Obligors with, among other things up to $300 million in commitments. Pursuant to the Bond, Guarantees and/or Indemnities Facility, dated October 8, 2021 and accepted October 15, 2021 by and between Venator and Barclays Bank PLC, the Ancillary Facility Lender provided Venator and its subsidiaries with, among other things, $45 million in aggregate commitments, which was fully utilized as of the Petition Date. As of the Petition Date, the Prepetition ABL Obligors were indebted to the Prepetition ABL Agent and the ABL Secured Parties in an amount not less than approximately $190 million consisting of (i) an aggregate principal amount of not less than $84 million of outstanding Loans under, and as defined in, the Prepetition ABL Facility plus (ii) not less than $106 million in the aggregate in other outstanding obligations under or in respect of the Prepetition ABL Documents. Venator Finance S.a r.l. and Venator Materials LLC, as borrowers, the guarantors party thereto, and Acquiom Agency Services LLC and Seaport Loan Products LLC, in their capacities as co-Administrative Agents, Acquiom Agency Services LLC, in its capacity as Collateral Agent, in each case as the successors to JPMorgan Chase Bank, N.A., as Administrative Agent and Collateral Agent in accordance with the Successor Agent Agreement, dated as of April 30, 2023, and the lenders from time to time party thereto, are parties to the Term Loan Credit Agreement, dated as of August 8, 2017. As of the Petition Date, the Loan Parties were indebted to the Prepetition Term Loan Agent and the Prepetition Term Loan Secured Parties (i) in the aggregate principal amount of no less than $354 million plus (ii) accrued and accruing interest and all other amounts due and all other obligations under the Prepetition Term Loan Documents. Venator Finance S.a r.l., and Venator Materials LLC, each as issuers, the guarantors party thereto, and Wilmington Trust, National Association, as trustee and notes collateral agent, for its own benefit and the noteholders, and the noteholders from time to time party thereto, are party to the Indenture dated as of May 22, 2020. As of the Petition Date, there were (i) approximately $225 million in the outstanding aggregate estimated principal amount of senior secured notes and (ii) other outstanding obligations under the Prepetition Senior Secured Notes Indenture. To the extent of any Diminution in Value of their respective interests in the Prepetition Collateral, each of (i) the Prepetition Term Loan Agent, for the benefit of the Prepetition Term Loan Secured Parties and (ii) the Prepetition Senior Secured Notes Trustee, for the benefit of the Prepetition Noteholder Secured Parties, is granted valid, perfected replacement and additional security interests in and liens on the DIP Collateral. As further adequate protection, each of the Prepetition Term Loan Agent and the Prepetition Senior Secured Notes Trustee, is granted an allowed administrative expense claim as contemplated by 11 U.S.C. section 507(b). A copy of the Court's order and the Debtor's budget is available at https://urlcurt.com/u?l=yRrjwd from PacerMonitor.com. The Debtor projects total disbursements, on a weekly basis, as follows: $58,284 for the week ending June 16, 2023; $50,447 for the week ending June 23, 2023; $43,756 for the week ending June 30, 2023; and $62,412 for the week ending July 7, 2023. About Venator Venator (NYSE: VNTR) is a global manufacturer and marketer of chemical products that comprise a broad range of pigments and additives that bring color and vibrancy to buildings, protect and extend product life, and reduce energy consumption. It markets its products globally to a diversified group of industrial customers through two segments: Titanium Dioxide, which consists of its TiO2 business, and Performance Additives, which consists of its functional additives, color pigments and timber treatment businesses. Based in Wynyard, U.K., Venator employs approximately 2,800 associates and sells its products in more than 106 countries. After reaching terms of a Prepackaged Plan, Venator Materials PLC, and 23 affiliated companies filed petitions seeking relief under chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. Case No. 23-90301) on May 14, 2023. The Debtors' cases have been assigned to Judge David R Jones. In connection with the prepackaged Chapter 11 and recapitalization process, Venator is assisted by Moelis & Company and Kirkland & Ellis as financial and legal advisors, respectively, in addition to Alvarez & Marsal as operational advisor. Epiq Corporate Restructuring, LLC, is the claims, noticing, and solicitation agent and maintains the page https://dm.epiq11.com/venator VICE GROUP: Seeks to Hire 'Ordinary Course' Professionals --------------------------------------------------------- Vice Group Holding, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of New York to employ and compensate attorneys that are retained in the ordinary course of business. The "ordinary course" professionals include: Tier 1 OCP ---------- Davis Wright Tremiane LLP 1st Amendment/News/ Litigation Counsel/ Outside Production Counsel (Studios) Lanzillotta Law Firm PLLC TV & Studios Production Donaldson + Callif Studios production counsel Tier 2 OCP ---------- Morrison Cohen LLP NY Real Estate Baker & Hostetler LLP Kramer Litigation Littler Mendelson PC US Employment/Litigation Matters Ogletree, Deakins, Nash, Smoak, & Stewart, P.C. US Employment/Litigation Matters Reed Smith LLP US/EU Data Privacy Abrams & Bayliss LLP Delaware corporate counsel Pelosi Wolf Effron & Spates LLP IP Maintenance Buchalter CA Real Estate Hogan Lovells KSA Compliance Davis & Gilbert Advertising Vendor Spine Sounds Inc. Vice Holdings Inc. - Japan Orrick, Herrington & Sutcliffe Employment Counsel Morgan Lewis Immigration Counsel Kaiff McGuire Margolis LLP US Employment/Union Counsel David Matlin, Esq. Studios Counsel Wilson Sonsini OFAC Compliance Dentons Studios/Commercial Litigation Counsel Loeb & Loeb Studios Counsel Frankfurt Kurnit Advertising Counsel IP Solved (ANZ) Pty Ltd Australian IP Counsel Lundgrens Advokatpartnerselskab Denmark Counsel The OCPs will be compensated as follows: a. For each Tier 1 OCP, total fees, excluding costs and disbursements, shall not exceed $100,000 per month on average over a rolling three-month period and $600,00 in the aggregate; and b. For Tier 2, total fees, excluding costs and disbursements, shall not exceed $50,000 per month on average over a rolling three-month period and $300,000 in the aggregate. About Vice Group Holding Vice is a global, multi-platform media company with a collection of powerful brands, producing premium award-winning content for a highly engaged global youth audience. It creates thousands of pieces of content each week globally, including editorial, digital and social video, experiential events, commercials, music videos, scripted and unscripted television, feature documentaries, and movies. Vice Group Holding, Inc. and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 23-10738) on May 15, 2023. At the time of the filing, the Debtors reported $500 million to $1 billion in both assets and liabilities. Judge John P. Mastando III oversees the cases. The Debtors tapped Togut, Segal & Segal, LLP as bankruptcy counsel; Shearman & Sterling, LLP as special counsel; PJT Partners, Inc. and Liontree Advisors, LLC as financial advisors; and AP Services, LLC as restructuring advisor. Frank Pometti of AP Services serves as the Debtors' chief restructuring officer. Stretto, Inc. is the claims and noticing agent and administrative advisor. The U.S. Trustee for Region 2 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. VICE GROUP: Seeks to Hire AP Services, Appoint CRO and Interim CFO ------------------------------------------------------------------ Vice Group Holding, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of New York to employ AP Services, LLC and designate Frank Pometti and Mark Del Priore as chief restructuring officer and interim chief financial officer, respectively. In addition to the ordinary course duties of a CRO, Mr. Pometti and APS may provide the following services: -- The formation of an opinion and advising the Board of Directors as to the best course of action to pay debts, including those owing to the lenders, in accordance with their respective priorities and with respect to any amounts due and payable, in the shortest possible time. -- The development of a 13-week liquidity forecast and cash flow budget. -- The control of cash management and forecasting cash flows and directing the implementation and/or refinement of a 13-week cash flow forecasting process. -- Assist in developing the funding requirements of the business units. -- The development of a business plan, and such other related forecasts as may be required in related negotiations or other corporate purposes. -- The design and implementation of a restructuring strategy. -- Monitor and review all offers and negotiations for material customer, vendor and employee contracts as well as debt or equity transactions, including, without limitation, attending calls and meetings with potential investors, lenders, the Debtors' investment banker, and attending any other calls or meetings that the CRO shall deem advisable or necessary for the performance of his duties. -- Monitor and become familiar with the Debtors' operations. -- Monitor and advise the management of critical relationships that are essential to the Debtors' operations including, without limitation, regulatory authorities, customers, vendors, and employees. -- Advise the Debtors and the administrative agent as to the Debtors' need to retain experts or take other steps to protect the Debtors' assets or as may be advisable or reasonably necessary, as determined by the CRO in good faith, to consummate a sale transaction. In addition to the ordinary course duties of a CFO, Mr. Del Priore and APS may provide the following services: -- Work with internal staff and Deloitte to complete the audit forFY2022, if necessary. -- Work with the Controller and accounting staff to close books on a periodic basis. -- Develop and enhance internal management reporting packages to regularly report performance to the board of directors and CEO. -- Assist the Debtors with management of day-to-day aspects of the finance department including treasury, financial planning and analysis, audit, and controllership. -- Strengthen the Debtors' core competencies in the finance organization, particularly cash management, planning, general accounting, and financial reporting information management. -- Perform the customary duties of a CFO that are required for similarly situated companies. -- Assist the Debtors with such other matters. AP Services' standard hourly rates are as follows: Frank Pometti (CRO) $1,330 Mark Del Priore (CFO) $950 Managing Director $1,140 - $1,400 Partner $1,115 Director $880 - $1,070 Senior Vice President $735 - $860 Vice President $585 - $725 Consultant $215 - $565 Paraprofessional $360 - $380 As disclosed in court filings, AP Services is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Frank Pometti Mark Del Priore AlixPartners, LLP AP Services LLC 909 3rd Ave Fl 30 New York, NY 10022-5002 Phone: 212 490 2500 Fax: 212 490 1344 Email: tzoha@alixpartners.com About Vice Group Holding Vice is a global, multi-platform media company with a collection of powerful brands, producing premium award-winning content for a highly engaged global youth audience. It creates thousands of pieces of content each week globally, including editorial, digital and social video, experiential events, commercials, music videos, scripted and unscripted television, feature documentaries, and movies. Vice Group Holding, Inc. and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 23-10738) on May 15, 2023. At the time of the filing, the Debtors reported $500 million to $1 billion in both assets and liabilities. Judge John P. Mastando III oversees the cases. The Debtors tapped Togut, Segal & Segal, LLP as bankruptcy counsel; Shearman & Sterling, LLP as special counsel; PJT Partners, Inc. and Liontree Advisors, LLC as financial advisors; and AP Services, LLC as restructuring advisor. Frank Pometti of AP Services serves as the Debtors' chief restructuring officer. Stretto, Inc. is the claims and noticing agent and administrative advisor. The U.S. Trustee for Region 2 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. VICE GROUP: Seeks to Hire LionTree as Financial Advisor ------------------------------------------------------- Vice Group Holding, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of New York to employ LionTree Advisors, LLC as their financial advisor and co-investment banker. The firm will render these services: a. assist the Debtors in reviewing and analyzing the Debtors' results of operations, financial condition, and business plan; b. assist the Debtors in reviewing, formulating a marketing strategy for, and analyzing any potential transaction; c. assist the Debtors in negotiating any transaction and advise the Debtors as to timing, structure, and pricing of any transaction; d. advise the Debtors on the terms of securities it offers in any transaction; e. advise and assist the Debtors on their preparation of an information memorandum for a potential transaction; f. assist the Debtors in contacting, identifying, and evaluating potential Acquirors or purchasers of a transaction that LionTree and the Debtors agree are appropriate, and meet with and provide them with the Information Memo and such additional information about the Debtors' assets, properties, or businesses that is acceptable to the Debtors; g. at the Debtors' request, meet with representatives of the Debtors to discuss any transaction and its financial implications; and h. provide such other financial advisory and investment banking services in connection with any transaction. The Debtors have agreed to pay LionTree the following non-refundable cash fees: a. M&A Transaction Fee i. At the closing of an M&A transaction, a non-refundable cash fee equal to: a. $1 million, plus; b. for any overbid over $225 million in value, the greater of (x) 3 percent of the incremental increase in value and (y) 3 percent of any incremental cash in excess of $100 million; plus b. Asset Transactional Fee i. At the closing of an asset sale transaction, a non-refundable cash fee and together with the M&A equal to: a. 3 percent of the value of the assets or businesses being sold. Ben Braun, a partner at LionTree, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Ben Braun LionTree Advisors, LLC 660 Madison Ave Ste 1502 New York, NY 10065 Phone: +1-212-644-4200 Email: info@liontree.com About Vice Group Holding Vice is a global, multi-platform media company with a collection of powerful brands, producing premium award-winning content for a highly engaged global youth audience. It creates thousands of pieces of content each week globally, including editorial, digital and social video, experiential events, commercials, music videos, scripted and unscripted television, feature documentaries, and movies. Vice Group Holding, Inc. and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 23-10738) on May 15, 2023. At the time of the filing, the Debtors reported $500 million to $1 billion in both assets and liabilities. Judge John P. Mastando III oversees the cases. The Debtors tapped Togut, Segal & Segal, LLP as bankruptcy counsel; Shearman & Sterling, LLP as special counsel; PJT Partners, Inc. and Liontree Advisors, LLC as financial advisors; and AP Services, LLC as restructuring advisor. Frank Pometti of AP Services serves as the Debtors' chief restructuring officer. Stretto, Inc. is the claims and noticing agent and administrative advisor. The U.S. Trustee for Region 2 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. VICE GROUP: Seeks to Hire PJT Partners as Investment Banker ----------------------------------------------------------- Vice Group Holding, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of New York to employ PJT Partners, LP. The Debtors require an investment banker to: (a) assist in the evaluation of the Debtors' businesses and prospects; (b) assist in the development of the Debtors' long-term business plan and related financial projections; (c) assist in the development of financial data and presentations to the Debtors' Board of Directors, various creditors, and other third parties; (d) analyze the Debtors' financial liquidity and evaluate alternatives to improve such liquidity; (e) analyze various restructuring scenarios and the potential impact of these scenarios on the recoveries of those stakeholders impacted by the Restructuring; (f) provide strategic advice with regard to restructuring or refinancing the Debtors' Obligations; (g) evaluate the Debtors' debt capacity and alternative capital structures; (h) participate in negotiations among the Debtors and its creditors, suppliers, lessors, and other interested parties; (i) value securities offered by the Debtors in connection with a Restructuring; (j) advise the Debtors and negotiate with lenders with respect to potential waivers or amendments of various credit facilities; (k) assist in arranging financing for the Debtors, as requested; (l) provide expert witness testimony concerning any of the subjects encompassed by the other investment banking services; (m) assist the Debtors in preparing marketing materials in conjunction with a possible Transaction; (n) assist the Debtors in identifying potential buyers or parties in interest to a Transaction and assist in the due diligence process; (o) assist and advise the Debtors concerning the terms, conditions, and impact of any proposed Transaction; and (p) provide such other advisory services as are customarily provided in connection with the analysis and negotiation of a transaction similar to a potential Transaction and/or Restructuring, as requested and mutually agreed. The firm will be compensated as follows: (a) Monthly Fee. The Debtors shall pay PJT a monthly advisory fee of $150,000 per month. Fifty percent (50 percent) of all monthly fees paid to PJT Partners after the sixth monthly fees has been paid (i.e., after $900,000 has been paid) and until the twelfth monthly fees has been paid shall be credited, only once and without duplication, against any Restructuring Fee or Transaction Fee. The total credit of monthly fees against the restructuring fee or the transaction fee shall not exceed $450,000 in the aggregate. (b) Capital Raising Fee. The Debtors shall pay PJT a fee for any capital raise arranged by PJT, earned and payable upon closing of the capital raise. If access to financing is limited by orders of this court, a proportionate fee shall be payable with respect to each available commitment (irrespective of availability blocks, borrowing base, or other similar restrictions). The capital raising fee will be calculated as: 1.0 percent of the total issuance and/or committed amount of senior debt financing, excluding senior debt financing that is or may (or is anticipated in the future to) constitute a Structured Financing; 3.0 percent of the total issuance and/or committed amount of (A) Structured Financing, (B) junior debt financing, (C) unsecured debt financing (including, without limitation, financing that is junior in right of payment, second lien, subordinated (structurally or otherwise) and unsecured debt), or (D) convertible or non-convertible preferred equity; and 5.0 percent of the issuance and/or committed amount of common stock equity financing, in each case, including by means of a back stop commitment; provided that, if any portion of the debt or equity financing is raised from (x) TPG Global, LLC or Sixth Street Partners, LLC or their affiliates or their affiliated or managed funds TPG/SSP), or (y) lenders under the Debtors' prepetition Secured Credit Facility as of Dec 13, 2022 or their affiliates or affiliated or managed funds (existing lenders), then no capital raising fee shall be payable in respect of such portion of the financing or capital raised from TPG/SSP or the existing lenders. (c) Restructuring Fee. The Debtors shall pay PJT a restructuring fee equal to $5 million upon the consummation of a Chapter 11 plan or other restructuring. (d) Transaction Fee. The Debtors shall pay PJT a transaction fee payable in cash at the closing of such transaction directly out of the gross proceeds of the transaction calculated as 2.0 percent of the transaction value; provided that because VICE has also retained LionTree as investment banker in connection with a sale of VICE or its assets, the transaction fee payable to PJT Partners in respect of any such sale shall be reduced by the amount payable to LionTree in connection such sale but in no event shall the transaction fee be less than 1.0 percent of the transaction value. One-hundred percent (100 percent) of any transaction fees shall be credited against any restructuring fee. Upon consummation of a transaction in which all or a majority of the assets of the Company are sold (on an aggregate basis taking into account all other prior transactions as to which PJT Partners was paid a transaction fee), PJT Partners shall be entitled to the greater of a transaction fee in respect of such transaction or the restructuring fee (after any applicable crediting), but not both. (e) The Debtors agree to reimburse PJT for out-of-pocket expenses incurred. Brent Herlihy, a partner in the Restructuring and Special Situations Group of PJT Partners, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: Brent Herlihy PJT Partners LP 280 Park Avenue New York, NY 10017 Tel: (212) 364-7800 Email: info@pjtpartners.com About Vice Group Holding Vice is a global, multi-platform media company with a collection of powerful brands, producing premium award-winning content for a highly engaged global youth audience. It creates thousands of pieces of content each week globally, including editorial, digital and social video, experiential events, commercials, music videos, scripted and unscripted television, feature documentaries, and movies. Vice Group Holding, Inc. and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 23-10738) on May 15, 2023. At the time of the filing, the Debtors reported $500 million to $1 billion in both assets and liabilities. Judge John P. Mastando III oversees the cases. The Debtors tapped Togut, Segal & Segal, LLP as bankruptcy counsel; Shearman & Sterling, LLP as special counsel; PJT Partners, Inc. and Liontree Advisors, LLC as financial advisors; and AP Services, LLC as restructuring advisor. Frank Pometti of AP Services serves as the Debtors' chief restructuring officer. Stretto, Inc. is the claims and noticing agent and administrative advisor. The U.S. Trustee for Region 2 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. VICE GROUP: Seeks to Hire Shearman & Sterling as Special Counsel ---------------------------------------------------------------- Vice Group Holding, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Shearman & Sterling, LLP as their special counsel. The firm's services include: a. legal advice and representation with respect to debtor-in-possession financing and the use of cash collateral; b. legal advice and representation in connection with any sale of the Debtors' assets, including the sale and auction process to be implemented by the Debtors; c. the negotiation, documentation and approval of any exit financing, if applicable in these Chapter 11 cases; d. legal advice on corporate governance and other general corporate matters; and e. legal advice on other matters, when and as needed, and other non-bankruptcy legal services. The firm's hourly rates are as follows: Partners $1,460 to $2,130 per hour Counsel $1,425 to $1,665 per hour Associates $775 to $1,415 per hour Legal Assistants $375 to $535 per hour In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Shearman & Sterling disclosed the following: -- Shearman & Sterling has not agreed to a variation of its standard or customary billing arrangements for this engagement. -- None of the firm's professionals included in this engagement have varied their rate based on the geographic location of the Debtors' Chapter 11 cases. -- Under an amended fee letter dated Feb 9, 2023 (Third Amended Engagement Letter), Shearman & Sterling indicated its then-prevailing hourly rates of $615 for junior associates to $1995 for senior partners, and acknowledged outstanding balances of (i) approximately $4.3 million of unpaid historical fees unrelated to most first-day preparation, (ii) approximately $1.7 million of unpaid fees related to most first-day preparation, and (iii) approximately $2.2 million of unpaid fees and costs unrelated to both the historical fees and the first day fees. In the Third Amended Engagement Letter, the Debtors agreed to pay $1.9 million of the first day fees and accrued non-bankruptcy fees by Feb 10, 2023, and that Shearman & Sterling would invoice the Debtors monthly, beginning with the month ended Jan 31, 2023, at its normal hourly rates. In lieu of the payment of approximately $2.2 million for the historical fees, which would have been due under the first amendment, the Debtors agreed to make (i) a first payment of $1.1 million upon the earlier of (x) the day prior to the commencement of a bankruptcy proceeding or (y) the receipt of a debt-clearing bid as part of its sale process, and (ii) a second payment of $1.1 million upon either (x) the closing of a debt-clearing sale or (b) one day prior to a bankruptcy proceeding that contemplates an out-of-court debt-clearing sale. The Debtors agreed, as consideration for Shearman & Sterling's deferral of the amounts due, that in connection with any sale of any substantial asset of the company, or the company as a whole, the Debtors would pay off any remaining balance on the historical fees plus an additional $1 million. The Debtors also agreed, in the event that it decided to pursue a strategy that involved the commencement of bankruptcy proceedings, to provide a retainer of $300,000 and accept and immediately pay an invoice at that time regardless of whether a monthly invoice was due. On May 10, 2023, in anticipation of the Chapter 11 cases and expectation that Shearman & Sterling would be general bankruptcy counsel, the Debtors executed a new engagement letter that amended and restated in their entirety any prior engagement agreements and amendments thereof with Shearman & Sterling. The Fourth Amended Engagement Letter set forth Shearman & Sterling's then prevailing hourly rates of $775 for junior associates to $2,130 for senior partners. The Fourth Amended Engagement Letter also included a waiver of the right to receive payment for certain prepetition outstanding fees and expenses, releasing and relinquishing any claim therefor, including the firm's right to receive the $1.1 million of Historical Fees that would have been due under the Third Amended Engagement Letter. The Fourth Amended Engagement Letter also included a provision for the extension of $1 million to be held as an advance deposit. -- The Debtors will review a prospective budget and staffing plan for Shearman & Sterling's engagement for the post-petition period as appropriate. In accordance with the United States Trustee Guidelines, the budget may be amended as necessary to reflect changed or unanticipated developments. Fredric Sosnick, Esq., a partner at Shearman & Sterling, disclosed in a court filing that his firm is a "disinterested person" wpursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael Chernick, Esq. Shearman & Sterling, LLP 599 Lexington Avenue New York, NY 10022 Tel: (212) 848-4000 Fax: (646) 848-8174 Email: mchernick@shearman.com About Vice Group Holding Vice is a global, multi-platform media company with a collection of powerful brands, producing premium award-winning content for a highly engaged global youth audience. It creates thousands of pieces of content each week globally, including editorial, digital and social video, experiential events, commercials, music videos, scripted and unscripted television, feature documentaries, and movies. Vice Group Holding, Inc. and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 23-10738) on May 15, 2023. At the time of the filing, the Debtors reported $500 million to $1 billion in both assets and liabilities. Judge John P. Mastando III oversees the cases. The Debtors tapped Togut, Segal & Segal, LLP as bankruptcy counsel; Shearman & Sterling, LLP as special counsel; PJT Partners, Inc. and Liontree Advisors, LLC as financial advisors; and AP Services, LLC as restructuring advisor. Frank Pometti of AP Services serves as the Debtors' chief restructuring officer. Stretto, Inc. is the claims and noticing agent and administrative advisor. The U.S. Trustee for Region 2 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. VICE GROUP: Seeks to Hire Stretto as Administrative Advisor ----------------------------------------------------------- Vice Group Holding, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Stretto, Inc. as their administrative advisor. The Debtors require an administrative advisor to: a. assist with, among other things, solicitation, balloting and tabulation of votes, and prepare any related reports in support of confirmation of a Chapter 11 plan; b. prepare an official ballot certification and, if necessary, testify in support of the ballot tabulation results; c. assist with the preparation of the Debtors’ schedules of assets and liabilities and statements of financial affairs and gather data in conjunction therewith; d. assist with the preparation of the Debtors’ monthly operating reports and gather data in conjunction therewith; e. provide a confidential data room; f. manage and coordinate any distributions pursuant to a Chapter 11 plan if designated as distribution agent under such plan; and g. provide claims analysis and reconciliation, case research, depository management, treasury services, confidential online workspaces or data rooms, and any related services otherwise required by applicable law, governmental regulations and court rules or orders in connection with the Debtors' Chapter 11 cases. The firm received an advanced retainer in the amount of $10,000. Sheryl Betance, senior managing director at Stretto, disclosed in a court filing that her firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Sheryl Betance Stretto, Inc. 410 Exchange, Ste. 100 Irvine, CA 92602 Telephone: (714) 716-1872 Email: sheryl.betance@stretto.com About Vice Group Holding Vice is a global, multi-platform media company with a collection of powerful brands, producing premium award-winning content for a highly engaged global youth audience. It creates thousands of pieces of content each week globally, including editorial, digital and social video, experiential events, commercials, music videos, scripted and unscripted television, feature documentaries, and movies. Vice Group Holding, Inc. and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 23-10738) on May 15, 2023. At the time of the filing, the Debtors reported $500 million to $1 billion in both assets and liabilities. Judge John P. Mastando III oversees the cases. The Debtors tapped Togut, Segal & Segal, LLP as bankruptcy counsel; Shearman & Sterling, LLP as special counsel; PJT Partners, Inc. and Liontree Advisors, LLC as financial advisors; and AP Services, LLC as restructuring advisor. Frank Pometti of AP Services serves as the Debtors' chief restructuring officer. Stretto, Inc. is the claims and noticing agent and administrative advisor. The U.S. Trustee for Region 2 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. VICE GROUP: Taps Togut, Segal & Segal as Bankruptcy Counsel ----------------------------------------------------------- Vice Group Holding, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Togut, Segal & Segal, LLP as their lead bankruptcy counsel. The firm's services include: a. advising the Debtors regarding their powers and duties; b. assisting the Debtors in obtaining interim and final relief with respect to various first-day motions, including but not limited to, (i) joint administration; (ii) wages and employment policies; (iii) insurance; (iv) taxes; and (v) payment to foreign vendors; c. assisting the Debtors in obtaining bankruptcy court approval for the retention of select estate professionals and ordinary course professionals needed in their Chapter 11 cases; d. assisting the Debtors' professionals in preparing monthly fee statements and interim fee applications; e. assisting the Debtors in preparing their monthly operating reports; f. assisting the Debtors in preparing their schedules of assets and liabilities and statements of financial affairs; g. reviewing, objecting to, and settling claims and handling related matters, including contested matters seeking the setoff, allowance or settlement of priority, secured and general unsecured claims; h. counseling the Debtors in connection with reclamation demands and issues; i. effectuating the assumption and rejection of executory contracts and unexpired leases; j. assisting the Debtors in connection with utility matters, including, but not limited to, demands by utility providers pursuant to Section 366 of the Bankruptcy Code; k. analyzing transfers made by the Debtors in the 90-day period prior to the commencement of their cases for an assessment of potential avoidance claims under Chapter 5 of the Bankruptcy Code; l. assisting the Debtors with certain vendor issues; m. preparing legal papers; n. attending meetings and negotiating with representatives of creditors and other parties in interest; o. appearing before the bankruptcy court and any appellate courts; p. responding to inquiries and calls from creditors and counsel to interested parties regarding pending assigned matters; and q. performing other necessary legal services for the Debtors. The hourly rates charged by the firm's attorneys and paralegals are as follows: Partners $915 to $1,300 per hour Counsel $850 to $990 per hour Associates $320 to $830 per hour Paralegals $195 to $410 per hour The firm was paid a retainer in the amount of $150,000. Albert Togut, Esq., senior member of Togut, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Togut disclosed that: -- the firm has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements for this engagement; -- no Togut professional included in the engagement has varied his rate based on the geographic location of the bankruptcy case; -- the firm did not represent the Debtors prior to its engagement in connection with the commencement of their Chapter 11 cases; and -- the Debtors prepared a budget, which included items such as "Professional Fees." The firm can be reached through: Albert Togut, Esq. Kyle J. Ortiz, Esq. Brian F. Moore, Esq. Togut, Segal & Segal, LLP One Penn Plaza, Suite 3335 New York, NY 10119 Tel: (212) 594-5000 Fax: (212) 967-4258 Email: altogut@teamtogut.com kortiz@teamtogut.com bmoore@teamtogut.com About Vice Group Holding Vice is a global, multi-platform media company with a collection of powerful brands, producing premium award-winning content for a highly engaged global youth audience. It creates thousands of pieces of content each week globally, including editorial, digital and social video, experiential events, commercials, music videos, scripted and unscripted television, feature documentaries, and movies. Vice Group Holding, Inc. and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 23-10738) on May 15, 2023. At the time of the filing, the Debtors reported $500 million to $1 billion in both assets and liabilities. Judge John P. Mastando III oversees the cases. The Debtors tapped Togut, Segal & Segal, LLP as bankruptcy counsel; Shearman & Sterling, LLP as special counsel; PJT Partners, Inc. and Liontree Advisors, LLC as financial advisors; and AP Services, LLC as restructuring advisor. Frank Pometti of AP Services serves as the Debtors' chief restructuring officer. Stretto, Inc. is the claims and noticing agent and administrative advisor. The U.S. Trustee for Region 2 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. VIRGIN ORBIT: Committee Says Plan Patently Unconfirmable -------------------------------------------------------- The Official Committee of Unsecured Creditors (the "Committee") of Virgin Orbit Holdings, Inc., et al., submits this omnibus objection to the Motion of Debtors for Entry of an Order Approving the Disclosure Statement and granting related relief filed by Virgin Orbit Holdings, Inc. and Disclosure Statement for Joint Chapter 11 Plan of Virgin Orbit Holdings, Inc. and its Debtor Affiliates Under Chapter 11 of the Bankruptcy Code. The Committee asserts that the Disclosure Statement should not be approved because the Plan is patently unconfirmable, as it currently provides, among other things (i) no value for general unsecured creditors who are the only impaired class capable of accepting, (ii) broad and unjustified Debtor releases to Virgin Investments Limited ("Virgin Investments") and its affiliates (collectively with Virgin Investments, "Virgin Group"), as well as other third parties who may be responsible for the damage caused to the Debtors' estates and unsecured creditors, and (iii) non-consensual third-party "opt-out" releases that do not meet the standard for non-consensual releases prescribed by the Third Circuit. The Committee understands that the Debtors intend to file a revised disclosure statement and plan in advance of the hearing, but as of this filing, the Committee has not even seen a revised draft of the disclosure statement and the Debtors and Virgin Investments have refused to further extend the Committee's objection deadline or to postpone the disclosure statement hearing. The disclosure statement that is on file is clearly insufficient for the reasons stated herein, but the little information the Committee has received on a revised plan and disclosure statement suggests that the next iteration will almost certainly suffer from the same fatal flaws. Specifically, the Committee understands the revised Plan will provide general unsecured creditors with only a $200,000 cash payment in satisfaction of an estimated $106 million in unsecured claims (not counting any lender deficiency claims). Further, the Committee believes that Virgin Investments strongly prefers a dismissal of this case instead of a confirmed plan, and understands the revised plan will include a toggle provision that the case will be dismissed at the confirmation hearing if the plan is not confirmed, which is particularly egregious because the plan also is likely to include several conditions to confirmation that Virgin Investments knows cannot be satisfied. Virgin Investments' strong-arm tactics in the plan process further evidence its continued abuse of the bankruptcy process for its own benefit and at the expense of unsecured creditors. The Debtors should not be forced to expend resources to solicit a plan that is incapable of being confirmed. In accordance with their duties to the estate, the Debtors should reengage with Virgin Investments and the Committee—potentially through Court ordered mediation—to provide substantial additional value in exchange for the broad releases contemplated in the Plan (reflecting what the Committee believes are substantial litigation and other claims that would benefit the Debtors' estates). The Committee is currently investigating prepetition acts and omissions by the Debtors' directors and officers and Virgin Group, including claims against Virgin Investments for lender liability and aiding and abetting breaches of fiduciary duties, and other claims stemming from Virgin Investments' self-dealing. Given the disappointing results of the Debtors' asset sales, which generated asset sale proceeds that did not significantly exceed Virgin Investments' new money DIP loan, affirmative claims against directors and officers and Virgin Group are significant potential sources of value for a meaningful recovery to unsecured creditors, and the Plan proposes to release such claims for an infinitesimally small amount. The estate must be adequately compensated by Virgin Investments and all other parties responsible for saddling the Debtors with secured debt, incurring significant incremental unsecured debt with no ability or intent to pay such creditors, and ultimately exercising undue influence over the Debtors through Virgin Investments' dual role as secured lender and controlling equity holder to drive the company into bankruptcy and leave nothing for unsecured creditors. Because creditors are much better off prosecuting such claims than receiving literally a few cents, the failure of the currently proposed plan is a foregone conclusion, and it should not be solicited. Committee asserts that even if the Plan were otherwise confirmable, the Disclosure Statement lacks the most basic information unsecured creditors require to determine whether to vote in favor of the Plan. It contains no information on the progress of the Chapter 11 cases to date, no information on projected recoveries to unsecured creditors, or any other class of creditors, no liquidation analysis that would enable creditors to compare proposed recoveries under the Plan with recoveries in a chapter 7 liquidation and, most critically, no information at all on the results of Debtors' purported investigation into prepetition conduct by the Debtors' directors and officers and the Debtors' parent company, Virgin Investments or its affiliates. Proposed Counsel to the Official Committee of Unsecured Creditors: M. Blake Cleary, Esq. L. Katherine Good, Esq. Katelin A. Morales, Esq. POTTER ANDERSON & CORROON LLP 1313 North Market Street, 6th Floor Wilmington, DE 19801 Telephone: (302) 984-6000 Facsimile: (302) 658-1192 E-mail: bcleary@potteranderson.com kgood@potteranderson.com kmorales@potteranderson.com - and - David P. Simonds, Esq. Edward J. McNeilly, Esq. Kaitlyn A. Hittelman, Esq. HOGAN LOVELLS US LLP 1999 Avenue of the Stars, Suite 1400 Los Angeles, CA 90067 Telephone: (310) 785-4600 Facsimile: (310) 785-4601 E-mail: david.simonds@hoganlovells.com edward.mcneilly@hoganlovells.com kaitlyn.hittelman@hoganlovells.com - and - David Dunn, Esq. John D. Beck, Esq. Christopher R. Bryant, Esq. Katherine M. Lynn, Esq. HOGAN LOVELLS US LLP 390 Madison Avenue New York, NY 10017 Telephone: (212) 918-3000 Facsimile: (212) 918-3100 E-mail: john.beck@hoganlovells.com chris.bryant@hoganlovells.com katherine.lynn@hoganlovells.com About Virgin Orbit Virgin Orbit Holdings, Inc (OTCMKTS: VORBQ) -- http://www.virginorbit.com/-- operates one of the most flexible and responsive space launch systems ever built. Founded by Sir Richard Branson in 2017, the Company began commercial service in 2021, and has already delivered commercial, civil, national security, and international satellites into orbit. Virgin Orbit's LauncherOne rockets are designed and manufactured in Long Beach, California, and are air-launched from a modified 747-400 carrier aircraft that allows Virgin Orbit Holdings, Inc., to operate from locations all over the world in order to best serve each customer's needs. Virgin Orbit Holdings, Inc., and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10405) on April 4, 2023. In the petition filed by Daniel M. Hart, as chief executive officer, Virgin Orbit reported total assets of $242,978,000 and total debt of $153,491,000 as of Sept. 30, 2022. The Debtors tapped YOUNG CONAWAY STARGATT & TAYLOR, LLP, and LATHAM & WATKINS LLP as counsel; DUCERA PARTNERS LLC as investment banker and financial advisor; and ALVAREZ & MARSAL NORTH AMERICA LLC as restructuring advisor. KROLL RESTRUCTURING ADMINISTRATION LLC is the claims agent. The Debtors' indirect parent entity, Virgin Investments Limited, in its role as Lender and Administrative Agent and Collateral Agent, has retained Davis Polk & Wardwell LLP, FTI Consulting, Inc., and Morris, Nichols, Arsht & Tunnell LLP as advisors. VIRGIN ORBIT: Nears Winding Down Bankruptcy Plan ------------------------------------------------ Amelia Pollard of Bloomberg Law reports that Virgin Orbit Holdings Inc. has received conditional approval to solicit votes for its bankruptcy plan, bringing it one step closer to winding down operations through the court process. US Bankruptcy Judge Karen Owens conditionally approved the company's disclosure statement during a hearing on June 8, 2023, which allows the firm to start soliciting votes on its bankruptcy plan. The votes will be collected over the course of a few weeks. The plan faced a flurry of objections, including from the official creditors committee, which has argued it allots a paltry sum for the group. About Virgin Orbit Virgin Orbit Holdings, Inc (OTCMKTS: VORBQ) -- http://www.virginorbit.com/-- operates one of the most flexible and responsive space launch systems ever built. Founded by Sir Richard Branson in 2017, the Company began commercial service in 2021, and has already delivered commercial, civil, national security, and international satellites into orbit. Virgin Orbit's LauncherOne rockets are designed and manufactured in Long Beach, California, and are air-launched from a modified 747-400 carrier aircraft that allows Virgin Orbit Holdings, Inc., to operate from locations all over the world in order to best serve each customer's needs. Virgin Orbit Holdings, Inc., and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10405) on April 4, 2023. In the petition filed by Daniel M. Hart, as chief executive officer, Virgin Orbit reported total assets of $242,978,000 and total debt of $153,491,000 as of Sept. 30, 2022. The Debtors tapped YOUNG CONAWAY STARGATT & TAYLOR, LLP, and LATHAM & WATKINS LLP as counsel; DUCERA PARTNERS LLC as investment banker and financial advisor; and ALVAREZ & MARSAL NORTH AMERICA LLC as restructuring advisor. KROLL RESTRUCTURING ADMINISTRATION LLC is the claims agent. The Debtors' indirect parent entity, Virgin Investments Limited, in its role as Lender and Administrative Agent and Collateral Agent, has retained Davis Polk & Wardwell LLP, FTI Consulting, Inc., and Morris, Nichols, Arsht & Tunnell LLP as advisors. VITAL PHARMACEUTICALS: Former CEO Says Co. Claimed His Assets ------------------------------------------------------------- David Minsky of Law360 reports that the former CEO of Vital Pharmaceuticals Inc. urged a Florida federal bankruptcy judge to allow him access to a data room to ensure that any assets he owns aren't transferred in a Chapter 11 sale, after claiming that the company's new leadership attempted to wrongly take control of his property. About Vital Pharmaceuticals Since 1993, Florida-based Vital Pharmaceuticals, Inc., doing business as Bang Energy and as VPX Sports, has developed performance beverages, supplements, and workout products to fuel high-energy lifestyles. VPX Sports is the maker of Bang energy drinks, among other consumer products. Vital Pharmaceuticals, Inc., along with certain of its domestic subsidiaries and affiliates, filed voluntary petitions for protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 22-17842) on Oct. 10, 2022. VPX estimated $500 million to $1 billion in assets and liabilities as of the bankruptcy filing. The Hon. Scott M. Grossman is the case judge. The Debtors tapped Latham & Watkins, LLP as general bankruptcy counsel; Berger Singerman, LLP as local counsel; Haynes and Boone, LLP and Faulkner ADR Law, PLLC as special counsels; Huron Consulting Group, Inc., as CTO services provider; and Rothschild & Co US, Inc., as investment banker. Stretto, Inc., is the notice, claims and solicitation agent. The U.S. Trustee for Region 21 appointed an official committee of unsecured creditors on Nov. 1, 2022. The committee tapped Lowenstein Sandler, LLP as general bankruptcy counsel; Sequor Law, P.A. as local counsel; and Lincoln Partners Advisors, LLC as financial advisor. VR PHASE III: Seeks to Hire Joyce W. Lindauer as Legal Counsel -------------------------------------------------------------- VR Phase III Homeowners Association, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to hire Joyce W. Lindauer Attorney, PLLC as its counsel. The Debtor requires legal assistance to effectuate a reorganization, propose a plan of reorganization, and effectively move forward in its Chapter 11 bankruptcy proceeding. The hourly rates of the firm's attorneys and staff are as follows: Joyce W. Lindauer, Esq. $475 Sydney Ollar, Associate Attorney $250 Larry Boyd, Law Clerk $235 Dian Gwinnup, Paralegal $65 to $210 In addition, the firm will seek reimbursement for out-of-pocket expenses incurred. Prior to the petition date, the firm received a retainer of $9,238. Joyce Lindauer, Esq., the owner of the firm, disclosed in a court filing that her firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Joyce W. Lindauer, Esq. Joyce W. Lindauer Attorney, PLLC 1412 Main Street, Suite 500 Dallas, TX 75202 Phone: (972) 503-4033 Fax: (972) 503-4034 Email: joyce@joycelindauer.com About VR Phase III Homeowners Association VR Phase III Homeowners Association, Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Texas Case No. 23-40838) on May 10, 2023, with as much as $1 million in both assets and liabilities. Judge Brenda T. Rhoades oversees the case. Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC represents the Debtor as counsel. VYERA PHARMACEUTICALS: Taps DLA Piper LLP (US) as Legal Counsel --------------------------------------------------------------- Vyera Pharmaceuticals, LLC and its affiliates received approval from the U.S. Bankruptcy Court for the District of Delaware to employ DLA Piper LLP (US) as their legal counsel. The Debtors require legal counsel to: a. give advice regarding the rights, powers and duties of the Debtors in the operation and management of their respective businesses and properties during the pendency of their Subchapter V cases; b. prepare legal documents and review all financial reports to be filed with the court; c. advise the Debtors concerning, and prepare responses to, legal papers that may be filed by other parties involved in their bankruptcy cases; d. advise the Debtors with respect to, and assist in the negotiation and documentation relating to, the negotiation and consummation of transactions contemplated under the proposed joint Subchapter V plan of reorganization or liquidation; e. advise the Debtors regarding actions to collect and recover property for the benefit of their estates; f. advise the Debtors concerning executory contract and unexpired lease assumptions, assignments and rejections; g. assist the Debtors in reviewing, estimating, and resolving claims asserted against their estates; h. assist the Debtors in complying with applicable laws and governmental regulations, including with respect to the Food and Drug Administration; i. commence and conduct litigation to assert rights held by the Debtors, protect assets of the Debtors' estates, and otherwise further the goals of the Debtors in these Subchapter V cases; and j. provide non-bankruptcy services for the Debtors to the extent requested. The firm will be paid at these rates: John K. Lyons (Partner), Chicago $1,525 per hour R. Craig Martin (Partner), Wilmington $1,380 per hour Matthew Sarna (Associate), Wilmington $1,020 per hour Malithi Fernando (Associate), New York $915 per hour Daniel Trager (Law Clerk), Wilmington $730 per hour Carolyn Fox (Paralegal), Wilmington $380 per hour Theresa Pullan (Paralegal), Wilmington $360 per hour In addition, the firm will receive reimbursement for out-of-pocket expenses incurred. In the 90 days prior to the petition date, the firm received aggregate payments, including retainer amounts, in the amount of $3,287,492.30. John Lyons, Esq., a partner at DLA Piper, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: John K. Lyons, Esq. DLA Piper LLP (US) 444 West Lake Street Suite 900 Chicago, IL 60606 Tel: (312) 368-2166 Fax: (312) 257-2166 Email: John.Lyons@dlapiper.com About Vyera Pharmaceuticals Vyera Pharmaceuticals, LLC is a New York-based biopharmaceutical company. It focuses on developing and commercializing innovative treatments for patients with unmet medical needs. Vyera and its affiliates filed petitions under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10605) on May 9, 2023. David Klauder has been appointed as Subchapter V trustee. In its petition, Vyera reported between $10 million and $50 million in assets and between $1 million and $10 million in liabilities. Judge J. Kate Stickles oversees the cases. The Debtors tapped DLA Piper, LLP as bankruptcy counsel; Sierra Constellation Partners, LLC as financial advisor; and Alvarez & Marsal Securities, LLC as investment banker. Epiq Corporate Restructuring, LLC is the claims and noticing agent. WBS CAPITAL: Seeks to Tap Marcus & Millichap as Real Estate Agent ----------------------------------------------------------------- WBS Capital Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Marcus & Millichap Real Estate Investment Services, Inc. The Debtor requires a real estate agent to market for sale or lease its real property located at 1405-1447 Saint Paul St., Rochester, N.Y. Marcus & Millichap will earn a commission equal to 6 percent of the gross price. John Horowitz, senior vice president of Marcus & Millichap, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: John Horowitz Marcus & Millichap Real Estate Investment Services, Inc. One MetroTech Center, Suite 2001 Brooklyn, NY 11201 Direct: (718) 475-4360 Email: John.Horowitz@marcusmillichap.com About WBS Capital WBS Capital Inc. is the fee simple owner of a property located at 1405 - 1447 Saint Paul Street, Rochester, NY 14621 valued at $35 million. WBS Capital filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-40939) on March 22, 2023, with total assets of $37,002,023 and total liabilities of $11,259,653. Xiaomei Lu, president, signed the petition. Judge Elizabeth S. Stong oversees the case. Scott S. Markowitz, Esq., at Tarter Krinsky & Drogin, LLP serves as the Debtor's counsel. WESCO AIRCRAFT: Incora Wins Temporary Pause of Bondholder Suit -------------------------------------------------------------- Jonathan Randles of Bloomberg Law reports that bankrupt aerospace supplier Wesco Aircraft Holdings Inc., which does business as Incora, won a temporary standstill on a bondholder lawsuit against its private equity owner, Platinum Equity, and other participants in a contentious 2022 financing deal that pushed rival creditors down the repayment line. Judge David R. Jones agreed to pause the lawsuit brought by bondholder Langur Maize LLC until August 7, 2023, saying he wants to give a yet-to-be-formed committee of Incora's unsecured creditors time to weigh in on the litigation. About Incora Incora -- http://www.incora.com/-- is the trade name for the group of companies formed by Wesco Aircraft and Pattonair, a leading provider of comprehensive supply chain management services to the global aerospace and other industries. Beginning with a strong foundation in aerospace and defense, Incora also utilizes its supply chain expertise to serve industrial manufacturing, marine, pharmaceutical and beyond. Incora incorporates itself into customers' businesses, managing all aspects of supply chain from procurement and inventory management to logistics and on-site customer services. The company is headquartered in Fort Worth, Texas, with a global footprint that includes 68 locations in 17 countries and more than 3,800 employees. Wesco Aircraft Holdings, Inc., doing business as Incora, and 43 affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 23-90611) on June 1, 2023. Wesco Aircraft estimated assets and debt of $1 billion to $10 billion as of the bankruptcy filing. The Debtors tapped MILBANK LLP as general bankruptcy counsel; HAYNES AND BOONE, LLP, as local bankruptcy counsel; PJT PARTNERS, INC., as investment banker; and ALVAREZ & MARSAL NORTH AMERICA, LLC, as financial advisor. QUINN EMANUEL URQUHART & SULLIVAN, LLP, is the special litigation counsel. KURTZMAN CARSON CONSULTANTS LLC is the claims agent. WEST NOTTINGHAM: Hires Wolff & Orenstein LLC as Counsel ------------------------------------------------------- The West Nottingham Academy In Cecil County seeks approval from the U.S. Bankruptcy Court for the District of Maryland to employ Wolff & Orenstein, LLC as legal counsel. The firm's services include: a. providing the Debtor with legal advice with respect to its powers and duties in the operation of its business and management of its property; b. representing the Debtor in defense of proceedings instituted to reclaim property or to obtain relief from the automatic stay under Section 362(a) of the Bankruptcy Code; c. preparing any necessary applications, answers, orders, reports and other pleadings, and appearing on the Debtor's behalf in proceedings instituted by or against the Debtor; d. assisting the Debtor in the preparation of schedules, statements of financial affairs, and any amendments thereto that the Debtor may be required to file in this case; e. assisting the Debtor in the preparation of a plan of reorganization; f. representing the Debtor at any hearings before this Court and/or meetings with the Office of the United States Trustee or the Subchapter V Trustee; g. assisting the Debtor with all bankruptcy legal work or other legal services for the Debtor that may be necessary or desirable in the course of this case. The firm will be paid at these rates: Jeffrey M. Orenstein $450 per hour Attorney $275 per hour Paralegal/Legal assistant's time $150 per hour In addition, the firm will receive reimbursement for out-of-pocket expenses incurred. The firm received a retainer in the amount of $25,000 plus a cost retainer of $3,000. Jeffrey M. Orenstein, Esq., a partner at Wolff & Orenstein, LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Jeffrey M. Orenstein, Esq. Wolff & Orenstein, LLC 15245 Shady Grove Road Suite 465, North Lobby Rockville, MD 20850 Tel: (301) 250-7232 Email: jorenstein@wolawgroup.com About The West Nottingham Academy In Cecil County The Debtor is a college preparatory boarding and day school for grades 9-12 and postgraduates. West Nottingham offers a wide variety of athletic programs, competitive and non-competitive clubs, visual, and performing arts. The West Nottingham Academy in Cecil County in Colora MD, filed its voluntary petition for Chapter 11 protection (Bankr. D. Md. Case No. 23-13830) on May 31, 2023, listing $2,212,793 in assets and $7,238,821 in liabilities. Jim Shone as trustee, signed the petition. WOLFF & ORENSTEIN LLC serve as the Debtor's legal counsel. WILLOWS AT THE LAKES: Taps Law Offices of Craig M. Geno as Counsel ------------------------------------------------------------------ Willows at the Lakes - Townhomes, LLC received approval from the U.S. Bankruptcy Court for the Western District of Tennessee to hire the Law Offices of Craig M. Geno, PLLC as its counsel. The firm's services include: a. advising and consulting with the Debtor regarding questions arising from certain contract negotiations during the operation of the Debtor's business; b. evaluating and objecting to claims of various creditors who may assert security interests in the assets and who may seek to disturb the continued operation of the business; c. appearing in, prosecuting, or defending suits and proceedings, and taking all necessary steps and other matters involved in or connected with the affairs of the estate of the Debtor; d. representing the Debtor in court hearings and assisting in the preparation of contracts, reports, accounts, petitions, applications, orders and other papers and documents; e. advising and consulting with the Debtor in connection with any proposed reorganization plan; and f. other necessary legal services. The Law Offices of Craig M. Geno will be paid at these rates: Craig M. Geno $450 per hour Associates $275 per hour Paralegals $275 per hour The firm received a retainer in the amount of $12,000, which includes the $1,738 filing fee. Craig Geno, Esq., an attorney at the Law Offices of Craig M. Geno, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Craig M. Geno, Esq. Law Offices of Craig M. Geno, PLLC 587 Highland Colony Parkway Ridgeland, MS 39157 Tel: 601-427-0048 Fax: 601-427-0050 Email: cmgeno@cmgenolaw.com About Willows at the Lakes - Townhomes Willows at the Lakes - Townhomes, LLC, a company in Woodland Hills, Calif., filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tenn. Case No. 23-22385) on May 16, 2023, with $1 million to $10 million in both assets and liabilities. Yehuda Netanel, managing member, signed the petition. Judge M. Ruthie Hagan presides over the case. Craig M. Geno, Esq., at the Law Offices of Craig M. Geno, PLLC represents the Debtor as counsel. WINDSOR HOLDINGS: S&P Rates New Sr. Secured High-Yield Notes 'B+' ----------------------------------------------------------------- S&P Global Ratings assigned its 'B+' issue-level rating to Windsor Holdings III LLC's proposed $1.8 billion senior secured high yield notes due June 2030. The '3' recovery rating indicates its expectation of meaningful (50%-70%; rounded estimate: 65%) recovery in the event of a payment default. S&P said, "This transaction does not affect our 'B+' issuer credit rating on Windsor Holdings III LLC (the parent of global chemicals and ingredients distributor Univar Solutions Inc.). This secured notes issuance comprises part of the financing sources for the upcoming leveraged buyout of Univar, which we took into account in our June 7, 2023, rating assignment on Windsor Holdings III LLC. We will withdraw our ratings on Univar Solutions Inc. and its debt issues once the buyout transaction is completed and the prior debt issues are repaid." WORKDAY INC: Egan-Jones Retains 'B' Sr. Unsec. Debt Ratings ----------------------------------------------------------- Egan-Jones Ratings Company, on May 23, 2023, maintained its 'B' foreign currency and local currency senior unsecured ratings on debt issued by Workday, Inc. EJR also withdrew its 'A3' rating on commercial paper issued by the Company. Headquartered in Pleasanton, California, Workday, Inc. provides enterprise cloud-based applications. WORLD SECURITY: Seeks to Hire Carlos Alberto Ruiz as Legal Counsel ------------------------------------------------------------------ World Security Services Inc. seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to hire Licenciado Carlos Alberto Ruiz, LLC to handle its Chapter 11 case. The firm will be paid at the rate of $275 per hour and will be reimbursed for out-of-pocket expenses incurred. The firm received from the Debtor a retainer of $7,500. Carlos Alberto Ruiz Rodriguez, Esq., a partner at Licenciado Carlos Alberto Ruiz, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: Carlos Alberto Ruiz Rodriguez Licenciado Carlos Alberto Ruiz, LLC P.O. Box 1298 Caguas, PR 00726-1298 Tel: (787) 286-9775 Email: carlosalbertoruizquiebras@gmail.com About World Security Services World Security Services, Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 23-01542) on May 22, 2023, with as much as $1 million in both assets and liabilities. Judge Maria De Los Angeles Gonzalez oversees the case. Carlos Alberto Ruiz, Esq., at Licenciado Carlos Alberto Ruiz, LLC represents the Debtor as counsel. YUM! BRANDS: Egan-Jones Retains BB- Senior Unsecured Ratings ------------------------------------------------------------ Egan-Jones Ratings Company, on May 17, 2023, maintained its 'BB-' foreign currency and local currency senior unsecured ratings on debt issued by YUM! Brands, Inc. EJR also withdrew its 'A2' rating on commercial paper issued by the Company. Headquartered in Louisville, Kentucky, YUM! Brands, Inc. owns and franchises quick-service restaurants. [*] Healthcare Bankruptcy Filings Rise in Q1 of 2023 ---------------------------------------------------- Evan Ochsner of Bloomberg Law reports that healthcare bankruptcies have recently spiked as labor shortages and rising interest rates neutralize an industry boost once fueled by the government's pandemic aid. In the first quarter of this year, 17 healthcare companies with more than $10 million in liabilities—ranging from a hospital to senior living centers to early stage pharmaceutical product developers—filed Chapter 11, according to data compiled by Gibbins Advisors, a healthcare restructuring consulting firm. In the year-ago period, seven companies filed. Sorrento Therapeutics, Invacare Corp. and Envision Healthcare are among the healthcare companies that have recently filed for bankruptcy protection. "Once the government money ran out, once all the stimulus dollars around healthcare ran out, there was essentially going to be this backwash," Timothy Dragelin, a healthcare director at FTI Consulting said. "The fact that labor costs increased substantially—you also had the issues with supply chain and supply chain caused some disruptions." Sluggish economic factors that have contributed to a general rise in Chapter 11s have also hurt the healthcare business. But the industry requires large staffing and the aftereffects of rising labor costs have been particularly acute. Healthcare bankruptcies spiked sharply late last year, and tapered out a bit in the first three months of this 2023. But the first-quarter numbers are still higher than a year ago, and the rate of new bankruptcy filings are expected to spill over into the second quarter, industry analysts say. GenesisCare, a KKR-backed cancer treatment operator, pointed to a wide range of factors behind its bankruptcy. "Operational challenges, industry and regulatory headwinds, and the lingering impacts of COVID-19 have significantly strained the global business’s liquidity," GenesisCare, which filed Chapter 11 on June 1, said in a court filing. Inflation, Rising Wages The healthcare sector was propped up largely by demands stemming from the pandemic. The federal government distributed more than $700 billion in health spending related to the pandemic, according to the Committee for a Responsible Federal Budget. That includes $160 billion in grants to hospitals, assisted living facilities and other providers. The end of the government money brought a "day of reckoning" for many struggling companies, Dragelin said. SiO2 Medical Products, which filed for Chapter 11 in March, said in its filings that its "liquidity crisis can be traced, at least in part, to government contracts the Company was awarded in the wake of the COVID-19 pandemic, and the rapid ensuing change in government and customer demand." Healthcare companies requiring heavy staffing have suffered post-pandemic. Senior care companies paced the healthcare industry in Q1 Chapter 11 filings, according to the Gibbins data. Labor-intensive healthcare companies, like senior living, also became vulnerable to changes in worker pay because it accounts for 60% to 65% of their expenses, Dragelin said. Envision Healthcare, a medical staffing company that filed Chapter 11 last month to cut $5.6 billion in debt, pointed to upward pressures on wages in its bankruptcy court filings. The pandemic created a nationwide labor shortage after many clinicians left the workforce, Paul Keglevic, its chief restructuring officer, said in a filing. The company has spent an additional $330 million on labor since 2019, Keglevic said. "Envision has increased clinician wages to a competitive level in line with the post-COVID ‘new normal,' paying what is necessary to ensure that its facilities had all of the equipment and supplies needed to deliver necessary and life-saving care," he said. Meanwhile, inflation and rising rates are also contributing to industry struggles. Medicare and Medicaid reimbursement make up a large portion of health care providers' revenue. But the payments typically lag behind inflation, said Clare Moylan, co-founder of Gibbins Advisors. "What we've seen is that there's been increases [in Medicare and Medicaid payments], but the level of inflation on costs has been higher than the increases that you're seeing in the revenue rates, so you're getting squeezed on margin," she said. Four pharmaceutical companies filed Chapter 11 in Q1, according to the Gibbins data. Those firms are often more vulnerable to rising interest rates because they are dependent on investment on venture capital before they bring products to market, Tom Califano, a restructuring partner at Sidley Austin, said. "They eat a lot of capital before they are commercial, so you've seen those companies really suffer from the lack of available capital out there," he said. [^] BOOK REVIEW: Management Guide to Troubled Companies ------------------------------------------------------- Taking Charge: Management Guide to Troubled Companies and Turnarounds Author: John O. Whitney Publisher: Beard Books Softcover: 283 Pages List Price: $34.95 Order a copy today at: http://beardbooks.com/beardbooks/taking_charge.html Review by Susan Pannell Remember when Lee Iacocca was practically a national hero? He won celebrity status by taking charge at a company so universally known as troubled that humor columnists joked their kids grew up thinking the corporate name was "Ayling Chrysler." Whatever else Iacocca may have been, he was a leader, and leadership is crucial to a successful turnaround, maintains the author. Mediagenic names merit only passing references in Whitney's book, however. The author's own considerable experience as a turnaround pro has given him more than sufficient perspective and acumen to guide managers through successful turnarounds without resorting to name-dropping. While Whitney states that he "share[s] no personal war stories" in this book, it was, nonetheless, written from inside the "shoes, skin, and skull of a turnaround leader." That sense of immediacy, of urgency and intensity, makes Taking Charge compelling reading even for the executive who feels he or she has already mastered the literature of turnarounds. Whitney divides the work into two parts. Part I is succinctly entitled "Survival," and sets out the rules for taking charge within the crucial first 120 days. "The leader rarely succeeds who is not clearly in charge by the end of his fourth month," Whitney notes. Cash budgeting, the mainstay of a successful turnaround, is given attention in almost every chapter. Woe to the inexperienced manager who views accounts receivable management as "an arcane activity 'handled over in accounting.'" Whitney sets out 50 questions concerning AR that the leader must deal with -- not academic exercises, but requirements for survival. Other internal sources for cash, including judiciously managed accounts payable and inventory, asset restructuring, and expense cuts, are discussed. External sources of cash, among them banks, asset lenders, and venture capital funds; factoring receivables; and the use of trust receipts and field warehousing, are handled in detail. Although cash, cash, and more cash is the drumbeat of Part I, Whitney does not slight other subjects requiring attention. Two chapters, for example, help the turnaround manager assess how the company got into the mess in the first place, and develop strategies for getting out of it. The critical subject of cash continues to resonate throughout Part II, "Profit and Growth," although here the turnaround leader consolidates his gains and looks ahead as the turnaround matures. New financial, new organizational, and new marketing arrangements are laid out in detail. Whitney also provides a checklist for the leader to use in brainstorming strategic options for the future. Whitney's underlying theme -- that a successful business requires personal leadership as well as bricks and mortar, money and machinery -- is summed up in a concluding chapter that analyzes the qualities that make a leader. His advice is as relevant in this 1999 reprint edition as it was in 1987 when first published. John O. Whitney had a long and distinguished career in academia and industry. He served as the Lead Director of Church and Dwight Co., Inc. and on the Advisory Board of Newsbank Corp. He was Professor of Management and Executive Director of the Deming Center for Quality Management at Columbia Business School, which he joined in 1986. He died in 2013. ********* 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 ***