/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/230725.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, July 25, 2023, Vol. 27, No. 205 Headlines 130 BOWERY ACQUISITION: Seeks Quick Confirmation of Sale, 100% Plan 130 BOWERY ACQUISITION: Unsecured Creditors Unimpaired in Plan 512 E 11TH ST: Seeks to Hire Sommerman as Legal Counsel 57-36 MYRTLE AVE: Taps Marcus & Millichap as Real Estate Broker 9TH & 10TH STREET: Unsecureds Owed $3.2M to Get Up to 100% AADVANTAGE LOYALTY: Fitch Upgrades Rating on Senior Notes to 'BB+' AEROFARMS INC: Court OKs Cash Access, $10MM DIP Loan AH DEVELOPMENT: Unsecureds Will Get 100% of Claims in Plan ALLSPRING INTERMEDIATE: Moody's Alters Outlook on 'Ba2' CFR to Neg. AMPHORA FINANCE: GBP301M Bank Debt Trades at 55% Discount ANDERBY BREWING: Gets OK to Hire Bullseye Auction & Appraisal APPHARVEST INC: Files Voluntary Chapter 11 Bankruptcy Petition APPHARVEST PRODUCTS: Case Summary & 30 Top Unsecured Creditors ATHENA MEDICAL: Trustee Gets OK to Tap Michael W. Carmel as Counsel ATLANTIC RADIO: Maria Yip Named Subchapter V Trustee AU HEALTH: S&P Lowers 2018 Long-Term Revenue Bond Rating to 'B-' BAUSCH HEALTH: $2.50B Bank Debt Trades at 21% Discount BESTWALL LLC: Asbestos Committee Taps Kellogg as Appellate Counsel BH 7904 11 FLR: Uriel Marrache to Fund Plan BH 7904 11: Seeks to Hire Van Horn Law Group as Bankruptcy Counsel BORREGO COMMUNITY: No Patient Care Concern, 5th PCO Report Says BOSTON BIOPHARM: Seeks to Tap Castle Placement as Investment Banker BRAVO MULTINATIONAL: Closes Stock Acquisition Deal With Recombinant CADIZ INC: Board Chair Says Odey Asset Is No Longer Shareholder CAM-CAR COLLEGE: Seeks to Hire Richard P. Cook as Legal Counsel CAMERON MUTUAL: A.M. Best Affirms B(Fair) FS Rating CARS.COM INC: S&P Upgrades ICR to 'BB-', Outlook Stable CASTLE US HOLDING: Saratoga Marks $1.9M Loan at 30% Off CBI BUYER INC: Saratoga Marks $2.9M Loan at 38% Off CBL & ASSOCIATES: $883M Bank Debt Trades at 16% Discount CCS-CMGC HOLDINGS: Saratoga Marks $2.9M Loan at 33% Off CENTER FOR AUTISM: Affiliate Seeks to Tap Quinn Emanuel as Counsel CENTER FOR AUTISM: Seeks to Hire Kirkland & Ellis as Legal Counsel CENTER FOR AUTISM: Taps Livingstone Partners as Investment Banker CENTER FOR AUTISM: Taps Triple P RTS as Restructuring Advisor CENTURYLINK INC: Saratoga Marks $3.8M Loan at 31% Off CHINAH USA: Case Summary & 20 Largest Unsecured Creditors COADVANTAGE: Moody's Affirms 'B2' CFR Following Refinancing COMMUNITY HOME: Court Confirms Amended Plan CONVERGEONE HOLDINGS: $275M Bank Debt Trades at 72% Discount CPC ACQUISITION: $1.03B Bank Debt Trades at 21% Discount CSC HOLDINGS: Saratoga Marks $483,750 Loan at 16% Off DAVID'S BRIDAL: Successfully Closes CION Sale Transaction DAYBREAK OIL: Needs More Time to File Form 10-Q DIAMOND SPORTS: 96% Markdown for Saratoga's $3.3M 2L Loan DIAMOND SPORTS: Saratoga Marks $342,343 Loan at 25% Off DIOCESE OF NEW ORLEANS: Committee Seeks to Hire Actuarial Advisor EMD SERVICES: Seeks to Hire Modestas Law Offices as Counsel EMERALD ELECTRICAL: Seeks to Hire Smart Business Accounting EMERALD ELECTRICAL: Unsecureds Owed $1.9M to Get Proceeds Generated ENDO PARENT: $156M Bank Debt Trades at 25% Discount ENERGIZER HOLDINGS: S&P Alters Outlook to Stable, Affirms 'B+' ICR ENVISION HEALTHCARE: $2.20B Bank Debt Trades at 75% Discount ENVISION HEALTHCARE: 99% Markdown for Saratoga's $4.7M Loan EXELA TECHNOLOGIES: S&P Lowers ICR to 'SD' on Subpar Debt Exchange EYECARE PARTNERS: $300M Bank Debt Trades at 41% Discount EYECARE PARTNERS: Saratoga Marks $1.9M Loan at 23% Off F&G ANNUITIES: Moody's Upgrades LongTerm Issuer Ratings to Ba1 FAIRPORT BAPTIST: PCO Says Patient Care Remains Stable FOURTEEN DAVISON: Says Rental, Cash Infusion to Pay Off Claims FRONTIER COMMUNICATIONS: Moody's Affirms 'B3' CFR, Outlook Stable GOOD HANDS MEDICAL: Jarrod Martin Named Subchapter V Trustee HATCH AND COMPANY: Case Summary & Six Unsecured Creditors HOLDIAY HAM: Craig Geno Named Subchapter V Trustee HTG MOLECULAR: Court OKs Appointment of Chapter 11 Trustee IMPERVA INC: $290M Bank Debt Trades at 18% Discount INSTANT BRANDS: 88% Markdown for Saratoga's $3.9M Loan INTERNAP HOLDING: Unsecureds Will Receive No Distribution ISAGENIX INTERNATIONAL: Saratoga Marks $1.1M Loan at 15% Off JAB OF ROCKLAND: Time to File Plan Extended to Sept. 15 JLK CONSTRUCTION: Taps Keller Williams as Real Estate Broker JOURNEY PERSONAL: Saratoga Marks $982,500 Loan at 16% Off JP INTERMEDIATE: Saratoga Marks $982,500 Loan at 16% Off KALI'S COURT: Angela Shortall Named Subchapter V Trustee KATANA ELECTRONICS: Brian Rothschild Named Subchapter V Trustee KDC AGRIBUSINESS: Seeks to Hire Foley & Lardner as Special Counsel KW INTERNATIONAL: Court OKs DIP Loan from Crossroads LUMEN TECHNOLOGIES: $5B Bank Debt Trades at 28% Discount LUZ MA: Seeks to Hire Van Horn Law Group as Bankruptcy Counsel M & T REAL ESTATE: Gets OK to Hire KW Commercial as Broker MAGENTA BUYER: $750M Bank Debt Trades at 36% Discount MISEN INC: Court OKs $4MM DIP Loan from Cedar Park MISEN INC: Unsecureds Will Get 5 Cents on Dollar in Plan MKS REAL ESTATE: August 16 Hearing on Plan & Disclosures MLCJR LLC: Committee Taps Fishman Haygood as Special Counsel MLN US HOLDCO: $1.12B Bank Debt Trades at 75% Discount MLN US HOLDCO: $576M Bank Debt Trades at 57% Discount MRH AUTO-RENO: Case Summary & 20 Largest Unsecured Creditors NEXTPLAY TECHNOLOGIES: Delays Filing of May 31 Quarterly Report NORTH SHORE: Rental Income to Fund Plan Payments OCINOMLED LTD: Case Summary & Two Unsecured Creditors ORBCOMM INC: $360M Bank Debt Trades at 16% Discount ORIGINCLEAR INC: Settles Pending Lawsuits With Auctus Fund OU HEALTH: S&P Affirms 'BB-' Long-Term Rating on Fixed-Rate Bonds OUTPUT SERVICES: $369M Bank Debt Trades at 77% Discount PACKERS SOFTWARE: Moody's Assigns 'Caa1' CFR, Outlook Stable PLATFORM BIDCO: EUR600M Bank Debt Trades at 16% Discount PRETIUM PKG: $1.25B Bank Debt Trades at 28% Discount PROTECH METALS: DIP Loan from Principals Treated as Equity QUEST IDENTITY: Moody's Alters Outlook on 'B3' CFR to Negative RACKSPACE TECHNOLOGY: Saratoga Marks $2.9M Loan at 61% Off RAYONIER ADVANCED: Moody's Ups CFR to B2 & Alters Outlook to Stable RAYONIER ADVANCED: S&P Affirms 'B-' ICR, Outlook Stable RESEARCH NOW: Saratoga Marks $4.2M Loan at 29% Off RESOLUTE INVESTMENT: Saratoga Marks $3.02M Loan at 27% Off RESOURCE TRAINING: U.S. Trustee Appoints Eric Huebscher as PCO RISING TIDE: $397M Bank Debt Trades at 43% Discount SELECT MEDICAL:S&P Rates New Term Loan and Revolver Facility 'BB-' SILVERGATE CAPITAL: Moody's Withdraws 'Ca' LongTerm Issuer Rating SOUND INPATIENT: $215M Bank Debt Trades at 75% Discount SOUTH JERSEY ELITE: Holly Miller Named Subchapter V Trustee SOVOS COMPLIANCE: Moody's Affirms 'B3' CFR, Outlook Remains Stable SPEED TRANS: Virginia Andrews Burdette Named Subchapter V Trustee SPIN HOLDCO: Saratoga Marks $2.9M Loan at 20% Off SRAX INC: Creates Advisory Board Comprised of Major Shareholders SRAX INC: Four Directors Quit From Board TAVERAS FAMILY: Sylvia Mayer Named Subchapter V Trustee TERRA SANTA: Creditors to Get Proceeds From Liquidation TOSCA SERVICES: $626M Bank Debt Trades at 21% Discount TOSCA SERVICES: Saratoga Marks $488,750 Loan at 30% Off TRIARC SYSTEMS: Behrooz Vida Named Subchapter V Trustee TROIKA MEDIA: Inks Second Amendment to Blue Torch Limited Waiver TUI BAYSIDE: Voluntary Chapter 11 Case Summary VALLEY PROPERTY: Expects Sales to Pay Claims in Full VALLEY PROPERTY: Seeks Approval of Disclosure Statement VIDEO DISPLAY: Incurs $297K Net Loss in First Quarter WILLIAMS INDUSTRIAL: Files Chapter 11 to Sell Assets for $60M WILLIAMS INDUSTRIAL: NYSE to Commence Delisting Proceedings YELLOW CORP: Inks Third Amendment to Alter Domus Credit Pact ZAYO GROUP: $750M Bank Debt Trades at 23% Discount ZAYO GROUP: EUR750M Bank Debt Trades at 27% Discount [^] Large Companies with Insolvent Balance Sheet ********* 130 BOWERY ACQUISITION: Seeks Quick Confirmation of Sale, 100% Plan ------------------------------------------------------------------- 130 Bowery Acquisition LLC moves the Court for entry of an order (a) conditionally approving the Debtor's Disclosure Statement as containing adequate information regarding such disclosure provided therein for solicitation purposes; (b) scheduling a combined hearing for (i) final approval of the Disclosure Statement; and (ii) confirmation of the Debtor's Chapter 11 Plan of Reorganization; (c) approving notice procedures relating thereto; and(d) granting a hearing on shortened notice. The Bankruptcy Court has agreed, on shortened notice, to convene a hearing on the Debtor's Motion on July 31, 2023, at 10:00 AM at Videoconference (ZoomGov). On May 12, 2023, the Debtor entered into a contract and rider to sell the Property in a private sale to SC 130 Bowery LLC (the "Purchaser"), subject to Bankruptcy Court approval, in an amount that exceeds the amount of the Debtor's debts. The Purchaser required a motion to sell the property to be filed shortly after the Sale Contract was signed. On May 27, 2023, the Debtor filed the Motion to Sell the Property (the "Sale Motion", ECF No. 49). The Debtor desires the sale to be undertaken pursuant to a Plan in order to benefit from 11 U.S.C. Section 1146(c), which permits the transfer of the Property to occur without payment of transfer tax. The Sale Contract requires the Sale Order to be entered within 60 days after the Sale Motion is filed. The Purchaser has agreed to extend that date from July 26, 2023 to July 31, 2023, which is the date the Debtor is requesting for the hearing on shortened notice. Confirmation of the Plan and a successful sale of the Property by the Debtor is in the best interests of the estate and all of its creditors as it will enable the Debtor to fund the Chapter 11 Plan. If the closing of the sale of the Property is delayed, the unsecured creditors may recover less under the Plan because there will additional costs associated with the maintenance of the Property (ie. taxes, utilities, etc.) and the distributions would be delayed. Based upon the time exigencies relating to the closing, the Debtor requests that the Court conduct a combined hearing on confirmation of the Plan and final approval of the Disclosure Statement so as to streamline the confirmation process. The Debtor submits that, in this instance, the Disclosure Statement does in fact contain adequate information within the meaning of Section 1125 of the Bankruptcy Code, and should be conditionally approved, subject to final approval at the Confirmation Hearing, and the filing of any necessary supplements prior thereto. The Plan proposes to pay all creditors in full from the Sale Proceeds, and as such no creditor is impaired and no creditor is entitled to vote. Many of the creditors in this Chapter 11 case are sophisticated parties and represented by counsel. As such, they should be well equipped to review the Solicitation Package and make a decision regarding the Plan in a relatively short period of time. Attorneys for the Debtor: Dawn Kirby, Esq. KIRBY AISNER & CURLEY LLP 700 Post Road, Suite 237 Scarsdale, NY 10583 Tel: (914) 401-9500 E-mail: dkirby@kacllp.com About 130 Bowery Acquisition 130 Bowery Acquisition LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-11109) on August 12, 2022, with up to $50,000 in both assets and liabilities. Judge John P Mastando III presides over the case. Dawn Kirby, Esq., at Kirby Aisner & Curley, LLP and The Law Offices of Fred L. Seeman represent the Debtor as bankruptcy counsel and special litigation counsel, respectively. 130 BOWERY ACQUISITION: Unsecured Creditors Unimpaired in Plan -------------------------------------------------------------- 130 Bowery Acquisition, LLC, submitted a Plan of Liquidation and a Disclosure Statement. The Plan provides, among other things, for the implementation of a sale of the Debtor's real property located at 130 Bowery, New York, New York (the "Property") in an amount sufficient to pay all creditors in full. A motion (the "Sale Motion") to approve a contract of sale (the "Sale Contract") between the Debtor, as seller, and SC 130 Bowery LLC (the "Purchaser"), as purchaser, was filed on May 27, 2023. The Debtor will seek Entry of the Order granting Sale Motion and Order Confirming the Plan of Liquidation simultaneously. Under the Plan, Class 4 will consist of Allowed General Unsecured Claims which will be paid up to 100% of their Allowed amounts, without interest. The Debtor listed in its Schedule F two general unsecured creditor, each for notice purposes with "unliquidated" claims in an "unknown" amount. The Debtor estimates that the amount of the Class 4 Claims is $0. The holder of the Class 4 Claims will receive a 100% distribution on its Allowed Secured Claim. The Class 4 Claim is unimpaired, is not entitled to vote on the Plan, and is conclusively deemed to have accepted the Plan under Bankruptcy Code section 1126(f). Class 4 is unimpaired. Payments under the Plan will be paid from the following, or a combination thereof, (i) the Debtor's cash on hand on the Closing Date, (ii) cash held in escrow by the Secured Noteholder; and (iii) sale proceeds. It is anticipated that all claims will be paid in full with a surplus to the equity owners of the Debtor. The Bankruptcy Court has scheduled the hearing to consider final approval of this Disclosure Statement and Confirmation of the Plan on July 31, 2023 at 10:00 a.m. before the Honorable John P. Mastando III in the United States Bankruptcy Court, One Bowling Green, New York, New York 10004. The Bankruptcy Court has fixed July 24, 2023 at 5:00 p.m. as the date and time by which all written objections to confirmation of the Plan must be filed with the Bankruptcy Court and served upon the attorneys for the Debtor. Attorneys for the Debtor: Erica R. Aisner, Esq. KIRBY AISNER & CURLEY LLP 700 Post Road, Suite 237 Scarsdale, NY 10583 Tel: (914) 401-9500 E-mail: EAisner@kacllp.com A copy of the Disclosure Statement dated July 14, 2023, is available at https://tinyurl.ph/dsqXT from PacerMonitor.com. About 130 Bowery Acquisition 130 Bowery Acquisition LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-11109) on August 12, 2022, with up to $50,000 in both assets and liabilities. Judge John P Mastando III presides over the case. Dawn Kirby, Esq., at Kirby Aisner & Curley, LLP and The Law Offices of Fred L. Seeman represent the Debtor as bankruptcy counsel and special litigation counsel, respectively. 512 E 11TH ST: Seeks to Hire Sommerman as Legal Counsel ------------------------------------------------------- 512 E 11th St., LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to employ Sommerman, McCaffity, Quesada & Geisler, LLP as its special counsel. The Debtor needs a special counsel to provide legal services in the pending adversary proceeding styled Big Brand Management, Ltd. Co., and 512 E. 11th St., LLC v. Newtek Small Business Finance, LLC et al., Case No. 23-04050. The firm will be paid 40 percent plus expenses of any amounts recovered in the adversary proceeding. Sean McCaffity, Esq., a partner at Sommerman, 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: Sean McCaffity, Esq. Sommerman, McCaffity, Quesada & Geisler, LLP 3811 Turtle Creek Blvd., Suite 1400 Dallas, TX 75219 Telephone: (214) 720-0720 Facsimile: (214) 720-0184 About 512 E 11th St. LLC 512 E 11th St., LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Texas Case No. 23-41108) on June 23, 2023, with $50,001 to $100,000 in assets and $500,001 to $1 million in liabilities. The Debtor tapped Eric A. Liepins, PC as legal counsel and Sean McCaffity, Esq., at Sommerman, McCaffity, Quesada & Geisler, LLP as special counsel. 57-36 MYRTLE AVE: Taps Marcus & Millichap as Real Estate Broker --------------------------------------------------------------- 57-36 Myrtle Ave, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Marcus & Millichap Real Estate Investment Services of New York, Inc., as commercial real estate broker. The Debtor needs a broker to assist in the sale of its commercial property located at 57-36 Myrtle Ave, Queens, N.Y. The broker will receive 4 percent of the property's selling price as compensation. William Stephan, a real estate agent at Marcus & Millichap, disclosed in a court filing that his firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: William Stephan Marcus & Millichap Real Estate Investment Services of New York, Inc. 260 Madison Avenue, 5th Floor New York, NY 10016 Telephone: (212) 430-5100 Email: william.stephaniv@marcusmillichap.com About 57-36 Myrtle Ave 57-36 Myrtle Ave, LLC is a lessor of non-residential building. The Debtor owns a property located at 5736 Myrtle Ave, Ridgewood, NY 11385-4940 valued at $1.5 million. 57-36 Myrtle Ave sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-40482) on February 13, 2023, with up to $10 million in both assets and liabilities. Paul Amato, managing member, signed the petition. Judge Jil Mazer-Marino oversees the case. H. Bruce Bronson, Esq., at Bronson Law Office, P.C., represents the Debtor as legal counsel. 9TH & 10TH STREET: Unsecureds Owed $3.2M to Get Up to 100% ----------------------------------------------------------- 9th & 10th Street, L.L.C., submitted a Disclosure Statement in support of its Amended Chapter 11 Plan pursuant to Section 1125 of the Bankruptcy Code. The Debtor owns a 5-story, 152,075 rentable square feet historic property built in the early 1906 and operated as a public elementary school (P.S. 64) from 1907 to 1977. The Debtor was able to negotiate a settlement with the Lender which is the basis for the Plan. The Settlement provides an opportunity for the Debtor to refinance or sell the Property at a discounted amount by October 31, 2023, failing which the Property will be sold at public auction and the Lender will be permitted to credit bid at an agreed amount. This settlement affords the Debtor additional time to pursue its claims against the City and work towards obtaining a building permit which will enable it to obtain the requisite capital/ financing needed develop the property once and for all. Under the Plan, Class 4 consists of Allowed General Unsecured Claims which will be paid up to 100% of their allowed amounts, without interest. The Debtor estimates that the Class 4 Claims total approximately $3.2 million in the aggregate. Class 4 includes, but is not limited to, any claims of service providers, unsecured lenders, vendors. Holders of Allowed Class 4 Claims will receive, up to 100% of the allowed claims, without interest, as follows: a. If an Alternative Sale Process is not triggered, the holder may select one of the following options: * Option 1: On the Closing of a Funding Transaction, such holder shall receive payment in the amount of 5% of their Allowed Class 4 Claim; or * Option 2: 100% of their Allowed Class 4 Claim, without interest, payable in 10 equal annual installments beginning 6 months after the issuance of a Certificate of Occupancy by the City; --- Or --- b. In the event that an Alternative Sale Process is triggered, and the Property is sold in excess of the Lender's Total Claim, or such lower amount which it agrees to accept, the holders of Allowed Class 4 Claims shall collectively share, pro rata, up to 100% of their Allowed Claim, after the payment of all unclassified Claims and Allowed Class 1, 2 and 3 Claims. In the event that the Property is sold to the Lender pursuant to its credit bid, the holders of Allowed Class 3 or 4 Claims, other than any Claim which arises as a result of any deficiency due to Lender, shall be paid $250,000, pro rata, which shall be funded by Lender; and, c. Pro Rata payment, together with Class 3, from Net Recovery, if any, after the payment in full of all unclassified Claims. Class 4 is impaired. Payments under the Plan due on the Closing Date will be paid from either, (i) a Funding Transaction, or (2) in the event of an Alternative Sale Process, from the proceeds of sale. Subsequent additional funding may come from Net Recovery which will be distributed in accordance with Article II of the Plan. Attorneys for the Debtor: Erica R. Aisner, Esq. KIRBY AISNER & CURLEY LLP 700 Post Road, Suite 237 Scarsdale, NY 10583 Tel: (914) 401-9500 E-mail: EAisner@kacllp.com A copy of the Disclosure Statement dated July 14, 2023, is available at https://tinyurl.ph/QqDuT from PacerMonitor.com. 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. AADVANTAGE LOYALTY: Fitch Upgrades Rating on Senior Notes to 'BB+' ------------------------------------------------------------------ Fitch Ratings has upgraded AAdvantage Loyalty IP Ltd.'s (AAdvantage IP) senior notes and term loan ratings to 'BB+' from 'BB'. The Rating Outlook is Stable. The upgrades and Stable Outlook reflect the linkage to American Airlines, Inc.'s rating and Outlook. The $10 billion financing is co-issued by AAdvantage IP and American. AAdvantage IP is a special purpose vehicle (SPV) incorporated under the laws of the Cayman Islands for the purpose of this transaction. AAdvantage IP is an indirect wholly owned subsidiary of American Airlines. ENTITY/DEBT RATING PRIOR ----------- ------ ----- AAdvantage Loyalty IP Ltd. Senior Secured Class A Notes 00253XAA9 LT BB+ Upgrade BB Senior Secured Class B Notes 00253XAB7 LT BB+ Upgrade BB Senior Secured Term Loan 02376CBJ3 LT BB+ Upgrade BB TRANSACTION SUMMARY The transaction is backed by license-payment obligations from American and cash flow generated by the AAdvantage Loyalty program. As part of the financing structure, the intellectual property (IP) assets associated with the AAdvantage loyalty program and AAdvantage agreements, including co-branded agreement with Citibank, N.A. and Barclays Bank Delaware, related to AAdvantage program are transferred to the bankruptcy-remote IP SPV, AAdvantage IP. AAdvantage IP grants a worldwide license to American and its subsidiaries to use the IP to operate the loyalty program. In return, the licensee, American, will pay a monthly license fee equivalent to all the cash collections generated by the sale of miles to American as governed through an intercompany agreement. Additionally, certain third-party agreements will be assigned to AAdvantage IP and payment for the purchase of AAdvantage miles from certain third parties will be remitted directly to a collection account held at Wilmington Trust, National Association in the name of AAdvantage IP. These third-party agreements include the co-brand agreements with Citi and Barclays, the two largest third-party partners of AAdvantage. The debt facilities are guaranteed, on a joint and several basis, by the parent, American Airlines Group Inc., and certain subsidiaries of the parent, American, namely AAdvantage Holdings 1, Ltd. (HoldCo 1) and AAdvantage Holdings 2, Ltd (HoldCo 2). The issuers also grant additional security to the lenders/bondholders, including a first-priority-perfected security interest in cash flows from the AAdvantage program, a pledge of all rights under contracts/agreements related to the AAdvantage program, and a pledge of the transaction accounts (including the collection, payment and reserve accounts) and a pledge over the equity interests in AAdvantage IP, HoldCo1 and HoldCo2. Fitch's rating addresses timely payment of interest and principal by the final legal maturity date. KEY RATING DRIVERS Credit Quality of American: Cash flows backing the transaction will primarily come from payment obligations from American under the licensing agreement related to IP owned by the IP SPV and cash flows received from third-party partners related to miles issued to the card holders. Therefore, the Issuer Default Rating (IDR) of American acts as the starting point for the analysis. American is rated 'B+'/Stable by Fitch. The Rating Outlook is stable as Fitch will look for American to continue to execute against its deleveraging plan, and generate stable or improving margins and cash flows. Performance Risk and GCA Score: Timely payment on the debt facilities depends on the ongoing performance of the licensee, American. American's going concern assessment (GCA) score of '2' acts as a cap for the transaction rating. The GCA score provides an indication of the likelihood that American continues to operate in the event of default and Chapter 11 bankruptcy. The GCA score of '2' allows up to a four-notch rating uplift from American's IDR. Strategic Nature of Assets (Likelihood of License Agreement Affirmation): The affirmation factor, which measures the likelihood that American would view this obligation as strategic and would affirm the license in the event of a Chapter 11 bankruptcy, is considered high by Fitch. The strategic importance of the IP assets to American's operations, coupled with the structural incentives in place, supports this assessment. The assessment allows for differentiation from American's IDR. The GC score of '2' and assessment of high allow for a total uplift of four-notches, however, the rating is tempered three-notches due to the factors described. Fitch expects the $10 billion program to currently represent over 20% of American's total liabilities, which limits the maximum notching differentiation between the transaction rating and American's IDR. The company's extensive deleveraging targets over the next three years are a credit positive for American's IDR, while the Loyalty Program begins to represent a larger share of the total liabilities. Asset Isolation and Legal Structure: Fitch assesses the legal protections present in the U.S. bankruptcy code, as well as the structural features incorporated into the transaction. In addition to having the IP assets and the AAdvantage agreements legally conveyed, lenders/bondholders have a first-perfected security interest in the contractual obligations due from American and third-party partners. The legal structure incentivizes American to continue to make payments on the license. Creditors would also benefit from other structural features, including potential liquidated damages and a three-month interest liquidity reserve. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade The rating is sensitive to changes in the credit quality of American Airlines, Inc., which acts as licensee under the IP license agreement. Any change in IDR can lead to a change on the rating. Additionally, a reassessment of the GCA score and the affirmation factor from high to medium will lead to a change in the ratings. Finally, it is important to highlight that continued deleveraging is a credit positive for the company's IDR; however, this may narrow the rating differential between the transaction's rating and the company's IDR. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade Fitch does not anticipate developments with a high likelihood of triggering an upgrade. If American's IDR is upgraded, Fitch will consider whether the same uplift could be maintained or if it should be further tempered in accordance with criteria. USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. AEROFARMS INC: Court OKs Cash Access, $10MM DIP Loan ---------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware entered a third interim order authorizing AeroFarms, Inc. and affiliates to use cash collateral and obtain postpetition financing, on an interim basis. The Debtors have obtained a commitment for postpetition financing on a secured superpriority basis, consisting of a new money term loan facility in an aggregate principal amount of up to $10 million, of which: -- $5 million became available to the Debtors pursuant to the terms and conditions of the First Interim Order and the term sheet, executed by the Borrowers, the DIP Lenders, and the Prepetition Secured Parties; -- $2 million became available to the Debtors pursuant to the terms of the Second Interim Order and the DIP Term Sheet; and -- the remaining $3 million will be made available pursuant to the Third Interim Order on the terms and conditions set forth therein and in the DIP Term Sheet. The Lenders under the DIP Facility are Grosvenor Food & AgTech, INGKA Investments Ventures US BV, CIBUS Fund LP, James Borel, ACEG Beteilgungsgesellschaft mbH, and Peter Lacy. The Debtors are required to comply with these milestones: a. No later than July 21, 2023, the Bidding Procedures Order will be entered by the Bankruptcy Court; b. No later than August 20, 2023, the auction, if any, on the terms set forth in Bidding Procedures Order will have occurred; c. No later than August 24, 2023, the Sale Order will have been entered by the Bankruptcy Court; and d. The Sale will be consummated no later than the Outside Closing Date. The DIP Facility is due and payable through the earliest to occur of: (i) December 31, 2023; (ii) the Plan Effective Date, (iii) closing of an Alternative Transaction, following entry of an order authorizing the sale of substantially all of the Debtors' assets (which sale will constitute an Alternative Transaction); or (iv) the acceleration of any outstanding DIP Loans following the occurrence of an uncured Event of Default. Prior to the Petition Date, the Borrowers, Horizon Credit II LLC, as assignee of Horizon Technology Finance Corporation as lender, Horizon Funding I, LLC, as assignee of Horizon as lender, Powerscourt Investments XXV Trust, as assignee of Powerscourt Investments XXV, LP as lender, and Horizon, as collateral agent, entered into the Venture Loan and Security Agreement dated as of March 22, 2022. As of the Petition Date, the Borrowers were indebted and liable to the Prepetition Secured Parties, with respect to $15 million in principal amount of loans outstanding, plus accrued and unpaid interest thereon and fees, expenses. The Debtors have an immediate, continuing and critical need to obtain financing pursuant to the DIP Facility and continue using the Prepetition Collateral to, among other things, (a) pay the fees, costs, and expenses incurred in connection with the Chapter 11 Cases, (b) fund the Carve-Out, (c) permit the orderly continuation of the operation of their business, (d) maintain business relationships with customers, vendors, and suppliers, (e) make payroll, (f) satisfy other working capital and operational needs, and (g) maximize the value of their estates. As adequate protection for any Diminution of the Prepetition Secured Parties' interest in the Prepetition Collateral resulting from the granting of DIP Liens pari passu with the Prepetition Liens, the Prepetition Secured Parties will receive continuing valid, binding, enforceable and perfected postpetition replacement liens pursuant to 11 U.S.C. sections 361, 363(e), and 364(d)(1) on the DIP Collateral, which will be subject and subordinated only to the Carve-Out and the Permitted Liens. The Carve-Out consists of clerk of court fees, U.S. Trustee fees and approved bankruptcy professional fees. The Prepetition Secured Parties are also granted administrative superpriority expense claims in each of the Chapter 11 Cases, subordinate only to the Carve-Out and Permitted Liens. A final hearing on the matter is set for August 3, 2023 at 11:30 a.m. A copy of the order is available at https://urlcurt.com/u?l=3SU6Jr from Omni Agent Solutions, the claims agent. 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 percent 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 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, Omni Agent Solutions as notice and claims agent. AH DEVELOPMENT: Unsecureds Will Get 100% of Claims in Plan ---------------------------------------------------------- AH Development Group LLC filed with the U.S. Bankruptcy Court for the Northern District of New York a Small Business Subchapter V Plan dated July 17, 2023. The Debtor is an LLC in the business of property renovation and management. The Debtor is operated and managed by its managing member and majority owner, Mr. Ben Gaspard. Debtor first filed for Chapter 11 Bankruptcy Protection on December 5, 2021, electing to proceed under Subchapter V (Northern District of New York; Case No. 21-11106) (hereinafter, the "Prior Case"). That case was dismissed December 9, 2022, due to an insurance lapse on Debtor's real property located at 293 Clinton Ave, Albany, NY. Subsequently, the Debtor found new insurance coverage for that property and refiled this instant case in order to stop a foreclosure sale of the 314 Clinton Avenue property. The Debtor continues to operate its contracting business pursuant to Sections 1107(a) and 1108 of the Bankruptcy Code with its principal place of business located at 293 Clinton Avenue, Albany NY 12210. Debtor's goal in this reorganization is to sell off some or all of its real property in order to pay off secured creditors and to generate surplus proceeds to pay off general unsecured creditors in full. Debtor anticipates a 100% plan through the sale of its real property. Debtor also plans on streamlining its operations by reducing its liabilities associated with underperforming properties. Most notably, 289 First Street, Albany, NY 12210, now a vacant lot, previously held a condemned building razed by the City of Albany. While the property was part and parcel of the Champion transaction, due to the COVID-19 pandemic and reduction in monthly revenues, Debtor was unable to rehab the building prior to condemnation. Surrendering the vacant lot back to the City of Albany will reduce Debtor's secured debt load by over $96,000. The Debtor currently has listed for sale the following properties: 314 Clinton Avenue, Albany NY ($789,000.00); and 67 Lark Street, Albany NY ($209,000.00). The Debtor's broker, Carrow, has also performed a Comparative Market Analysis on 291-295 Clinton Ave and estimates values as follows: 291 Clinton Avenue, Albany NY ($199,000.00); 293 Clinton Avenue, Albany NY ($109,000.00); and 295 Clinton Avenue, Albany NY ($109,000.00). Non-priority unsecured creditors holding allowed claims will receive distributions of no less than 100%. This Plan provides for full payment of administrative expenses and priority claims. Class 2 consists of All General Unsecured Creditors. General Unsecured Creditors shall receive no less than 100% of their total claims upon the successful sale of Debtor's real property. Class 7 consists of Equity Security Holders Ben Gaspard (90% Owner) and Grace Campbell (10% Owner). Equity Interest holders shall retain 100% of the shareholder interests in the reorganized Debtor. The Plan will be implemented by the Debtor remitting payment to creditors as provided for herein from the Debtor's cash flow as well as ongoing capital contributions (as necessary) from the Debtor's membership. Upon Confirmation of the Plan, all property of the Debtor, tangible and intangible, including, without limitation, licenses, furniture, fixtures, and equipment, will revert free and clear of all Claims and Equitable Interests except as provided in the Plan, to the Debtor. The Debtor expects to have sufficient cash on hand to make the payments required on the Effective Date. A full-text copy of the Subchapter V Plan dated July 17, 2023 is available at https://urlcurt.com/u?l=xUnYPW from PacerMonitor.com at no charge. Attorneys for Debtor: Michael L. Boyle, Esq. Boyle Legal, LLC 64 2nd Street Troy, NY 12180 Telephone: (518) 407-3121 Email: mike@boylebankruptcy.com About AH Development Group AH Development Group LLC owns various real estate holdings located throughout the City of Albany, N.Y., having an aggregate value of $1.037 million. AH Development Group sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.N.Y. Case No. 23-10387) on April 17, 2023. In the petition signed by its managing member, Ben Gaspard, the Debtor disclosed $1.037 million in assets and $944,887 in liabilities. Judge Robert E. Littlefield Jr. oversees the case. The Debtor tapped Michael L. Boyle, Esq., at Boyle Legal, LLC as legal counsel and Jill M. Flinton CPA, PLLC as accountant. ALLSPRING INTERMEDIATE: Moody's Alters Outlook on 'Ba2' CFR to Neg. ------------------------------------------------------------------- Moody's Investors Service has changed Allspring Intermediate II LLC's and AllSpring Buyer LLC's outlook to negative from stable. All existing ratings have been affirmed: the corporate family rating at Ba2, the probability of default rating at Ba2-PD, and the senior secured term loan and revolving credit facility ratings at Ba2. Allspring Buyer LLC, the designated borrower, is a subsidiary of Allspring Intermediate II LLC (Parent Guarantor). Henceforth, both entities are referred to as Allspring. RATINGS RATIONALE The change in outlook to negative outlook reflects the increase in the company's leverage and deterioration in profitability. Furthermore, uncertainty remains about the trajectory of net flows, especially long-term flows. The outlook change reflects the risk that Allspring will not return to credit metrics consistent with a Ba2 rating over the next 12-18 months. As was the case with many traditional asset managers, unfavorable financial market conditions in 2022 drove down EBITDA by 19% during the year and, consequently, leverage increased to 4.7x as of year-end 2022 and further to 5.1x as of Q1 2023, up from 4.2x as of year-end 2021. In addition, Allspring's pre-tax margin was only 2.9% in 2022 and modestly negative in Q1 2023 on a last twelve months basis. Beyond the market related pressure, Allspring continues to deal with persistent long-term net outflows, which have long pre-dated the carve out in 2021. There are positive trends emerging. Moody's noted that in 2022 net outflows remained negative but did show modest improvement measured as a percentage of beginning period AUM and were modest in Q1 2023. Notably, after significant outflows in the money market portfolio in 2022, there has been a rebound year-to-date with substantial inflows. Nevertheless, Moody's does not expect EBITDA to match last year's total even if markets remain posi tive, given the depressed level of AUM at the start of the year. but the rating agency noted that leverage could finish the year around the current level and the net flows, including the liquidity portfolio, should be significantly better. Allspring's Ba2 corporate family rating reflects the company's revenue scale, diversified asset class and product mix, solid presence in key distribution channels and competitive investment performance over time. The rating is constrained by high leverage, weak profit margins and negative organic AUM growth. Furthermore, given Allspring's private equity ownership, the likelihood of future re-leveraging transactions to finance dividends also constrains the rating. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Given the negative outlook an upgrade of the ratings is unlikely. However, the ratings current ratings could be affirmed at stable if the following occurs: 1) Debt/EBITDA with Moody's adjustments is sustained below 4.5x; 2) the pre-tax income margin is sustained above 10%; and 3) there are improved net AUM flows, especially long-term flows. Downward ratings pressure would result if the following occurs: 1) Debt/EBITDA with Moody's adjustments is sustained above 5.0x; 2) pre-tax income margins are sustained below 10%; 3) long-term net outflow trends do not show improvement; and 4) increased leverage from additional dividend recapitalization transactions. The principal methodology used in these ratings was Asset Managers Methodology published in November 2019. Allspring Global Investments, the operating subsidiary of Allspring Intermediate II LLC, is headquartered in Charlotte, NC. It has 23 offices world-wide and had $485 billion in assets under management as of June 30, 2023. AMPHORA FINANCE: GBP301M Bank Debt Trades at 55% Discount --------------------------------------------------------- Participations in a syndicated loan under which Amphora Finance Ltd is a borrower were trading in the secondary market around 44.6 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The GBP301 million facility is a Term loan that is scheduled to mature on June 1, 2025. The amount is fully drawn and outstanding. Amphora Finance Limited operates as a special purpose entity. The Company was formed for the purpose of issuing debt securities to repay existing credit facilities, refinance indebtedness, and for acquisition purposes. The Company's country of domicile is the United Kingdom. ANDERBY BREWING: Gets OK to Hire Bullseye Auction & Appraisal ------------------------------------------------------------- Anderby Brewing, LLC received approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Bullseye Auction & Appraisal, LLC as auctioneer. The firm's services include: a. inspecting the Debtor's assets and furnishing the Debtor with an estimate of the value of those assets; b. marketing the Debtor's assets for sale at an online auction; c. managing an online auction for the assets; d. assisting with the post-auction closing of sale of the Debtor's assets, including receiving funds from purchasers and disbursing those funds; e. providing the Debtor with relevant details of the sale or auction; f. facilitating the transfer of the Debtor's assets to the purchaser after the auction concludes, including facilitating access to the premises leased by the Debtor where the assets are stored; and g. such additional work as may be required based upon Bulleye's analysis of the Debtor's assets. The firm will be paid as follows: a. 10 percent commission of the high bid amount from the sale proceeds; b. 10 percent buyer's premium from the purchaser; and c. reimbursement of marketing expenses of $5,000. As disclosed in court filings, Bullseye is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: Scott Schwartz Bullseye Auction & Appraisal, LLC 6470 East Johns Crossing Suite 160 Johns Creek, GA 30097 Tel: (770) 544-7479 Email: scott@bullseyeauctions.com About Anderby Brewing Anderby Brewing, LLC owns and operates a brewery in Peachtree Corners, Ga. Anderby Brewing sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 23-51983) on March 1, 2023, with up to $1 million in both assets and liabilities. Michael Preston Smelt, president of Anderby Brewing, signed the petition. Judge Sage M. Sigler oversees the case. Michael D Robl, Esq., at Robl Law Group, LLC represents the Debtor as legal counsel. APPHARVEST INC: Files Voluntary Chapter 11 Bankruptcy Petition -------------------------------------------------------------- AppHarvest, Inc., a sustainable food company, public benefit corporation and Certified B Corp building and operating some of the world's largest high-tech indoor farms to grow affordable, nutritious fruits and vegetables at scale while providing good jobs in Appalachia, on July 24 disclosed that it is pursuing a financial and operational transition to enable the company to reduce its outstanding liabilities. Business operations will continue at the farms, including shipping product to top national grocery store chains, restaurants and food service outlets. To pursue its transition, AppHarvest, Inc. has filed voluntary petitions for protection under Chapter 11 of the U.S. Bankruptcy Code (the "Chapter 11 Cases") in the U.S. Bankruptcy Court for the Southern District of Texas (the "Court"). The company has also obtained a commitment from Equilibrium, the company's largest secured creditor, to provide approximately $30 million of debtor-in-possession ("DIP") financing to provide the necessary liquidity to support operations at the AppHarvest Morehead, AppHarvest Richmond and AppHarvest Somerset farms during the Chapter 11 process. The DIP financing is subject to approval of the Court. AppHarvest is pursuing a transition of its AppHarvest Berea operations to AppHarvest's distribution partner, Mastronardi Produce, or one of its affiliates, in exchange for approximately $3.75 million, additional incremental funding and support for the company's restructuring plan. This transition is subject to approval of the Court. AppHarvest is diligently working to restructure the operations at the company in an effort to maximize the value creditors can expect to achieve and to preserve jobs. "The AppHarvest board of directors and executive leadership evaluated several strategic alternatives to maximize value for all stakeholders prior to the Chapter 11 filing," said AppHarvest CEO Tony Martin. "The Chapter 11 filing provides protection while we work to transition operation of our strategic plan, Project New Leaf, which has shown strong progress toward operational efficiencies resulting in higher sales, cost savings and product quality." More information is available at https://cases.stretto.com/appharvest. Stakeholders with questions can contact the Company's Claims Agent at AppHarvestInquiries@stretto.com, (833) 216-0292 or (949) 620-1088 if calling from outside the U.S. or Canada. AppHarvest is represented by Sidley Austin LLP and Jackson Walker LLP as counsel, Jefferies LLC as investment banker and Portage Point Partners as financial adviser. About AppHarvest AppHarvest (NASDAQ: APPH, APPHW) -- https://www.appharvest.com -- is a sustainable food company in Appalachia developing and operating some of the world's largest high-tech indoor farms with high levels of automation to build a reliable, climate-resilient food system. AppHarvest's farms are designed to grow produce using sunshine, rainwater and up to 90% less water than open-field growing, all while producing yields up to 30 times that of traditional agriculture and preventing pollution from agricultural runoff. AppHarvest has operated its 60-acre flagship farm in Morehead, Ky., producing tomatoes, a 15-acre indoor farm for salad greens in Berea, Ky., a 30-acre farm for strawberries and cucumbers in Somerset, Ky., and a 60-acre farm in Richmond, Ky., for tomatoes. The four-farm network consists of 165 acres. APPHARVEST PRODUCTS: Case Summary & 30 Top Unsecured Creditors -------------------------------------------------------------- Lead Debtor: AppHarvest Products, LLC 7 Switchbud Place, Suite 192-434 P.O. Box 434 The Woodlands TX 77380 Business Description: The Debtors are a sustainable food company founded as a public benefits corporation and based in Appalachia that develop and operate some of the world's largest high-tech indoor farms, all of which use robotics and artificial intelligence to build a reliable, climate-resilient food system. Chapter 11 Petition Date: July 23, 2023 Court: United States Bankruptcy Court Southern District of Texas Twelve affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ --------- AppHarvest Products, LLC (Lead Case) 23-90745 AppHarvest, Inc. 23-90746 AppHarvest Berea Farm, LLC 23-90747 AppHarvest Morehead Farm, LLC 23-90748 AppHarvest Development, LLC 23-90749 AppHarvest Farms, LLC 23-90750 AppHarvest Operations, Inc. 23-90751 AppHarvest Foundation, LLC 23-90752 AppHarvest Pulaski Farm, LLC 23-90753 AppHarvest Richmond Farm, LLC 23-90754 AppHarvest Technology, Inc. 23-90755 Rowan County Development, LLC 23-90756 Judge: Hon. David R. Jones Debtors' General Bankruptcy Counsel: Stephen E. Hessler, Esq. Anthony Grossi, Esq. Patrick Venter, Esq. SIDLEY AUSTIN LLP 787 Seventh Avenue New York, New York 10019 Tel: (212) 839-5300 Fax: (212) 839-5599 Email: shessler@sidley.com agrossi@sidley.com pventer@sidley.com - and - Duston McFaul, Esq. Jeri Leigh Miller, Esq. 1000 Louisiana Street, Suite 5900 Houston, Texas 77002 Tel: (713) 495-4500 Fax: (713) 495-7799 Email: dmcfaul@sidley.com jeri.miller@sidley.com Debtors' Local Bankruptcy Counsel: Matthew D. Cavenaugh, Esq. Vienna Anaya, Esq. Emily Meraia, Esq. JACKSON WALKER LLP 1401 McKinney Street, Suite 1900 Houston, Texas 77010 Tel: (713) 752-4200 Fax: (713) 752-4221 Email: vanaya@jw.com emeraia@jw.com Debtors' Financial Advisor: TRIPLE P RTS, LLC Debtors' Investment Banker: JEFFERIES LLC Debtors' Notice & Claims Agent: STRETTO, INC. AppHarvest, Inc.'s Assets as of March 31, 2023: $609,804,000 AppHarvest, Inc.'s Total Debts as of March 31, 2023: $341,060,000 The petitions were signed by Gary Broadbent as chief restructuring officer. Full-text copies of two of the Debtors' petitions are available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/T4KMROI/AppHarvest_Products_LLC__txsbke-23-90745__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/XGJKWXI/AppHarvest_Inc__txsbke-23-90746__0001.0.pdf?mcid=tGE4TAMA Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Dalsem Greenhouse Technology BV Trade Payable $14,844,877 Woudseweg 9 2635 CE Den Hoorn, Netherlands Marcel Fransen Email: mfransen@dalsem.nl 2. Walker Construction & Trade Payable $1,145,340 Materials, LLC 200 Apperson Heights, Suite 100 Mount Sterling, KY 40353 Melissa Martin Phone: 859-499-2400 Email: mmartin@walkerconstruction.com 3. C&G AG LLC Trade Payable $931,950 350 W Venice Ave, Unit 1170 Venice, FL 34285 Nineth Rosales Phone: 941-803-0335 Email: nineth@cgagriculture.com 4. Metrotek Electrical Services Trade Payable $633,097 Company 2200 Northwood Avenue, Suite 2 Easton, PA 18045 Teresa Sousa Phone: 610-365-2390 (430) Email: tsousa@metroelectrical.com 5. Nixon Power Services Trade Payable $532,250 155 Franklin Rd Brentwood, TN 37027 Kimberly Ruehl Phone: 615-309-5851 Email: credit@nixonpower.com 6. Plant Products Trade Payable $452,395 8468 Ronda Drive, 3rd Floor Canton, MI 48187 Sarah Lee Phone: 248-661-4378 Email: michigan.orders@plantproducts.com 7. Ontario Plants Trade Payable $446,838 Propagation Ltd. 38024 John Wise Line St. Thomas, N5P 3T2 Rudi Ambacher Phone: 519-637-2119 Email: accounting@ontarioplants.com 8. Roelands Plant Farms Trade Payable $404,297 5894 Douglas Line Lambton Shores, ON N0N1J5 Sarah Miner Phone: 519-312-6919 Email: sarahm@roelandsplant.ca 9. Bayer Crop Science Trade Payable $398,047 130-160 Quarry Park Blvd SE Calgary T2C 3G3 Phone: 402-723-7400 Email: askus@bayercropscience.ca 10. Oro Valley AG Services LLC Trade Payable $370,732 2944 W Torres Lane Bonita, AZ 85643 Sergio Rodarte Phone: 520-729-8295 Email: sergio.rodarte@orovalleyag.com 11. Industrial Field Trade Payable $366,954 Maintenance LLC 3331 Elizaville Rd Ewing, KY 41039 Danielle Hunt Phone: 866-937-3115 Email: dhuntifm@outlook.com; jclingerifm@outlook.com 12. Clayco, Inc. Trade Payable $321,506 2199 Innerbelt Business Center Drive Saint Louis, MO 63114 Rebecca Setzer-Smith Phone: 314-592-5603 Email: setzersmithr@claycorp.com 13. Stonhard Trade Payable $310,000 7 Esterbrook Lane Cherry Hill, NJ 08003 Ma Schaffer Phone: 856-779-7500 Email: ma.schaffer@stonhard.com 14. Pratt (Jet Corr), Inc. Trade Payable $286,936 3155 State Road 49, PO Box 5002 Valparaiso, IN 46383 Teenia Gast Phone: 219-307-4466 Email: tgast@prattindustries.com 15. Ilapak Inc Trade Payable $271,229 105 Pheasant Run George School, PA 18940 Michele Tantala Phone: 215-579-2900 Email: michele.tantala@ima.it 16. Koppert Trade Payable $196,374 1502 N. Old US-23 Howell, MI 48843 Phone: 810-632-8750 Email: dmackenzie@koppert.com 17. Royal Brinkman International Trade Payable $191,294 P.O. Box 2, 2690 AA Wouterswen, Netherlands Tim van Steekelenberg Phone: +31174446243 Email: tim.steekelenburg@royalbrinkman.com 18. Davis & Plomin Mechanical Trade Payable $187,495 PO Box 55350, Suite 1400 Lexington, KY 40555 Sam Plomin Phone: 859-253-3792 Email: samplomin@davisandplomin.com 19. Bas van Buuren BV Trade Payable $172,959 Coldenhovelaan 10, De Lier, Netherlands 2678 PS Jaap van Waardenburg Email: jvanwaardenburg@bvb- substrates.nl 20. Landsberg Orora Trade Payable $168,470 1900 West University Drive; 374 Mills Branch Rd Tempe, AZ 85281 Virginia Salinas Phone: 480-333-6724 Email: bankdeposits@ororagroup.com 21. Belmark Inc Trade Payable $157,811 600 Heritage Rd De Pere, WI 54115 Tami Taylor Phone: 920-336-2848 Email: tamit@belmark.com 22. Rijk Zwaan Trade Payable $149,460 701 La Guardia Street Alisal, CA 93905 Harry Burman Phone: 831-455-3000 Email: h.burman@rijkzwaan.com 23. Belt Power, LLC Trade Payable $144,764 2197 Canton Rd Ste 208 Marietta, GA 30066 Tina Macon Phone: 704-927-7776 Email: remitto@beltpower.com; lleicht@beltpower.com; sales.midwest@beltpower.com 24. UniFirst Corporation Trade Payable $139,736 715 Miles Point Way Lexington, KY 40510 Karen Evans Phone: 859-294-0141 Email: karen_evans@unifirst.com 25. Growers First Inc Trade Payable $138,773 2339 Queen Street East Toronto, Canada M4E 1G7 Lisa Shuttleworth Phone: 416-727-4513 Email: lisa@accoladeinc.ca 26. Broadridge ICS Trade Payable $136,167 PO BOX 416423 Boston MA, 02241 Krista Lambert Phone: 631-254-4499 Email: Krista.Lambert@broadridge.com 27. Hortica Florist Mutual Trade Payable $117,254 PO Box 8017 Stevens Point, WI 54482 Karen Shaw Phone: 800-851-7740 Email: karen.shaw@hortica.com 28. Lencioni Farm Services Trade Payable $107,259 588 E Lerdo Hwy Bakersfield, CA 93263 Yolanda Lencioni Phone: 661-348-0444 Email: lencionifarmservices@gmail.com 29. QSI, LLC Trade Payable $104,328 412 Georgia Avenue, Suite 300 Chattanooga, TN 37403 Krista Mitchell Phone: 423-702-3257 Email: AR@VincitGroup.com 30. Progressive Property Trade Payable $101,991 Solutions, LLC dba GuardLogic 710 E Main St Lexington KY 40502 Marcus Sell Phone: 859-229-2579 Email: info@guardlogic.com ATHENA MEDICAL: Trustee Gets OK to Tap Michael W. Carmel as Counsel ------------------------------------------------------------------- James Cross, Subchapter V trustee for Athena Medical Group, LLC, received approval from the U.S. Bankruptcy Court for the District of Arizona to employ Michael W. Carmel, Ltd. as his legal counsel. The hourly rates charged by the firm's attorney and paralegals are as follows: Michael W. Carmel $600 per hour Paralegals $135 per hour In addition, the firm will receive reimbursement for out-of-pocket expenses incurred. Michael Carmel, Esq., a partner at Michael W. Carmel, Ltd., 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: Michael W. Carmel, Esq. Michael W. Carmel Ltd. 80 East Columbus Avenue Phoenix, AZ 85012-2334 Tel: (602) 264-4965 Email: michael@mcarmellaw.com About Athena Medical Group Athena Medical Group, LLC -- https://athenamedgroup.com/ -- provides primary care, transitional care, chronic care management, remote patient monitoring, and telehealth services. The company is based in Phoenix, Ariz. Athena Medical Group filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 23-01635) on March 16, 2023, with total assets of $3,843,022 and total liabilities of $12,707,798. James E. Cross has been appointed as Subchapter V trustee. Judge Brenda K. Martin oversees the case. The Debtor tapped the Law Office of Mark J. Giunta as bankruptcy counsel; and Ball, Santin & McLeran and Simmons & Gottfried, PLLC as special counsels. ATLANTIC RADIO: Maria Yip Named Subchapter V Trustee ---------------------------------------------------- The U.S. Trustee for Region 21 appointed Maria Yip, a certified public accountant and managing partner at Yip Associates, as Subchapter V trustee for Atlantic Radio Telephone, Inc. Ms. Yip will be paid an hourly fee of $450 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Yip declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Maria M. Yip 2 S. Biscayne Blvd., Suite 2690 Miami, FL 33131 Tel: (305) 569-0550 Email: myip@yipcpa.com About Atlantic Radio Atlantic Radio Telephone, Inc. provides communication and navigation solutions to individuals and organizations who find themselves "off the grid." With locations in Miami and Fort Lauderdale, Fla., Atlantic Radio provides sales, support, installation, integration and repair services to customers located around the world in industries including maritime, military, first responders, utilities, aviation, education, research, and travel and tourism. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-15483) on July 13, 2023, with $1 million to $10 million in assets and liabilities. Conrad J. Webber, Jr., president, signed the petition. Judge Laurel M. Isicoff oversees the case. Michael D. Seese, Esq., at Seese, P.A. is the Debtor's counsel. AU HEALTH: S&P Lowers 2018 Long-Term Revenue Bond Rating to 'B-' ---------------------------------------------------------------- S&P Global Ratings lowered its long-term rating to 'B-' from 'B+' on the Augusta Development Authority, Ga.'s series 2018 revenue bonds, issued on behalf of the AU Health System Inc. (AUHS). At the same time, S&P placed the rating on CreditWatch with negative implications. "The two-notch downgrade reflects our view of the system's extremely weak balance sheet and outsized operating losses that went beyond expectations and resulted in a debt service coverage covenant violation on the series 2018 and 2021A bonds in fiscal 2022," said S&P Global Ratings credit analyst Wendy Towber. "The CreditWatch placement reflects our view that there is a one-in-two chance we could lower the rating in the next 90 days," Ms. Towber added. S&P said, "The rating will remain on CreditWatch with negative implications while we await more information about fiscal year 2023 results, details regarding AUHS' outstanding debt--including the ability to successfully repay the series 2021A bonds or extend the tender date, and the status of a final agreement with WellStar Health System Inc., Ga. (A+/Stable; WellStar) to become the sole member of AUHS. Failure to meet required covenants, remarket the series 2021A bonds, or make meaningful progress toward an acquisition by WellStar could result in a negative rating action. "We believe that the future success of AUHS is dependent on permanent leadership stability and effective management supported by a renewed commitment to the hospital system by the university or success in securing a strategic partner such as WellStar." AUHS has a track record of unproductive turnaround efforts that has resulted in significant operating losses for three consecutive years and an even longer track record or unprofitable operations leading up to the pandemic. This history of losses, combined with the assurance by the university to recommit itself to providing a greater level of oversight and backing proved insufficient and underpins our view that opportunities to stabilize the enterprise and financial profiles may be severely limited, particularly without a strategic partner with considerable resources to support the credit and considering the broad challenges pressuring the overall healthcare industry. BAUSCH HEALTH: $2.50B Bank Debt Trades at 21% Discount ------------------------------------------------------ Participations in a syndicated loan under which Bausch Health Americas Inc is a borrower were trading in the secondary market around 79.4 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The $2.50 billion facility is a Term loan that is scheduled to mature on February 1, 2027. About $2.37 billion of the loan is withdrawn and outstanding. Bausch Health Companies Inc develops drugs for unmet medical needs in central nervous system disorders, eye health and gastrointestinal diseases, as well as contact lenses, intraocular lenses, ophthalmic surgical equipment, and aesthetic devices. BESTWALL LLC: Asbestos Committee Taps Kellogg as Appellate Counsel ------------------------------------------------------------------ The official committee of asbestos claimants of Bestwall, LLC received approval from the U.S. Bankruptcy Court for the Western District of North Carolina to employ Kellogg Hansen Todd Figel & Frederick, P.L.L.C. as special appellate counsel. The committee requires a special appellate counsel to: a. assist, advise, and represent the committee in its meetings, consultations, and negotiations with the Debtor and other parties regarding appellate proceedings in the Debtor's Chapter 11 case; b. assist, advise, and represent the committee in litigating appeals in this case, including by drafting and filing any necessary appellate briefs, motions or other filings; c. prepare for and appear in any appellate hearings, oral arguments or other proceedings as may be required; and d. advise the committee and its professionals concerning the status of appellate proceedings in this case. The firm will be paid at these rates: Partners $1,095 to $1,850 per hour Of Counsel $1,025 per hour Associates $610 to $990 per hour Paralegals $495 per hour David Frederick, Esq., a partner at Kellogg, 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: David C. Frederick, Esq. Kellogg Hansen Todd Figel & Frederick, P.L.L.C. 1615 MStreet, N.W., Suite 400 Washington, D.C. 20036 Tel: (202) 326-7900 / (202) 326-7951 Fax: (202) 326-7999 Email: dfrederick@kellogghansen.com About Bestwall LLC Bestwall LLC -- http://www.Bestwall.com/-- was created in an internal corporate restructuring and now holds asbestos liabilities. Bestwall's asbestos liabilities relate primarily to joint systems products manufactured by Bestwall Gypsum Company, a company acquired by Georgia-Pacific in 1965. The former Bestwall Gypsum entity manufactured joint compounds containing small amounts of chrysotile asbestos; the manufacture of these asbestos-containing products ceased in 1977. Bestwall's non-debtor subsidiary, GP Industrial Plasters LLC ("PlasterCo"), develops, manufactures, sells and distributes gypsum plaster products, including gypsum floor underlayment, industrial plaster, metal casting plaster, industrial tooling plaster, dental plaster, medical plaster, arts and crafts plaster, pottery plaster and general purpose plaster. On Nov. 2, 2017, Bestwall sought Chapter 11 protection (Bankr. W.D.N.C. Case No. 17-31795) in an effort to equitably and permanently resolve all its current and future asbestos claims. The Debtor estimated assets and debt of $500 million to $1 billion. It has no funded indebtedness. The Hon. Laura T. Beyer is the case judge. The Debtor tapped Jones Day as bankruptcy counsel; Robinson, Bradshaw & Hinson, P.A., as local counsel; Schachter Harris, LLP as special litigation counsel for medicine science issues; King & Spalding as special counsel for asbestos matters; and Bates White, LLC, as asbestos consultants. Donlin Recano LLC is the claims and noticing agent. On Nov. 8, 2017, the U.S. bankruptcy administrator appointed an official committee of asbestos claimants in the Debtor's case. The committee retained Montgomery McCracken Walker & Rhoads, LLP as legal counsel; and Hamilton Stephens Steele + Martin, PLLC and JD Thompson Law as local counsel. On Feb. 22, 2018, the court approved the appointment of Sander L. Esserman as the future claimants' representative in the Debtor's case. Mr. Esserman tapped Young Conaway Stargatt & Taylor, LLP as legal counsel; Hull & Chandler, P.A., as local counsel; Ankura Consulting Group, LLC as claims evaluation consultant; and FTI Consulting, Inc., as financial advisor. BH 7904 11 FLR: Uriel Marrache to Fund Plan ------------------------------------------- BH 7904 11 FLR, LLC, filed with the U.S. Bankruptcy Court fopr the Southern District of Florida a Combined Disclosure Statement and Plan of Reorganization (the "CDP") dated July 18, 2023. The Debtor, a Florida limited liability company was formed on March 12, 2020. On or about August 24, 2020, the Debtor purchased residential real property located at the Bayshore Yacht and Tennis Club, 7904 West Drive, North Bay Village Florida, 33141. The real property consists of three combined condominium units (Nos. 1101, 1102, and 1103) on the top floor of a residential building and that had been cobbled together at the time of construction of the building into one penthouse unit of some 10,000 square feet in size (the "Condo"). The sole purpose of the business of the Debtor is to hold title to the Condo. At the time of filing in Chapter 11, the Debtor's Condo was in foreclosure in the matter of Bayshore Yacht and Tennis Club Condominium Association, Inc v BH 7904 11 FLR, LLC (MiamiDade Circuit Court Case # 2022-008765-CA-01) and in jeopardy of being sold at auction. The Condo Association between May 1, 2021 and October 27, 2021 had levied assessments against the Condo for both regular and special assessments. The Debtor filed Chapter11 on June 21, 2023 as a small business debtor to prevent the Condo Association from obtaining a Summary Final Judgment, for which a hearing had been scheduled for June 23, 2023. The insider of the Debtor is Uriel Marrache, who is the President and sole stockholder. The Debtor, since its inception in 2021 has never had any income and Mr. Marrache has never received any income from the Debtor. To the contrary, he has invested his own money into the maintenance and any improvements to the Condo as well as paying Condo association assessments and real estate taxes. After the effective date of the order confirming the Debtor's CDP, the Debtor will continue to hold title to the Condo and Mr. Marrache will continue to pay all expenses and assessments associated with the Condo, as well as payments required under the proposed plan. The Debtor continues to hold title to the real property as a debtor-in-possession, with Mr. Marrache investing his own funds into the Condo. The Debtor proposes to pay the yet to be determined allowed outstanding assessments owed to the Condo Association over ten years in 120 monthly payments, with interest fixed at prime +2 as of the Plan Effective Date (Class 1). Additionally, the 2022 real estate taxes are due, totaling $8,614.6, broken down as follows: Unit 1101 - $3,287.43, the sole member of Class 2; Unit 1102 - $2,327.45, the sole member of Class 3; and Unit 1103 - $2,999.73, the sole member of Class 4. The Plan proposes to pay these taxes over 84 months with statutory interest of .25%, resulting in a total monthly payment for 2022 taxes of $101.70. There are no General Unsecured Claims. Mr. Marrache will pay the plan payments for the Condo Association assessments, as well as the Miami-Dade real estate tax certificates for 2022 out of his own savings. Upon the effective date of the Debtor's CDP, the equity interest holder shall remain the sole equity shareholder in the newly reorganized Debtor. The Debtor, through funding by Mr. Marrache will have enough cash on hand on the effective date of the Plan to pay all claims and expenses that are entitled to be paid on that date. A full-text copy of the Combined Disclosure Statement and Plan dated July 18, 2023 is available at https://urlcurt.com/u?l=r3MtRQ from PacerMonitor.com at no charge. Counsel for Debtor: Chad Van Horn, Esq. VAN HORN LAW GROUP, P.A. 500 N.E. 4th Street, Suite 200 Fort Lauderdale, FL 33301 Telephone: (954) 765-3166 Facsimile: (954) 756-7103 Email: Chad@cvhlawgroup.com About BH 7904 11 FLR BH 7904 11 FLR, LLC, is a Florida limited liability company was formed on March 12, 2020. The Debtor filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 23-14851) on June 21, 2023, estimating up to $500,000 in total assets and less than $50,000 in liabilities. Chad Van Horn, Esq. of VAN HORN LAW GROUP, P.A., serves as the Debtor's legal counsel. BH 7904 11: Seeks to Hire Van Horn Law Group as Bankruptcy Counsel ------------------------------------------------------------------ BH 7904 11 FLR, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Van Horn Law Group, PA as its counsel. The firm will render these legal services: (a) advise the Debtor regarding its powers and duties in the continued management of its business operations; (b) advise the Debtor regarding 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 papers; (d) protect the interest of the Debtor in all matters pending before the court; (e) represent the Debtor in negotiation with its creditors in the preparation of a plan. The Debtor paid the firm a total retainer of $9,738. The firm's hourly rates range from $150 to $450 per hour for law clerks, paralegals, and attorneys. In addition, the firm will seek reimbursement for expenses incurred. Chad Van Horn, Esq., at Van Horn Law Group, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Chad Van Horn, Esq. Van Horn Law Group, PA 330 North Andrews Avenue, Suite 450 Fort Lauderdale, FL 33301 Telephone: (954) 637-0000 Email: chad@cvhlawgroup.com About BH 7904 11 FLR BH 7904 11 FLR, LLC filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-14851) on June 21, 2023, with as much as $1 million in both assets and liabilities. Uriel Marrache, president, signed the petition. Chad Van Horn, Esq., at Van Horn Law Group, PA represents the Debtor as counsel. BORREGO COMMUNITY: No Patient Care Concern, 5th PCO Report Says --------------------------------------------------------------- Jacob Nathan Rubin, the court-appointed patient care ombudsman for Borrego Community Health Foundation, filed with the U.S. Bankruptcy Court for the Southern District of California his fifth report regarding the quality of patient care provided at Borrego Community Health Foundation's health care facilities. During the period covered by the fifth report, the PCO met with Borrego's administration and Desert AIDS Project (doing business as DAP Health) to discuss the transition delay. DAP informed the PCO that a favorable lease agreement for the previously rejected lease for the El Cajon facility was negotiated. During the period covered by the report, Borrego continued to meet the standard of care. The PCO's review of the facilities found no issues to report. Facktor Health Group, the consultant to improve systems, is improving customer service and patient through put. Borrego reported that morale and employee retention has dramatically improved since the publication of the terms of the sale to DAP. Borrego's ability to recruit and retain employees has improved. In the early stages of the PCO'S review of Borrego, and in collaboration with Borrego's administrative team, the PCO emphasized concerns with quality of care data collection and reporting. The process was not optimal. However, Borrego has recently established a robust Quality Assurance department led by qualified personnel. The PCO observed that the current data more accurately represents the true quality metrics of Borrego's operations. The PCO met with representatives of DAP and Facktor Health. The transition is moving forward with both parties collaborating well to ensure success of a timely close. Borrego has made significant strides in reallocating current space in the clinics. The patients have access to care that is familiar to them during the times that they are accustomed. The PCO noted that Borrego is meeting the Standard of Care. Borrego is attracting and hiring more staff and providers. Employees are being retained and access to care is unaltered at the sites of concern: Cathedral City, Desert Hot Springs, and Borrego's largest facility in El Cajon. DAP and Borrego are working cooperatively with the assistance of Facktor Health to meet the July 31st, 2023, transition date. A copy of the fifth ombudsman report is available for free at https://urlcurt.com/u?l=TCN3wW from PacerMonitor.com. Attorneys for Jacob Nathan Rubin: David B. Golubchik, Esq. Krikor J. Meshefejian, Esq. Levene, Neale, Bender, Yoo & Golubchik L.L.P. 2818 La Cienega Avenue Los Angeles, CA 90034 Tel: (310) 229-1234 Fax: (310) 229-1244 Email: dbg@lnbyg.com; kjm@lnbyg.com About Borrego Community Health Foundation Borrego Community Health Foundation offers, among other services, comprehensive primary care, pediatric care, urgent care, behavioral health services, dental services, specialty care, transgender health, women's health, prenatal care, veteran's health, and chiropractic services. Borrego Community is a non-profit public charity, tax-exempt under section 501(c)(3) of the Internal Revenue Code. The Foundation, as of Sept. 12, 2022, had 24 brick and mortar sites including administrative sites, two pharmacies and six mobile units covering a service area consisting of a 250-mile corridor on the eastern side of San Diego and Riverside Counties, Calif. Borrego Community Health Foundation sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Calif. Case No. 22-02384) on Sept. 12, 2022, with between $50 million and $100 million in both assets and liabilities. Isaac Lee, chief restructuring officer, signed the petition. Judge Laura S. Taylor oversees the case. The Debtor tapped Tania M. Moyron, Esq., at Dentons US, LLP as bankruptcy counsel and Hooper Lundy & Bookman, P.C. as special counsel. Kurtzman Carson Consultants, LLC is the Debtor's claims and noticing agent. Jacob Nathan Rubin, the patient care ombudsman appointed in the Debtor's case, tapped Levene Neale Bender Yoo & Golubchik, LLP as bankruptcy counsel and Dr. Tim Stacy DNP, ACNP-BC as consultant. On Sept. 26, 2022, the U.S. Trustee appointed an official unsecured creditors' committee in this Chapter 11 case. Pachulski Stang Ziehl & Jones, LLP serves as the committee's counsel. BOSTON BIOPHARM: Seeks to Tap Castle Placement as Investment Banker ------------------------------------------------------------------- Boston BioPharm, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Castle Placement, LLC as its investment banker. The firm will render these services: (a) completing appropriate due diligence on the Debtor and its principals and helping it create an investor presentation and landing page on castleplacement.com; (b) identifying prospective investors, sending three email campaigns to them, and facilitating 500 LinkedIn connection requests from the Debtor's account; (c) conducting a mock investor call with the Debtor and sharing insights and suggestions with the Debtor regarding positioning and marketing the opportunity to investors in calls and meetings; (d) assisting the Debtor in connection with investors throughout the entire process through closing; (e) reviewing and helping to prepare written material and forecasts prepared by the Debtor such as the investor presentation, financial model, and final definitive documents; (f) attempting to obtain executed non-disclosure agreement (NDAs) between investors and the Debtor from interested investors; (g) setting-up, administrating, and assisting the Debtor in populating the virtual data room (VDR) on Castle's VDR platform; (h) working with the Debtor to provide information, answer questions, and follow-up with investors; (i) providing paid (optional - extra cost to Company to reimburse Castle for payments to third-party providers) and/or organic digital marketing outreach to prospective investors; (j) coordinating with a third-party videographer to help the Debtor create an elevator pitch video for investors; (k) providing the Debtor with detailed information on CPGO regarding the status of each investor currently interested in the transaction, and allowing the Debtor to communicate with investors directly through CPGO; (l) helping the Debtor to structure the transaction, seeking proposals from investors, negotiating with investors; (m) attempting to obtain term sheets from investors; and (n) assisting in arranging and closing the transaction. The firm will be compensated as follows: (i) 7.5% on equity capital from investors, or debt capital expected to yield 14% or more to investors, and on the exercise price of all securities constituting warrants, options, or other rights to purchase securities issued to investors; (ii) 4% on debt capital expected to yield 7% or more to investors, mezzanine debt or subordinated debt capital; (iii) 3% on debt capital expected to yield less than 7% to investors; and (iv) Castle will be granted equity shares in the Debtor in the amount of 3% of the ownership of the Debtor. If the transaction is structured as a non-standard transaction with investors such as a merger, purchase, or other non-standard structure, 5% times the equivalent capitalization of such non-standard transaction. The Debtor shall pay to Castle a $10,000 non-refundable upfront fee, payable upon execution of this agreement. Richard Luftig, a managing partner at Castle Placement, 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: Richard Luftig Castle Placement, LLC 1460 Broadway New York, NY 10036 Telephone: (212) 418-1188 Email: rluftig@castleplacement.com About Boston BioPharm Boston BioPharm, Inc. owns significant intellectual property assets and patents related to various pharmaceutical products. The Debtor filed a Chapter 11 bankruptcy petition (Bankr. N.D. Texas Case No. 23-40429) on Feb. 15, 2023, with as much as $1 million in both assets and liabilities. Judge Mark X. Mullin oversees the case. The Debtor tapped Marshack Hays, LLP as legal counsel and Castle Placement, LLC as investment banker. BRAVO MULTINATIONAL: Closes Stock Acquisition Deal With Recombinant ------------------------------------------------------------------- Bravo Multinational, Inc. closed on July 13, 2023, a stock purchase agreement with Recombinant Productions Inc., a corporation formed under the laws of the State of Nevada. Under the terms of the Agreement, the RPI shareholders will exchange shares representing approximately 51% of the outstanding shares of RPI common stock to BRAVO in exchange for 8,500,000 shares of BRAVO common stock. This will represent approximate ownership interest by BRAVO in RPI of approximately 51%, and following the close of this transaction, the RPI shareholders will own approximately 19.99% of the outstanding shares of common stock of BRAVO. After the completion of the transaction, RPI will be a majority owned subsidiary of BRAVO and the combined entity will report consolidated financial statements. The Agreement contains provisions that are typical for this type of transaction. Under the terms of the Agreement, the transaction will close within five business days after certain conditions have been satisfied, including the condition that the consent of any applicable governmental entity, such as the SEC, OTC Markets or FINRA is obtained. Recombinant Productions is a Nevada corporation that is engaged in the business of developing and acquiring entertainment content and related technologies that span both traditional and new media distribution platforms. About Bravo Multinational Based in Ontario, Canada, Bravo Multinational Incorporated -- http://www.bravomultinational.com-- is currently engaged in the business of leasing and selling gaming equipment. The Company, however, ceased operations in Nicaragua in 2017 due to political and economic instabilities. The Company is planning to operate its business in the US and other more stable democracies in Latin America. Bravo Multinational reported a net loss of $528,058 for the year ended Dec. 31, 2022, compared to a net loss of $420,126 for the year ended Dec. 31, 2021. As of March 31, 2023, the Company had $43 in total assets, $1.91 million in total liabilities, and a total stockholders' deficit of $1.91 million. Lakewood, CO-based BF Borgers CPA PC, the Company's auditor since 2017, issued a "going concern" qualification in its report dated March 6, 2023, citing that the Company has suffered recurring losses from operations and has a significant accumulated deficit. In addition, the Company continues to experience negative cash flows from operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. CADIZ INC: Board Chair Says Odey Asset Is No Longer Shareholder --------------------------------------------------------------- Cadiz Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission that three members of the Company's Board of Directors separately reported on SEC Form 4 the purchase of the Company's common stock on July 13, 2023. The purchases by Board Members Susan Kennedy, Maria Jelescu-Dreyfus and Scott Slater were completed as part of a 5.1 million share block trade of all shares of the Company's common stock owned by Odey Asset Management, LLC, a Schedule 13G filer. B. Riley Securities facilitated the block trade transaction, which involved several other existing shareholders. The transaction was the second recent block trade of the Company's common stock owned by OAM, also facilitated by B. Riley Securities. On June 12 and 13, 2023, certain existing Cadiz shareholders purchased 1.7 million shares of the Company's common stock from OAM. OAM reported these sales on SEC Form 4 filed on July 14, 2023. Executive Chair of the Board Susan Kennedy made the following statement: "The Cadiz Board of Directors is pleased to announce that Odey Asset Management is no longer a shareholder of Cadiz." About Cadiz Inc. Founded in 1983 and headquartered in Los Angeles, California, Cadiz Inc. -- http://www.cadizinc.com-- is a natural resources development company dedicated to creating sustainable water and agricultural opportunities in California. The Company owns 70 square miles of property with significant water resources in Southern California and are the largest agricultural operation in San Bernardino, California, where we have sustainably farmed since the 1980s. The Company is also partnering with public water agencies to implement the Cadiz Water Project, which was named a Top 10 Infrastructure Project that over two phases will create a new water supply for approximately 400,000 people and make available up to 1 million acre-feet of new groundwater storage capacity for the region. Cadiz Inc. reported a net loss and comprehensive loss of $24.79 million for the year ended Dec. 31, 2022, a net loss and comprehensive loss of $31.25 million for the year ended Dec. 31, 2021, a net loss and comprehensive loss of $37.82 million for the year ended Dec. 31, 2020, a net loss and comprehensive loss applicable to common stock of $29.53 million for the year ended Dec. 31, 2019, and a net loss and comprehensive loss of $26.27 million for the year ended Dec. 31, 2018. CAM-CAR COLLEGE: Seeks to Hire Richard P. Cook as Legal Counsel --------------------------------------------------------------- Cam-Car College Collectibles, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to employ Richard P. Cook, PLLC as legal counsel. The hourly rates of the firm's attorney and staff are as follows: Richard P. Cook, Esq. $375 Paralegal $100 In addition, the firm will seek reimbursement for expenses incurred. Prior to the petition date, the Debtor paid the firm a retainer of $7,000. Mr. Cook 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: Richard P. Cook, Esq. Richard P. Cook, PLLC 7036 Wrightsville Ave., Suite 101 Wilmington, NC 28403 Telephone: (910) 399-3458 Email: Richard@CapeFearDebtRelief.com About Cam-Car College Collectibles Cam-Car College Collectibles LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 23-01918) on June 10, 2023, with as much as $1 million in both assets and liabilities. Judge Pamela W. McAfee oversees the case. Richard P. Cook, PLLC serves as the Debtor's legal counsel. CAMERON MUTUAL: A.M. Best Affirms B(Fair) FS Rating --------------------------------------------------- AM Best has affirmed the Financial Strength Rating of B (Fair) and the Long-Term Issuer Credit Rating of "bb" (Fair) of Cameron Mutual Insurance Company (Cameron, MO). The outlook of these Credit Ratings (ratings) is negative. Concurrently, AM Best has withdrawn these ratings as the company has requested to no longer participate in AM Best's interactive rating process. The ratings reflect Cameron Mutual's balance sheet strength, which AM Best assesses as adequate, as well as its marginal operating performance, limited business profile and marginal enterprise risk management. Cameron Mutual's overall balance sheet assessment of adequate is supported by its very strong level of risk-adjusted capitalization, as measured by Best's Capital Adequacy Ratio (BCAR), along with its generally conservative investment portfolio primarily composed of bonds. Positive attributes are offset by capital erosion in each of the past four calendar years, eroding surplus by nearly 50% over the most recent five-year period, elevated underwriting leverage and reinsurance dependency, consistently negative operating cash flow and inconsistent loss reserve development over the medium term. The company's loss reserve development has improved in more recent periods. Capital erosion has been a product of the company's marginal operating performance driven by net underwriting losses in each of the past five years. Management has been challenged by its limited profile that is primarily concentrated in Missouri (with modest exposure in Arkansas and Iowa), offering personal auto, farm owners, personal property and commercial multi-peril products. Furthermore, while management continues to refine the company's risk portfolio in an effort to reduce aggregate exposure and volatility, these mitigation strategies have yet to gain material traction. While company management continues to implement corrective actions, the negative outlooks reflect continued pressure on the ratings as it pertains to capital erosion and operating volatility. CARS.COM INC: S&P Upgrades ICR to 'BB-', Outlook Stable ------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Chicago-based Cars.com Inc. to 'BB-' from 'B+'. At the same time, S&P raised its issue-level rating on the company's senior unsecured notes to 'BB-' from 'B+'. The stable outlook reflects S&P's view that healthy organic revenue growth from digital subscription offerings will offset any macroeconomic headwinds so that Cars.com maintains leverage in the 3x area over the next 12 months. The upgrade reflects sustained improvement in the company's S&P Global Ratings' adjusted leverage to the 3x area over the next 12 months.Cars.com Inc.'s S&P Global Ratings' adjusted leverage improved to 3.1x as of the 12 months ended March 31, 2023, up from 4.3x during the same period the previous year, driven by a combination of EBITDA growth led by stable demand for Cars.com's online digital solutions from car dealerships, improved pricing, and a $57.5 million debt repayment (including $15 million of revolver paydown in the first quarter of 2023) using internally generated cash flows. The company has quickly deleveraged after its debt-financed acquisition of Accu-Trade in February 2022. S&P expects steady operating performance in 2023 and 2024 with continued average revenue per dealer (ARPD) growth and modest margin improvement, despite a decrease in original equipment manufacturer (OEM) and national advertising revenue due to macroeconomic headwinds. The company's favorable revenue mix with roughly 90% subscription revenue provides revenue stability. S&P expects the company will exhibit steady revenue growth over the next 12-18 months from a continued increase in ARPD as result of growth in digital video advertising product, adoption of website solutions, and traction on appraisal and vehicle acquisition solutions. Lower OEM and national advertising spending due to relatively low inventory levels and challenging macroeconomic conditions through the end of 2023 will partially offset the growth. S&P said, "We estimate that adjusted EBITDA will be roughly flat for fiscal 2023 because we expect elevated marketing spending related to in-person marketing events and higher product and technology expenses to pressure margins. However, we expect EBITDA to grow at a mid-single-digit percent rate in 2024 supported by revenue growth and margin improvement due to operating leverage benefits. "We expect Cars.com's monthly ARPD to grow at a low-single-digit percent rate driven by cross-selling opportunities and market penetration of the company's digital offerings. With continued product adoption, monthly ARPD in March 2023 increased $95 (or 4.1% year on year) to $2,386 from $2,291 last year. The company's organic traffic growth trends were also healthy with 7.2% year-on-year growth, but dealer customers declined 1.6% due to digital dealer cancellations. However, we do not expect a material impact from digital dealer cancellations. While we believe there could be additional dealer cancellations in 2023 from the company's recent marketplace repackaging initiative, we expect the dealer customer base to remain healthy and higher pricing to grow company revenue. "We expect strong cash flow generation, despite management's financial policy and appetite for share repurchases and acquisitions. We expect the company to generate about $120 million-$130 million of reported free operating cash flow (FOCF) in 2023 and 2024, slightly higher than the 2022 level of $110 million. However, we expect the company to also deploy a portion of its excess cash to fund share repurchases (about $144 million remaining as of March 31, 2023, under its three-year $200 million share repurchase program authorized in February 2022) and future acquisitions, as it has done with its recent acquisitions of CreditIQ and Accu-Trade. Further, we expect that Cars.com's cash deployment for shareholder returns and inorganic growth will be driven by its publicly announced net leverage ratio target in the 2.0x-2.5x range (Cars.com's management calculated net leverage ratio is roughly a full turn lower compared with S&P Global Ratings' adjusted leverage primarily due to cash netting)." Cars.com participates in a fragmented and competitive industry, but stickiness of dealers offsets exposure to the cyclical new car sales. Cars.com faces significant competition in a fragmented industry with larger and better-capitalized players. The online auto marketplace includes CarGurus, TrueCar, AutoTrader.com Inc., Edmunds, and online dealers such as Carvana Co. and Vroom. In addition, eBay Inc. and Facebook Inc. provide broader horizontal marketplaces with sizable communities of vehicle buyers and dealers advertising on their platforms. The company generates more than 88% of its revenue from its dealer segment, which includes its marketplace for new and used vehicles and website platforms for dealerships that depend on subscription relationships with dealers. The company has shifted to a software as a service model largely priced by used car inventory size that generates sticky revenue from dealerships and could offset the volatility of its revenue stream from the OEM and national segments that are more exposed to the economic cyclicality of auto sales. The stable outlook reflects S&P's view that healthy organic revenue growth from digital subscription offerings will offset any macroeconomic headwinds so that Cars.com maintains leverage in the 3x area over the next 12 months. S&P could lower the rating over the next 12 months if it expected leverage to increase above 3.75x on a sustained basis, likely due to: -- Dealer subscription losses and reduced website traffic stemming from a weakening economic environment, increased competition, or industry disruption to the used car market from larger capitalized peers; -- Further decline in OEM national advertising; or -- Large debt-financed acquisitions, share repurchases, or dividends. S&P views an upgrade as unlikely over the next 12 months. S&P could raise the rating on Cars.com if: -- The company increased scale and geographic diversification; -- The company maintained mid-single-digit percent revenue and EBITDA growth while expanding EBITDA margins; and -- The company adhered to a long-term financial policy that facilitated S&P Global Ratings-adjusted leverage of less than 2.75x on a sustained basis. ESG credit indicators: E-2, S-2, G-2 CASTLE US HOLDING: Saratoga Marks $1.9M Loan at 30% Off ------------------------------------------------------- Saratoga Investment Corporation has marked its $1,959,198 loan extended to Castle US Holding Corporation to market at $1,368,715 or 70% of the outstanding amount, as of May 31, 2023, according to a disclosure contained in Saratoga's Form 10-Q for the Quarterly Period ended May 31, 2023, filed with the Securities and Exchange Commission. Saratoga IC is a participant in a Term Loan B, (1M USD LIBOR+ 3.75%) to Castle US Holding Corporation. The loan accrues interest at 8.36% per annum. The loan matures on January 27, 2027. Saratoga Investment Corp is a non-diversified closed end management investment company incorporated in Maryland that has elected to be treated and is regulated as a business development company under the Investment Company Act of 1940, as amended. The Company commenced operations on March 23, 2007 as GSC Investment Corp. and completed the initial public offering on March 28, 2007. The Company has elected, and intends to qualify annually, to be treated for U.S. federal income tax purposes as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. Castle US Holding Corporation provides database tools and software to public relations and communications professionals. CBI BUYER INC: Saratoga Marks $2.9M Loan at 38% Off --------------------------------------------------- Saratoga Investment Corporation has marked its $2,962,349 loan extended to CBI Buyer Inc to market at $1,821,845 or 62% of the outstanding amount, as of May 31, 2023, according to a disclosure contained in Saratoga's Form 10-Q for the Quarterly Period ended May 31, 2023, filed with the Securities and Exchange Commission. Saratoga IC is a participant in a Term Loan (1M USD LIBOR+ 3.25%, 0.5% Floor) to CBI Buyer Inc. The loan accrues interest at 8.36% per annum. The loan matures on January 6, 2028. Saratoga Investment Corp is a non-diversified closed end management investment company incorporated in Maryland that has elected to be treated and is regulated as a business development company under the Investment Company Act of 1940, as amended. The Company commenced operations on March 23, 2007 as GSC Investment Corp. and completed the initial public offering on March 28, 2007. The Company has elected, and intends to qualify annually, to be treated for U.S. federal income tax purposes as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. CBI Buyer Inc provides durable consumer goods. CBL & ASSOCIATES: $883M Bank Debt Trades at 16% Discount -------------------------------------------------------- Participations in a syndicated loan under which CBL & Associates HoldCo I LLC is a borrower were trading in the secondary market around 84.0 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The $883.7 million facility is a Term loan that is scheduled to mature on November 1, 2025. About $816.7 million of the loan is withdrawn and outstanding. CBL & Associates Properties, Inc. (CBL) is a self-managed, self-administered, fully integrated real estate investment trust. CCS-CMGC HOLDINGS: Saratoga Marks $2.9M Loan at 33% Off ------------------------------------------------------- Saratoga Investment Corporation has marked its $2,393,750 loan extended to CCS-CMGC Holdings, Inc. to market at $1,605,321 or 67% of the outstanding amount, as of May 31, 2023, according to a disclosure contained in Saratoga's Form 10-Q for the Quarterly Period ended May 31, 2023, filed with the Securities and Exchange Commission. Saratoga IC is a participant in a Term Loan (3M USD LIBOR + 5.5%) to CCS-CMGC Holdings, Inc. The loan accrues interest at 10.98% per annum. The loan matures on September 25, 2025. Saratoga Investment Corp is a non-diversified closed end management investment company incorporated in Maryland that has elected to be treated and is regulated as a business development company under the Investment Company Act of 1940, as amended. The Company commenced operations on March 23, 2007 as GSC Investment Corp. and completed the initial public offering on March 28, 2007. The Company has elected, and intends to qualify annually, to be treated for U.S. federal income tax purposes as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. CCS-CMGC Holdings, Inc. operates as a holding company. The Company, through its subsidiaries, provides health care services. CENTER FOR AUTISM: Affiliate Seeks to Tap Quinn Emanuel as Counsel ------------------------------------------------------------------ CARD Holdings, LLC, an affiliate in the Chapter 11 cases of Center for Autism and Related Disorders, LLC, seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Quinn Emanuel Urquhart & Sullivan, LLP as independent counsel at the sole direction of Neal Goldman, a disinterested director of the Board of Directors of CARD Holdings. The firm will render these services: (a) commence the investigation into certain insider transactions, which was later expanded to encompass material transactions with third parties, and has continued post-petition; (b) may also conduct inquiries or investigations relating to any further matters as the disinterested director may; and (c) evaluate the terms of any transactions and advise whether any such transactions are fair to and in the best interests of CARD Holdings. On Oct. 19, 2022, Quinn Emanuel received a retainer in the amount of $80,000. The hourly rates of the firm's counsel and staff are as follows: Partners $1,385 - $2,130 Counsel $1,325 - $2,130 Associates $830 - $1,315 Law Clerks and Legal Assistants $480 - $670 Quinn Emanuel provided the following in response to the request for additional information set forth in Paragraph D.1 of the U.S. Trustee Fee Guidelines. Question: Did the firm agree to any variations from, or alternatives to, the firm's standard billing arrangements for this engagement? Answer: Yes. The firm and disinterested director have agreed a 10% discount off the firm's standard billing arrangements for this engagement. The rate structure provided by the firm is appropriate and is not significantly different from (a) the rates that the firm charges for other non-bankruptcy representatives, or (b) the rates of other comparably skilled professionals. Question: Do any of the firm's professionals in this engagement vary their rate based on the geographical location of the Debtors' Chapter 11 cases? Answer: No. The hourly rates used by the firm in representing the disinterested director are consistent with the rates that the firm charges other comparable Chapter 11 clients, regardless of the location of the Chapter 11 case. Question: If the firm has represented the disinterested director in the 12 months prepetition, disclose the firm's billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If the firm's billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Answer: The firm followed the fee arrangement as stated in the Engagement Letter dated July 28, 2022, attached to the proposed order as Exhibit 1. There have been no adjustments to the firm's billing rates. Question: Has CARD Holdings approved the firm's budget and staffing plan, and if so, for what budget period? Answer: Given the short nature of the engagement, no budget or staffing plan has been prepared to date. As the case progresses, the firm will work with the disinterested director to prepare budgets and staff plans. James Tecce, a partner at Quinn Emanuel, disclosed in a court filing that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: James C. Tecce, Esq. Quinn Emanuel Urquhart & Sullivan, LLP 711 Louisiana, Suite 500 Houston, TX 77002 Telephone: (713) 221-7000 Facsimile: (713) 221-7100 Email: jamestecce@quinnemanuel.com About Center for Autism and Related Disorders Center for Autism and Related Disorders, LLC provides treatment for individuals diagnosed with autism spectrum disorder (ASD). CARD primarily provides treatments through "center-based services," which are one-to-one ABA sessions for children, teens, and adults that take place at a CARD treatment center rather than at a patient's home. Center for Autism and its debtor-affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 23-90709) on June 11, 2023. At the time of the filing, the Debtors disclosed $50 million to $100 million in assets and $100 million to $500 million in liabilities. Judge David R. Jones oversees the cases. The Debtors tapped Kirkland and Ellis LLP and Kirkland and Ellis International LLP as bankruptcy counse, Jackson Walker LLP as local bankruptcy counsel, Triple P RTS, LLC as restructuring advisor, Livingstone Partners LLC as financial advisor and investment banker, and Stretto, Inc. as claims agent. James Ktsanes, Esq., at Latham & Watkins LLP, and Timothy A. (Tad) Davidson II, Esq., at Hunton Andrews Kurth LLP, serve as counsel to the DIP Lender, Ares Capital Corp. CENTER FOR AUTISM: Seeks to Hire Kirkland & Ellis as Legal Counsel ------------------------------------------------------------------ Center for Autism and Related Disorders, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Kirkland & Ellis LLP and Kirkland & Ellis International LLP as their counsel. Kirkland & Ellis will render these services: (a) advise the Debtors regarding their powers and duties in the continued management and operation of their businesses and properties; (b) advise and consult the conduct of these Chapter 11 cases; (c) attend meetings and negotiate with representatives of creditors and other parties in interest; (d) take all necessary actions to protect and preserve the Debtors' estates; (e) prepare pleadings in connection with these Chapter 11 cases; (f) represent the Debtors in connection with obtaining authority to continue using cash collateral and post-petition financing; (g) advise the Debtors in connection with any potential sale of assets; (h) appear before the court and any appellate courts to represent the interests of the Debtors' estates; (i) advise the Debtors regarding tax matters; (j) take any necessary action on behalf of the Debtors to negotiate, prepare, and obtain approval of a disclosure statement and confirmation of a Chapter 11 plan and all documents related thereto; and (k) perform all other necessary legal services for the Debtors in connection with the prosecution of these Chapter 11 cases. The hourly rates of Kirkland's counsel and staff are as follows: Partners $1,195 - $2,245 Of Counsel $820 - $2,125 Associates $685 - $1,395 Paraprofessionals $295 - $575 In addition, Kirkland will be reimbursed for out-of-pocket expenses incurred. Kirkland provided the following in response to the request for additional information set forth in Paragraph D.1 of the U.S. Trustee Fee Guidelines. Question: Did Kirkland agree to any variations from, or alternatives to, Kirkland's standard billing arrangements for this engagement? Answer: No. Kirkland and the Debtors have not agreed to any variations from, or alternatives to, Kirkland's standard billing arrangements for this engagement. The rate structure provided by Kirkland is appropriate and is not significantly different from (a) the rates that Kirkland charges for other non-bankruptcy representations or (b) the rates of other comparably skilled professionals. Question: Do any of the Kirkland professionals in this engagement vary their rate based on the geographic location of the Debtors' Chapter 11 cases? Answer: No. The hourly rates used by Kirkland in representing the Debtors are consistent with the rates that Kirkland charges other comparable Chapter 11 clients, regardless of the location of the Chapter 11 case. Question: If Kirkland has represented the Debtors in the 12 months prepetition, disclose Kirkland's billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If Kirkland's billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Answer: Kirkland's current hourly rates for services rendered on behalf of the Debtors range as follows: Billing Category U.S. Range Partners $1,195 - $2,245 Of Counsel $820 - $2,125 Associates $685 - $1,395 Paraprofessionals $295 - $575 Kirkland represented the Debtors from June 1, 2022 to December 31, 2022, before the petition date, using the hourly rates listed below: Billing Category U.S. Range Partners $1,135 - $1,995 Of Counsel $805 - $1,845 Associates $650 - $1,245 Paraprofessionals $265 - $495 Question: Have the Debtors approved Kirkland's budget and staffing plan, and, if so, for what budget period? Answer: Pursuant to the debtor in possession (DIP) Order, professionals proposed to be retained by the Debtors are required to provide weekly estimates of fees and expenses incurred in these Chapter 11 cases. As of the petition date, the Debtors did not owe Kirkland any amounts for legal prepetition services. Christopher Greco, a partner at Kirkland & Ellis LLP and Kirkland & Ellis International, LLP, disclosed in a court filing that the firms are "disinterested persons" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Christopher T. Greco, Esq. Kirkland & Ellis LLP Kirkland & Ellis International, LLP 601 Lexington Avenue New York, NY 10022 Telephone: (212) 446-4800 Facsimile: (212) 446-4900 About Center for Autism and Related Disorders Center for Autism and Related Disorders, LLC provides treatment for individuals diagnosed with autism spectrum disorder (ASD). CARD primarily provides treatments through "center-based services," which are one-to-one ABA sessions for children, teens, and adults that take place at a CARD treatment center rather than at a patient's home. Center for Autism and its debtor-affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 23-90709) on June 11, 2023. At the time of the filing, the Debtors disclosed $50 million to $100 million in assets and $100 million to $500 million in liabilities. Judge David R. Jones oversees the cases. The Debtors tapped Kirkland and Ellis LLP and Kirkland and Ellis International LLP as bankruptcy counse, Jackson Walker LLP as local bankruptcy counsel, Triple P RTS, LLC as restructuring advisor, Livingstone Partners LLC as financial advisor and investment banker, and Stretto, Inc. as claims agent. James Ktsanes, Esq., at Latham & Watkins LLP, and Timothy A. (Tad) Davidson II, Esq., at Hunton Andrews Kurth LLP, serve as counsel to the DIP Lender, Ares Capital Corp. CENTER FOR AUTISM: Taps Livingstone Partners as Investment Banker ----------------------------------------------------------------- Center for Autism and Related Disorders, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Livingstone Partners, LLC as investment banker. The Debtors need an investment banker to assist them in the critical tasks associated with guiding them through these Chapter 11 cases. Livingstone will be compensated as follows: (a) A monthly fee of $30,000; (b) An accomplishment fee based on total consideration upon consummation of a transaction; and (c) reimbursement of certain fees and expenses. Prior to the petition date, Livingstone received payments totaling $120,000.00 in aggregate for services performed and totaling $7,585.12 for expenses incurred. Joseph Greenwood, a partner at Livingstone Partners, 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: Joseph Greenwood Livingstone Partners, LLC 443 North Clark Chicago, IL 60654 Telephone: (312) 670-5900 Email: greenwood@livingstonepartners.com About Center for Autism and Related Disorders Center for Autism and Related Disorders, LLC provides treatment for individuals diagnosed with autism spectrum disorder (ASD). CARD primarily provides treatments through "center-based services," which are one-to-one ABA sessions for children, teens, and adults that take place at a CARD treatment center rather than at a patient's home. Center for Autism and its debtor-affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 23-90709) on June 11, 2023. At the time of the filing, the Debtors disclosed $50 million to $100 million in assets and $100 million to $500 million in liabilities. Judge David R. Jones oversees the cases. The Debtors tapped Kirkland and Ellis LLP and Kirkland and Ellis International LLP as bankruptcy counse, Jackson Walker LLP as local bankruptcy counsel, Triple P RTS, LLC as restructuring advisor, Livingstone Partners LLC as financial advisor and investment banker, and Stretto, Inc. as claims agent. James Ktsanes, Esq., at Latham & Watkins LLP, and Timothy A. (Tad) Davidson II, Esq., at Hunton Andrews Kurth LLP, serve as counsel to the DIP Lender, Ares Capital Corp. CENTER FOR AUTISM: Taps Triple P RTS as Restructuring Advisor ------------------------------------------------------------- Center for Autism and Related Disorders, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Triple P RTS, LLC as restructuring advisor. The firm will render these services: (a) providing Steven Shenker to serve as the Debtors' chief restructuring officer (CRO); (b) providing additional assistance of certain other professionals from the firm; (c) evaluating and/or developing a short-term cash flow model and/or related liquidity management tools for the Debtors for such purpose(s) as the Debtors may require; (d) assisting in the evaluation and/or development of a business plan and / or such other related forecasts and analyses for the Debtors for such purpose(s) as the Debtors may require; (e) evaluating and/or developing debtor in possession (DIP) budgets; (f) evaluating and/or developing near-term cost reduction and cash preservation activities; (g) engaging and negotiating with the Debtors' various constituents; (h) developing and distributing other information that may be required by the Debtors or the constituents; (i) if requested, obtaining, and presenting information required by parties in interest in these Chapter 11 cases; (j) if requested, preparing other business, financial and/or other reporting related to these Chapter 11 cases; and (k) providing the Debtors with assistance on such other matters as may be requested by the Debtors. The hourly rates charged by the firm are as follows: CRO $800 Managing Partner $975 Service Line Leader $925 Senior Advisor $800 - $925 Managing Director $800 - $875 Director $650 - $725 Vice President $525 - $635 Associate $395 - $435 In addition, the firm will seek reimbursement for expenses incurred. Prior to the petition date, the firm received payments totaling $1,799,936.70 in aggregate for services performed and expenses incurred. Steven Shenker, a senior director at Triple P RTS, disclosed in a court filing that his firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Steven Shenker Triple P RTS, LLC 300 North LaSalle, Suite 1420 Chicago, IL 60654 Telephone: (312) 781-7520 About Center for Autism and Related Disorders Center for Autism and Related Disorders, LLC provides treatment for individuals diagnosed with autism spectrum disorder (ASD). CARD primarily provides treatments through "center-based services," which are one-to-one ABA sessions for children, teens, and adults that take place at a CARD treatment center rather than at a patient's home. Center for Autism and its debtor-affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 23-90709) on June 11, 2023. At the time of the filing, the Debtors disclosed $50 million to $100 million in assets and $100 million to $500 million in liabilities. Judge David R. Jones oversees the cases. The Debtors tapped Kirkland and Ellis LLP and Kirkland and Ellis International LLP as bankruptcy counse, Jackson Walker LLP as local bankruptcy counsel, Triple P RTS, LLC as restructuring advisor, Livingstone Partners LLC as financial advisor and investment banker, and Stretto, Inc. as claims agent. James Ktsanes, Esq., at Latham & Watkins LLP, and Timothy A. (Tad) Davidson II, Esq., at Hunton Andrews Kurth LLP, serve as counsel to the DIP Lender, Ares Capital Corp. CENTURYLINK INC: Saratoga Marks $3.8M Loan at 31% Off ----------------------------------------------------- Saratoga Investment Corporation has marked its $3,875,160 loan extended to CenturyLink, Inc to market at $2,660,414 or 69% of the outstanding amount, as of May 31, 2023, according to a disclosure contained in Saratoga's Form 10-Q for the Quarterly Period ended May 31, 2023, filed with the Securities and Exchange Commission. Saratoga IC is a participant in a Term Loan B, (1M USD SOFR+ 2.25%) to CenturyLink, Inc. The loan accrues interest at 7.52% per annum. The loan matures on March 15, 2027. Saratoga Investment Corp is a non-diversified closed end management investment company incorporated in Maryland that has elected to be treated and is regulated as a business development company under the Investment Company Act of 1940, as amended. The Company commenced operations on March 23, 2007 as GSC Investment Corp. and completed the initial public offering on March 28, 2007. The Company has elected, and intends to qualify annually, to be treated for U.S. federal income tax purposes as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. CenturyLink, Inc., headquartered in Monroe, Louisiana, is an integrated communications company that provides an array of communications services to residential, business, governmental and wholesale customers. CHINAH USA: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Chinah USA LLC DBA Chinah DBA Chinah Kitchen DBA Chi-Nah 525 Washington Blvd. Jersey City, NJ 07310 Case No.: 23-11157 Business Description: Chinah USA operates a full-service restaurant business specializing in Chinese food. Chapter 11 Petition Date: July 24, 2023 Court: United States Bankruptcy Court Southern District of New York Judge: Hon. David S. Jones Debtor's Counsel: Erica Aisner, Esq. KIRBY AISNER & CURLEY LLP 700 Post Road Suite 237 Scarsdale, NY 10583 Email: eaisner@kacllp.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Hegel Hei as chief executive officer. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/SJ3VVKY/Chinah_USA_LLC__nysbke-23-11157__0001.0.pdf?mcid=tGE4TAMA COADVANTAGE: Moody's Affirms 'B2' CFR Following Refinancing ----------------------------------------------------------- Moody's Investors Service affirmed AQ Carver Buyer, Inc.'s (d/b/a "CoAdvantage") B2 corporate family rating and B2-PD probability of default rating. Concurrently, Moody's assigned a B2 rating to CoAdvantage's newly proposed senior secured first lien credit facility. The company provides outsourced human resources functions including payroll and related services to small and medium sized businesses. The outlook remains stable. The rating action follows the company's proposed refinancing of its debt structure with the new credit facility comprised of a $550 million term loan due 2029 and an undrawn $50 million revolver due 2028 [1]. As proposed, CoAdvantage will use the proceeds from the new bank credit facility to repay its existing first lien and second lien debt as well as a $26 million seller subordinated note. The proceeds, along with $25 million in cash from CoAdvantage's balance sheet, will also be used to fund an $85 million dividend distribution. Pro forma for this transaction, debt-to-EBITDA will increase by approximately 1x to 5.7x as of March 31, 2023. Upon completion of the refinancing, Moody's will withdraw the ratings on the company's existing rated debt instruments. Affirmations: Issuer: AQ Carver Buyer, Inc. Corporate Family Rating, Affirmed B2 Probability of Default Rating, Affirmed B2-PD Assignments: Issuer: AQ Carver Buyer, Inc. Backed Senior Secured 1st Lien Term Loan, Assigned B2 Backed Senior Secured 1st Lien Revolving Credit Facility, Assigned B2 Outlook Actions: Issuer: AQ Carver Buyer, Inc. Outlook, Remains Stable RATINGS RATIONALE The B2 CFR reflects CoAdvantage's moderately high pro forma debt-to-EBITDA of 5.7x (Moody's adjusted and accounting for the expensing of capitalized software development costs) as of 31 March 2023 as well as small revenue scale relative to Professional Employer Organization ("PEO") industry leaders in a highly competitive market with relatively low barriers to entry. CoAdvantage's exposure to macroeconomic cyclicality with respect to employment trends, historically considerable turnover in the company's core SMB customer base, and substantial revenue concentration in the Southeast United States also pressure its credit profile. Moreover, CoAdvantage's concentrated private equity ownership by Aquiline Capital Partners ("Aquiline") presents corporate governance risks, particularly with respect to aggressive financial strategies. However, the company's credit profile is supported by the attractive long term secular growth prospects of the PEO sector as well as CoAdvantage's recurring revenue business model, which provides good operating predictability. Additionally, CoAdvantage's strong profitability margins and modest capital expenditure budget should fuel healthy free cash flow generation over the next 12-15 months. The B2 ratings assigned to the company's proposed senior secured first lien credit facility are consistent with the company's CFR as this instrument will account for the preponderance of the company's overall debt. As proposed, the new credit facility is expected to provide covenant flexibility that if utilized could negatively impact creditors. Notable terms include: incremental debt capacity up to the greater of $108 million and 100% of consolidated pro forma EBITDA, plus unlimited amounts subject to a maximum 5.0x first lien net leverage ratio (if pari passu secured) or a maximum 5.5x secured net leverage ratio (if junior to the senior secured credit facilities). No portion of the incremental may be incurred with an earlier maturity than the initial term loans. The credit agreement permits the transfer of assets to unrestricted subsidiaries, up to the carve-out capacities, subject to "blocker" provisions which provide that no material intellectual property may be transferred to, or owned by, any unrestricted subsidiary . Non-wholly-owned subsidiaries are not required to provide guarantees; dividends or transfers resulting in partial ownership of subsidiary guarantors could jeopardize guarantees, subject to so-called Chewy protective provisions to be determined. The credit agreement provides some limitations on up-tiering transactions, including the requirement that all affected lenders must consent to any modification to, or execution of, any loan documentation which subordinates (or has the effect of subordinating) the obligations under the credit facilities, or the liens on the collateral securing such obligations, to any other indebtedness or the liens on the collateral securing such indebtedness, subject to exceptions to be set forth. These provisions are based on proposed terms and the final terms of the credit agreement may be materially different. CoAdvantage's good liquidity position is supported by a pro forma cash balance, excluding client funds, of $25 million as of March 31, 2023, and Moody's expectation for annual free cash flow of approximately $15-25 million over the next 12-15 months, excluding the impact of the one-time dividend distribution. Free cash flow should comfortably cover approximately $5.5 million of annual required first lien term loan amortization. The company's liquidity is also bolstered by the new undrawn $50 million revolving credit facility maturing in 2028. While the new term loan is not subject to financial covenants, the revolving credit facility has a springing covenant based on a maximum first lien net leverage, which the company should be comfortably in compliance with over the next 12-15 months. The stable ratings outlook reflects Moody's expectation that CoAdvantage will realize annual organic revenue growth in the mid-single digit percentage range in the coming 12 to 18 months as employers continued outsourcing of payroll and related functions fuels demand for the company's services. Concurrently, Moody's expects debt-to-EBITDA (Moody's adjusted) levels to contract during this period towards 5.2x by the end of 2024. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if CoAdvantage expands revenues and EBITDA to drive improved scale, Moody's expects the company will maintain debt-to-EBITDA below 4x, annual free cash flow to debt is sustained above 10%, and the company adheres to conservative financial strategies. The ratings could be downgraded if CoAdvantage experiences a deterioration in operating performance or adopts more aggressive financial policies, resulting in Debt/EBITDA increasing above 6.5x and annual free cash flow to debt is sustained below 5%. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. Headquartered in Tampa, FL, CoAdvantage, owned by Aquiline, provides outsourced human resource functions, including payroll, benefits acquisition, and regulatory compliance management, primarily to small and mid-sized businesses. In 2023, Moody's expects the company to generate net revenue of approximately $287 million. COMMUNITY HOME: Court Confirms Amended Plan ------------------------------------------- Judge Jamie A. Wilson has entered an order confirming the Third Amended Plan of Community Home Financial Services, Inc. The Court's bench ruling announced in open court on July 11, 2023, and the Court's findings in paragraphs 1-9 of this Final Judgment are incorporated as part of the Court's rulings and to the extent the resolution of the UST's Objection requires an amendment to the Third Amended Plan, it is so amended pursuant to this paragraph. The Trustee will pay to the UST any and all post-confirmation quarterly fees and required by 28 U.S.C. s 1930(a)(6) until the case is closed by the Court. Any modifications of the Third Amended Plan must comply with 11 U.S.C. s 1127. The provisions of the Third Amended Plan and the Final Judgment shall bind the Debtor, the Trustee and each and every creditor, whether or not the claim is impaired under the Third Amended Plan or whether or not the holder of the claim has accepted the Third Amended Plan. As of the date hereof all of the property of the Estate which is transferred to the Edwards Parties shall be free and clear of all claims and interests of other creditors of the Estate, except for the obligations that are imposed or continued in the Third Amended Plan or this Final Judgment, subject to the provisions of paragraph 9 with respect to the objections of the UST as resolved. This Third Amended Plan resolves all matters originally set for trial on March 28-31, 2023, including: (1) the issues remanded in pending adversary proceedings 12-91, 13-104, and 15-80, as set forth in the Order Identifying Issues on Remand and Setting Date for Trial and Deadline for Pretrial Order, (2) the other abated contested matters in the bankruptcy case listed in Exhibit A to the Order Setting Hearing on All Pending Contested Matters; the Trustee's Sale Motion and related Application to Employ National Loan Exchange Inc. filed by the Trustee but not yet set for hearing; and (3) the Application for Super Priority Administrative Expense Claim filed by the Edwards Parties but not yet set for hearing. Distributions to creditors under the Third Amended Plan shall be made in accordance with the Third Amended Plan, as modified by this Final Judgement. All professionals or other entities asserting Professional Fee Claims for services rendered before the Effective Date must file their final fee application no later than 60 days after the Effective Date of the Third Amended Plan. Likewise, the Trustee and all professionals rendering services both before and after the Effective Date must file final fee applications no later than 60 days after the Effective Date of the Third Amended Plan. Any objections to the final fee applications for Professional Fee Claims and Trustee Compensation must be filed no later than 30 days after the filing of the respective final fee application. To avoid any doubt about the Effective Date, the Edwards Parties shall file and serve a Notice of Effective Date of Third Amended Plan notifying all creditors and parties in interest of the Effective Date. All individuals and entities seeking pursuant to Sections 503, 507 or other provisions of the Bankruptcy Code, payment of accounts, debts, fees or reimbursement of expenses from the Estate, on an administrative or priority basis, make application to the Court for award of payment of such claims within 60 days of the Effective Date of this Third Amended Plan, or shall be forever barred. The 14-day stay under Rule 3020(e) is waived so that the Third Amended Plan shall be effective immediately upon entry of this Order. The counsel for the Edwards Parties is directed to serve a copy of this Final Judgment confirming Third Amended Plan upon all creditors and parties-in-interest within 14 days, and to provide an accompanying certificate of service, regarding service of this Final Judgment, to the Clerk of Court. About Community Home Financial Services Community Home Financial Services, Inc., is a specialty finance company providing contractors with financing for their customers. It operated from one central location providing financing through its dealer network throughout 25 states, Alabama, Delaware, and Tennessee. On December 23, 2013, Community Home Financial changed its principal place of business to Panama. Community Home Financial filed a Chapter 11 petition (Bankr. S.D. Miss. Case No. 12-01703) on May 23, 2012, with $44.9 million in total assets and $30.3 million in total liabilities. William D. Dickson, president of Community Home Financial, signed the petition. Judge Edward Ellington presides over the case. The Debtor was first represented by Roy H. Liddell, Esq., and Jonathan Bissette, Esq., at Wells, Marble, & Hurst, PPLC as Chapter 11 counsel. Wells Marble was terminated Nov. 13, 2013. The Debtor later engaged Derek A. Henderson, Esq., in Jackson, Mississippi. In 2013, the Debtor sought to employ David Mullin, Esq., at Mullin Hoard & Brown LLP, as special counsel. On Jan. 9, 2014, Kristina M. Johnson was appointed as Chapter 11 trustee for the Debtor. Jones Walker LLP served as counsel to the trustee, while Stephen Smith, C.P.A., acted as accountant. CONVERGEONE HOLDINGS: $275M Bank Debt Trades at 72% Discount ------------------------------------------------------------ Participations in a syndicated loan under which ConvergeOne Holdings Inc is a borrower were trading in the secondary market around 27.6 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The $275 million facility is a Term loan that is scheduled to mature on January 4, 2027. The amount is fully drawn and outstanding. ConvergeOne Holdings, Inc. operates as a holding company. The Company, through its subsidiaries, provides managed cloud, cyber security, enterprises networking, data center, application and software development, security infrastructure, and hosted collaboration solutions. CPC ACQUISITION: $1.03B Bank Debt Trades at 21% Discount -------------------------------------------------------- Participations in a syndicated loan under which CPC Acquisition Corp is a borrower were trading in the secondary market around 78.9 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The $1.03 billion facility is a Term loan that is scheduled to mature on December 29, 2027. The amount is fully drawn and outstanding. CPC Acquisition Corp is in the chemicals industry. CSC HOLDINGS: Saratoga Marks $483,750 Loan at 16% Off ----------------------------------------------------- Saratoga Investment Corporation has marked its $483,750 loan extended to CSC Holdings LLC (Neptune Finco Corp.) to market at $404,611 or 84% of the outstanding amount, as of May 31, 2023, according to a disclosure contained in Saratoga's Form 10-Q for the Quarterly Period ended May 31, 2023, filed with the Securities and Exchange Commission. Saratoga IC is a participant in a Term Loan B-5, (1M USD LIBOR+ 2.5%) to CSC Holdings LLC (Neptune Finco Corp.). The loan accrues interest at 7.61% per annum. The loan matures on April 15, 2027. Saratoga Investment Corp is a non-diversified closed end management investment company incorporated in Maryland that has elected to be treated and is regulated as a business development company under the Investment Company Act of 1940, as amended. The Company commenced operations on March 23, 2007 as GSC Investment Corp. and completed the initial public offering on March 28, 2007. The Company has elected, and intends to qualify annually, to be treated for U.S. federal income tax purposes as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. CSC Holdings, LLC, provides broadband communications and video services in the United States. It is a wholly owned subsidiary of Cablevision. DAVID'S BRIDAL: Successfully Closes CION Sale Transaction --------------------------------------------------------- David's Bridal, LLC, the nation's leading bridal and special occasion authority, on July 24, 2023, disclosed that it has successfully closed its transaction with CION Investment Corporation (NYSE: CION) ("CION"), a leading publicly listed business development company, for the sale of substantially all of the Company's assets (the "CION Transaction"). Through the CION Transaction, David's Bridal will continue operations at up to 195 stores, preserving 7,000 jobs across the U.S. CION has invested $20 million into the new business to fund future growth and has assumed certain bankruptcy-related liabilities. Additionally, Bank of America will continue to provide financing to enhance the business' financial flexibility through a $50 million revolving credit facility and a $20 million term loan facility. "Today's announcement marks the beginning of David's next era, and with CION's partnership fully solidified, we are excited to continue to serve brides and customers well into the future," said Jim Marcum, Chief Executive Officer of David's Bridal. "We believe that the results of our competitive sale process represent the best outcome for our stakeholders, as it provides us with the time and resources to drive forward in implementing our strategic vision. I would like to thank our valued employees, who we call Dream Makers, for their extraordinary devotion to creating magical moments for our customers. In our 70-year history, we have dressed more than 70 million customers for the best and most memorable moments of their lives, and we expect to be dressing millions more for decades to come." "We believe this transaction to substantially reduce the company's debt burden and store portfolio will enhance the company's ability to benefit from the expected post-COVID rebound in wedding activity and position the company for future success," said Gregg Bresner, CION's President and Chief Investment Officer. Mark Gatto, CION's Co-Chief Executive Officer added, "Our long experience with the operations and management of David's Bridal and our position as a secured lender enabled us to facilitate a consensual bankruptcy exit transaction that we believe provides strong value to the company's employees, vendors, landlords, business partners and customers as well as to our shareholders." Advisors Kirkland & Ellis LLP and Cole Schotz P.C. are serving as legal counsel, Houlihan Lokey Capital, Inc. is serving as investment banker, BRG is serving as financial and restructuring advisor, Osler, Hoskin & Harcourt LLP is serving as Canadian legal counsel, C Street Advisory Group is serving as strategy and communications advisor, and Omni Agent Solutions is serving as claims and noticing agent to David's Bridal. About David's Bridal David's Bridal, based in Conshohocken, Pa., and its affiliated entities are international bridal and special occasion retailers. They sell a broad assortment of bridal gowns, bridesmaid dresses, special occasion dresses and accessories. Then with over 300 stores, David's Bridal, Inc., and its three affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-12635) on Nov. 19, 2018. The Hon. Laurie Selber Silverstein was the case judge. Debevoise & Plimpton LLP served as the Company's legal advisor, Evercore LLC was the financial advisor and AlixPartners LLP was the restructuring advisor. In January 2019, David's Bridal successfully emerged from Chapter 11 bankruptcy and completed its financial restructuring. With 294 stores across the United States, Canada, and United Kingdom, David's Bridal, LLC, f/k/a David's Bridal, Inc., and five affiliates sought Chapter 11 bankruptcy protection (Bankr. D.N.J. Case No. 23-13131) on April 16, 2023, listing $100 million to $500 million in both estimated assets and estimated liabilities. The Hon. Christine M. Gravelle presides over the Debtors' new Chapter 11 cases. Joshua A. Sussberg, P.C., Christopher T. Greco, P.C., Rachael M. Bentley, Esq., and Alexandra Schwarzman, P.C., at Kirkland & Ellis LLP; and Michael D. Sirota, Esq., Felice R. Yudkin, Esq., and Rebecca W. Hollander, Esq., at Cole Schotz P.C., serve as counsel to the Debtors in the new Chapter 11 cases. The Debtors' financial advisor is Berkeley Research Group, LLC; investment banker is Houlihan Lokey Capital, Inc.; liquidation consultant is Gordon Brothers Retail Partners, LLC; and claims and noticing agent is Omni Agent Solutions. DAYBREAK OIL: Needs More Time to File Form 10-Q ----------------------------------------------- Daybreak Oil and Gas, Inc. filed a Form 12b-25 with the Securities and Exchange Commission with respect to its Quarterly Report on Form 10-Q for the period ended May 31, 2023. The Company was unable to file, without unreasonable effort and expense, its Form 10-Q because additional time is needed to prepare and finalize the financial statements and other disclosures in the Report. About Daybreak Oil and Gas Daybreak Oil and Gas, Inc. is an independent crude oil and natural gas company currently engaged in the exploration, development and production of onshore crude oil and natural gas in the United States. The Company is headquartered in Spokane Valley, Washington with an operations office in Friendswood, Texas. Daybreak owns a 3-D seismic survey that encompasses 20,000 acres over 32 square miles with approximately 6,500 acres under lease in the San Joaquin Valley of California. The Company operates production from 20 oil wells in our East Slopes project area in Kern County, California. Daybreak Oil reported a net loss of $398,450 for the 12 months ended Feb. 28, 2022, compared to a net loss of $512,265 for the 12 months ended Feb. 28, 2021. As of Aug. 31, 2022, the Company had $8.56 million in total assets, $3.83 million in total liabilities, and $4.73 million in total stockholders' equity. Houston, Texas-based MaloneBailey, LLP, the Company's auditor since 2006, issued a "going concern" qualification in its report dated June 15, 2022, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. DIAMOND SPORTS: 96% Markdown for Saratoga's $3.3M 2L Loan --------------------------------------------------------- Saratoga Investment Corporation has marked its $3,374,880 loan extended to Diamond Sports Group, LLC to market at $133,578 or 4% of the outstanding amount, as of May 31, 2023, according to a disclosure contained in Saratoga's Form 10-Q for the Quarterly Period ended May 31, 2023, filed with the Securities and Exchange Commission. Saratoga is a participant in a Second Lien Term Loan (1M USD SOFR+ 5.35%) to Diamond Sports Group, LLC. The loan accrues interest at 10.5% per annum. The loan matures on August 24, 2026. As of May 31, 2023, the loan was in default and on non-accrual status, according to Saratoga. Saratoga Investment Corp is a non-diversified closed end management investment company incorporated in Maryland that has elected to be treated and is regulated as a business development company under the Investment Company Act of 1940, as amended. The Company commenced operations on March 23, 2007 as GSC Investment Corp. and completed the initial public offering on March 28, 2007. The Company has elected, and intends to qualify annually, to be treated for U.S. federal income tax purposes as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. About Diamond Sports Group Diamond Sports Group, LLC and its affiliates own and/or operate the Bally Sports Regional Sports Networks, making them the nation's leading provider of local sports programming. DSG's 19 Bally Sports RSNs serve as the home for 42 MLB, NHL, and NBA teams. DSG also holds joint venture interests in Marquee, the home of the Chicago Cubs, and the YES Network, the local destination for the New York Yankees and Brooklyn Nets. The RSNs produce about 4,500 live local professional telecasts each year in addition to a wide variety of locally produced sports events and programs. DSG is an unconsolidated and independently run subsidiary of Sinclair Broadcast Group. Diamond Sports Group and 29 of its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 23-90116) on March 14, 2023. In the petition filed by David F. DeVoe, Jr., as chief financial officer and chief operating officer, Diamond Sports Group listed $1 billion to $10 billion in both assets and liabilities. Judge Christopher M. Lopez oversees the cases. The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP and Porter Hedges, LLP as bankruptcy counsels; Wilmer Cutler Pickering Hale, Dorr, LLP and Quinn Emanuel Urquhart & Sullivan, LLP as special counsels; AlixPartners, LLP as financial advisor; Moelis& Company, LLC and LionTree Advisors, LLC as investment bankers; Deloitte Tax, LLP as tax advisor; Deloitte Financial Advisory Services, LLP as accountant; and Deloitte Consulting, LLP as consultant. Kroll Restructuring Administration, LLC is the claims agent. The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped Akin Gump Strauss Hauer& Feld LLP as counsel; FTI Consulting, Inc. as financial advisor; and Houlihan Lokey Capital, Inc. as investment banker. DIAMOND SPORTS: Saratoga Marks $342,343 Loan at 25% Off ------------------------------------------------------- Saratoga Investment Corporation has marked its $342,343 loan extended to Diamond Sports Group, LLC to market at $257,329 or 75% of the outstanding amount, as of May 31, 2023, according to a disclosure contained in Saratoga's Form 10-Q for the Quarterly Period ended May 31, 2023, filed with the Securities and Exchange Commission. Saratoga is a participant in a First Priority Term Loan (6M USD SOFR+ 8%, 1% Floor) to Diamond Sports Group, LLC. The loan accrues interest at 13.06% per annum. The loan matures on May 25, 2026. As of May 31, 2023, the loan was in default and on non-accrual status, according to Saratoga. Saratoga Investment Corp is a non-diversified closed end management investment company incorporated in Maryland that has elected to be treated and is regulated as a business development company under the Investment Company Act of 1940, as amended. The Company commenced operations on March 23, 2007 as GSC Investment Corp. and completed the initial public offering on March 28, 2007. The Company has elected, and intends to qualify annually, to be treated for U.S. federal income tax purposes as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. About Diamond Sports Group Diamond Sports Group, LLC and its affiliates own and/or operate the Bally Sports Regional Sports Networks, making them the nation's leading provider of local sports programming. DSG's 19 Bally Sports RSNs serve as the home for 42 MLB, NHL, and NBA teams. DSG also holds joint venture interests in Marquee, the home of the Chicago Cubs, and the YES Network, the local destination for the New York Yankees and Brooklyn Nets. The RSNs produce about 4,500 live local professional telecasts each year in addition to a wide variety of locally produced sports events and programs. DSG is an unconsolidated and independently run subsidiary of Sinclair Broadcast Group. Diamond Sports Group and 29 of its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 23-90116) on March 14, 2023. In the petition filed by David F. DeVoe, Jr., as chief financial officer and chief operating officer, Diamond Sports Group listed $1 billion to $10 billion in both assets and liabilities. Judge Christopher M. Lopez oversees the cases. The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP and Porter Hedges, LLP as bankruptcy counsels; Wilmer Cutler Pickering Hale, Dorr, LLP and Quinn Emanuel Urquhart & Sullivan, LLP as special counsels; AlixPartners, LLP as financial advisor; Moelis& Company, LLC and LionTree Advisors, LLC as investment bankers; Deloitte Tax, LLP as tax advisor; Deloitte Financial Advisory Services, LLP as accountant; and Deloitte Consulting, LLP as consultant. Kroll Restructuring Administration, LLC is the claims agent. The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped Akin Gump Strauss Hauer& Feld LLP as counsel; FTI Consulting, Inc. as financial advisor; and Houlihan Lokey Capital, Inc. as investment banker. DIOCESE OF NEW ORLEANS: Committee Seeks to Hire Actuarial Advisor ----------------------------------------------------------------- The official committee of unsecured creditors of The Roman Catholic Church of the Archdiocese of New Orleans seeks approval from the U.S. Bankruptcy Court for the Eastern District of Louisiana to employ Actuarial Value, LLC as actuarial advisor. The firm's services include: a. assisting the committee in connection with actuarial analysis and issues concerning the Debtor's pension and Other Post-Employment Benefit (OPEB) plans; b. attending meetings and assisting discussions among the Debtor, the committee, the U.S. trustee, and other parties involved in the Debtor's Chapter 11 case and their professionals that relate to pension and OPEB issues; c. advising the committee in connection with actuarial aspects of the pension and OPEB issues in connection with the mediation; and d. assisting in the review or preparation of information and actuarial analyses pertaining to pension and OPEB issues relevant to the confirmation of a Chapter 11 plan. The firm will be paid at these rates: Robert T. Campbell $750 per hour Sean Patrick Spencer $300 per hour Robert Campbell, a partner at Actuarial Value, 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: Robert T. Campbell Actuarial Value, LLC 151 Tamarack Lane Rockford, MI 49341 Tel: (616) 340-0756 About The Roman Catholic Church of the Archdiocese of New Orleans The Roman Catholic Church of the Archdiocese of New Orleans -- https://www.nolacatholic.org/ -- is a non-profit religious corporation incorporated under the laws of the State of Louisiana. Created as a diocese in 1793, and established as an archdiocese in 1850, the Archdiocese of New Orleans has educated hundreds of thousands in its schools, provided religious services to its churches and provided charitable assistance to individuals in need, including those affected by hurricanes, floods, natural disasters, war, civil unrest, plagues, epidemics, and illness. Currently, the archdiocese's geographic footprint occupies over 4,200 square miles in southeast Louisiana and includes eight civil parishes: Jefferson, Orleans, Plaquemines, St. Bernard, St. Charles, St. John the Baptist, St. Tammany, and Washington. The Roman Catholic Church for the Archdiocese of New Orleans sought Chapter 11 protection (Bankr. E.D. La. Case No. 20-10846) on May 1, 2020. The archdiocese was estimated to have $100 million to $500 million in assets and liabilities as of the bankruptcy filing. Judge Meredith S. Grabill oversees the case. Jones Walker, LLP and Blank Rome, LLP, serve as the archdiocese's bankruptcy counsel and special counsel, respectively. Donlin, Recano & Company, Inc., is the claims agent. The U.S. Trustee for Region 5 appointed an official committee of unsecured creditors on May 20, 2020. The committee is represented by the law firms of Pachulski Stang Ziehl & Jones, LLP and Locke Lord, LLP. Berkeley Research Group, LLC is the committee's financial advisor. EMD SERVICES: Seeks to Hire Modestas Law Offices as Counsel ----------------------------------------------------------- EMD Services, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Illinois to employ Modestas Law Offices, PC as its bankruptcy counsel. The firm will render these services: (a) negotiate with creditors; (b) prepare a plan and financial statements; (c) examine and resolve claims filed against the estate; (d) prepare pleadings filed in the case; (e) interact with the trustee in this case; (f) attend at court hearings; and (g) otherwise represent the Debtor in matters before the court. Saulius Modestas, Esq., the primary attorney in this representation, will be paid at his hourly rate of $475. Mr. Modestas 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: Saulius Modestas, Esq. Modestas Law Offices, PC 401 S. Frontage Road, Ste. C Burr Ridge, IL 60527 Telephone: (312) 251-4460 Email: smodestas@modestaslaw.com About EMD Services EMD Services, Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-06798) on May 23, 2023, with as much as $50,000 in both assets and liabilities. Ken Novak has been appointed as Subchapter V trustee. Saulius Modestas, Esq., at Modestas Law Offices, PC is the Debtor's legal counsel. EMERALD ELECTRICAL: Seeks to Hire Smart Business Accounting ----------------------------------------------------------- Emerald Electrical Consultants, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Smart Business Accounting, LLC as accountant. The Debtor needs an accountant to prepare and submit, through the appropriate agencies, all paperwork, applications, forms, and materials, associated with the retention of the Employee Retention Credit (ERC) made available under the Coronavirus Aid, Relief, and Economic Security Act. The firm will be paid 20 percent of all ERC amounts recovered by the Debtor. Donald Lawson, president at Smart Business Accounting, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Donald W. Lawson Smart Business Accounting, LLC 6704 Watermour Way Knoxville, TN 37912 About Emerald Electrical Consultants Emerald Electrical Consultants, LLC specializes in substation construction, related technical services, and consulting across the United States, with a focused presence in the southeastern and central regions of the country. The company is based in Cumming, Ga. Emerald Electrical Consultants sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-20913) on Sept. 15, 2022, with $1 million to $10 million in both assets and liabilities. Lindy Truitt, president and chief executive officer of Emerald Electrical Consultants, signed the petition. Judge James R. Sacca oversees the case. The Debtor tapped Benjamin Keck, Esq., at Keck Legal, LLC as bankruptcy counsel; Brett Wagner, P.C. as special counsel; and Hoover Slovacek, LLP as appellate counsel. EMERALD ELECTRICAL: Unsecureds Owed $1.9M to Get Proceeds Generated ------------------------------------------------------------------- Emerald Electrical Consultants, LLC, submitted a Plan of Reorganization and a Disclosure Statement. The Debtor is an electrical engineering and construction company that specializes in in electrical substation construction, related technical services, and consulting across the United States, with a focused presence in the southeastern and central regions of the country. Under the Plan, Class 3 General Unsecured Claims are impaired. The Debtor estimates, based on its schedules and proofs of claims that have been filed that there will be approximately $516,634 in allowed General Unsecured Claims, which includes the estimated deficiency claim of Kubota, and accounts for likely claim objections and assumes that all such objections are unopposed or sustained. Currently, it appears that if there were no amendments to the Debtor's schedules and no claims objections filed or sustained, the total amount of general unsecured claims would be $1,962,350. The Debtor anticipates that the proceeds generated from receipt of its anticipated ERC Tax Credit and currently unresolved legal claims, which are pending adjudication as explained in more detail below, should satisfy General Unsecured Claims in full. Assuming that anticipated recoveries are achieved in the pending litigation matters and the Debtor's planned claims objections are not opposed or are sustained, the Debtor projects that creditors with allowed General Unsecured Claims would ultimately receive a total recovery of 100% of their allowed claim amounts. However, litigation is inherently unpredictable, and the actual recoveries and distributions to General Unsecured Claims cannot be predicted with any certainty. The distributions contemplated by the Plan will be funded by cash on hand, as well as the sales proceeds generated by the liquidation of the Debtor's remaining assets (which consist of the First US Bank Assets and Kubota Assets), in addition to the liquidation and disbursement of the Debtor's contingent and unliquidated assets and claims. Counsel for the Debtor: Benjamin R. Keck, Esq. Craig A. Cooper, Esq. KECK LEGAL, LLC 2566 Shallowford Road, Suite 104-252 Atlanta, GA 30345 Tel: (470) 826-6020 E-mail: bkeck@kecklegal.com ccooper@kecklegal.com A copy of the Disclosure Statement dated July 12, 2023, is available at https://tinyurl.ph/zZzbi from PacerMonitor.com. About Emerald Electrical Consultants Emerald Electrical Consultants LLC specializes in substation construction, related technical services, and consulting across the United States, with a focused presence in the southeastern and central regions of the country. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-20913) on September 15, 2022. In the petition signed by Lindy Truitt, president and CEO, the Debtor disclosed up to $10 million in both assets and liabilities. Judge James R. Sacca oversees the case. Benjamin Keck, Esq., at Keck Legal, LLC, is the Debtor's counsel. ENDO PARENT: $156M Bank Debt Trades at 25% Discount --------------------------------------------------- Participations in a syndicated loan under which Endo Parent Inc is a borrower were trading in the secondary market around 75.4 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The $156.3 million facility is a Term loan that is scheduled to mature on August 18, 2023. The amount is fully drawn and outstanding. Endo Parent, Inc. operates healthcare facilities. ENERGIZER HOLDINGS: S&P Alters Outlook to Stable, Affirms 'B+' ICR ------------------------------------------------------------------ S&P Global Ratings revised its outlook on U.S.-based Energizer Holdings Inc. to stable from negative. At the same time, S&P affirmed all its ratings on the company, including its 'B+' issuer credit rating, 'BB' senior secured debt rating, and 'B' senior unsecured debt rating (the recovery ratings on the debt remain at '1' and '5', respectively). S&P revised its rounded recovery estimate on the senior secured debt to 95% from 90%, reflecting the lower debt claims outstanding in a default scenario following partial prepayment of the term loan. S&P said, "The stable outlook reflects our expectation for generally steady sales and profit growth over the next year despite sustained high costs. We further expect the company will continue to generate satisfactory free operating cash flow (FOCF), which will be directed primarily to debt reduction instead of share repurchases and acquisitions, resulting in leverage improving to the mid-5x range over the next 12 months. "We affirmed our ratings because the company's profits continue to recover from high inflation." Energizer's S&P Global Ratings-adjusted EBITDA grew by about 7% despite reported revenue declining by about 5% for the first six months of fiscal 2023. In particular, gross margins expanded over 200 basis points (bps) for the same period. Organic volumes declined 11.5% over the same period while prices increased by 11%. Volume declines were driven by higher pricing, difficult year-over-year comparisons, weaker demand, and exit from lower-margin businesses. Energizer expects auto care volumes to stay weak for the remainder of the fiscal year compared to the same period last year due to tougher comparisons. Also, the company expects battery volumes will increase in the fourth quarter. S&P said, "We expect the company will hold its solid market share position in batteries even in a weaker macroeconomic environment, despite private-label competition and potentially higher promotional activity, given its portfolio of battery brands. Further, we expect EBITDA margins will continue to recover as price increases outpace inflation and savings from its cost-optimization initiatives (Project Momentum) materialize." Energizer continues to demonstrate a commitment to debt repayment consistent with our ratings. In addition to maintaining a public commitment to reducing leverage, the company has repaid about $150 million of debt through the first six months of fiscal 2023 via discretionary cash flow (DCF). This has enabled it to deleverage close to 6x (6.1x for the trailing 12 months ended March 31, 2023, compared with 6.5x a year earlier) despite margin pressure from supply chain disruptions and input cost inflation. S&P said, "We expect the company will continue to generate healthy DCF over the next couple of years, supported by improving profitability and working capital management. We also expect Energizer will deleverage below our 6x downgrade trigger to the mid-5x area over the next 12 months. The company targets FOCF generation of about 10%-12% of net sales and expects to reduce leverage by about 0.5x annually. Our rating assumes Energizer will not engage in any material acquisitions or share repurchases that could derail its deleveraging progress." S&P assumes Energizer will mitigate potential supply chain volatility and input cost inflation. S&P said, "While we do not expect these pressures to completely abate in the near term, especially the high cost of energy and certain commodities, we expect the company will continue taking measures to mitigate their impacts. We understand that Energizer is locked into a majority of its input costs for the rest of the fiscal year and therefore will likely meet our profit and cash flow expectations assuming our demand forecast holds. "The stable outlook reflects our expectation for generally steady sales and profit growth over the next couple of years despite sustained high costs. We further expect the company will continue to generate satisfactory FOCF, which will be directed primarily to debt reduction as opposed to share repurchases and acquisitions, resulting in leverage improving to the mid-5x range over the next 12 months." S&P could lower the ratings if Energizer sustains leverage of about 6x or above, which could occur if: -- Profitability deteriorates because the company cannot manage higher input and transportation costs, competition from branded or private-label players escalates, there are supply chain disruptions, or demand for batteries declines as consumers alter purchasing behavior. -- The company aggressively repurchases shares or pursues material acquisitions. S&P could raise the rating if: -- Inflationary pressures subside and S&P believes the company will reduce and sustain S&P Global Ratings-adjusted leverage at 5x or below, which would require its belief that management will maintain financial policies commensurate with the higher rating. -- Consumption trends for the company's products remain healthy. ESG credit indicators: E-2; S-2; G-2 ENVISION HEALTHCARE: $2.20B Bank Debt Trades at 75% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Envision Healthcare Corp is a borrower were trading in the secondary market around 24.9 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The $2.20 billion facility is a Term loan that is scheduled to mature on March 31, 2027. The amount is fully drawn and outstanding. Envision Healthcare Corporation provides health care services. The Hospital offers surgery, pharmacy, medical imaging, emergency care, and other related health care services. Envision Healthcare serves patients in the United States. ENVISION HEALTHCARE: 99% Markdown for Saratoga's $4.7M Loan ----------------------------------------------------------- Saratoga Investment Corporation has marked its $4,766,742 loan extended to Envision Healthcare Corporation to market at $29,792 or 1% of the outstanding amount, as of May 31, 2023, according to a disclosure contained in Saratoga's Form 10-Q for the Quarterly Period ended May 31, 2023, filed with the Securities and Exchange Commission. Saratoga is a participant in a Term Loan B (3M USD LIBOR+ 3.75%) to Envision Healthcare Corporation. The loan accrues interest at 8.91% per annum. The loan matures on October 10, 2025. Saratoga Investment Corp is a non-diversified closed end management investment company incorporated in Maryland that has elected to be treated and is regulated as a business development company under the Investment Company Act of 1940, as amended. The Company commenced operations on March 23, 2007 as GSC Investment Corp. and completed the initial public offering on March 28, 2007. The Company has elected, and intends to qualify annually, to be treated for U.S. federal income tax purposes as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. Envision Healthcare Corporation provides health care services. The Hospital offers surgery, pharmacy, medical imaging, emergency care, and other related health care services. Envision Healthcare serves patients in the United States. EXELA TECHNOLOGIES: S&P Lowers ICR to 'SD' on Subpar Debt Exchange ------------------------------------------------------------------ S&P Global Ratings lowered its issuer credit rating on Exela Technologies Inc. to 'SD' (selective default) from 'CC'. At the same time, S&P lowered its issue-level rating on the company's senior secured debt to 'D' from 'CC'. On July 11, 2023, Exela executed the final settlement of its debt exchange, which included issuing $1,082 million of new senior secured notes due 2026 by its subsidiary Exela Intermediate LLC in exchange for its previous senior secured notes due 2026, its term loan due 2023, and its senior notes due 2023. S&P said, "We lowered our ratings on Exela following the completion of its subpar debt exchange. The company executed the final settlement of its exchange offer, which we view as distressed and tantamount to a default because its lenders received less than they were originally promised. Participating noteholders received $800 of new notes for every $1,000 of the principal amount of old notes tendered. In addition, the new noteholders received payment-in-kind (PIK) interest for the interest payment due in July 2023. Exela will pay at least 50% of the 2024 interest payments with cash and will pay the remainder in cash to the extent it has at least $15 million of unrestricted cash pro forma for the payment. Otherwise, the company will pay the remaining portion in kind. Approximately $24 million (about 2%) of the old notes were not tendered and remain outstanding. "We plan to reevaluate our issuer credit rating in the near term to reflect the company's new capital structure and liquidity position. Importantly, the company satisfied all its 2023 debt maturities, so there are no material debt maturities until 2026. The exchange will also save the company $30 million or more in cash interest annually. Our review will focus on the long-term viability of Exela's capital structure, its recent performance, and our forward-looking opinion of its creditworthiness." EYECARE PARTNERS: $300M Bank Debt Trades at 41% Discount -------------------------------------------------------- Participations in a syndicated loan under which Eyecare Partners LLC is a borrower were trading in the secondary market around 59.5 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The $300 million facility is a Term loan that is scheduled to mature on November 15, 2029. The amount is fully drawn and outstanding. EyeCare Partners, LLC, headquartered in St. Louis, Missouri, is a medically focused eye care services provider. EyeCare Partners is vertically integrated, providing optometry, ophthalmology and retail products EYECARE PARTNERS: Saratoga Marks $1.9M Loan at 23% Off ------------------------------------------------------ Saratoga Investment Corporation has marked its $1,943,111 loan extended to EyeCare Partners, LLC to market at $1,505,911 or 77% of the outstanding amount, as of May 31, 2023, according to a disclosure contained in Saratoga's Form 10-Q for the Quarterly Period ended May 31, 2023, filed with the Securities and Exchange Commission. Saratoga is a participant in a Term Loan (1M USD LIBOR+ 3.75%) to EyeCare Partners, LLC. The loan accrues interest at 8.9% per annum. The loan matures on February 18, 2027. Saratoga Investment Corp is a non-diversified closed end management investment company incorporated in Maryland that has elected to be treated and is regulated as a business development company under the Investment Company Act of 1940, as amended. The Company commenced operations on March 23, 2007 as GSC Investment Corp. and completed the initial public offering on March 28, 2007. The Company has elected, and intends to qualify annually, to be treated for U.S. federal income tax purposes as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. EyeCare Partners, LLC, headquartered in St. Louis, Missouri, is a medically focused eye care services provider. EyeCare Partners is vertically integrated, providing optometry, ophthalmology and retail products. F&G ANNUITIES: Moody's Upgrades LongTerm Issuer Ratings to Ba1 -------------------------------------------------------------- Moody's Investors Service has upgraded the LT issuer ratings of F&G Annuities & Life, Inc. (NYSE:FG; F&G) to Ba1 from Ba2 and the insurance financial strength (IFS) ratings of its insurance subsidiaries, Fidelity & Guaranty Life Insurance Company (FGLIC) and F&G Life Re Ltd, to A3 from Baa1. The outlook on F&G is changed to stable from positive. RATINGS RATIONALE According to Moody's, the upgrade of F&G's ratings and the stable outlook reflects the expansion of its product suite and its distribution channels which has led to sales growth following its June 2020 acquisition by Fidelity National Financial, Inc (FNF; Baa2 stable). FNF has provided additional financial flexibility and capital to support F&G's strategic growth plans. While F&G's primary distribution channel has been via independent marketing organizations (IMOs), the company has expanded its broker/dealer channel and established bank distribution relationships with the help of FNF and ratings upgrades. Fidelity & Guaranty Life Insurance Company, the primary insurance operating entity has been able to balance the healthy growth of its fixed indexed annuities (FIA) business, while expanding its footprint in the indexed universal life (IUL) insurance market and entering the institutional marketplace, including pension risk transfer (PRT) deals and funding agreement backed notes (FABN) offerings. FGLIC's A3 IFS rating reflects one notch of implicit parental support relative to its Baa1 standalone credit profile. These strengths are offset by the concentration in FIAs, the company's relatively small size in a consolidating industry, and above average risk in its investment portfolio. However, F&G has leveraged the expertise of Blackstone Inc. that has allowed it to enhance its risk-adjusted investment yields and maintain net investment spreads and achieve product pricing returns. CF Bermuda Holdings Limited's Baa3 long-term issuer rating is the standard three notches lower than the A3 IFS rating of the insurance operating entities. The Ba1 issuer rating of F&G Annuities & Life, Inc. is one notch lower than the Baa3 long-term issuer rating of CF Bermuda Holdings Limited reflecting structural subordination. The Baa2 backed senior unsecured debt rating of Fidelity & Guaranty Life Holdings, Inc. (FGLH) reflects the credit profile of its operating entities, implicit parental support and the guarantee provided by FNF. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's said that the following could lead to an upgrade of F&G's ratings: 1) sustained strong capital generation and cash flow from the life operating entities; 2) more balanced growth in profitably priced new FIA business and life insurance; and 3) an upgrade of FNF's debt ratings. Conversely, the following factors could result in a downgrade of F&G's ratings: 1) increased investment risk from more aggressive asset allocations; 2) adjusted financial leverage above 25%; 3) sustained statutory return on capital less than 6%; 4) significant use of reinsurance to finance growth; 5) more aggressive capital actions or the NAIC RBC ratio (company action level) declining below 400%; or 6) a downgrade of FNF's debt ratings. LIST OF AFFECTED RATINGS Issuer: F&G Annuities & Life, Inc. Outlook Actions: Outlook, Changed to stable from positive Upgrades: LT Issuer rating (Local Currency), Upgraded to Ba1 from Ba2 Issuer: CF Bermuda Holdings Limited Outlook Actions: Outlook, Changed to stable from positive Upgrades: LT Issuer rating (Local Currency), Upgraded to Baa3 from Ba1 Issuer: Fidelity & Guaranty Life Holdings, Inc. Outlook Actions: Outlook, Remains stable Affirmations: BACKED Senior Unsecured (Local Currency), Affirmed Baa2 Issuer: Fidelity & Guaranty Life Insurance Company Outlook Actions: Outlook, Changed to stable from positive Upgrades: Insurance Financial Strength, Upgraded to A3 from Baa1 Issuer: F&G Life Re Ltd Outlook Actions: Outlook, Changed to stable from positive Upgrades: Insurance Financial Strength (Local Currency), Upgraded to A3 from Baa1 PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Life Insurers Methodology published in January 2023. F&G Annuities & Life, Inc. is an insurance holding company headquartered in Delaware. As of March 31, 2023, F&G Annuities & Life, Inc. reported total assets of about $59 billion and shareholders' equity of approximately $2.5 billion. FAIRPORT BAPTIST: PCO Says Patient Care Remains Stable ------------------------------------------------------ Eric Huebscher, the court-appointed patient care ombudsman, filed a seventh report regarding the quality of patient care provided at the nursing home operated by Fairport Baptist Homes and its affiliates. In his report, which covers the period from May 8 to July 7, 2023, the PCO visited the site once. During the visit, the PCO met with key employees and toured the facility. The PCO continued with bi-weekly phone calls with Fairport's senior leadership. During these calls, Fairport informed the PCO of any material changes which may have had an impact on patient care. The PCO has been updated, for the most part, on the sale and financing process by both the seller and the buyer's representative. The PCO noted that the Fairport continued to maintain stable and uninterrupted health services to its residents. The resident census has materially increased. Further, Fairport's decision to explore expanding services will inure to the benefit of the residents and surrounding community. As of this report date, patient care has not been compromised and remains stable. A copy of the seventh PCO report is available for free at https://urlcurt.com/u?l=G0F7cf from PacerMonitor.com. About Fairport Baptist Homes Fairport Baptist Homes and its affiliates, Fairport Baptist Homes Adult Care Facility, Inc., FBH Community Ministries and FBH Distinctive Living Communities, Inc., operate skilled nursing care facilities. Fairport Baptist Homes owns a New York-licensed 142-bed residential health care facility at the FBH campus in Fairport, N.Y., and 42 independent living units known as Deland Acres. On May 6, 2022, Fairport Baptist Homes and its affiliates sought Chapter 11 bankruptcy protection (Bankr. W.D.N.Y. Lead Case No. 22-20220). In the petition filed by Fairport President Thomas H. Poelma, Fairport Baptist Homes listed $1 million to $10 million in assets and $10 million to $50 million in liabilities. The Debtors tapped John A. Mueller, Esq., at Lippes Mathias, LLP as bankruptcy counsel and Pullano & Farrow, PLLC as special counsel. Epiq Corporate Restructuring, LLC is the claims and noticing agent. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases on June 2, 2022. Dentons US, LLP and ToneyKorf Partners, LLC serve as the committee's legal counsel and financial advisor, respectively. Eric M. Huebscher, the patient care ombudsman appointed in the Debtors' cases, is represented by Kelly C. Griffith, Esq., at Harris Beach, PLLC. FOURTEEN DAVISON: Says Rental, Cash Infusion to Pay Off Claims -------------------------------------------------------------- Fourteen Davison Plaza Associates, PLLC, submitted a Plan of Reorganization and a Disclosure Statement. The Debtor is a limited liability corporation owning a two-family unit located at 14 Davison Plaza, East Rockaway, New York. It has continued in the operation and management of its business. The Debtor has both units rented and is receiving $3000 a month in rent. The Plan will be effectuated from the rental income received from the 2 units and by contribution as necessary by the Managing Member, Shannon Gerardi. The Managing Member operates Seamless by Advanced Inc. and believes he will have sufficient income to meet the obligations set forth in the Plan. The initial distributions and lump sum payments will come from the Managing Members personal accounts. Class 1 Secured Claims is comprised of Ocean Financial Credit Union's $309,129 claim, and L&L Associates Holding Corp.'s $40,333 claim. Ocean Financial holds a judgment of foreclosure and sale secured by the property located at 14 Davison Plaza, East Rockway, New York. Ocean Financial will be paid a lump sum payment of $100,000 within 30 days of the Effective Date of the Plan, and then $4,100 per month in 60 equal consecutive monthly payments with interest at 9%. L&L will be paid 100% of its allowed claims in 60 equal consecutive monthly payments. For Class 2 General Unsecured Claims, there is one general unsecured claim filed by the IRS in the amount of $23,340 for estimated taxes. The Debtor is in the process of filing the tax returns. The Debtor intends to object to this claim if it is not amended by the IRS. This claim will be paid 100% of the allowed claim within 30 days. Attorneys for the Debtor: Heath S. Berger, Esq. BERGER, FISCHOFF, SHUMER, WEXLER & GOODMAN, LLP 6901 Jericho Turnpike, Suite 230 Syosset, NY 11791 Tel: (516) 747-1136 E-mail: hberger@bfslawfirm.com A copy of the Disclosure Statement dated July 14, 2023, is available at https://tinyurl.ph/Ptvbi from PacerMonitor.com. About Fourteen Davison Plaza Associates Fourteen Davison Plaza Associates, LLC filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 23-70184) on Jan. 18, 2023, with as much as $1 million in both assets and liabilities. Judge Louis A. Scarcella oversees the case. The Debtor is represented by Heath S. Berger, Esq., at Berger Fischoff Shumer Wexler & Goodman, LLP. FRONTIER COMMUNICATIONS: Moody's Affirms 'B3' CFR, Outlook Stable ----------------------------------------------------------------- Moody's Investors Service affirmed Frontier Communications Holdings, LLC's B3 Corporate Family Rating, B3 on its first lien notes and bank facility, and Caa2 on its second lien notes following the announcement that Frontier is raising $1.05 billion in securitized debt. Moody's also assigned an SGL-2 Speculative Grade Liquidity Rating to Frontier. The outlook is stable. The proceeds from the proposed debt offering will be used to fund capex for the company's fiber builds and defease existing southwest debentures, as well as pay transaction fees and expenses. Following this transaction, Frontier will have mostly funded its fiber build plan to have 10 million fiber passings by 2026. Assuming total capital raise of $1.05 billion, pro forma for the transaction Moody's projects Frontier's total debt-to-EBITDA (inclusive of Moody's adjustments) will be 6.0x at year-end 2023. "The proposed financing increases Frontier's financial and operating flexibility by pre-funding most of the required capex to build out up to 10 million fiber passings. With this financing, the company mitigates the risk of accessing capital markets and ensures Frontier's suppliers and counterparties have visibility regarding funding availability," said Emile El Nems, VP – Senior Credit Officer at Moody's. "At the same time, this financing comes at the expense of having higher gross leverage." Assignments: Issuer: Frontier Communications Holdings, LLC Speculative Grade Liquidity Rating, Assigned SGL-2 Affirmations: Issuer: Frontier Communications Holdings, LLC Corporate Family Rating, Affirmed B3 Probability of Default Rating, Affirmed B3-PD Senior Secured First Lien Bank Credit Facility, Affirmed B3 Senior Secured First Lien Regular Bond/Debenture, Affirmed B3 Senior Secured Second Lien Regular Bond/Debenture, Affirmed Caa2 Outlook Actions: Issuer: Frontier Communications Holdings, LLC Outlook, Remains Stable RATINGS RATIONALE Frontier's B3 CFR reflects the company's high leverage, declining revenue and EBITDA, sizable capex program and elevated execution risks associated with the company's on-going plans to modernize and transform its legacy network to fiber. Over the next three years, Frontier aims to increase its expected fiber passings to 10 million from around 5.5 million at March 31, 2023. In addition, Moody's opinion considers the competitive intensity in the telecommunications services industry. Across most of the company's footprint, Frontier competes against well entrenched cable operators, wireless competitors, and to a lesser degree overbuilders. At the same time the rating takes into consideration the company's preliminary success in expanding its fiber footprint, increasing fiber penetration, recapturing market share, shoring up liquidity, and enhancing its financial flexibility with no debt maturing until 2027. Moody's expects Frontier to maintain good liquidity over the next 12-18 months. Frontier's liquidity position is supported by around $2.03 billion in expected cash and short-term investments, and a $900 million revolving credit facility, under which (at March 31, 2023) $664 million remained available due to $236 million in letters of credit. The $900 million Revolving Facility will be available on a revolving basis until April 30, 2025 and with respect to certain lenders currently representing $850 million, the maturity date of the revolving facility will be the earliest of (a) April 30, 2028, (b) 91 days prior to the maturity date of the term loan facility (due October 8, 2027), (c) unless such notes have been repaid and/or redeemed in full, the date that is 91 days prior to the stated maturity date of the 5.875% first lien notes due October 15, 2027, and (d) unless such notes have been repaid and/or redeemed in full, the date that is 91 days prior to the stated maturity date of the 5.0% first lien notes due May 1, 2028. The revolving credit facility is governed by a maximum total first lien debt-to-EBITDA ratio of 3.5x, with step-downs to 3.25x in 2026; and 3.0x, in 2027 and continuing thereafter. Frontier's ESG Credit Impact Score is (CIS-4). The score reflects an aggressive financial policy, negative social trends that the company is experiencing in its legacy business, and cyber security risk exposure given the company's collection of sensitive consumer data. Like other wireline telecommunications companies Frontier may have exposure to unknown consequences of lead-sheathed cables. The stable outlook reflects Moody's expectations that Frontier will maintain good liquidity and improve operating metrics by demonstrating steady growth in fiber broadband net adds, achieving higher penetration (on a like for like basis), and delivering solid EBITDA margins. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS An upgrade of Frontier's CFR could occur if the company's adjusted debt/EBITDA (inclusive of Moody's adjustments) is below 5.5x for a sustained period of time, or free cash flow-to-debt approaches mid-single digits, the company's operating performance improves, and the company maintains good liquidity. The rating could be downgraded if the company's adjusted debt/EBITDA (inclusive of Moody's adjustments) is above 6.5x for a sustained period of time, or the company's liquidity deteriorates, or its growth strategy materially stalls. Headquartered in Norwalk, CT, Frontier Communications Parent, Inc. (parent), is an Incumbent Local Exchange Carrier (ILEC) and is considered the fourth largest wireline telecommunications company in the US, with 15.4 million passings (with 9.9 million copper and 5.5 million fiber). The principal methodology used in these ratings was Telecommunications Services Providers published in September 2022. GOOD HANDS MEDICAL: Jarrod Martin Named Subchapter V Trustee ------------------------------------------------------------ The U.S. Trustee for Region 7 appointed Jarrod Martin, Esq., a practicing attorney in Houston, as Subchapter V trustee for Good Hands Medical Transportation, LLC. Mr. Martin will be paid an hourly fee of $550 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Martin declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Jarrod B. Martin, Esq. 1200 Smith Street, Suite 1400 Houston, TX 77002 Phone: 713-356-1280 Email: JBM.Trustee@chamberlainlaw.com About Good Hands Medical Good Hands Medical Transportation, LLC provides non-emergency medical transportation in Houston, Texas. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Case No. 23-32634) on July 13, 2023, with $166,380 in assets and $2,326,632 in liabilities. Hazem Anwar Bataineh, owner and director, signed the petition. Judge Eduardo V. Rodriguez oversees the case. Robert C. Lane, Esq., at The Lane Law Firm is the Debtor's legal counsel. HATCH AND COMPANY: Case Summary & Six Unsecured Creditors --------------------------------------------------------- Debtor: Hatch and Company, Inc. DBA Georgia Tree Company 1695 Noble Drive NE Atlanta, GA 30306-3141 Case No.: 23-56969 Chapter 11 Petition Date: July 24, 2023 Court: United States Bankruptcy Court Northern District of Georgia Judge: Hon. Lisa Ritchey Craig Debtor's Counsel: Paul Reece Marr, Esq. PAUL REECE MARR, P.C. 6075 Barfield Road Suite 213 Sandy Springs, GA 30328-4402 Tel: (770) 984-2255 Fax: (678) 623-5109 Email: paul.marr@marrlegal.com Total Assets: $234,553 Total Liabilities: $2,604,247 The petition was signed by Stephen Thomas Hatch a CFO. A full-text copy of the petition containing, among other items, a list of the Debtor's six unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/3KX6UVA/Hatch_and_Company_Inc__ganbke-23-56969__0001.0.pdf?mcid=tGE4TAMA HOLDIAY HAM: Craig Geno Named Subchapter V Trustee -------------------------------------------------- The Acting U.S. Trustee for Region 8 appointed Craig Geno, Esq., as Subchapter V trustee for Holdiay Ham Holdings, LLC. Mr. Geno will be paid an hourly fee of $250 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Geno declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Craig M. Geno, Esq. 587 Highland Colony Parkway Ridgeland, MS 39157 Phone: (601) 427-0048 Email: cmgeno@cmgenolaw.com About Holdiay Ham Holdiay Ham Holdings, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Tenn. Case No. 23-23313) on July 7, 2023, with $1 million to $10 million in both assets and liabilities. Lucius D. Jordan, III, president and managing member, signed the petition. Judge M. Ruthie Hagan oversees the case. Toni Campbell Parker, Esq., at the Law Firm of Toni Campbell Parker is the Debtor's legal counsel. HTG MOLECULAR: Court OKs Appointment of Chapter 11 Trustee ----------------------------------------------------------- A U.S. bankruptcy judge approved the appointment of an independent trustee to take over the Chapter 11 case of HTG Molecular Diagnostics, Inc. In her June 21 order, Judge Kate Sickles of the U.S. Bankruptcy Court for the District of Delaware granted the joint motion filed by HTG's secured lender Silicon Valley Bank and the unsecured creditors' committee to give control of the company's estate to a Chapter 11 trustee, and directed the U.S. Trustee for Regions 3 and 9 to appoint one in the company's bankruptcy case. On July 13, Silicon Valley Bank and the committee called for the appointment of a trustee after Judge Sickles denied HTG's bid to use cash collateral at the final hearing on June 28. In their joint motion, both argued an independent trustee is warranted given the need to access cash collateral and given the creditors' lack of confidence in the present management. Silicon Valley Bank and the committee are eyeing the appointment of Chris Linscott of Keegan, Linscott and Associates as Chapter 11 trustee. Both believe he is the most qualified given his location in Tucson and "significant experience" as a bankruptcy trustee and receiver. Silicon Valley Bank is represented by: Gregory A. Taylor, Esq. Ashby & Geddes, P.A. 500 Delaware Avenue, 8th Floor P.O. Box 1150 Wilmington, DE 19899-1150 Tel: (302) 654-1888 Fax: (302) 654-2067 Email: gtaylor@ashbygeddes.com -- and -- Alex Rheaume, Esq. Morrison & Foerster, LLP John Hancock Tower 200 Clarendon Street, Floor 21 Boston, MA 02116 Tel: (617) 648-4700 Fax: (617) 830-0142 Email: arheaume@mofo.com Theresa A. Foudy, Esq. Miranda K. Russell, Esq. 250 West 55th Street New York, NY 10019-9601 Tel: (212) 468-8000 Fax: (212) 468-7900 Email: tfoudy@mofo.com mrussell@mofo.com The committee is represented by: Donald J. Detweiler, Esq. Elazar A. Kosman, Esq. Womble Bond Dickinson (US), LLP 1313 North Market Street, Suite 1200 Wilmington, DE 19801 Telephone: (302) 252-4320 Facsimile: (302) 252-4330 Email: don.detweiler@wbd-us.com Email: elazar.kosman@wbd-us.com -- and -- Isaac D. Rothschild, Esq. Alex D. Winkleman, Esq. Mesch Clark Rothschild, PC 259 N. Meyer Ave. Tucson, AZ 85701 Tel: (520) 624-8886 Fax: (520) 798-1037 Email: irothschild@mcrazlaw.com awinkleman@mcrazlaw.com About HTG Molecular Diagnostics 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. The Debtor 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 its senior vice president and chief financial officer, Shaun McMeans, 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, represents the Debtor as legal counsel. Silicon Valley Bank, as lender, is represented by Alex Rheaume, Esq., at Morrison & Foerster LLP. The U.S. Trustee for Regions 3 and 9 appointed an official committee to represent unsecured creditors in the Debtor's Chapter 11 case. The committee is represented by the law firms of Womble Bond Dickinson (US), LLP and Mesch Clark Rothschild, PC. IMPERVA INC: $290M Bank Debt Trades at 18% Discount --------------------------------------------------- Participations in a syndicated loan under which Imperva Inc is a borrower were trading in the secondary market around 82.5 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The $290 million facility is a Term loan that is scheduled to mature on January 10, 2027. The amount is fully drawn and outstanding. Imperva, Inc. develops protection software and services for databases and business applications. The Company offers data security, monitoring, and web application security to the energy, financial services, government, healthcare, insurance, retail, and e-commerce industries. INSTANT BRANDS: 88% Markdown for Saratoga's $3.9M Loan ------------------------------------------------------ Saratoga Investment Corporation has marked its $3,942,576 loan extended to Instant Brands Holdings Inc to market at $463,253 or 12% of the outstanding amount, as of May 31, 2023, according to a disclosure contained in Saratoga's Form 10-Q for the Quarterly Period ended May 31, 2023, filed with the Securities and Exchange Commission. Saratoga is a participant in a Term Loan (3M USD LIBOR+ 5%, 0.75% Floor) to Instant Brands Holdings Inc. The loan accrues interest at 10.48% per annum. The loan matures on April 7, 2028. Saratoga Investment Corp is a non-diversified closed end management investment company incorporated in Maryland that has elected to be treated and is regulated as a business development company under the Investment Company Act of 1940, as amended. The Company commenced operations on March 23, 2007 as GSC Investment Corp. and completed the initial public offering on March 28, 2007. The Company has elected, and intends to qualify annually, to be treated for U.S. federal income tax purposes as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. About Instant Brands Instant Brands designs, manufactures and markets a global portfolio of innovative and iconic consumer lifestyle brands: Instant, Pyrex, Corelle, Corningware, Snapware, Chicago Cutlery, ZOID and Visions. Instant Brands Holdings Inc. and Instant Brands Inc., and their affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 23-90716) on June 12, 2023. In the petition signed by Adam Hollerbach, chief restructuring officer, the Debtors disclosed up to $1 billion in both assets and liabilities. Judge David R. Jones oversees the case. Davis Polk & Wardwell LLP's Brian M. Resnick, Steven Z. Szanzer and Joanna McDonald serve as counsel to the Debtors. The Debtors also tapped Haynes and Boone, LLP as Texas counsel, Stikeman Elliott LLP as Canadian counsel, AlixPartners, LLP as financial advisor, Guggenheim Securities LLC as investment banker, and Epiq Corporate Restructuring, LLC as claims, noticing, agent, solicitation and administrative advisor. DLA Piper LLP (US) serves as counsel to the Official Committee of Unsecured Creditors. Ropes & Gray LLP serves as counsel to the DIP Lenders, and Moelis & Company LLC and Ankura Consulting Group, LLC act as advisors to the Term DIP Secured Parties. Skadden, Arps, Slate, Meagher & Flom LLP and Norton Rose Fulbright and Norton Rose Fulbright Canada LLP serve as counsel and FTI Consulting as financial advisor to the ABL DIP Secured Parties. Kramer Levin Naftalis & Frankel LLP serves as counsel to Cornell Capital. INTERNAP HOLDING: Unsecureds Will Receive No Distribution --------------------------------------------------------- Internap Holding LLC, et al., submitted a First Amended Joint Chapter 11 Plan. Under the Plan, Class 4 General Unsecured Claims will receive no distribution. Class 4 is impaired. The Reorganized Company will fund distributions under the Plan with Cash held on the Effective Date by or for the benefit of the Debtors or Reorganized Company, including Cash from operations, the New Term Loan Exit Facility, proceeds from all Causes of Action not settled, released, discharged, enjoined, or exculpated under the Plan or otherwise on or prior to the Effective Date, and the New Common Stock. Counsel to the Debtors: Catherine Steege, Esq. Melissa Root, Esq. Breana Drozd, Esq. JENNER & BLOCK LLP 353 North Clark Street Chicago, IL 60654 Tel: (312) 923-2952 E-mail: csteege@jenner.com mroot@jenner.com bdrozd@jenner.com - and - Mark Minuti, Esq. Monique B. DiSabatino, Esq. SAUL EWING LLP 1201 North Market Street, Suite 2300, P.O. Box 1266 Wilmington, DE 19899 Tel: (302) 421-6800 E-mail: mark.minuti@saul.com monique.disabatino@saul.com A copy of the Disclosure Statement dated July 12, 2023, is available at https://tinyurl.ph/HryoE from Stretto, the claims agent. About Internap Holding Internap Holding LLC and its affiliates provide compute resources (i.e., an IT industry term referring to the ability to process data) and storage services on demand via an integrated platform. Their services include: (a) bare metal which are dedicated, single-tenant servers utilizing Intel and AMD processors enabling high-performance compute with rapid deployment, increased control, enhanced security, and flexible configurations); (b) hosted private cloud environments; (c) cloud computing backup services; and (d) managed security to keep customer data secure and in alignment with compliance requirements. Internap Holding LLC and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10529) on April 28, 2023. In the petition signed by Michael T. Sicoli, chief executive officer, the Debtor disclosed up to $500 million in both assets and liabilities. Judge Craig T. Goldblatt oversees the case. The Debtors tapped Saul Ewing LLP and Jenner and Block LLP, as legal counsel, FTI Consulting as financial advisor, and Stretto, Inc., as claims and noticing agent. ISAGENIX INTERNATIONAL: Saratoga Marks $1.1M Loan at 15% Off ------------------------------------------------------------ Saratoga Investment Corporation has marked its $1,182,282 loan extended to Isagenix International, LLC to market at $1,004,939 or 85% of the outstanding amount, as of May 31, 2023, according to a disclosure contained in Saratoga's Form 10-Q for the Quarterly Period ended May 31, 2023, filed with the Securities and Exchange Commission. Saratoga is a participant in a Term Loan (6M USD SOFR+ 4.5%) to Isagenix International, LLC. The loan accrues interest at 9.59% per annum. The loan matures on April 13, 2028. Saratoga Investment Corp is a non-diversified closed end management investment company incorporated in Maryland that has elected to be treated and is regulated as a business development company under the Investment Company Act of 1940, as amended. The Company commenced operations on March 23, 2007 as GSC Investment Corp. and completed the initial public offering on March 28, 2007. The Company has elected, and intends to qualify annually, to be treated for U.S. federal income tax purposes as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. Isagenix International LLC is a privately held multi-level marketing company that sells dietary supplements and personal care products. The company, based in Gilbert, Arizona, was founded in 2002 by John Anderson, Jim Cover, and Kathy Cover. JAB OF ROCKLAND: Time to File Plan Extended to Sept. 15 ------------------------------------------------------- Judge Sean H. Lane has entered an order granting JAB of Rockland, Inc., d/b/a David's Bagels, another extension of its deadline to file a Plan and Disclosure Statement. The Debtor's deadline to file a Chapter 11 Plan and Disclosure Statement pursuant to 11 U.S.C. Section 1121(e)(3) is extended up to and including Sept. 15, 2023. The time for the Debtor to obtain confirmation of a Chapter 11 Plan pursuant to 11 U.S.C. Section 1121 (e) (3) be and the same is extended up to and including Oct. 27, 2023. In seeking an extension, the Debtor, which runs a bakery, explained that it is currently a holdover tenant under a non-residential lease with Newton Associates which it was unable to assume within the time frame allowed by the Bankruptcy Code. Notwithstanding the inability to save the lease, the Debtor has remained in possession of the premises and has been paying for regular use and occupancy. The Debtor is hopeful that the prospective purchaser of the business will be able to negotiate a new lease for the premises which would maximize the sale price of the business. The Debtor is in the process of selling the shopping center where the Debtor is located. The Debtor has already found a buyer for its bakery business. The proceeds of the sale of the business and the proceeds of another prepetition sale of the affiliate of the Debtor will provide a significant dividend to creditors of the Debtor. The sale is conditioned upon the buyer of the Debtor's business obtaining a lease of the premises. The Debtor wants to close on the sale before a Plan is filed. About JAB of Rockland JAB of Rockland, Inc., which conducts business under the name David's Bagels, is a retail bagel bakery and store located in New City, New York. JAB of Rockland filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 19-23153) on June 11, 2019, disclosing under $1 million in both assets and liabilities. Judge Robert D. Drain oversees the case. The Debtor is represented by Elizabeth A. Haas, Esq., PLLC. JLK CONSTRUCTION: Taps Keller Williams as Real Estate Broker ------------------------------------------------------------ JLK Construction, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Missouri to employ Keller Williams Kansas City North. The Debtor needs a real estate broker to list, market and sell its property located at 102 South 8th St., Elwood, Kansas. The Debtor will pay a 5 percent commission to be split between its broker and a purchaser's broker. Randy Vanderpool, a broker at Keller Williams Kansas City North, 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: Randy Vanderpool Keller Williams Kansas City North 310 NW Englewood Road Kansas City, MO 64118 Telephone: (816) 452-4200 About JLK Construction 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 Feb. 13, 2023, with up to $10 million in both assets and liabilities. Jesse L. Kagarice, managing member, signed the petition. 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. JOURNEY PERSONAL: Saratoga Marks $982,500 Loan at 16% Off --------------------------------------------------------- Saratoga Investment Corporation has marked its $982,500 loan extended to Journey Personal Care Corp to market at $825,300 or 84% of the outstanding amount, as of May 31, 2023, according to a disclosure contained in Saratoga's Form 10-Q for the Quarterly Period Ended May 31, 2023, filed with the Securities and Exchange Commission. Saratoga is a participant in a Term Loan B (3M USD LIBOR+ 4.25%, 0.75% Floor) to Journey Personal Care Corp. The loan accrues interest at 9.41% per annum. The loan matures on March 1, 2028. Saratoga Investment Corp is a non-diversified closed end management investment company incorporated in Maryland that has elected to be treated and is regulated as a business development company under the Investment Company Act of 1940, as amended. The Company commenced operations on March 23, 2007 as GSC Investment Corp. and completed the initial public offering on March 28, 2007. The Company has elected, and intends to qualify annually, to be treated for U.S. federal income tax purposes as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. Journey Personal Care Corp. is a manufacturer and distributor of personal care products. JP INTERMEDIATE: Saratoga Marks $982,500 Loan at 16% Off -------------------------------------------------------- Saratoga Investment Corporation has marked its $982,500 loan extended to JP Intermediate B, LLC to market at $852,300 or 84% of the outstanding amount, as of May 31, 2023, according to a disclosure contained in Saratoga's Form 10-Q for the Quarterly Period ended May 31, 2023, filed with the Securities and Exchange Commission. Saratoga is a participant in a Term Loan (3M USD LIBOR+ 4.3%, 0.8% Floor) to JP Intermediate B, LLC. The loan accrues interest at 9.41% per annum. The loan matures on March 1, 2028. Saratoga Investment Corp is a non-diversified closed end management investment company incorporated in Maryland that has elected to be treated and is regulated as a business development company under the Investment Company Act of 1940, as amended. The Company commenced operations on March 23, 2007 as GSC Investment Corp. and completed the initial public offering on March 28, 2007. The Company has elected, and intends to qualify annually, to be treated for U.S. federal income tax purposes as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. JP Intermediate B, LLC retails vitamins and nutritional supplements. KALI'S COURT: Angela Shortall Named Subchapter V Trustee -------------------------------------------------------- The Acting U.S. Trustee for Region 4 appointed Angela Shortall of 3Cubed Advisory Services, LLC as Subchapter V trustee for Kali's Court, LLC. Ms. Shortall will be paid an hourly fee of $500 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Shortall declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Angela L. Shortall 3Cubed Advisory Services, LLC 111 S. Calvert St., Suite 1400 Baltimore, MD 21202 Phone: 410-783-6385 About Kali's Court Kali's Court, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Md. Case No. 23-13178) on May 6, 2023, with as much as $50,000 in assets and $500,001 to $1 million in liabilities. Angela Shortall of 3Cubed Advisory Services, LLC has been appointed as Subchapter V trustee. Judge Michelle M. Harner oversees the case. The Debtor tapped Robert B. Scarlett, Esq., at Scarlett & Croll, PA as legal counsel; Luxenburg & Bronfin, LLC as accountant; and Theodore Losin as business manager. KATANA ELECTRONICS: Brian Rothschild Named Subchapter V Trustee --------------------------------------------------------------- The U.S. Trustee for Region 19 appointed Brian Rothschild, Esq., as Subchapter V trustee for Katana Electronics, LLC. Mr. Rothschild, an attorney at Parsons Behle & Latimer, will be paid an hourly fee of $430 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Rothschild declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Brian M. Rothschild, Esq. Parsons Behle & Latimer 201 South Main Street, Suite 1800 Salt Lake City, UT 84111 Phone: (801) 532-1234 Email: brothschild@parsonsbehle.com About Katana Electronics Katana Electronics, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Utah Case No. 23-22919) on July 11 2023, with $50,001 to $100,000 in assets and $100,001 to $500,000 in liabilities. Judge Kevin R. Anderson oversees the case. Theodore Floyd Stokes, Esq., at Stokes Law PLLC is the Debtor's legal counsel. KDC AGRIBUSINESS: Seeks to Hire Foley & Lardner as Special Counsel ------------------------------------------------------------------ KDC Agribusiness LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Foley & Lardner, LLP as their special counsel. The firm will render these services: (a) advise, counsel, and represent the Debtors in support of their bankruptcy counsel, Richards, Layton & Finger, PA with respect to the adversary complaint; (b) in support of RLF, advise, counsel, and represent the Debtors in any litigation in or related to these Chapter 11 cases, that the Debtors deem as necessary and appropriate and which Foley has agreed or agrees to assist; and (c) advise, counsel, and represent the Debtors with respect to any nonlitigation Foley Services, whether in support of RLF or otherwise. The hourly rates of the firm's counsel and staff are as follows: Partner $875 - $1,250 Associate $440 - $735 Of Counsel $860 Paraprofessional $375 - $415 According to Foley's books and records for the one-year period prior to the petition date, Foley has received payment from the Debtors of $4,761,824.75 on account of invoices for legal services performed and expenses incurred in connection therewith. Paul Monsees, Esq., a partner at Foley & Lardner, provided the following in response to the request for additional information set forth in Paragraph D.1 of the U.S. Trustee Fee Guidelines. Question: Did the firm agree to any variations from, or alternatives to, the firm's standard billing arrangements for this engagement? Answer: Foley did not agree to any variations from, or alternatives to, its typical or customary billing arrangements for this engagement. Question: Do any of the firm professionals in this engagement vary their rate based on the geographical location of the Debtors' Chapter 11 cases? Answer: None of Foley's professionals included in this engagement have varied their rate based on the geographic location for these Chapter 11 cases. Question: If the firm has represented the Debtors in the 12 months prepetition, disclose the firm's billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If the firm's billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Answer: Foley has represented the Debtors since approximately 2016. Other than the periodic adjustments, the billing rates and material financial terms of Foley's engagement have not changed post-petition from the prepetition arrangement. Question: Have the Debtors approved the firm's budget and staffing plan, and if so, for what budget period? Answer: Foley, in conjunction with the Debtors, is developing a prospective budget and staffing plan for these Chapter 11 cases. Mr. Monsees disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Paul R. Monsees, Esq. Foley & Lardner, LLP 3000 K Street, N.W., Suite 600 Washington, DC 20007 Telephone: (202) 672-5300 Facsimile: (202) 672-5399 Email: pmonsees@foley.com About KDC Agribusiness KDC Agribusiness LLC is a food waste recycler company. KDC and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10786) on June 16, 2023. In the petition signed by David Buffa, general counsel and corporate secretary, KDC disclosed up to $500 million in both assets and liabilities. Judge Craig T. Goldblatt oversees the case. The Debtors tapped John H. Knight, Esq., at Richards, Layton and Finger, P.A. as bankruptcy counsel; Foley & Lardner, LLP as special litigation counsel; AlixPartners, LLP as financial restructuring advisor; and Jefferies, LLC as investment banker. Kurtzman Carson Consultants, LLC is the Debtor's claims agent. KW INTERNATIONAL: Court OKs DIP Loan from Crossroads ---------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, authorized KW International, LLC to use cash collateral and obtain post-petition secured indebtedness, on an interim basis. Before the Petition Date, the Debtor financed its inventory through the Loan Agreement with Crossroads Funding, LLC. The maximum amount of this facility is $4.5 million. The current balance of the loan pursuant to the Loan Agreement is approximately $4.1 million. The Loan Agreement grants Crossroads a blanket lien in all of the Debtor's assets, other than Avoidance Actions. Crossroads has indicated a willingness -- in its discretion and subject to the Debtor satisfying its requirements under the Loan Agreement -- to continue permitting the Debtor's use of advanced funds on a post-petition basis pursuant to the Loan Agreement, under the conditions, inter alia, that (a) subject to the terms of the Debtor's Factoring Agreement with nFusion Capital Finance, LLC, and nFusion's consent, the Debtor is authorized to obtain post-petition financing from nFusion in a manner substantially identical to its ability to obtain financing from nFusion under the Factoring Agreement on a prepetition basis; (b) the March 4, 2022 Intercreditor Agreement among the Debtor, nFusion and Crossroads will remain in effect and bind all three parties on a post-petition basis; (c) Crossroads will be granted the Replacement Liens to the extent of any diminution in the value of its Prepetition Collateral; (d) Crossroads' claim under the Loan and Security Agreement among the Debtor and Crossroads dated March 3, 2022is given super-priority administrative claim status to the extent of any diminution in the value of its Prepetition Collateral; and (e) each of the foregoing matters will be approved by the Court in one or more orders in form and substance reasonably acceptable to Crossroads. From 2020 to early-2022, as a result of the COVID-19 pandemic and related global supply chain issues, the Debtor encountered financial difficulties. The Debtor's financial condition also deteriorated in 2020-2021 due to increased material costs, significant turnover in key management roles, and poor performance until qualified replacements could be found. Consequently, in late 2021, the Debtor began working with a financial advisory services firm in an effort to restructure its financial obligations outside of a Chapter 11 bankruptcy process. As a result of the Debtor's prior financial restructuring efforts, the Debtor obtained financing through three different parties -- a factoring company for the Debtor's accounts receivable, an inventory lender for the Debtor's inventory, an equipment lessor/lender for the Debtor's equipment. Unfortunately, the Debtor's attempts to restructure outside of the Chapter 11 process were not sufficient, and the Debtor lacks the resources to execute its substantial backlog of orders on a timely and profitable basis. The Debtor is also a party to an Accounts Receivable Purchasing Agreement dated as of March 4, 2022, among the Debtor and nFusion Capital, LLC. The interrelationship between the Loan Agreement and the Factoring Agreement is governed by an Intercreditor Agreement dated March 4, 2022, among Crossroads and nFusion. Pursuant to the Intercreditor Agreement, when nFusion purchases an account from the Debtor, a specified amount of the purchase price will be paid to Crossroads. The Debtor requires cash collateral access to make payroll and pay other direct operating expenses needed to carry on its business. The Debtor is permitted to use cash collateral in accordance with the budget, with a 5% variance, during the period beginning July 20, 2023 and ending August 6, 2023, or as provided in any subsequent interim or Final Order on the Motion, subject to the terms of the Loan Agreement. As adequate protection, Crossroads is granted first-ranked, priority liens on all of the Debtor's personal property. As additional partial adequate protection for the Debtor's use of cash collateral, to the extent of any diminution in value and a failure of the other adequate protection provided by the Order, Crossroads will have an allowed superpriority administrative claim pursuant to 11 U.S.C. section 364(c)(1), with priority over any and all administrative expenses with the exception of (x) United States Trustee fees, (y) claims under 11 U.S.C. section 510(c), and (z) professional fees allowed and payable under 11 U.S.C. sections 330, 331, and 503, including professional fees of any statutory committee. The Loan Agreement will operate in the same manner on a post-petition basis as it did on a prepetition basis, including with respect to any obligations owed by the Debtor and Crossroads to (i) nFusion under the Intercreditor Agreement between the Debtor, Crossroads, and nFusion, and (ii) Utica Leaseco, LLC under the Utica Intercreditor Agreement between the Debtor, nFusion, Crossroads, and Utica. To secure the Debtor's obligations to Crossroads for Post-Petition Advances under the Loan Agreement, Crossroads is granted the following: (a) first-ranked, priority liens on all of the Debtor's assets other than the Avoidance Actions, pursuant to 11 U.S.C. sections 364(c)(2), 364(c)(3), and 364(d), which liens will be subject and subordinate in priority only to (i) those valid and perfected liens, if any, that existed on the Petition Date and that were superior in rank to valid and perfected liens that secure the Crossroads Debt, and (ii) the reclamation rights, if any, of the Materials Suppliers under 11 U.S.C. Section 546(c), to the extent such reclamation rights, if any, are superior in rank to valid and perfected liens that secure the Crossroads Debt; and (b) superpriority administrative claim status pursuant to 11 U.S.C. section 364(c)(1), with priority over any and all administrative expenses of the kind specified in 11 U.S.C. sections 503(b) or 507(b) with the exception of (x) U.S. Trustee quarterly fees, and (y) professional fees allowed and payable under 11 U.S.C. sections 330, 331 and 503. The Debtor's authority to use of cash collateral will terminate upon earliest to occur of: (a) The Debtor's chapter 11 case is dismissed or converted to cases under chapter 7 of the Bankruptcy Code; (b) The Court suspends the chapter 11 case under section 305; (c) The consummation of any transaction resulting in the sale or disposition of all or substantially all of the assets of the Debtor and its estate; (d) The Third Interim Order becomes stayed, reversed, vacated, amended or otherwise modified in any respect without the prior written consent of Crossroads; (e) The Debtor fails to obtain entry of a Final Order, on terms acceptable to Crossroads unless extended by mutual agreement of Debtor and Crossroads; and (f) The occurrence of any Event of Default under the terms of the Third Interim Order which remains uncured for five business days after the Debtor's receipt of written notice from Crossroads. These events constitute an "Event of Default": (a) The Debtor fails to timely and punctually perform any of its requirements under the Loan Agreement or the Intercreditor Agreement; (b) Any representation or warranty made in any certificate, report, expense statement, other financial statement, or other document delivered to Crossroads after the Petition Date proves to have been false or misleading in any material respect as of the time when made or given; (c) The Replacement Liens granted Crossroads cease to convey, subject to the Carve-Out, Intercreditor Agreement, and Utica Intercreditor Agreement, a valid and perfected first priority lien on and security interest in the property of the Debtor. A final hearing on the matter is set for August 7 at 1 p.m. A copy of the order is available at https://urlcurt.com/u?l=HlYwZ1 from PacerMonitor.com. About KW International KW International provides production equipment and measurement services. It offers oil and gas production equipment, gas processing and treatment packages, measurement & automation systems, parts and field service, and startup and troubleshooting. KW International sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Case No. 23-90708) on June 6, 2023. In the petition signed by Jeff Wagner, president, the Debtor disclosed $10 million to $50 million in both assets and liabilities. The Debtor tapped J. Robert Forshey, Esq., at Forshey & Prostok, LLP as legal counsel; SSG Advisors, LLC as investment banker; and Harris & Dickey, LLC as financial advisor. LUMEN TECHNOLOGIES: $5B Bank Debt Trades at 28% Discount -------------------------------------------------------- Participations in a syndicated loan under which Lumen Technologies Inc is a borrower were trading in the secondary market around 71.8 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The $5 billion facility is a Term loan that is scheduled to mature on March 15, 2027. About $3.92 billion of the loan is withdrawn and outstanding. Lumen Technologies, Inc., headquartered in Monroe, Louisiana, is an integrated communications company that provides an array of communications services to large enterprise, mid-market enterprise, government and wholesale customers in its larger Business segment. The company's smaller Mass Markets segment primarily provides broadband services to its residential and small business customer base. LUZ MA: Seeks to Hire Van Horn Law Group as Bankruptcy Counsel -------------------------------------------------------------- Luz Ma Aesthetics Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Van Horn Law Group, PA as its counsel. The firm will render these legal services: (a) advise the Debtor regarding its powers and duties in the continued management of its business operations; (b) advise the Debtor regarding 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 papers; (d) protect the interest of the Debtor in all matters pending before the court; and (e) represent the Debtor in negotiation with its creditors in the preparation of a plan. The Debtor paid the firm a total retainer of $6,738. The firm's hourly rates range from $150 to $450 per hour for law clerks, paralegals, and attorneys. In addition, the firm will seek reimbursement for expenses incurred. Chad Van Horn, Esq., at Van Horn Law Group, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Chad Van Horn, Esq. Van Horn Law Group, PA 330 North Andrews Avenue, Suite 450 Fort Lauderdale, FL 33301 Telephone: (954) 637-0000 Email: chad@cvhlawgroup.com About Luz Ma Aesthetics Luz Ma Aesthetics Inc. filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-14986) on June 27, 2023. In the petition signed by Luz Marin, president, the Debtor disclosed under $1 million in both assets and liabilities. Judge Corali Lopez-Castro oversees the case. Chad Van Horn, Esq., at Van Horn Law Group, PA represents the Debtor as counsel. M & T REAL ESTATE: Gets OK to Hire KW Commercial as Broker ---------------------------------------------------------- M & T Real Estate Group, II, Inc. received approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ KW Commercial Peachtree Road. The Debtor requires a real estate broker to list for sale its real property located at 955 Commercial St. N.E., Conyers, Ga. The firm will get a commission of 4 percent of the gross sales price. Vita Deveaux, a partner at KW Commercial, 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: Vita Deveaux KW Commercial Peachtree Road 804 Town Boulevard Ste. A2040 Atlanta, GA Tel: (678) 534-7500 About M & T Real Estate Group II M & T Real Estate Group II Inc., doing business as We Work For U Ga Conference Center, is a single asset real estate (as defined in 11 U.S.C. Sec. 101(51B)). M & T Real Estate Group II filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 23-52191) on March 6, 2023, with $1 million to $10 million in both assets and liabilities. Todd E. Hennings has been appointed as Subchapter V trustee. Judge Paul W. Bonapfel oversees the case. Kenneth Mitchell, Esq., at Giddens, Mitchell & Associates, PC is the Debtor's legal counsel. MAGENTA BUYER: $750M Bank Debt Trades at 36% Discount ----------------------------------------------------- Participations in a syndicated loan under which Magenta Buyer LLC is a borrower were trading in the secondary market around 64.0 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The $750 million facility is a Term loan that is scheduled to mature on July 27, 2029. The amount is fully drawn and outstanding. Magenta Buyer LLC is a provider of cyber security software that derives revenue from the sale of security products, subscriptions, SaaS, support and maintenance, and professional services. MISEN INC: Court OKs $4MM DIP Loan from Cedar Park -------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of California, San Jose Division, authorized Misen Inc. to use cash collateral and obtain postpetition financing, on an interim basis. The Debtor is permitted to obtain the DIP Facility from Cedar Park Ventures LLC and certain other lenders party thereto, and Cedar Park as administrative agent for the Lenders, in an aggregate amount of up to $4 million, which will be available as term loans to the Debtor upon the entry of this Interim Order in an initial amount not to exceed $2.5 million. The DIP facility is due and payable through a maximum of 60 days if prior to the effective date of a Chapter 11-exit plan. The Plan Effective Date means the date on which all conditions to effectiveness of the Chapter 11 Plan have been satisfied (or waived) and the Chapter 11 Plan becomes effective. After the Plan Effective Date: Term Loan: Either 6 months or 1 year at the Debtor's discretion. Draw Loans: To be converted into Preferred Stock upon the effective date of the Plan if confirmation of the Plan is within 60 days; otherwise, upon an Event of Default. These events constitute an "Event of Default": (i) Failure to pay amounts due under the Loan Documents; (ii) Breaches of covenant, subject to a 5 business day notice; (iii) Conversion of the Bankruptcy Case; (iv) Entry of order dismissing the Bankruptcy Case; (v) Stay, reversal, vacation, or modification of the DIP Order; (vi) Priming the DIP Liens without DIP Agent's consent; (vii) Failure to confirm the Plan of Reorganization within 60 days; (viii) Missing receipts by 10% or more, missing disbursements by 10% or more; (ix) The existence of any event or condition that, with the giving of any notice required thereunder, or the passage of time, or both, would be an Event of Default; and (x) The Borrower's failure to provide DIP Agent with an executed Deposit Account Control Agreement in form and substance satisfactory to the Administrative Agent within 30 days of the Petition Date. A critical need exists for the Debtor to borrow funds under the provisions of the DIP Facility to meet the expenses needed to preserve and maintain property of the estate and administer its Bankruptcy Case. As security for the DIP Obligations, the Debtor is authorized to grant to the DIP Agent a valid, binding and fully perfected, security interest in and lien upon all present and after-acquired property of the Debtor. A final hearing on the matter is set for August 8, 2023. The Debtor projects total operating cash out of $2,893,000 for the eight-week period ended September 4, 2023. A copy of the order is available at https://urlcurt.com/u?l=DYqQ6o from PacerMonitor.com. About Misen Inc. Misen Inc. manufactures and sells cookwares. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 23-50767) on July 17, 2023. In the petition signed by Matthew J. Luckett, authorized officer, the Debtor disclosed $6,208,000 in assets and $10,855,000 in liabilities. Judge Stephen L. Johnson oversees the case. Ori Katz, Esq., at Sheppard Mullin Richter and Hampton LLP represents the Debtor as legal counsel. MISEN INC: Unsecureds Will Get 5 Cents on Dollar in Plan -------------------------------------------------------- Misen Inc. filed with the U.S. Bankruptcy Court for the Northern District of California a Plan of Reorganization for Small Business dated July 17, 2023. The Debtor is a Delaware corporation founded in 2015 by Omar Rada with a simple goal to make premium-quality kitchenware more affordable. Under this Plan of Reorganization, the Debtor is borrowing up to $4,000,000 in debtor-in possession financing (the "DIP Loan" or "DIP Financing") funded by a subset of current investors in the Debtor, including those holding convertible notes (the "Convertible Noteholders") and certain holders of preferred equity. The DIP Loan and the Plan together represent Misen's last and best hope to survive as a going concern, pay all secured and priority claims in full, and provide a meaningful dividend to general unsecured creditors. On the date the Plan becomes effective, the first $1,000,000 of the outstanding balance of the DIP Loan will remain as debt on the balance sheet of the reorganized Debtor. The remaining up to $3,000,000 in DIP Loan liabilities will convert to a 66.66% equity interest in the reorganized Debtor at a rate of $1.00 per share (for a total of up to three million shares). The Convertible Noteholders participating in funding the DIP Loan (the "Participating Convertible Noteholders," and, together with certain holders of preferred equity, the "DIP Lender") will convert the pre-petition debt owing to them into equity in the reorganized Debtor amounting to 7.5% of total equity. Additionally, the reorganized Debtor intends to enter into a management incentive plan which will account for the remaining roughly 25% remaining and available equity interests in the reorganized company. Upon the Effective Date, all existing equity holders will have their equity interests canceled and the only issued and outstanding equity in the reorganized Debtor will be on account of participation in the DIP Financing or the support of the Participating Convertible Noteholders. The Debtor's senior secured debt will be paid off prior to the Effective Date via DIP Loan funds to be advanced. All other creditors will be paid on or shortly after the Effective Date (with the exception of certain priority claims and administrative expense claims), including an immediate distribution of $214,064.02 (the "Pot") to the general unsecured creditors (collectively, the "GUCs") who are impaired under the Plan and consist primarily of trade vendors and service providers. The funds to pay the GUCs will come from an advance under the DIP Loan (which will convert to an exit facility (the "Exit Facility") on the Effective Date) after satisfying the Debtor's senior secured debt. Those Convertible Noteholders not participating in the funding of the DIP Loan (the "Non-Participating Convertible Noteholders") will also receive a small distribution of approximately $16,000 in the aggregate. This Plan under chapter 11 of the Bankruptcy Code proposes to pay creditors of Misen Inc. from the DIP Loan. The final Plan payment is expected to be paid on or before September 30, 2023. Holders of secured claims will receive payment in full from the DIP Loan before the Effective Date of the Plan. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 5 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. Class 3(a) consists of NonPriority Unsecured Convertible Noteholder Creditors. Class 3(a) is impaired by this Plan. Each holder of an allowed Class 3(a) Non-Priority Unsecured Convertible Noteholder Claim has already elected, via its decision whether to participate in the DIP Loan, to receive either of the two treatments as follows: * Each Non-Participating Convertible Noteholder will receive payment of its pro rata share of the Pot on account its Class 3(a) Non-Priority Unsecured Convertible Noteholder Claim on or as soon as practicable after the Effective Date; or * As the result of an arms-length pre-petition negotiation with the Participating Convertible Noteholders, each Participating Convertible Noteholder has elected to convert its Class 3(a) Non Priority Unsecured Convertible Noteholder Claim into an aggregate of 337,500 shares of preferred equity in the Reorganized Debtor, which represents 7.5% of the fully diluted capital stock of the Reorganized Debtor. Class 3(b) consists of NonPriority General Unsecured Creditors. Class 3(b) is impaired by this Plan, and each holder of an allowed Class 3(b) Non-Priority General Unsecured Claim will receive a pro rata share of the Pot on account of its allowed Class 3(b) Non-Priority General Unsecured Claim to be paid on or as soon as practicable after the Effective Date. Class 4 consists of Equity interests. On the Effective Date of the Plan, all holders of equity in the Debtor will have their equity cancelled. Holders of allowed Class 4 Equity Interests are impaired and entitled to vote on the Plan. Funding for the Plan will be provided by a combination of the DIP Loan and continued sales revenue. The DIP Loan will be secured by all personal property and assets of the Debtor. The DIP Lender has agreed to (1) provide post-petition financing in the amount of up to $4,000,000 under sections 361, 362, 364(c)(2), 364(c)(3), and 364(d) of the Bankruptcy Code in DIP Loan funds; and (2) permit use of the DIP Lender's cash collateral through confirmation of the Debtor's Plan, upon certain terms and conditions, including the provision of adequate protection under section 361 of the Bankruptcy Code subject to final Court approval. A full-text copy of the Plan of Reorganization dated July 17, 2023 is available at https://urlcurt.com/u?l=8Nw5Li from PacerMonitor.com at no charge. Debtor's Counsel: Ori Katz, Esq. SHEPPARD MULLIN RICHTER & HAMPTON LLP Four Embarcadero Center, 17th Floor San Francisco CA 94111 Tel: (415) 774-9100 E-mail: okatz@sheppardmullin.com About Misen Inc. Misen Inc., which manufactures and sells cookware, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 23-50767) on July 17, 2023. In the petition signed by Matthew J. Luckett, authorized officer, the Debtor disclosed $6,208,000 in assets and $10,855,000 in liabilities. Ori Katz, Esq., at Sheppard Mullin Richter and Hampton LLP, is the Debtor's legal counsel. MKS REAL ESTATE: August 16 Hearing on Plan & Disclosures -------------------------------------------------------- The Bankruptcy Court has entered an order conditionally approving MKS Real Estate, LLC's Disclosure Statement regarding its proposed Plan of Reorganization. A combined hearing on approval of the Disclosure Statement and confirmation of the Plan will be held on Wednesday, August 16, 2023, at 1:30 p.m. (prevailing Central Time) before the Honorable Edward L. Morris, United States Bankruptcy Court, Room 204, U.S. Courthouse, 501 W. Tenth Street, Fort Worth, Texas 76102 or via WebEx at https://us-courts.webex.com/meet/morris. Written objections to approval of the Disclosure Statement and confirmation of the Plan will be filed and served on or before Monday, August 14, 2023 at 5:00 p.m. (prevailing Central Time). About MKS Real Estate MKS Real Estate, LLC, owns and operates an office building valued at $14.4 million. It is based in Fort Worth, Texas. MKS Real Estate filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 21-40424) on March 1, 2021. On Oct. 28, 2021, the court entered an agreed order dismissing the bankruptcy case for one year or until such time that the claim was paid in full, or the property is foreclosed, whichever was later. In consideration for the Debtor being given one year to sell the real property, the court ordered "that [Cadence (formerly known as BancorpSouth)] will have the right to post the real property for non-judicial foreclosure and proceed with the foreclosure on Nov. 1, 2022 in the event the claim is not paid in full on or before Oct. 31, 2022." MKS Real Estate again filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 22-42618) on Oct. 31, 2022. In the petition filed by Olufemi Ashadele as owner, the Debtor reported assets between $10 million and $50 million and liabilities between $1 million and $10 million. Judge Edward L. Morris oversees the 2022 case. The Debtor is represented by M. Jermaine Watson, Esq., at Cantey Hanger, LLP. MLCJR LLC: Committee Taps Fishman Haygood as Special Counsel ------------------------------------------------------------ The official committee of unsecured creditors appointed in the Chapter 11 cases of MLCJR LLC and affiliates seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Fishman Haygood, LLP as special counsel. Fishman Haygood will provide legal advice to the committee for any issues related to Louisiana law, and other issues the committee deems necessary to fulfill its obligations. The hourly rates of the firm's counsel and staff are as follows: Partners $475 - $675 Associates $275 - $450 Paraprofessionals $200 - $250 In addition, the firm will seek reimbursement for out-of-pocket expenses incurred. Tristan Manthey, Esq., a partner at Fishman Haygood, disclosed in a court filing that the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Tristan E. Manthey, Esq. Fishman Haygood, LLP 201 St. Charles Avenue, Suite 4600 New Orleans, LA 70170 Telephone: (504) 556-5561 Facsimile: (504) 310-0253 Email: tmanthey@fishmanhaygood.com About MLCJR LLC, Cox Operating et al. Cox Operating L.L.C. -- https://coxoperating.com/ -- and several affiliated entities including Cox Oil Offshore, L.L.C., Energy XXI GOM, LLC, Energy XXI Gulf Coast, LLC, EPL Oil & Gas, LLC, M21K, LLC, and MLCJR, LLC, a group of affiliated companies whose business involves the extraction of offshore oil and gas in the Gulf of Mexico. They are privately held entities indirectly owned by Cox Investment Partners, LP, through Phoenix Petro Services LLC. On May 12, 2023, certain trade creditors filed an involuntary petition under Chapter 7 of the Bankruptcy Code against Cox Operating (Bankr. E.D. La. Case No. 23-10734). The petitioning creditors -- Keystone Chemical, LLC, et al. -- are represented by the Slyvester Law Firm. Cox Operating and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-90328) on May 14, 2023. The cases are jointly administered under In re MLCJR LLC (Bankr. S.D. Tex. Lead Case No. 23-90324). In the petitions signed by Craig Sanders, authorized person, the Debtors disclosed up to $500 million in estimated assets and in liabilities. Judge Christopher Lopez oversees the Debtors' cases. Lawyers at Latham & Watkins, LLP and Jackson Walker LLP represent the Debtors as legal counsel. Moelis & Debtor LLC, led by its managing director Bassam J. Latif, is the Debtors' investment banker while Ryan Omohundro, a partner at Alvarez & Marsal North America, LLC, serves as the Debtors' chief restructuring officer. Kroll Restructuring is the claims and noticing agent. Kelly Hart & Pitre LLP and Underwood Law Firm, P.C., serve as counsel to Amarillo National Bank as Prepetition Lender and Prepetition Collateral Agent. Haynes and Boone LLP serves as counsel to BP Energy Debtor as Prepetition Swap Party, and Houlihan Lokey, Inc. as its financial advisor, and Looper Goodwine P.C. as its regulatory counsel. On May 26, 2023, the Office of the United States Trustee appointed an official committee of unsecured creditors. The committee tapped White & Case as counsel, Huron Consulting LLC as its financial advisor, and Fishman Haygood, LLP as special counsel. MLN US HOLDCO: $1.12B Bank Debt Trades at 75% Discount ------------------------------------------------------ Participations in a syndicated loan under which MLN US Holdco LLC is a borrower were trading in the secondary market around 25.1 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The $1.12 billion facility is a Term loan that is scheduled to mature on November 30, 2025. About $281 million of the loan is withdrawn and outstanding. MLN US Holdco LLC, dba Mitel, headquartered in Ottawa, Canada, provides phone systems, collaboration applications (voice, video calling, audio and web conferencing, instant messaging etc.) and contact center solutions through on-site and cloud offerings. The company's customer focus is on small and medium sized businesses. Mitel is majority-owned by private equity firm Searchlight Capital Partners. MLN US HOLDCO: $576M Bank Debt Trades at 57% Discount ----------------------------------------------------- Participations in a syndicated loan under which MLN US Holdco LLC is a borrower were trading in the secondary market around 43.5 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The $576 million facility is a Term loan that is scheduled to mature on October 18, 2027. The amount is fully drawn and outstanding. MLN US Holdco LLC, dba Mitel, headquartered in Ottawa, Canada, provides phone systems, collaboration applications (voice, video calling, audio and web conferencing, instant messaging etc.) and contact center solutions through on-site and cloud offerings. The company's customer focus is on small and medium sized businesses. Mitel is majority-owned by Searchlight Capital Partners, a private equity firm. MRH AUTO-RENO: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: MRH Auto-Reno, LLC DBA Mountain West Auto 1220 Kietzke Lane Reno, NV 89502 Case No.: 23-50502 Chapter 11 Petition Date: July 24, 2023 Court: United States Bankruptcy Court District of Nevada Judge: Hon. Hilary L. Barnes Debtor's Counsel: Stephen R. Harris, Esq. HARRIS LAW PRACTICE LLC 850 E. Patriot Blvd. Suite F Reno, NV 89511 Tel: 775-786-7600 Fax: 775-786-7764 Email: steve@harrislawreno.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $1 million to $10 million The petition was signed by Kevin E. Sheppard as member of MRH Auto Enterprises, LLC, member. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/P54ZZVA/MRH_AUTO-RENO_LLC__nvbke-23-50502__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Ally Monies Owed $1,998,336 535 Anton Blvd Suite 300 Costa Mesa, CA 92626 2. Ally Insurance Goods/Services $5,248 PO Box 6543 Chicago, IL 60680 3. Ally Wholesale Goods/Services $66,120 PO Box 33128 Detroit, MI 48232 4. America Tire Goods/Services $25,131 Distributors Inc. PO Box 741443 Los Angeles, CA 90074 5. B&R Auto Wrecking Goods/Services $5,859 PO Box 35143 Seattle, WA 98124 6. Bank of America Credit Card $121,710 PO Box 660441 Purchases Dallas, TX 75266 7. CCR Goods/Services $21,748 20 Broad Hollow Road Suite 1002 Melville, NY 11747 8. CDK Global, LLC Goods/Services $34,081 4600 Montgomery Rd Cincinnati, OH 45212 9. Corwin Ford Goods/Services $8,425 3600 Kietzke Lane Reno, NV 89502 10. Deals & Wheels Goods/Services $7,000 PO Box 7153 Reno, NV 89510 11. Guild, Gallagher & Legal Services $51,135 Fuller, Ltd. 100 West Liberty Street Suite 800 Reno, NV 89501 12. Interstate Oil Co. Goods/Services $8,877 8221 Alpine Ave. Sacramento, CA 95826 13. Minor O'Harra Advertising Goods/Services $46,442 6170 Ridgeview CT Suite A Reno, NV 89519 14. Nevada Department of Sales Tax $700,000 Taxation Liability Bankruptcy Division 4600 Kietzke Lane Ste L235 Reno, NV 89502 15. Performance Improvement Goods/Services $1,012,244 Concepts, Inc. c/o Givens Pursley LLP PO Box 2720 Boise, ID 83701 16. Sean Patterson, Esq. Legal Services $5,620 232 Court St Reno, NV 89501 17. Snell & Wilmer Legal Services $80,144 One East Washington St Suite 2700 Phoenix, AZ 85004 18. SWDS Goods/Services $29,253 8659 Research Dr Irvine, CA 92618 19. Szabo Media Collection Agency $23,570 Collection Professionals 3355 Lenox Road NE Suite 945 Atlanta, GA 30326 20. Yesco Signs Goods/Services $32,013 800 Beenie LN Ste B Reno, NV 89512 NEXTPLAY TECHNOLOGIES: Delays Filing of May 31 Quarterly Report --------------------------------------------------------------- NextPlay Technologies, Inc. has determined that it is unable to file its Quarterly Report on Form 10-Q for the quarter ended May 31, 2023 within the prescribed time period without unreasonable effort or expense. The Company requires additional time to finalize certain of the disclosures in its Quarterly Report, as well as the financial statements to be filed as part of the Quarterly Report. Additionally, the Company has not yet filed its Annual Report on Form 10-K for its fiscal year ended Feb. 28, 2023, which must be filed prior to filing the Quarterly Report. The additional time is required due to changes in the Company's management team, accounting team, and a lack of financial resources available to the Company, which have impacted the Company's ability to, among other things, finalize the Company's financial statements and footnotes thereto in a timely manner. For the foregoing reasons, the Company requires additional time to complete the procedures relating to its first quarter reporting process, including the completion of the Company's financial statements, and therefore, the Company was unable to file the Quarterly Report on July 17, 2023, the prescribed filing due date for the Quarterly Report. The Company does not expect that it will file the Quarterly Report within the extension period provided under Rule 12b-25 under the Securities Exchange Act of 1934, as amended. The financial statements included in the Quarterly Report will reflect the financial condition, results of operations and cash flows of the Company and certain of its wholly-and majority-owned subsidiaries, certain of which separated from the Company during the fiscal year ended Feb. 28, 2023. As a result, it is anticipated that there will be significant changes in the Company's results of operations during the three months ended May 31, 2023 that will be included in the Quarterly Report when compared to the results of operations of the Company included in the Company's Quarterly Report on Form10-Q for the three months ended May 31, 2022. However, due to the substantial changes in the business and operations of the Company in connection with the foregoing, the fact that the Company's year-end financial statements have not yet been finalized, and the continuing preparation of the financial statements of the Company, the Company cannot, at this time, provide a reasonable estimate of the results of operations for the three months ended May 31, 2023. About NextPlay Technologies NextPlay Technologies, Inc. (formerly known as Monaker Group Inc.) -- nextplaytechnologies.com -- is a technology solutions company offering games, in-game advertising, crypto-banking, connected TV and travel booking services to consumers and corporations within a growing worldwide digital ecosystem. NextPlay's engaging products and services utilize innovative AdTech, Artificial Intelligence and Fintech solutions to leverage the strengths and channels of its existing and acquired technologies. NextPlay reported a net loss of $40.41 million for the year ended Feb. 28, 2022, compared to a net loss of $1.63 million for the period from March 6, 2020 to February 28, 2021. As of Nov. 30, 2022, the Company had $103.85 million in total assets, $57.90 million in total liabilities, and $45.95 million in total stockholders' equity. Sugar Land, Texas-based TPS Thayer, LLC, the Company's auditor since 2020, issued a "going concern" qualification in its report dated June 17, 2022, citing that the Company has suffered recurring losses from operations and has stockholders' deficit that raise substantial doubt about its ability to continue as a going concern. NORTH SHORE: Rental Income to Fund Plan Payments ------------------------------------------------ North Shore Associates, LLP, filed with the U.S. Bankruptcy Court for the District of Colorado a Disclosure Statement to accompany Plan of Reorganization. The Debtor is a Colorado limited liability partnership that owns the real property located at 1365 29th Street, Loveland Colorado, 80538 ("Property"). The Property is improved with a 120-bed nursing home facility that is owned and operated by the related entity, North Shore Manor, Inc. ("NSM"). At the time that the Debtor was formed, there were 7 signatories to the original partnership agreement. The Debtor filed its voluntary petition for relief pursuant to Chapter 11 of the Bankruptcy Code on March 6, 2023 to restructure the BOKF debt, ensure that all rights and equity were preserved, and continue as a going concern. The Debtor subsequently learned that a company owned by Mr. Wilson, Wapello Holdings, LLC, acquired the Note and Deed of Trust from BOKF. Class 1 consists of the Claim of Wapello and is impaired by the Plan. The Class 1 Claim will be allowed in an amount determined by the Court ahead of a hearing on confirmation or as otherwise agreed to by the Debtor and Wapello prior to confirmation. To the extent allowed, the Class 1 Claim shall retain the liens it held on the petition date until the Property is sold or the Class 1 Claim is paid in full. The Class 1 Claim shall bear interest at the contractual rate of 3.9% per annum or, if Wapello objects, at the rate determined by the Court or otherwise agreed to by the Debtor and Wapello prior to confirmation. The Class 1 Claim shall be paid in equal monthly installments based on a 10-year amortization, and the full balance owed on the claim shall become due in a single balloon payment on the five-year anniversary of the Plan. If the Class 1 Claim is allowed in full and bears interest at a rate of 3.9% per annum, the monthly payment on account of the Class 1 Claim will be approximately $18,487.05, and the balloon will be approximately $1,006,293.56. Class 2 consists of the claim of Larimer County Treasurer. The Class 2 Claim shall be allowed in the amount owed on the effective date of the Plan, and shall be paid in full with any accrued interest not later than 10 days following the effective date of the Plan. The payment on account of the Class 2 Claim shall be approximately $33,882.18. Class 3 consists of any general unsecured claims of the Debtor and is impaired under the Plan. The Debtor does not believe that any Class 3 Claims exist. If any Class 3 Claims do exist, the Class 3 Claims shall be paid in full on the 3-month anniversary of the effective date of the Plan. Class 4 includes the Partnership Interests in the Debtor. On the effective date, all interests in NSA shall be retained by the pre-petition Interest Holders. Pursuant to the Plan, Mayer Kohn, Boruch Levin, and David Fogel shall be appointed for the purpose of carrying out the terms of the Plan. Funding for the Plan shall be from the rental income from NSM, or, to extent a sale is pursued, from the sale proceeds. A full-text copy of the Disclosure Statement dated July 18, 2023 is available at https://urlcurt.com/u?l=48qOXW from PacerMonitor.com at no charge. Counsel to the Debtor: Keri L. Riley, Esq. Kutner Brinen Dickey Riley, PC 1660 Lincoln Street, Suite 1720 Denver, CO 80264 Telephone: (303) 832-3047 Email: klr@kutnerlaw.com About North Shore Associates North Shore Associates, LLP, is a single asset real estate as defined in 11 U.S.C. Section 101(51B). It is based in Loveland, Colo. North Shore Associates filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 23-10808) on March 6, 2023, with $1 million to $10 million in assets and $10 million to $50 million in liabilities. The Debtor stated it has no creditors holding unsecured claims. Judge Joseph G Rosania Jr. oversees the case. Keri L. Riley, Esq., at Kutner Brinen Dickey Riley, PC and Eisner Advisory Group, LLC are the Debtor's legal counsel and accountant, respectively. OCINOMLED LTD: Case Summary & Two Unsecured Creditors ----------------------------------------------------- Debtor: Ocinomled, Ltd. d/b/a "Delmonico's" Restaurant 56 Beaver Street (Closed) New York, NY 10004 Case No.: 23-11155 Chapter 11 Petition Date: July 24, 2023 Court: United States Bankruptcy Court Southern District of New York Debtor's Counsel: Randall S. D. Jacobs, Esq. RANDALL S. D. JACOBS, PLLC 30 Wall Street 8th Floor New York, NY 10005 Tel: 973-226-3301 Fax: 973 226 8897 Email: rsdjacobs@chapter11esq.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Michelle Grgurev as CEO and COO. A full-text copy of the petition containing, among other items, a list of the Debtor's two unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/FKD6OWQ/Ocinomled_Ltd_dba_Delmonicos__nysbke-23-11155__0001.0.pdf?mcid=tGE4TAMA ORBCOMM INC: $360M Bank Debt Trades at 16% Discount --------------------------------------------------- Participations in a syndicated loan under which ORBCOMM, Inc. is a borrower were trading in the secondary market around 84.1 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The $360 million facility is a Term loan that is scheduled to mature on September 1, 2028. About $353.7 million of the loan is withdrawn and outstanding. ORBCOMM, Inc. offers wireless messaging services. The Company operates low earth orbit satellites and ground infrastructure that enable customers to track, monitor, control, and communicate with fixed and mobile assets located anywhere in the world. ORIGINCLEAR INC: Settles Pending Lawsuits With Auctus Fund ---------------------------------------------------------- OriginClear, Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission that it entered into a Confidential Settlement and Mutual Release Agreement with Auctus Fund, LLC relating to the settlement and release of certain pending legal actions arising out of various loans and agreements between the Company and Auctus. Pursuant to the terms of the Settlement Agreement, the Company and Auctus have resolved all outstanding legal disputes and claims between them. The terms and conditions of the Settlement Agreement are confidential and have no impact on the financial condition or operations of the Company. About OriginClear Headquartered in Clearwater, Florida, Originclear, Inc. -- www.originclear.tech -- is a water technology company which has developed in-depth capabilities over its 14-year lifespan. Those technology capabilities have now been organized under the umbrella of OriginClear Tech Group. OriginClear, under the brand of OriginClear Tech Group, designs, engineers, manufactures, and distributes water treatment solutions for commercial, industrial, and municipal end markets. OriginClear reported a net loss of $10.79 million for the year ended Dec. 31, 2022, compared to a net loss of $2.12 million for the year ended Dec. 31, 2021. As of March 31, 2023, the Company had $5.48 million in total assets, $22.45 million in total liabilities, $9.98 million in commitments and contingencies, and a 0total stockholders' deficit of $26.96 million. Houston, TX-based M&K CPAS, PLLC, the Company's auditor since 2019, issued a "going concern" qualification in its report dated April 17, 2023, citing that the Company suffered a net loss from operations and used cash in operations, which raises substantial doubt about its ability to continue as a going concern. OU HEALTH: S&P Affirms 'BB-' Long-Term Rating on Fixed-Rate Bonds ----------------------------------------------------------------- S&P Global Ratings revised its outlook to stable from negative and affirmed its 'BB-' long-term rating on the Oklahoma Development Finance Authority's series 2018B tax-exempt fixed-rate bonds and series 2018C taxable fixed-rate bonds, issued for OU Medicine Inc. (OUMI), now doing business as OU Health. In addition, S&P affirmed its 'BB-' underlying rating (SPUR) on the insured maturities of the authority's series 2018B and 2018C bonds, also issued for OUMI. The outlook on all ratings, where applicable, is stable. "The stable outlook reflects our view that the financial profile has largely stabilized, with no further declines in year-end unrestricted reserves or added debt expected," said S&P Global Ratings credit analyst Patrick Zagar. In addition, despite immense sector labor and inflationary pressures, operations remained fairly resilient in fiscal 2023 supporting projected year-end debt service coverage of 1.5x. Management also notes compliance with its 45 days' cash on hand covenant for fiscal 2023, with further reserve tailwinds expected in fiscal 2024 given greatly reduced capital spending and increased Medicaid reimbursement under a new rate enhancement program. OUTPUT SERVICES: $369M Bank Debt Trades at 77% Discount ------------------------------------------------------- Participations in a syndicated loan under which Output Services Group Inc is a borrower were trading in the secondary market around 22.8 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The $369.8 million facility is a Term loan that is scheduled to mature on June 27, 2026. The amount is fully drawn and outstanding. Output Services Group, Inc. offers printing services. PACKERS SOFTWARE: Moody's Assigns 'Caa1' CFR, Outlook Stable ------------------------------------------------------------ Moody's Investors Service assigned Packers Software Intermediate Holdings, Inc. a Caa1 corporate family rating and a Caa1-PD probability of default rating. Moody's concurrently downgraded Cardinal Parent, Inc.'s (together with Packers Software Intermediate Holdings, Inc., "Packers Software" or "Zywave") senior secured first-lien debt, which includes a $70 million revolver and an approximately $540 million term loan, to B3 from B2, and $228 million senior secured second lien term loan rating to Caa3 from Caa2. The B3 CFR and B3-PD PDR assigned to Cardinal Parent, Inc. were withdrawn. The outlook is stable. The ratings actions are the result of Zywave's very high debt leverage that Moody's anticipates will remain above 9.0x, Moody's expectation for negative cash flow in 2023 and Zywave's weak liquidity profile. As a result, Moody's sees a risk of default if the company is unable to reverse cash burn or improve margins. Moody's expects cash flow to remain challenged over the next 12-18 months as a result of a substantially increased interest expense burden and for liquidity to remain weak. Downgrades: Issuer: Cardinal Parent, Inc. Senior Secured 1st Lien Bank Credit Facility, Downgraded to B3 from B2 Senior Secured Bank Credit Facility, Downgraded to B3 from B2 Senior Secured 2nd Lien Bank Credit Facility, Downgraded to Caa3 from Caa2 Assignments: Issuer: Packers Software Intermediate Holdings, Inc. Corporate Family Rating, Assigned Caa1 Probability of Default Rating, Assigned Caa1-PD Withdrawals: Issuer: Cardinal Parent, Inc. Corporate Family Rating, Withdrawn, previously rated B3 Probability of Default Rating, Withdrawn, previously rated B3-PD Outlook Actions: Issuer: Cardinal Parent, Inc. Outlook, Remains Stable Issuer: Packers Software Intermediate Holdings, Inc. Outlook, Assigned Stable RATINGS RATIONALE Zywave's Caa1 CFR broadly reflects Moody's expectations for high leverage (MCO adjusted debt to EBITDA less capitalized software cost plus add-backs for certain one-time expenses) as of year-end 2023 above 10x and negative cash flow generation in 2023, as well as the company's very small scale as measured by revenues and limited geographic and end-market diversification. Moody's anticipates that Zywave will grow revenue in the mid-single digit area and generate some free cash flow in 2024. However free cash flow will be limited in 2024 and the improvement from this year will be based on cost cutting measures and revenue growth. The company has undertaken measures to improve cash flow such as reductions in employee costs, which is the largest cost for the company. In addition, the sponsors Clearlake Capital Group, L.P. ("Clearlake Capital") and Aurora Capital Partners remain supportive of the company. The company has weak liquidity since the revolver is mostly drawn and Moody's expects limited ability to pay down revolver debt. The rating also considers the highly competitive nature of the market for commercial property and casualty insurance software, which can limit pricing power. Margins are expected to be stable given the variable nature of costs that is typical of software companies. Some of Zywave's competitors are larger companies with bigger sales forces and financial resources that they can use to gain market share. Zywave's credit profile is supported by its high retention rate among its customers, highly recurring revenue and market positioning within the stable niche areas of the insurance software industry. Approximately 94% of the company's revenue is subscription based. The company's products play a critical role in the operations of the customers and tend to have contracts with tenors of several years. The company has an expansive portfolio of end-to-end solutions in the market and proprietary database of insurance related products and analytics, which its clients can use to customize quotes and target markets and thus increase their revenue earning capabilities. Moody's views Zywave's liquidity as weak. The company's $70 million revolving credit facility expiring in 2025 is mostly drawn and there is only a modest amount of cash on the balance sheet of around $15 million as of the end of 1Q 2023. Annual amortization of the first lien term loan is around $5 million and the company has hedges in place for a portion of its debt. The revolving credit facility contains a maximum first lien net leverage ratio set to 8.3x, applicable if 35% or more of the revolver is drawn at quarter end. The downgrade of the senior secured first lien bank credit facilities to B3 from B2 reflects the Caa1-PD PDR and the two-class debt structure, with the first lien facilities receiving support from the first-loss absorption provided by the senior secured second lien term loan. The downgrade of the senior secured second lien term loan to Caa3 from Caa2 reflects the Caa1-PD PDR and its junior position in the capital structure and first loss status. The stable outlook reflects Moody's expectation that Zywave will generate revenue growth in the mid-single digit percent range over the next 12 to 18 months and some free cash flow in 2024 while maintaining its high retention rates among clients. The outlook also reflects Moody's view of the insurance industry as a stable sector to serve. The outlook assumes no acquisitions or shareholder distributions for the next 12 to 18 months, or so long as liquidity remains weak. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS An upgrade is possible if Zywave maintains revenue growth while keeping EBITDA margins stable, maintains leverage below 8.5x (after expensing software development costs) and sustains some positive free cash flow. An improved liquidity profile and adherence to a financial policy that prioritizes leverage reduction would also be needed for an upgrade. Zywave's ratings could be downgraded if the company experiences a weakening competitive position or a deterioration in financial performance resulting in further worsening of the company's liquidity profile, or if Moody's does not expect the company to generate free cash flow, leading to a heightened risk that the capital structure is unsustainable. The principal methodology used in these ratings was Software published in June 2022. Zywave, headquartered in Milwaukee, WI and owned by private equity investor Clearlake Capital, provides cloud-based software platforms to the P&C and benefits insurance industry with a focus on insurance agencies, brokers, carriers and human capital management firms in the US. For the twelve-month period ended March 31, 2023, the company generated revenue of around $200 million. PLATFORM BIDCO: EUR600M Bank Debt Trades at 16% Discount -------------------------------------------------------- Participations in a syndicated loan under which Platform Bidco Ltd is a borrower were trading in the secondary market around 84.3 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The EUR600 million facility is a Term loan that is scheduled to mature on September 23, 2028. The amount is fully drawn and outstanding. Platform Bidco Ltd is a UK entity incorporated in April 2021 to acquire Valeo Foods Group Ltd, an Irish-headquartered producer and distributor of branded and non-branded ambient food products. The Company's country of domicile is the United Kingdom. PRETIUM PKG: $1.25B Bank Debt Trades at 28% Discount ---------------------------------------------------- Participations in a syndicated loan under which Pretium PKG Holdings Inc is a borrower were trading in the secondary market around 72.1 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The $1.25 billion facility is a Term loan that is scheduled to mature on October 1, 2028. The amount is fully drawn and outstanding. Pretium PKG Holdings, Inc. is a manufacturer of rigid plastic containers for variety of end markets, including food and beverage, chemicals, healthcare, wellness and personal care. Pretium PKG Holdings, Inc. is a portfolio company of Clearlake since January 2020. PROTECH METALS: DIP Loan from Principals Treated as Equity ---------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of North Carolina, Durham Division, entered an order retroactively terminating all previous orders that authorized Protech Metals, LLC to acquire financing from William Rickey Hall and/or Myra Hall, the principals of the Debtor, and allowed the Halls to file an administrative expense claim for repayment of those funds, subject to certain conditions. The orders are terminated to allow the Halls to advance funds to the Debtor as an infusion of equity without limitation. The Debtor's principals will be funding the Debtor as needed in order for the Debtor to continue to function. The Debtor has no limitation on the advancement of funds as an infusion of equity by the principals. All funds advanced will be included in the monthly reports as to allow the funds to be monitored. All funds given to the Debtor are being treated as equity contribution by the principal and the principal will not seek these funds to be treated as an administrative priority claim. A copy of the order is available at https://urlcurt.com/u?l=xMAJN7 from PacerMonitor.com. About Protech Metal Finishing Protech Metal Finishing, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C. Case No. 23-80078) on April 7, 2023. In the petition signed by William Rickey Hall, member-manager, the Debtor disclosed up to $50,000 in assets and up to $500,000 in liabilities. Judge Benjamin A. Kahn oversees the case. Erik M. Harvey, Esq., at Bennett Guthrie PLLC, represents the Debtor as legal counsel. QUEST IDENTITY: Moody's Alters Outlook on 'B3' CFR to Negative -------------------------------------------------------------- Moody's Investors Service affirmed Quest Identity Intermediate Limited's B3 Corporate Family Rating and B3-PD Probability of Default Rating. Concurrently, Moody's affirmed OID-OL Holdings, Inc.'s (a debt issuing subsidiary of Quest) B2 senior secured first lien bank credit facilities rating and Caa2 senior secured second lien term loan rating. Moody's changed the outlook to negative from stable. The negative outlook reflects Quest's very high financial leverage of mid 9x (Moody's adjusted) as of the LTM period ended April 2023, weaker than expected operating performance, and Moody's expectation of negative free cash flow generation over the next 12 to 18 months. Quest has experienced significant increase in its interest costs since the Federal Reserve ("Fed") started hiking the federal funds rate in March 2022. With uncertainty regarding future Fed rate hikes and the trajectory of interest rates, Moody's expects Quest to utilize a portion of the revolving credit facility to fund cash flow deficits which will not only further increase interest costs but also potentially increase capital structure sustainability risks over the longer term. Affirmations: Issuer: Quest Identity Intermediate Limited Corporate Family Rating, Affirmed B3 Probability of Default Rating, Affirmed B3-PD Issuer: OID-OL Holdings, Inc. Backed Senior Secured 1st Lien Bank Credit Facility, Affirmed B2 Backed Senior Secured 2nd Lien Bank Credit Facility, Affirmed Caa2 Outlook Actions: Issuer: Quest Identity Intermediate Limited Outlook, Changed To Negative From Stable Issuer: OID-OL Holdings, Inc. Outlook, Changed To Negative From Stable RATINGS RATIONALE The B3 CFR reflects Quest's very high financial leverage and a deteriorating liquidity profile due to a significant increase in interest expenses, offset to some degree by the company's diverse customer base, end markets, and product offerings. Moody's expects the company to rely on its $388 million revolving credit facility ($100 million drawn as of April 2023) to fund free cash flow deficits over the next 12 to 18 months. Quest's high debt burden following the Clearlake buyout in February 2022 has made the company more vulnerable to rising interest rates and has also resulted in very high debt/EBITDA leverage of mid 9x (Moody's adjusted) as of the LTM period ended April 2023. While Moody's projects modest low single digit top line growth over the next 12 to 18 months and improving profitability driven by cost saving measures, leverage is expected to remain above 9x with the likelihood of further borrowings on the revolving credit facility. Quest's inability to improve its financial leverage, issuance of additional debt to fund liquidity needs, or potential debt restructuring can create uncertainty regarding the long term capital structure. Quest will need to offset its increasing cost of debt with material revenue growth and improved profitability, but the company has underperformed Moody's expectation in fiscal year 2023. Quest has experienced reduced bookings in fiscal year 2023 and LTM April 2023 revenues have declined by mid single digit percentage YoY driven by significant turnover in the salesforce, foreign exchange headwinds, macroeconomic slowdown, and a declining perpetual and maintenance revenue base. While Quest has largely recovered from its internal salesforce disruptions and demonstrated improvement in its booking trends, Moody's expects revenue growth to be modest as most of growth in SaaS and Term licenses is expected to be offset by declines in maintenance and perpetual license revenue as users are converted. To achieve material top line improvement, Quest would need to offset the majority of maintenance and perpetual license revenue decline through growth in subscription revenue. Quest benefits from its solid respective niche positions of Quest Software and One Identity product offerings which support EBITDA margins in excess of 35%. Operating performance will be supported by Quest's identity centric cybersecurity offering and cloud office migration tools as organizations continue to invest in cybersecurity and digital transformations. This is demonstrated by Quest's ability to maintain strong gross and net retention rates. The company's diversified customer base across different end markets will provide revenue stability and partially mitigate risks associated with an uncertain macroeconomic environment. Quest's liquidity profile is adequate reflecting a cash balance of approximately $85 million as of April 2023 and approximately $288 million availability on the company's $388 million revolving credit facility which expires in February 2027. Moody's expects Quest to incur negative free cash flow over the next 12 to 18 months which would require utilization of the revolving credit facility. While Moody's expects available liquidity to be sufficient to finance the free cash flow deficits, capex requirements, and the 1% annual first-lien term loan amortization rate, an eroding liquidity profile could lead to a ratings downgrade. The company does not have meaningful debt maturities until 2027 with its senior secured revolving credit facility expiring in February 2027 and senior secured first lien term loan maturing in February 2029. Access to the $388 million revolver is governed by a springing 9.63x first lien net leverage covenant that tests when the revolver balance exceeds 35% of the total commitment. Quest's LTM Q1 2024 net first lien leverage was 6.7x. Moody's expects the covenant to be triggered over the next 12 months, but Quest will likely be in compliance due to an adequate cushion and highly adjusted credit agreement EBITDA calculation. The negative outlook reflects Quest's deteriorating liquidity profile as cash flows are expected to remain negative over the next 12 to 18 months. Moody's expects that Quest's top line will grow in the low single digit percentage range over the next 12 to 18 months and adjusted EBITDA margins will improve driven by realized benefits from cost saving and restructuring initiatives. Moody's expected leverage to remain above 9x (on a Moody's adjusted basis) over the outlook period. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if Quest's debt/EBITDA leverage (Moody's adjusted) is sustained below 6.5x and FCF/debt approaches mid-single digit percentage range. The ratings could be downgraded if Quest continues to produce negative free cash flow and does not show signs of material cash flow improvement by fiscal year end January 2025, debt/EBITDA (Moody's adjusted) is sustained above 9x, or Quest is unable to achieve organic revenue growth. Quest Identity Intermediate Limited is a holding company of two distinct operating companies: Quest Software and One Identity. Quest Software is a provider of integrated infrastructure software solutions for managing systems, data, and applications. One Identity provides identity security solutions including identity governance, privileged access management and access management solutions. The company generated revenues of approximately $1,014 million for the last twelve months ending April 30, 2023. The principal methodology used in these ratings was Software published in June 2022. RACKSPACE TECHNOLOGY: Saratoga Marks $2.9M Loan at 61% Off ---------------------------------------------------------- Saratoga Investment Corporation has marked its $2,967,254 loan extended to Rackspace Technology Global, Inc to market at $1,166,872 or 39% of the outstanding amount, as of May 31, 2023, according to a disclosure contained in Saratoga's Form 10-Q for the Quarterly Period ended May 31, 2023, filed with the Securities and Exchange Commission. Saratoga is a participant in a Term Loan (1M USD SOFR+ 2.8%, 0.8% Floor) to Rackspace Technology Global, Inc. The loan accrues interest at 7.91% per annum. The loan matures on February 15, 2028. Saratoga Investment Corp is a non-diversified closed end management investment company incorporated in Maryland that has elected to be treated and is regulated as a business development company under the Investment Company Act of 1940, as amended. The Company commenced operations on March 23, 2007 as GSC Investment Corp. and completed the initial public offering on March 28, 2007. The Company has elected, and intends to qualify annually, to be treated for U.S. federal income tax purposes as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. Rackspace Technology Global, Inc., supports and manages cloud platforms, as well as offers managed hosting, colocation, security, data processing, and enterprise application development. RAYONIER ADVANCED: Moody's Ups CFR to B2 & Alters Outlook to Stable ------------------------------------------------------------------- Moody's Investors Service has upgraded Rayonier Advanced Material Inc.'s (RYAM) corporate family rating to B2 from B3, probability of default rating to B2-PD from B3-PD, and senior secured notes rating to B2 from B3. At the same time, Moody's withdrew the company's Caa2 senior unsecured notes rating following the full repayment of the notes. The company's speculative grade liquidity rating (SGL) remains unchanged at SGL-2. The outlook was changed to stable from positive. Proceeds from the newly issued $250 million senior secured term loan due in 2027 along with cash were used to refinance RYAM's $318 million senior unsecured notes maturing in June 2024. The term loan is guaranteed by RYAM and secured by first lien priority on US assets. The term loan ranks pari passu with existing senior secured notes due 2026. "The upgrade reflects the successful completion of Rayonier AM's term loan issuance, which has resolved its refinancing risk and extends its maturity profile" said Aziz Al Sammarai, Moody's assistant vice president. "Moody's expect Rayonier AM to maintain good operating performance, credit metrics, and liquidity over the next 12-18 months" Moody's expects RYAM to have improved operating performance and better asset reliability which will support good EBITDA growth and margins in 2023 and 2024. Stronger EBITDA and lower debt, following the refinancing transaction, will support debt/EBITDA sustained below 5x. While Moody's expects free cash flow consumption in 2023 mainly driven by strategic investments, one-time energy payment, and higher interest expense, this will reverse in 2024 and 2025 as EBITDA growth and lower capex requirements improve free cash flow. Upgrades: Issuer: Rayonier Advanced Materials Inc. Corporate Family Rating, Upgraded to B2 from B3 Probability of Default Rating, Upgraded to B2-PD from B3-PD Senior Secured Regular Bond/Debenture, Upgraded to B2 from B3 Withdrawals: Issuer: Rayonier Advanced Materials Inc. Senior Unsecured Regular Bond/Debenture, Withdrawn , previously rated Caa2 Outlook Actions: Issuer: Rayonier Advanced Materials Inc. Outlook, Changed To Stable From Positive RATINGS RATIONALE RYAM's B2 CFR is constrained by exposure to volatile pulp pricing; limited growth in markets of acetate-based specialty cellulose (SC) pulp, which is primarily used to manufacture cigarette filters; and several high-cost assets that are challenged to generate cash during cyclical downturns. The rating benefits from a leading global market position as a SC pulp manufacturer; operational and geographic diversity through four SC facilities located in the US, Canada and France; end-market and product diversity with one consumer paper packaging mill, and one high yield commodity pulp mill; and good liquidity. RYAM has good liquidity (SGL-2). The company's liquidity sources of about $205 million are sufficient to cover about $38 million of cash consumption. Pro-forma for the transaction, Moody's estimates cash on hand of around $100 million and about $105 million of availability (after letters of credit and accounting for noncompliance with the springing covenant) under the company's $200 million ABL facility expiring November 2025. Although Moody's does not expect the company to use the revolver, RYAM is currently unable to draw on the full amount ($136 million estimated at Q2 2023) because it would not be in compliance with the ABL's springing fixed charge covenant of 1x, which is applicable if availability falls below 15% of the line cap. Moody's forecasts that the company will remain outside of the covenant threshold, however, Moody's do not expect it to be applicable. Moody's expects negative free cash flow of about $30 million and around $8 million in mandatory debt payments through June 2024. Most the company's assets are encumbered, and asset sale proceeds would be used to reduce debt. The stable outlook reflects Moody's expectation the RYAM will be able to sustain good liquidity while improving debt/EBITDA toward 4x over the next 12-18 months. The B2 senior secured notes are rated in line with the CFR given that the secured obligations represent the preponderance of liabilities in the capital structure. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if RYAM is able to increase its scale, sustain its financial leverage (debt/EBITDA) below 4x, EBITDA/interest is sustained above 3x, and generate meaningful and consistent positive free cash flow. The ratings could be downgraded if liquidity profile or operating performance weakens, financial leverage is sustained above 5.5x, or EBITDA/Interest is sustained below 2x. The principal methodology used in these ratings was Paper and Forest Products published in December 2021. Rayonier Advanced Material Inc., headquartered in Jacksonville, Florida, is a leading global producer of specialty cellulose (SC) pulp. The company also produces commodity pulp and consumer paper packaging. RAYONIER ADVANCED: S&P Affirms 'B-' ICR, Outlook Stable ------------------------------------------------------- S&P Global Ratings affirmed its 'B-' issuer credit rating on Rayonier Advanced Materials Inc. (RYAM) and removed it from CreditWatch, where S&P placed it with negative implications on June 30, 2023. S&P said, "At the same time, we lowered our issue-level rating on the company's $500 million senior secured notes due 2026 ($465 million outstanding) to 'B-' from 'B' and removed the rating from CreditWatch. We revised the recovery rating on this debt to '4' from '2'. "The stable outlook reflects our view that RYAM's credit metrics will remain commensurate with the rating over the next 12 months, with free operating cash flow (FOCF) deficits improving in fiscal 2024." RYAM announced the close of its $250 million refinancing transaction. S&P resolved the June 30, 2023, CreditWatch placement following the close of RYAM's $250 million refinancing transaction. RYAM entered into a $250 million senior secured credit agreement with Oaktree on July 20, 2023, as part of the refinancing of its 2024 senior unsecured notes, essentially removing all near-term refinancing risks. S&P said, "While we hold a favorable view on the company's ability to issue new debt amid current credit market conditions, the increased interest burden will constrain the company's already pressured FOCF generating ability. As such, we forecast RYAM will generate negative FOCF in fiscal 2023 before modest improvements in fiscal 2024. We believe the first-lien term loan will carry a $32.5 million annual interest expense burden. While this higher debt cost will affect cash flows, we believe the impact will be somewhat offset by expected working capital benefits in 2023 and 2024. Specific to 2024, FOCF should also benefit from reduced capex spending as the company reverts to almost historical levels following elevated spending in fiscals 2022 and 2023. We note, however, that RYAM's ability to generate positive FOCF is also limited to the extent unexpected operational challenges do not occur." RYAM has an adequate liquidity buffer to withstand modest underperformance to S&P's base-case forecast in the near term. The refinancing transaction has reduced the company's liquidity, as it utilized $85 million of balance sheet cash in redeeming the outstanding 2024 unsecured notes. However, $130 million available under its ABL facility (due December 2025), and approximately $80 million of balance sheet cash provide roughly $200 million of available liquidity. RYAM's next major maturity date following the ABL is 2026, when its 7.625% senior secured notes mature, and scheduled amortization of its term loans is around $12.5 million annually. S&P continues to view RYAM's financial risk profile (FRP) as highly leveraged, but supportive of the current rating. The company ended fiscal 2022 with S&P Global Ratings-adjusted-debt leverage around 6x. Continued deleveraging in fiscal 2023, including the refinancing of the 2024 notes supports S&P's base-case forecast of 5.1x at the end of fiscal 2023. Easing raw materials and other input costs are expected to improve margins, however sluggish demand in Cellulose Specialty and less-than-anticipated performance in paperboard demand will result in tepid topline growth in 2023. The stable outlook reflects S&P's view that RYAM's credit metrics will remain commensurate with the rating over the next 12 months, with FOCF deficits improving in fiscal 2024. Upside scenario S&P could raise its ratings on RYAM over the next 12 months if: -- The company generates positive FOCF on a sustained basis; and -- Operating trends remain stable across key end markets and segments such that FOCF to debt is above 5%, S&P Global Ratings-adjusted-debt leverage is below 5x, and EBITDA to interest coverage is above 3x, ultimately allowing the company to successfully refinance its 2026 maturity before it becomes current. S&P could lower its ratings if RYAM's financial position deteriorates such that S&P views its capital structure as unsustainable. This could occur if: -- The company is unable to generate sustainable positive FOCF across the next 12 months to 18 months; or -- There is an unexpected cash outlay which constrains liquidity or limits the company's ability to generate positive free cash flow. ESG credit indicators: E-3, S-2, G-2 Environmental factors are a moderately negative consideration in S&P's credit analysis of RYAM. High-purity cellulose and high-yield pulp are chemically intensive to produce. Additionally, the end-of-life disposal for some of the company's products is an issue due to their single-use nature and lack of ability to be reused or recycled. RESEARCH NOW: Saratoga Marks $4.2M Loan at 29% Off -------------------------------------------------- Saratoga Investment Corporation has marked its $4,286,824 loan extended to Research Now Group, Inc to market at $3,030,270 or 71% of the outstanding amount, as of May 31, 2023, according to a disclosure contained in Saratoga's Form 10-Q for the Quarterly Period ended May 31, 2023, filed with the Securities and Exchange Commission. Saratoga is a participant in a Term Loan (3M USD LIBOR+ 5.5%, 1% Floor) to Research Now Group, Inc. The loan accrues interest at 10.8% per annum. The loan matures on December 20, 2024. Saratoga Investment Corp is a non-diversified closed end management investment company incorporated in Maryland that has elected to be treated and is regulated as a business development company under the Investment Company Act of 1940, as amended. The Company commenced operations on March 23, 2007 as GSC Investment Corp. and completed the initial public offering on March 28, 2007. The Company has elected, and intends to qualify annually, to be treated for U.S. federal income tax purposes as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. Research Now Group, Inc. and Survey Sampling International, LLC provide online and mobile survey-data collection, processing, and reporting. The company was acquired by Court Square Capital Partners through a leveraged buyout transaction. RESOLUTE INVESTMENT: Saratoga Marks $3.02M Loan at 27% Off ---------------------------------------------------------- Saratoga Investment Corporation has marked its $3,027,094 loan extended to Resolute Investment Managers (American Beacon), Inc. to market at $2,209,779 or 73% of the outstanding amount, as of May 31, 2023, according to a disclosure contained in Saratoga's Form 10-Q for the Quarterly Period ended May 31, 2023, filed with the Securities and Exchange Commission. Saratoga is a participant in a Term Loan (3M USD LIBOR+ 4.3%, 1% Floor) to Resolute Investment Managers (American Beacon), Inc. The loan accrues interest at 9.41% per annum. The loan matures on April 30, 2024. Saratoga Investment Corp is a non-diversified closed end management investment company incorporated in Maryland that has elected to be treated and is regulated as a business development company under the Investment Company Act of 1940, as amended. The Company commenced operations on March 23, 2007 as GSC Investment Corp. and completed the initial public offering on March 28, 2007. The Company has elected, and intends to qualify annually, to be treated for U.S. federal income tax purposes as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. Resolute Investment Managers, Inc. is a diversified, multi-affiliate asset management platform that partners with more than 30 best-in-class affiliated and independent investment managers. RESOURCE TRAINING: U.S. Trustee Appoints Eric Huebscher as PCO -------------------------------------------------------------- William Harrington, U.S. Trustee for Region 2, appointed Eric Huebscher as patient care ombudsman for The Resource Training Center, Inc. The appointment was made pursuant to the order from the U.S. Bankruptcy Court for the Eastern District of New York on July 7. The PCO may seek to retain counsel to assist him in the performance of his duties and responsibilities except for his reporting obligations as set forth in Section 333(b)(2) of the Bankruptcy Code. Mr. Huebscher of Huebscher & Co. disclosed in a court filing that he is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The ombudsman may be reached at: Eric M. Huebscher, CPA Huebscher & Co. 301 East 87th Street New York, NY 10128 Phone: (646) 584-3141 Fax: (212) 202-3503 Email: info@HuebscherConsulting.com About Resource Training Center The Resource Training Center, Inc. conducts business under the name Christopher's Reason. It is based in Staten Island, N.Y. Resource Training Center filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-41896) on May 30, 2023, with $612,544 in assets and $2,777,912 in liabilities. Charles Persing, a certified public accountant at Bederson LLP, has been appointed as Subchapter V trustee. Judge Jil Mazer-Marino oversees the case. Jacqulyn S. Loftin, Esq., at Lamonica Herbst & Maniscalco, LLP is the Debtor's legal counsel. RISING TIDE: $397M Bank Debt Trades at 43% Discount --------------------------------------------------- Participations in a syndicated loan under which Rising Tide Holdings Inc is a borrower were trading in the secondary market around 57.4 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The $397.8 million facility is a PIK Term loan that is scheduled to mature on June 1, 2028. The amount is fully drawn and outstanding. Rising Tide (d/b/a West Marine) retails recreational and commercial boating supplies, apparel, and other related merchandise. The company operates as a specialty retailer in the marine aftermarket, serving the repair and replacement outfitting needs of active marine enthusiasts and professional customers. Rising Tide is also involved in the wholesale distribution of products to commercial customers and other retailers through its port supply business line and stores. SELECT MEDICAL:S&P Rates New Term Loan and Revolver Facility 'BB-' ------------------------------------------------------------------ S&P Global Ratings assigned its 'BB-' issue-level rating and '2' recovery rating to Select Medical Corp.'s proposed amended and extended $2.103 billion first-lien senior secured term loan and $650 million revolving credit facility. The '2' recovery rating indicates its expectation for substantial recovery (70%-90%; rounded estimate: 75%) in the event of a payment default. The proposed transaction is leverage neutral and extends the maturity of both facilities to March 2027 from March 2025. The transaction modestly improves liquidity (including eliminating a $60 million step-down in revolver availability) and modestly increases interest expense (S&P estimates by about $10 million annually, subject to final pricing). S&P said, "Our 'B+' issuer credit rating and stable outlook are unchanged. They continue to reflect our expectation that S&P Global Ratings-adjusted leverage for 2023 will generally remain between 4x and 5.5x, as well as Select's substantial exposure to government reimbursement. This is only partially offset by its position as the largest post-acute care provider in the U.S., with good scale ($6.3 billion of revenues in 2022) and diversification across its four key services in 46 states and the District of Columbia. Pro forma for this issuance, we expect 2023 gross leverage of about 4.8x." ISSUE RATINGS--RECOVERY ANLAYSIS Key analytical factors -- Select's capital structure consists of a $2.1 billion senior secured term loan due in 2027, $650 million revolving credit facility due in 2027, and $1.225 billion in unsecured notes due in 2026. -- S&P's simulated default scenario considers a default in 2027, stemming from a significant decline in reimbursement rates and reduction in allowed visits due to economic deterioration and tighter government budgets. -- Given the company's market-leading position for many of its services, the geographic regions in which it operates, and continued demand for its services, we believe Select would remain a viable business and reorganize rather than liquidate in case of payment default. -- S&P said, "Consequently, we use an enterprise value methodology to gauge recovery prospects. We value the company as a going concern, using a 5.5x multiple of our projected EBITDA at default, which is consistent with the multiple used for similar companies." Simulated default assumptions -- Simulated year of default: 2027 -- EBITDA at emergence: $390 million -- EBITDA multiple: 5.5x -- Jurisdiction: U.S. Simplified waterfall -- Net enterprise value (after 5% administrative costs): $2.03 billion -- Valuation split in % (obligors/nonobligors): 100/0 -- Collateral value available to secured creditors: $2.03 billion -- Secured first-lien debt: $2.66 billion --Recovery expectations: 70%-90% (rounded estimate: 75%) -- Total value available to senior unsecured claims: $0 -- Unsecured debt claims: $1.89 billion --Recovery expectations: 0%-10% (rounded estimate: 0%) All debt amounts include six months of prepetition interest. ESG credit indicators: E-2, S-2, G-2 SILVERGATE CAPITAL: Moody's Withdraws 'Ca' LongTerm Issuer Rating ----------------------------------------------------------------- Moody's Investors Service has withdrawn the Ca long term issuer rating of Silvergate Capital Corporation and the Caa1 long term deposit rating of its bank subsidiary Silvergate Bank (together Silvergate). Prior to the withdrawal, the ratings were on review for downgrade. RATINGS RATIONALE Moody's has decided to withdraw the ratings for its own business reasons. Issuer: Silvergate Capital Corporation Withdrawals: LT Issuer Rating (Local Currency), Withdrawn RWR, previously rated Ca Ratings Under Review for Downgrade, RUR Pref. Shelf Non-cumulative (Local Currency), Withdrawn, previously rated (P)C Pref. Stock Non-cumulative (Local Currency), Withdrawn, previously rated C Outlook Actions: Outlook, Changed To Rating Withdrawn From Rating Under Review Issuer: Silvergate Bank Withdrawals: Adjusted Baseline Credit Assessment, Withdrawn, previously rated caa3 Ratings Under Review for Downgrade Baseline Credit Assessment, Withdrawn, previously rated caa3 Ratings Under Review for Downgrade ST Counterparty Risk Assessment, Withdrawn, previously rated NP(cr) LT Counterparty Risk Assessment, Withdrawn, previously rated Caa2(cr) ST Counterparty Risk Rating (Foreign Currency), Withdrawn, previously rated NP ST Counterparty Risk Rating (Local Currency), Withdrawn, previously rated NP LT Counterparty Risk Rating (Foreign Currency), Withdrawn, previously rated Caa3 Ratings Under Review for Downgrade LT Counterparty Risk Rating (Local Currency), Withdrawn, previously rated Caa3 Ratings Under Review for Downgrade LT Issuer Rating (Local Currency), Withdrawn RWR, previously rated Ca Ratings Under Review for Downgrade, RUR LT Bank Deposit (Local Currency), Withdrawn RWR, previously rated Caa1 Ratings Under Review for Downgrade, RUR ST Bank Deposit (Local Currency), Withdrawn, previously rated NP Outlook Actions: Outlook, Changed To Rating Withdrawn From Rating Under Review SOUND INPATIENT: $215M Bank Debt Trades at 75% Discount ------------------------------------------------------- Participations in a syndicated loan under which Sound Inpatient Physicians Holdings LLC is a borrower were trading in the secondary market around 24.8 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The $215 million facility is a Term loan that is scheduled to mature on June 28, 2026. The amount is fully drawn and outstanding. Sound Inpatient Physicians, Inc. is a provider of physician services in acute, post-acute, emergency medicine, and intensivist facilities through its wholly-owned subsidiaries and affiliated companies. Sound's principal business is to provide hospitalist services to hospitals and health plans designed to improve the well-being of patients while reducing their associated costs through the management of medical care. The company is primarily owned by private equity sponsor Summit Partners and Optum Health. SOUTH JERSEY ELITE: Holly Miller Named Subchapter V Trustee ----------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 appointed Holly Miller, Esq., at Gellert Scali Busenkell & Brown, LLC, as Subchapter V trustee for South Jersey Elite Sports, LLC. Ms. Miller will be paid an hourly fee of $400 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Miller declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Holly S. Miller, Esq. Gellert Scali Busenkell & Brown, LLC 1628 John F. Kennedy Boulevard, Suite 1901 Philadelphia, PA 19103 Phone: (215) 238-0012 Fax: (215) 238-0016 Email: hsmiller@gsbblaw.com About South Jersey Elite South Jersey Elite Sports, LLC filed Chapter 11 petition (Bankr. D.N.J. Case No. 23-15921) on July 11, 2023, with $1 million to $10 million in assets and $100,000 to $500,000 in liabilities. Emilio Malpartida, managing member, signed the petition. Eric A. Browndorf, Esq., at Cooper Levenson is the Debtor's counsel. SOVOS COMPLIANCE: Moody's Affirms 'B3' CFR, Outlook Remains Stable ------------------------------------------------------------------ Moody's Investors Service affirmed Sovos Compliance LLC's B3 corporate family rating and B3-PD probability of default rating. Moody's also affirmed Sovos' B3 ratings on the first-lien senior secured credit facilities, which include a $100 million revolving credit facility and a $1.5 billion term loan. The outlook remains stable. Sovos is a Massachusetts-based provider of software and services supporting corporate tax compliance and business-to-government tax reporting. The rating action reflects Moody's expectation that the company, which recently appointed a new CEO, will focus on integrating the numerous acquisitions it has completed over the last few years. This will support margin improvement and reduce transaction and other cash costs that have contributed to free cash flow deficits in recent years. Moody's anticipates that the frequency of M&A transactions will diminish and that funding for new targets will include a substantial equity consideration. A very high debt load and negative free cash flow in a rising interest rate environment limit the ability to incorporate more debt into the capital structure within the current B3 rating category. Affirmations: Issuer: Sovos Compliance LLC Corporate Family Rating, Affirmed B3 Probability of Default Rating, Affirmed B3-PD Senior Secured 1st Lien Bank Credit Facility, Affirmed B3 Outlook Actions: Issuer: Sovos Compliance LLC Outlook, Remains Stable RATINGS RATIONALE Sovos' credit profile reflects its very high financial leverage, with debt-to-EBITDA over 9x for fiscal year 2023 (Moody's expectation based on standard adjustments, adding change in deferred revenue and incorporating partial credit for expenses that Sovos considers non-recurring). Negative free cash flow and a history of aggressive financial policies that have funded the company's active M&A pipeline with debt also weigh on the credit. Sovos' software competes in fragmented markets and the company has built its tax solutions over the years through an active M&A strategy, particularly in fiscal years 2021 and 2022, which has resulted in free cash flow deficits. Moody's expects Sovos' newly appointed CEO will reduce the focus on M&A and seek a platform approach to consolidate the company's tax solutions. This will improve cash flow generation by reducing transaction costs and other integration expenses. Rising interest rates will pressure cash flow, but Sovos reduced its floating exposure by entering into timely long-term swap agreements in 2021 that mitigate the risk. Sovos benefits from leading positions in several tax and compliance niche markets but the company competes against much larger players with deep pockets, such as Thomson Reuters Corporation (Baa2 stable) or Fidelity National Information Services, Inc. ("FIS") (Baa2 stable). Incumbent providers benefit from barriers to entry, as new entrants need to develop the necessary local knowledge to support a very diverse (and constantly changing) set of global VAT regulations and over 12,000 tax jurisdictions in the US. The company also benefits from low customer concentration and very high client retention rates, which translate into high 92% of recurring revenue. Subscription-based revenue and contracts with volume floors provide earnings stability. The potential for improving EBITDA margins, towards 35% (Moody's adjusted), and a large addressable market are also credit positive. The ever-changing nature and complexity of tax regulation create demand tailwinds. The stable outlook reflects Moody's expectation for mid to high single-digit organic reported revenue growth over the next 12 months, and improving profitability with EBITDA margins trending towards 35% (Moody's adjusted), as wage inflation continues to stabilize. Moody's anticipates debt-to-EBITDA will improve but remain very high, above 8.5x. Transaction and other large non-recurring costs will diminish as Sovos shrinks its M&A activity and completes large integration projects, but one-time costs will continue to reduce cash generation. Moody's expects free cash flow to improve but remain around break-even levels in fiscal 2024, with weak FCF/debt around 0% (Moody's adjusted). Sovos' liquidity is good, supported by $39 million of unrestricted cash as of March 31, 2023, and an undrawn $100 million first-lien senior secured revolver due 2026 (the facility had a $60 million draw as of March 2023 but the company indicated it had repaid the draw with a subsequent equity infusion). Moody's expects roughly break-even free cash flow over the next 12 months, with capital expenditures around 3% of revenue. Cash requirements below free cash flow are limited to mandatory debt amortization totaling 1% of the first-lien term loan, about $15 million annually. The $100 million revolver includes a net first-lien leverage covenant of 11.5x, which is only tested when 35% or more of the revolver's is outstanding. Moody's anticipates a sizable cushion against the covenant level over the next 12 months. Sovos' preferred equity dividend is expected to be paid in kind, cash payments would put additional pressure on free cash flow. The B3 ratings on Sovos' senior secured first-lien credit facilities reflect both the probability of default rating of B3-PD and the loss given default assessment of LGD3. As there is no other meaningful debt in the capital structure, the facilities are rated in line with the B3 CFR. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if the company increases its operating scale and moderates its financial policies, such that Moody's expects debt-to-EBITDA leverage (adding the change in deferred revenue) to be sustained below 6.5x and FCF-to-debt at or above 5.0% (all metrics Moody's adjusted). The ratings could be downgraded if revenue or EBITDA growth is weaker than expected, diminishing Sovos' ability to reduce leverage organically, such that Moody's does not anticipate a path to reduce Moody's-adjusted debt-to-EBITDA below 8x. The ratings could also be downgraded if liquidity deteriorates and free cash flow is expected to remain below break-even. Sovos Compliance LLC provides software and services supporting corporate tax compliance and business-to-government tax reporting. Sovos offers solutions in four main segments: Sales & use tax; value added tax; alcoholic beverage; and tax and regulatory reporting. Sovos reported $458 million in revenue as of the twelve months ending March 31, 2023. Headquartered in Massachusetts, Sovos supports more than 100,000 customers, including half of the Fortune 500, and operates in over 70 countries. The company's cloud-based solutions integrate with a wide variety of business applications and government compliance processes. Sovos has employees throughout the Americas and Europe and is owned by private equity sponsors Hg Capital (majority shareholder) and TA Associates (minority stake). The principal methodology used in these ratings was Software published in June 2022. SPEED TRANS: Virginia Andrews Burdette Named Subchapter V Trustee ----------------------------------------------------------------- The Acting U.S. Trustee for Region 18 appointed Virginia Andrews Burdette as Subchapter V trustee for Speed Trans, LLC. Ms. Burdette will be paid an hourly fee of $300 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Burdette declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Virginia Andrews Burdette P.O. Box 16600 Seattle, WA 98116 Phone: 206.441.0203 Email: vab@andrewsburdette.com About Speed Trans Speed Trans, LLC, a company in Tacoma, Wash., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Wash. Case No. 23-41110) on July 10, 2023, with $1 million to $10 million in both assets and liabilities. Arashdeep Singh, owner, signed the petition. Judge Mary Jo Heston oversees the case. Jennifer L. Neeleman, Esq., at Neeleman Law Group, P.C. is the Debtor's legal counsel. SPIN HOLDCO: Saratoga Marks $2.9M Loan at 20% Off ------------------------------------------------- Saratoga Investment Corporation has marked its $2,940,000 loan extended to Spin Holdco, Inc to market at $2,348,325 or 80% of the outstanding amount, as of May 31, 2023, according to a disclosure contained in Saratoga's Form 10-Q for the Quarterly Period ended May 31, 2023, filed with the Securities and Exchange Commission. Saratoga is a participant in a Term Loan (3M USD LIBOR+ 4%, 0.8% Floor) to Spin Holdco, Inc. The loan accrues interest at 8.99% per annum. The loan matures on March 4, 2028. Saratoga Investment Corp is a non-diversified closed end management investment company incorporated in Maryland that has elected to be treated and is regulated as a business development company under the Investment Company Act of 1940, as amended. The Company commenced operations on March 23, 2007 as GSC Investment Corp. and completed the initial public offering on March 28, 2007. The Company has elected, and intends to qualify annually, to be treated for U.S. federal income tax purposes as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. Spin Holdco Inc. provides laundry solutions. The Company offers residential and commercial laundry solutions, as well as tire inflation and vacuum vending services at convenience stores and gas stations. Spin Holdco serves clients in North America and Europe. SRAX INC: Creates Advisory Board Comprised of Major Shareholders ---------------------------------------------------------------- SRAX, Inc. announced it has created an Advisory Board that is comprised of four of the Company's largest shareholders. "SRAX has some amazing investors and we want to create a formal relationship with some of them so they can share their insights as we navigate getting our fillings back in order and restructure the business. These advisors are all very invested in the business, owning millions of shares collectively, and they all have a diverse background as it relates to small cap companies," said Christopher Miglino, founder and CEO of SRAX. In conjunction with the creation of the of the Advisory Board, existing members of the companies board, except for Christopher Miglio will resign from the Board of Directors, with Brock Pierce joining the Advisory Board. About SRAX SRAX, Inc. (SRAX) is a financial technology company that provides data and insights to publicly traded companies through its SaaS platform Sequire. With Sequire, companies can track their investors' behaviors and trends and use those insights to engage current and potential investors across marketing channels. For more information on SRAX, please visit its websites: srax.com and mysequire.com. SRAX reported a net loss of $41.23 million for the year ended Dec. 31, 2022, compared to a net loss of $14.71 million for the year ended Dec. 31, 2021. New York, NY-based RBSM LLP, the Company's auditor since 2011, issued a "going concern" qualification in its report dated Oct. 12, 2022, citing that the Company has recurring losses from operations, limited cash flow, and an accumulated deficit. These conditions raise substantial doubt about the Company's ability to continue as a going concern. SRAX INC: Four Directors Quit From Board ---------------------------------------- Marc Savas, Robert Jordan, Colleen DiClaudio, and Brock Pierce have resigned from the board of directors and their respective committee roles of SRAX, Inc. According to the Company's Form 8-K filed with the Securities and Exchange Commission, there were no disagreements between the directors and the Company. Their departure is not related to the operations, policies or practices of the Company, or any issues regarding accounting policies or practices. Mr. Pierce will transition to the Advisory Board. Christopher Miglino will remain as the Chairman of the Board and shall assume the Governance, Compensation and Audit Committee chairman roles. About SRAX SRAX, Inc. (SRAX) is a financial technology company that provides data and insights to publicly traded companies through its SaaS platform Sequire. With Sequire, companies can track their investors' behaviors and trends and use those insights to engage current and potential investors across marketing channels. For more information on SRAX, please visit its websites: srax.com and mysequire.com. SRAX reported a net loss of $41.23 million for the year ended Dec. 31, 2022, compared to a net loss of $14.71 million for the year ended Dec. 31, 2021. New York, NY-based RBSM LLP, the Company's auditor since 2011, issued a "going concern" qualification in its report dated Oct. 12, 2022, citing that the Company has recurring losses from operations, limited cash flow, and an accumulated deficit. These conditions raise substantial doubt about the Company's ability to continue as a going concern. TAVERAS FAMILY: Sylvia Mayer Named Subchapter V Trustee ------------------------------------------------------- The U.S. Trustee for Region 7 appointed Sylvia Mayer, Esq., at S. Mayer Law, PLLC as Subchapter V trustee for Taveras Family Investments Corp. Ms. Mayer will be paid an hourly fee of $450 for her services as Subchapter V trustee and an hourly fee of $195 for paralegal services. In addition, the Subchapter V trustee will receive reimbursement for work-related expenses incurred. Ms. Mayer declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Sylvia Mayer, Esq. S. Mayer Law, PLLC P.O. Box 6542 Houston, TX 77265 Telephone: (713) 893-0339 Facsimile: (713) 661-3738 Email: smayer@smayerlaw.com About Taveras Family Taveras Family Investments Corp. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Case No. 23-32627) on July 12, 2023, with as much as $50,000 in both assets and liabilities. Judge Eduardo V. Rodriguez oversees the case. Thomas Frederick Jones, III, Esq., at the Law Office of Thomas F. Jones III represents the Debtor as bankruptcy counsel. TERRA SANTA: Creditors to Get Proceeds From Liquidation ------------------------------------------------------- Terra Santa, Inc. filed with the U.S. Bankruptcy Court for the Western District of Kentucky a Second Amended Plan of Liquidation dated July 17, 2023. The Debtor is a corporation organized under the laws of the Commonwealth of Kentucky in September 1994. The Debtor operates a full-service restaurant at 1293 Bardstown Road, Louisville, Kentucky, under the name Ramsi's Cafe on the World. This Second Amended Small Business Plan proposes to pay creditors of the Debtor from the orderly liquidation of the Debtor's assets. This Plan provides for 1 class of Priority Claims, 2 classes of Secured Claims, 1 class of non-priority Unsecured Claims, and 1 class of Equity Interests. Holders of Allowed non-priority Unsecured Claims will not receive cash distributions unless the liquidation of Debtor's assets satisfies the Priority Claims and Secured Claims in full. The final Plan payment is expected to be paid on or before June 1, 2024. The Class 2-A Secured Claim and the IRS' Priority Tax Claim shall be paid through the application of (1) offsetting credits of approximately $198,848.82 that the Debtor is owed from "Employee Retention Credits" from the United States Treasury, and (2) sale proceeds from (a) non-Debtor real property as described in Section 8.02, and (b) the orderly liquidation of all the Debtor's assets. Class 2-B Secured Claim of SBA. The value of the SBA's interest in the Debtor's interest in tangible and intangible personal property is $0.00, and the lien is therefore void pursuant to Section 506(d) of the Bankruptcy Code. The Confirmation Order shall be deemed an order voiding the Class 2-B lien as of the Effective Date. Class 3 consists of Non-Priority Unsecured Claims. The Class 3 Claims are impaired. Each holder of a Class 2-C Claim will receive a one-time cash payment equal to the holder's pro-rata share of funds available for distribution to holders of Class 3 Claims upon liquidation of the Debtor's assets. There will be funds available for distribution to holders of Class 3 Claims only if all Secured Claims, Priority Claims, and Administrative Expense Claims are satisfied in full. Class 4 consists of Equity Interests. The Class 4 equity interests in the Debtor are unimpaired. The holders of Class 4 equity interests shall retain their equity interests in the Debtor as of the Effective Date. Nothing in this Plan or the Confirmation Order shall be deemed to affect or impair any claim to the equity interests in the Debtor which may be asserted or adjudicated in the pending marital dissolution action between Ramsi Kamar and Rhona Kamar. The Debtor expects that a portion of the Priority Tax Claims against the Debtor will be satisfied through the liquidation of certain real property that is owned by Mr. Ramsi Kamar and Ms. Rhona G. Kamar and therefore not property of the Debtor's bankruptcy estate. Upon the Debtor's information and belief, Mr. and Ms. Kamar will sell their interests in approximately 14.9 acres of land in Fisherville, Jefferson County, Kentucky (the "Spotswood Property"), on or around May 15, 2023. The Debtor anticipates that sale proceeds of approximately $460,000 will be paid to the IRS, Kentucky Department of Revenue, and/or the Louisville Metro Revenue Commission in accordance with their respective lien priorities. Some liens against the Spotswood Property secure certain debt obligations of Mr. and Ms. Kamar in which the Debtor is jointly liable, while other liens encumbering the Spotswood Property secure payment obligations which are not enforceable against the Debtor. Accordingly, the net proceeds from the sale of non-Debtor property are subject to being applied against debts which are not Allowed Claims against the Debtor. A full-text copy of the Second Amended Liquidating Plan dated July 17, 2023 is available at https://urlcurt.com/u?l=TClctV from PacerMonitor.com at no charge. Counsel for Debtor: Charity S. Bird, Esq. Tyler R. Yeager, Esq. Kaplan Johnson Abate & Bird LLP 710 W. Main St., 4th Floor Louisville, KY 40202 Telephone: (502) 416-1630 Email: cbird@kaplanjohnsonlaw.com tyeager@kaplanjohnsonlaw.com About Terra Santa Inc. Terra Santa, Inc. operates a full-service restaurant at 1293 Bardstown Road, Louisville, Kentucky, under the name Ramsi's Cafe on the World. The Debtor sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Ky. Case No. 21-31831) on Sept. 1, 2021, listing up to $50,000 in assets and up to $1 million in liabilities. Charity S Bird, Esq., at Kaplan Johnson Abate & Bird, LLP represents the Debtor as legal counsel. TOSCA SERVICES: $626M Bank Debt Trades at 21% Discount ------------------------------------------------------ Participations in a syndicated loan under which Tosca Services LLC is a borrower were trading in the secondary market around 79.4 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The $626.5 million facility is a Term loan that is scheduled to mature on August 18, 2027. About $612.9 million of the loan is withdrawn and outstanding. Tosca Services, LLC manufactures and supplies container solutions. The Company offers plastic containers to transport fruit and vegetable, egg, poultry, meat, and cheese products. Tosca Services serves growers, suppliers, food manufacturers, and retailers in North America. TOSCA SERVICES: Saratoga Marks $488,750 Loan at 30% Off ------------------------------------------------------- Saratoga Investment Corporation has marked its $488,750 loan extended to Tosca Services, LLC to market at $340,698 or 70% of the outstanding amount, as of May 31, 2023, according to a disclosure contained in Saratoga's Form 10-Q for the Quarterly Period ended May 31, 2023, filed with the Securities and Exchange Commission. Saratoga is a participant in a Term Loan (3M USD SOFR+ 3.5%, 0.8% Floor) to Tosca Services, LLC. The loan accrues interest at 8.81% per annum. The loan matures on August 18, 2027. Saratoga Investment Corp is a non-diversified closed end management investment company incorporated in Maryland that has elected to be treated and is regulated as a business development company under the Investment Company Act of 1940, as amended. The Company commenced operations on March 23, 2007 as GSC Investment Corp. and completed the initial public offering on March 28, 2007. The Company has elected, and intends to qualify annually, to be treated for U.S. federal income tax purposes as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. Tosca Services, LLC manufactures and supplies container solutions. The Company offers plastic containers to transport fruit and vegetable, egg, poultry, meat, and cheese products. Tosca Services serves growers, suppliers, food manufacturers, and retailers in North America. TRIARC SYSTEMS: Behrooz Vida Named Subchapter V Trustee ------------------------------------------------------- The U.S. Trustee for Region 6 appointed Behrooz Vida, Esq., at the Vida Law Firm, PLLC as Subchapter V trustee for Triarc Systems, LLC. Mr. Vida will be paid an hourly fee of $450 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Vida declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Behrooz P. Vida, Esq. The Vida Law Firm, PLLC 3000 Central Drive Bedford, TX 76021 817-358-9977-office 817-358-9988-fax Email: behrooz@vidalawfirm.com About Triarc Systems Triarc Systems, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Texas Case No. 23-41996) on July 11, 2023, with as much as $50,000 in assets and $1 million to $10 million in liabilities. Chris Reeves, managing member, signed the petition. Eric A. Liepins, Esq., is the Debtor's legal counsel. TROIKA MEDIA: Inks Second Amendment to Blue Torch Limited Waiver ---------------------------------------------------------------- Troika Media Group, Inc. and Blue Torch entered into a second amendment to the A&R Limited Waiver pursuant to which Blue Torch agreed to extend the Outside Date from July 14th to July 28, 2023, subject to potential extension if a definitive written agreement was delivered on or prior to July 28, 2023, providing for cash repayment in full of all obligations owed to Blue Torch or which was otherwise acceptable to Blue Torch. As previously disclosed, on Feb. 10, 2023, Troika Media and Blue Torch Finance LLC entered into an Amended and Restated Limited Waiver of certain events of default under the Financing Agreement dated March 21, 2022, by and among the Company, the lenders from time-to-time party thereto, and Blue Torch as collateral agent and administrative agent for such lenders. The A&R Limited Waiver would have expired on the earliest of (x) the occurrence of an Event of Default under the Financing Agreement that is not a Specified Event of Default, (y) a failure by the Company to comply with certain sale and refinancing milestones and (z) June 30, 2023, subject to potential extension of up to 60 days to obtain regulatory and/or shareholder approval in the event the Company is pursuing a sale transaction. On May 8, 2023, the Company and Blue Torch entered into a first amendment to the A&R Limited Waiver pursuant to which the Company affirmed its commitment to work in good faith to consummate a sale of the Company's business or assets or a refinancing transaction by the Outside Date, and Blue Torch agreed to remove the aforementioned milestones and to extend the Outside Date from June 30, 2023 to July 14, 2023, subject to potential extension if a definitive written agreement was delivered on or prior to July 14, 2023 providing for cash repayment in full of all obligations owed to Blue Torch or which was otherwise acceptable to Blue Torch. About Troika Troika Media Group, Inc. (fka M2 nGage Group, Inc.) -- thetmgrp.com -- is a professional services company that architects and builds enterprise value in consumer facing brands to generate scalable performance driven revenue growth. The Company delivers three solutions pillars that: CREATE brands and experiences and CONNECT consumers through emerging technology products and ecosystems to deliver PERFORMANCE based measurable business outcomes. Troika Media reported a net loss of $9.58 million for the six months ended Dec. 31, 2022. Troika Media reported a net loss of $38.69 million for the year ended June 30, 2022, a net loss of $16 million for the year ended June 30, 2021, and a net loss of $14.45 million for the year ended June 30, 2020. TUI BAYSIDE: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: Tui Bayside LLC 520 Baypoint Road Miami, FL 33137 Case No.: 23-15731 Chapter 11 Petition Date: July 24, 2023 Court: United States Bankruptcy Court Southern District of Florida Judge: Hon. Corali Lopez-Castro Debtor's Counsel: James B. Miller, Esq. JAMES B. MILLER, P.A. 19 West Flagler St. #416 Miami, FL 33130 Tel: 305-374-0200 Email: bkcmiami@gmail.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Jeffrey Grossfeld as manager. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/IBZK6LA/TUI_BAYSIDE_LLC__flsbke-23-15731__0001.0.pdf?mcid=tGE4TAMA VALLEY PROPERTY: Expects Sales to Pay Claims in Full ---------------------------------------------------- Valley Property Ventures, LLC, submitted a Chapter 11 Plan and a Disclosure Statement. The Plan is a liquidating Plan. Payments due under the Plan will be made from the net proceeds generated from the Properties (i.e., after payment of all costs of sale and any valid, undisputed liens, claims and interests asserted against the Properties). The Debtor expects to receive sufficient net proceeds from the sale of the Properties to pay all allowed claims in full. Under the Plan, Class 5 General Unsecured Claims total $26,501. To the extent there are funds available from the sale of the Properties, the Class 5 Claims will be paid pro rata or, if possible, in full on the Effective Date. Alternatively, the Class 5 Claims will receive, in full and final satisfaction of such claim, a pro rata share of the remaining proceeds. Class 5 is impaired. The distributions required to be made under the Plan will be funded by the sale of the Properties. The Debtor's broker has estimated that the Diamond Road Properties are worth approximately $60,000 each, the San Mateo Property is worth approximately $60,000 and the Palm Springs Property is worth approximately $4,000,000. If the Diamond Road Properties and San Mateo Property are sold, the La Costa lien must be satisfied and any additional proceeds will be available to pay all Allowed Claims in full with a surplus for interest holders. The Debtor is evaluating a possible carve out sale of the Palm Springs Property, however, in the event that this is not possible, the Palm Springs Property will not be sold and the secured lender or lenders will be granted relief to conduct a foreclosure sale. The Disclosure Statement hearing will be held on Aug. 17, 2023 at 1:30 p.m. in Courtroom 302. Counsel for the Debtor: David M. Goodrich, Esq. Ryan W. Beall, Esq. GOLDEN GOODRICH LLP 650 Town Center Drive, Suite 600 Costa Mesa, CA 92626 Telephone: (714) 966-1000 Facsimile: (714) 966-1002 E-mail: dgoodrich@go2.law rbeall@go2.law A copy of the Disclosure Statement dated July 12, 2023, is available at https://tinyurl.ph/FJFdc from PacerMonitor.com. About Valley Property Ventures Valley Property Ventures, LLC is a company in Palm Springs, Calif., engaged in activities related to real estate. Valley Property Ventures filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-10981) on March 15, 2023. In the petition filed by its manager, Erik Ivan Ochoa Gonzalez, the Debtor reported $1 million to $10 million in both assets and liabilities. Judge Scott H. Yun oversees the case. Golden Goodrich, LLP is the Debtor's bankruptcy counsel. VALLEY PROPERTY: Seeks Approval of Disclosure Statement ------------------------------------------------------- Valley Property Ventures, LLC, filed a motion for an order approving Debtor's Disclosure Statement describing Chapter 11 Plan of Liquidation dated July 12, 2023. A hearing for approval of the Disclosure Statement is slated for August 17, 2023 at 1:30pm in Ctrm 302 with proof of service. The Disclosure Statement contains "adequate information" as that term is defined in s 1125. The Disclosure Statement contains ample and adequate information, under the circumstances of the case and to the extent available to the Debtor, to allow parties in interest to make informed judgments about the Plan. The Disclosure Statement includes detailed information regarding, among other things, (i) the Debtor's assets and liabilities, (ii) the classification and treatment of creditors under the Plan, and (iii) how the Plan will be implemented and funded. On July 12, 2023, the Debtor's counsel filed the Disclosure Statement and Plan. Counsel is concurrently serving the Disclosure Statement and Plan on those parties entitled to such service pursuant to Federal Rule of Bankruptcy Procedure 3017. The Disclosure Statement includes detailed information regarding, among other things, (i) the Debtor's assets and liabilities, (ii) the classification and treatment of creditors under the Plan, and (iii) how the Plan will be implemented and funded. Counsel for the Debtor: David M. Goodrich, Esq. Ryan W. Beall, Esq. GOLDEN GOODRICH LLP 650 Town Center Drive, Suite 600 Costa Mesa, CA 92626 Telephone: (714) 966-1000 Facsimile: (714) 966-1002 E-mail: dgoodrich@go2.law rbeall@go2.law About Valley Property Ventures Valley Property Ventures, LLC is a company in Palm Springs, Calif., engaged in activities related to real estate. Valley Property Ventures filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 23-10981) on March 15, 2023. In the petition filed by its manager, Erik Ivan Ochoa Gonzalez, the Debtor reported $1 million to $10 million in both assets and liabilities. Judge Scott H. Yun oversees the case. Golden Goodrich, LLP is the Debtor's bankruptcy counsel. VIDEO DISPLAY: Incurs $297K Net Loss in First Quarter ----------------------------------------------------- Video Display Corporation filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $297,000 on $2.56 million of net sales for the three months ended May 31, 2023, compared to a net loss of $295,000 on $2.84 million of net sales for the three months ended May 31, 2022. As of May 31, 2023, the Company had $4.99 million in total assets, $5.57 million in total liabilities, and a total shareholders' deficit of $576,000. Video Display said, "The ability of the Company to continue as a going concern is dependent upon the success of management's plans to improve revenues, the operational effectiveness of continuing operations, the procurement of suitable financing, or a combination of these. The uncertainty regarding the potential success of management's plan creates substantial doubt about the ability of the Company to continue as a going concern." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/758743/000143774923020031/vide20230531_10q.htm About Video Display Headquartered in Cocoa, Florida, Video Display Corporation manufactures and distributes a wide range of display devices, encompassing, among others, industrial, military, medical, and simulation display solutions. Video Display reported a net loss of $2 million for the year ended Feb. 28, 2023, compared to a net loss of $2.56 million for the year ended Feb. 28, 2022. As of Feb. 28, 2023, the Company had $5.36 million in total assets, $5.64 million in total liabilities, and a total shareholders' deficit of $279,000. Peachtree Corners, Georgia-based Hancock Askew & Co., LLP, the Company's auditor since 2017, issued a "going concern" qualification in its report dated May 30, 2023, citing that the Company has historically reported net losses or breakeven results along with reporting low levels of working capital. These conditions raise substantial doubt about the Company's ability to continue as a going concern. WILLIAMS INDUSTRIAL: Files Chapter 11 to Sell Assets for $60M ------------------------------------------------------------- Williams Industrial Services Group Inc., a leading provider of infrastructure related services to blue-chip customers in energy and industrial end markets, including a broad range of construction maintenance, modification, and support services, on July 24 disclosed that it and certain of its subsidiaries have filed voluntary Chapter 11 proceedings in the U.S. Bankruptcy Court for the District of Delaware (the "Bankruptcy Court") and agreed to sell substantially all of the Company and its subsidiaries assets to EnergySolutions for $60 million. The Transaction The Company and EnergySolutions, a global provider of energy and industrial services headquartered in Salt Lake City, UT, have entered into a purchase agreement pursuant to which EnergySolutions will acquire substantially all the assets and assume certain ordinary course operating liabilities of the Company and its subsidiaries for $60 million. These assets represent the Company's nuclear, fossil, energy delivery, and paper mill operations, which have continued to perform profitably and have strong prospects for future growth. EnergySolutions is not acquiring the Company's operations connected to its water contracts in Florida and Texas. Tracy Pagliara, President and CEO of the Company, stated: "Having carefully reviewed all available options, our comprehensive strategic alternatives process has concluded. I am confident that EnergySolutions will be a great owner for the Williams business it is acquiring as we stand on the precipice of a global nuclear renaissance and significant growth in energy and industrial infrastructure services. EnergySolutions is well capitalized and positioned to ensure that Williams' rich history of being a customer-centric services provider will continue. Obviously, the Chapter 11 filing is not the outcome we would have wanted for our stockholders or the stakeholders of our water business, but this difficult decision was necessary to deliver the primary and profitable parts of the Williams business to EnergySolutions as a going concern." Ken Robuck, President and CEO of EnergySolutions, added, "We are very excited to announce this transaction. This is a strategic move that will allow EnergySolutions to expand our nuclear services offerings to existing nuclear operating plants and, ultimately, to support the nuclear industry's drive to create more clean, carbon-free energy through nuclear plant life extension work and the construction of new technologies. We understand that Williams has been through a difficult time, but we are confident that this acquisition will be a positive for the Williams' businesses we are acquiring. These businesses will gain access to our resources and expertise, and we will gain access to their talented team and proven track record in successfully executing nuclear plant maintenance, modifications and new construction projects. Combined with our nuclear waste, decommissioning and onsite integrated services, this acquisition will nicely complement our existing business lines and provide an excellent platform for future growth and expansion into other sectors of the nuclear industry." DIP Financing In order to provide necessary funding during the Chapter 11 proceeding, the Company has received commitments for two debtor-in-possession ("DIP") financing credit agreements with its prepetition lenders. Upon approval by the Bankruptcy Court, the DIP financing agreements are expected to provide the Company with the necessary liquidity to permit the businesses that will be disposed of to operate in the normal course and meet their obligations to their employees, vendors and customers throughout the Chapter 11 proceeding while executing on the sale process of the businesses for which EnergySolutions is the "stalking horse" bidder. One of the Company's DIP facilities will be a revolving line of credit ("RLOC") which will replace the Company's prepetition RLOC, allowing for continued credit advances based on the Company's collateral contributions up to a maximum availability of $12 million. The second facility is a delayed draw term loan ("DDTL") with the Company's existing term lenders which will provide up to $19.5 million of incremental liquidity following the petition filing. Chapter 11 Process The transaction with EnergySolutions is part of a sale process under Section 363 of the Bankruptcy Code in which EnergySolutions is the "stalking horse" bidder, meaning that the purchase agreement between the Company and EnergySolutions contains the terms against which competing offers will be solicited and evaluated during a Chapter 11 auction process. The Company is seeking Bankruptcy Court approval of bidding procedures allowing for the submission of higher or otherwise better offers, and is seeking to consummate a sale by September 30, 2023, subject to Bankruptcy Court approval. The Company will manage the bidding process and evaluate any bids received, in consultation with its advisors and otherwise in accordance with the bidding procedures and oversight by the Bankruptcy Court. Under the purchase agreement, EnergySolutions will not acquire the Company's operations connected to its water contracts in Florida and Texas. The Company is not currently projecting any return for its stockholders or for certain creditors of the retained water business. Background to the Chapter 11 Filing and Sale Transaction The factors that precipitated the Company's Chapter 11 filing and sale process included: the loss of customer contracts in early 2022 that comprised 19% and 20% of the Company's annual revenue and gross profit, respectively, in 2021 and the accompanying loss of $361 million in backlog for 2022 and later years; more than $15 million of operating losses associated with the Company's water operations from 2021 through 2023 year to date; approximately $8 million of start-up costs and operating losses related to the Company's entry into the transmission and distribution market from early 2021 through the first quarter of 2023; and the inability of the Company to convert enough pipeline into revenue and to cut enough costs to overcome these losses and corresponding liquidity challenges. As previously announced, the Company undertook actions to improve the performance of its business, including an aggressive move to trim operating expenses, the implementation of a plan to shorten collection times on accounts receivable, and an attempt to expand into the transmission and distribution market. However, those moves were insufficient to position the business for profitability. Williams Industrial Services Group is advised by Thompson Hine LLP and Chipman Brown Cicero & Cole, LLP as its legal advisors, G2 Capital Advisors, LLC as its financial advisor, and Greenhill & Co., LLC as its investment banker. EnergySolutions is advised by Ropes & Gray LLP as its legal advisors. For additional information about the cases please visit https://dm.epiq11.com/WilliamsIndustrialServicesGroup. About Williams Williams Industrial Services Group (NYSE American: WLMS) -- http://www.wisgrp.com/-- has been safely helping plant owners and operators enhance asset value for more than 50 years. The Company is a leading provider of infrastructure related services to blue-chip customers in energy and industrial end markets, including a broad range of construction maintenance, modification, and support services. Williams' mission is to be the preferred provider of construction, maintenance, and specialty services through commitment to superior safety performance, focus on innovation, and dedication to delivering unsurpassed value to its customers. WILLIAMS INDUSTRIAL: NYSE to Commence Delisting Proceedings ----------------------------------------------------------- NYSE American LLC on July 24, 2023 disclosed that the staff of NYSE Regulation has determined to commence proceedings to delist the Common Stock of Williams Industrial Services Group Inc. (the "Company") -- ticker symbol WLMS -- from NYSE American. Trading in the Company's Common Stock will be suspended immediately. NYSE Regulation has determined that the Company is no longer suitable for listing and will commence delisting proceedings pursuant to Section 1003(c)(iii) of the NYSE American Company Guide. On July 24, 2023, the Company disclosed that it filed voluntary Chapter 11 proceedings in the U.S. Bankruptcy Court for the District of Delaware and agreed to sell substantially all of the Company and its subsidiaries assets to EnergySolutions for $60 million. NYSE Regulation noted that the Company is not currently projecting any return for its stockholders. The Company has a right to a review of staff's determination to delist the Common Stock by a Committee of the Board of Directors of the Exchange. The NYSE American will apply to the Securities and Exchange Commission to delist the Company's Common Stock upon completion of all applicable procedures, including any appeal by the Company of the NYSE Regulation staff's decision. About Williams Williams Industrial Services Group (NYSE American: WLMS) -- http://www.wisgrp.com-- has been safely helping plant owners and operators enhance asset value for more than 50 years. The Company is a leading provider of infrastructure related services to blue-chip customers in energy and industrial end markets, including a broad range of construction maintenance, modification, and support services. Williams' mission is to be the preferred provider of construction, maintenance, and specialty services through commitment to superior safety performance, focus on innovation, and dedication to delivering unsurpassed value to its customers. YELLOW CORP: Inks Third Amendment to Alter Domus Credit Pact ------------------------------------------------------------ On July 7, 2023, but effective as of June 30, 2023, Yellow Corporation and certain of its subsidiaries entered into Amendment No. 3 and Limited Waiver to the Amended and Restated Credit Agreement, which further amended its Amended and Restated Credit Agreement, dated as of Sept. 11, 2019, by and among the Company, certain of the Company's subsidiaries party thereto, the lenders party thereto and Alter Domus Products Corp., as administrative agent and collateral agent. Amendment No. 3, among other things: (a) provides for a waiver of the minimum Consolidated EBITDA financial covenant set forth in the A&R Credit Agreement for the covenant testing periods ending on June 30, 2023 and Sept. 30, 2023; (b) beginning July 12, 2023, requires weekly delivery of a liquidity report setting forth, among other things, the aggregate amount of "Liquidity," with such amount being calculated as the sum of (i) unrestricted cash on hand subject to control agreements; (ii) cash in deposit accounts held exclusively for payroll and cash applied as cash deposits in connection with trade contracts (in an aggregate amount for this subclause (ii) not to exceed $7.50 million); and (iii) the amount of "Availability" (as defined in the loan agreement for Company's asset-based loan facility) of the Company and each of its guarantors under the A&R Credit Agreement; (c) requires that the Company not permit Liquidity to fall below $35.00 million; (d) beginning July 12, 2023, requires weekly delivery of a 13-week consolidated operating budget and a budget variance report comparing the actual results against the forecasted results under the related budget on a line-by-line basis and aggregate basis, and, commencing July 26, 2023, requires a monthly supplement to such budget; (e) prohibits aggregate cash receipts and aggregate operating disbursements (excluding certain disbursements and carry-forward), in each case, to be less than 20% of the respective forecasted aggregate cash receipts and forecasted aggregate operating disbursements under the aforementioned budget reports; (f) beginning July 17, 2023, requires monthly delivery of a report of key performance indicators as described in the A&R Credit Agreement with respect to the Company and its subsidiaries; (g) replaced LIBOR interest rate options with term SOFR-based interest rate options; (h) provides for an exit fee in an aggregate amount equal to 2.00% of the outstanding Term Loans, payable upon the earliest to occur of the maturity date of the applicable Term Loan, termination, conversion, and/or payment in full of the A&R Credit Agreement and any acceleration of the A&R Credit Agreement, with a step-down to 1.00% if the A&R Credit Agreement is paid in full with a new financing by Sept. 30, 2023; (i) requires appointment of an Operational Advisor by July 12, 2023, who will, among other things, provide financial planning and analysis services and assistance creating the aforementioned budgets; (j) provides the Company's lenders the right to designate one representative to participate solely as a non-voting observer in all meetings of the Company's board of directors or its committees thereof; and (k) requires weekly lender calls with the Operational Advisor and monthly lender calls with senior management, in each case, to discuss, among other things, the reporting described above. With respect to clause (c) above, the Company's preliminary cash and cash equivalents balance as of June 30, 2023 was greater than $100 million. The final cash and cash equivalents balance will be included in the Company's Form 10-Q for the quarter ended June 30, 2023, to be filed in August 2023. Waiver Under UST Credit Agreements On July 7, 2023, the Company entered into a Waiver Agreement under (i) that certain UST Tranche A Term Loan Credit Agreement with The Bank of New York Mellon, as administrative agent and collateral agent, and (ii) that certain UST Tranche B Term Loan Credit Agreement with The Bank of New York Mellon, as administrative agent and collateral agent. The Waiver provides for a waiver of the minimum Consolidated EBITDA financial covenant set forth in the UST Credit Agreements for the covenant testing period ending on June 30, 2023. About Yellow Corporation Yellow Corporation -- www.myyellow.com -- operates logistics and less-than-truckload (LTL) networks in North America, providing customers with regional, national, and international shipping services throughout. Yellow's principal office is in Nashville, Tenn., and is the holding company for a portfolio of LTL brands including Holland, New Penn, Reddaway, and YRC Freight, as well as the logistics company Yellow Logistics. Yellow Corp reported a net income of $21.8 million in 2022, a net loss of $109.1 million in 2021, a net loss of $53.5 million in 2020, and a net loss of $104 million in 2019. As of March 31, 2023, the Company had $2.15 billion in total assets, $639.5 million in total current liabilities, $1.47 billion in long-term debt, $137.6 million in pension and postretirement, $91.6 million in operating lease liabilities, $250.1 million in claims and other liabilities, and a total shareholders' deficit of $436.6 million. * * * As reported by the TCR on July 10, 2023, S&P Global Ratings lowered its issuer credit rating to 'CCC-' from 'CCC+' on less-than-truckload (LTL) transportation provider Yellow Corp. S&P said the negative outlook reflects S&P's expectation that Yellow is vulnerable to a payment default or distressed exchange over the next 12 months. Moody's Investors Service downgraded Yellow Corporation's corporate family rating to Caa3 from Caa1, according to a TCR report dated July 3, 2023. Moody's said the rating downgrade reflects Moody's view that Yellow faces significant liquidity challenges as weaker operating performance and stalled union negotiations have eroded the company's cash position. As a result, Moody's believes Yellow's default risk has materially increased as the company moves to preserve liquidity and address upcoming maturities. ZAYO GROUP: $750M Bank Debt Trades at 23% Discount -------------------------------------------------- Participations in a syndicated loan under which Zayo Group Holdings Inc is a borrower were trading in the secondary market around 77.3 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The $750 million facility is a Term loan that is scheduled to mature on March 9, 2027. The amount is fully drawn and outstanding. Zayo Group is a privately held company headquartered in Boulder, Colorado, with European headquarters in London, England. The company provides communications infrastructure services. ZAYO GROUP: EUR750M Bank Debt Trades at 27% Discount ---------------------------------------------------- Participations in a syndicated loan under which Zayo Group Holdings Inc is a borrower were trading in the secondary market around 73.3 cents-on-the-dollar during the week ended Friday, July 21, 2023, according to Bloomberg's Evaluated Pricing service data. The EUR750 million facility is a Term loan that is scheduled to mature on March 9, 2027. The amount is fully drawn and outstanding. Zayo Group is a privately held company headquartered in Boulder, Colorado, with European headquarters in London, England. The company provides communications infrastructure services. [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABSOLUTE SOFTWRE ABST US 528.1 (11.8) (62.1) ABSOLUTE SOFTWRE OU1 GR 528.1 (11.8) (62.1) ABSOLUTE SOFTWRE ABST CN 528.1 (11.8) (62.1) ABSOLUTE SOFTWRE ABT2EUR EU 528.1 (11.8) (62.1) ABSOLUTE SOFTWRE OU1 GZ 528.1 (11.8) (62.1) ACCELERATE DIAGN AXDX* MM 51.0 (38.7) (25.3) AEMETIS INC AMTX US 210.4 (222.4) (82.4) AEMETIS INC DW51 GR 210.4 (222.4) (82.4) AEMETIS INC AMTXGEUR EZ 210.4 (222.4) (82.4) AEMETIS INC AMTXGEUR EU 210.4 (222.4) (82.4) AEMETIS INC DW51 GZ 210.4 (222.4) (82.4) AEMETIS INC DW51 TH 210.4 (222.4) (82.4) AEMETIS INC DW51 QT 210.4 (222.4) (82.4) AIR CANADA AC CN 30,476.0 (1,514.0) (111.0) AIR CANADA ADH2 GR 30,476.0 (1,514.0) (111.0) AIR CANADA ACEUR EU 30,476.0 (1,514.0) (111.0) AIR CANADA ADH2 TH 30,476.0 (1,514.0) (111.0) AIR CANADA ACDVF US 30,476.0 (1,514.0) (111.0) AIR CANADA ADH2 QT 30,476.0 (1,514.0) (111.0) AIR CANADA ACEUR EZ 30,476.0 (1,514.0) (111.0) AIR CANADA ADH2 GZ 30,476.0 (1,514.0) (111.0) ALNYLAM PHAR-BDR A1LN34 BZ 3,391.9 (259.2) 1,867.6 ALNYLAM PHARMACE ALNY US 3,391.9 (259.2) 1,867.6 ALNYLAM PHARMACE DUL GR 3,391.9 (259.2) 1,867.6 ALNYLAM PHARMACE DUL QT 3,391.9 (259.2) 1,867.6 ALNYLAM PHARMACE ALNYEUR EU 3,391.9 (259.2) 1,867.6 ALNYLAM PHARMACE DUL TH 3,391.9 (259.2) 1,867.6 ALNYLAM PHARMACE ALNY* MM 3,391.9 (259.2) 1,867.6 ALNYLAM PHARMACE DUL GZ 3,391.9 (259.2) 1,867.6 ALNYLAM PHARMACE ALNYEUR EZ 3,391.9 (259.2) 1,867.6 ALPHATEC HOLDING L1Z1 GR 569.7 (34.8) 156.2 ALPHATEC HOLDING ATEC US 569.7 (34.8) 156.2 ALPHATEC HOLDING ATECEUR EU 569.7 (34.8) 156.2 ALPHATEC HOLDING L1Z1 GZ 569.7 (34.8) 156.2 ALTICE USA INC-A ATUS US 31,986.8 (480.7) (1,527.3) ALTICE USA INC-A 15PA TH 31,986.8 (480.7) (1,527.3) ALTICE USA INC-A ATUSEUR EU 31,986.8 (480.7) (1,527.3) ALTICE USA INC-A 15PA GZ 31,986.8 (480.7) 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INTL PZZA US 864.9 (474.1) (26.0) PAPA JOHN'S INTL PP1 GR 864.9 (474.1) (26.0) PAPA JOHN'S INTL PZZAEUR EU 864.9 (474.1) (26.0) PAPA JOHN'S INTL PP1 GZ 864.9 (474.1) (26.0) PAPA JOHN'S INTL PP1 TH 864.9 (474.1) (26.0) PAPA JOHN'S INTL PP1 QT 864.9 (474.1) (26.0) PELOTON INTERA-A PTON US 3,016.3 (127.0) 1,004.4 PELOTON INTERA-A 2ON GR 3,016.3 (127.0) 1,004.4 PELOTON INTERA-A 2ON GZ 3,016.3 (127.0) 1,004.4 PELOTON INTERA-A PTONEUR EZ 3,016.3 (127.0) 1,004.4 PELOTON INTERA-A PTONEUR EU 3,016.3 (127.0) 1,004.4 PELOTON INTERA-A 2ON QT 3,016.3 (127.0) 1,004.4 PELOTON INTERA-A 2ON TH 3,016.3 (127.0) 1,004.4 PELOTON INTERA-A PTON* MM 3,016.3 (127.0) 1,004.4 PELOTON INTERA-A 0A46 LI 3,016.3 (127.0) 1,004.4 PELOTON INTERA-A PTON AV 3,016.3 (127.0) 1,004.4 PELOTON INTERA-A 2ON SW 3,016.3 (127.0) 1,004.4 PELOTON INTERA-A PTON-RM RM 3,016.3 (127.0) 1,004.4 PHATHOM PHARMACE PHAT US 144.0 (90.2) 125.4 PHILIP MORRI-BDR PHMO34 BZ 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PM1EUR EU 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PMI SW 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PM1 TE 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN 4I1 TH 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PM1CHF EU 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN 4I1 GR 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PM US 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PMIZ IX 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PMIZ EB 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN 4I1 QT 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN 4I1 GZ 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN 0M8V LN 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PMOR AV 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PM* MM 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PM1CHF EZ 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PM1EUR EZ 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PM-RM RM 61,868.0 (7,960.0) (3,409.0) PLANET FITNESS I P2LN34 BZ 2,905.6 (158.6) 338.5 PLANET FITNESS I PLNT* MM 2,905.6 (158.6) 338.5 PLANET FITNESS-A PLNT US 2,905.6 (158.6) 338.5 PLANET FITNESS-A 3PL TH 2,905.6 (158.6) 338.5 PLANET FITNESS-A 3PL GR 2,905.6 (158.6) 338.5 PLANET FITNESS-A 3PL QT 2,905.6 (158.6) 338.5 PLANET FITNESS-A PLNT1EUR EU 2,905.6 (158.6) 338.5 PLANET FITNESS-A PLNT1EUR EZ 2,905.6 (158.6) 338.5 PLANET FITNESS-A 3PL GZ 2,905.6 (158.6) 338.5 PRESTO AUTOMATIO PRST US 48.6 (22.2) (31.5) PROS HOLDINGS IN PH2 GR 437.6 (48.0) 95.9 PROS HOLDINGS IN PRO US 437.6 (48.0) 95.9 PROS HOLDINGS IN PRO1EUR EU 437.6 (48.0) 95.9 PTC THERAPEUTICS PTCT US 1,608.8 (457.6) 171.8 PTC THERAPEUTICS BH3 GR 1,608.8 (457.6) 171.8 PTC THERAPEUTICS P91 TH 1,608.8 (457.6) 171.8 PTC THERAPEUTICS P91 QT 1,608.8 (457.6) 171.8 PULSE BIOSCIENCE PLSE US 70.2 (10.7) 48.0 PULSE BIOSCIENCE 6L8 GZ 70.2 (10.7) 48.0 RAPID7 INC RPD US 1,329.5 (110.2) (39.1) RAPID7 INC R7D GR 1,329.5 (110.2) (39.1) RAPID7 INC RPDEUR EU 1,329.5 (110.2) (39.1) RAPID7 INC R7D TH 1,329.5 (110.2) (39.1) RAPID7 INC RPD* MM 1,329.5 (110.2) (39.1) RAPID7 INC R7D GZ 1,329.5 (110.2) (39.1) RAPID7 INC R7D QT 1,329.5 (110.2) (39.1) RAPID7 INC-BDR R2PD34 BZ 1,329.5 (110.2) (39.1) REATA PHARMACE-A RETA US 453.6 (130.7) 277.9 REATA PHARMACE-A 2R3 GR 453.6 (130.7) 277.9 REATA PHARMACE-A RETAEUR EU 453.6 (130.7) 277.9 REATA PHARMACE-A 2R3 GZ 453.6 (130.7) 277.9 REATA PHARMACE-A 2R3 TH 453.6 (130.7) 277.9 REATA PHARMACE-A 2R3 QT 453.6 (130.7) 277.9 REVANCE THERAPEU RVNC US 547.8 (26.7) 245.0 REVANCE THERAPEU RTI GR 547.8 (26.7) 245.0 REVANCE THERAPEU RTI QT 547.8 (26.7) 245.0 REVANCE THERAPEU RVNCEUR EU 547.8 (26.7) 245.0 REVANCE THERAPEU RTI TH 547.8 (26.7) 245.0 REVANCE THERAPEU RTI GZ 547.8 (26.7) 245.0 RIMINI STREET IN RMNI US 368.1 (70.1) (67.8) RIMINI STREET IN 0QH GR 368.1 (70.1) (67.8) RIMINI STREET IN RMNIEUR EU 368.1 (70.1) (67.8) RIMINI STREET IN 0QH QT 368.1 (70.1) (67.8) RINGCENTRAL IN-A RNG US 2,046.4 (272.5) 259.8 RINGCENTRAL IN-A 3RCA GR 2,046.4 (272.5) 259.8 RINGCENTRAL IN-A RNGEUR EU 2,046.4 (272.5) 259.8 RINGCENTRAL IN-A 3RCA TH 2,046.4 (272.5) 259.8 RINGCENTRAL IN-A 3RCA QT 2,046.4 (272.5) 259.8 RINGCENTRAL IN-A RNGEUR EZ 2,046.4 (272.5) 259.8 RINGCENTRAL IN-A RNG* MM 2,046.4 (272.5) 259.8 RINGCENTRAL IN-A 3RCA GZ 2,046.4 (272.5) 259.8 RINGCENTRAL-BDR R2NG34 BZ 2,046.4 (272.5) 259.8 SABRE CORP SABR US 5,026.0 (949.0) 578.7 SABRE CORP 19S GR 5,026.0 (949.0) 578.7 SABRE CORP 19S TH 5,026.0 (949.0) 578.7 SABRE CORP 19S QT 5,026.0 (949.0) 578.7 SABRE CORP SABREUR EU 5,026.0 (949.0) 578.7 SABRE CORP SABREUR EZ 5,026.0 (949.0) 578.7 SABRE CORP 19S GZ 5,026.0 (949.0) 578.7 SAVERS VALUE VIL SVV US 1,705.1 (48.4) (59.5) SBA COMM CORP 4SB GR 10,541.5 (5,231.0) (167.2) SBA COMM CORP SBAC US 10,541.5 (5,231.0) (167.2) SBA COMM CORP 4SB TH 10,541.5 (5,231.0) (167.2) SBA COMM CORP 4SB QT 10,541.5 (5,231.0) (167.2) SBA COMM CORP SBACEUR EU 10,541.5 (5,231.0) (167.2) SBA COMM CORP 4SB GZ 10,541.5 (5,231.0) (167.2) SBA COMM CORP SBAC* MM 10,541.5 (5,231.0) (167.2) SBA COMM CORP SBACEUR EZ 10,541.5 (5,231.0) (167.2) SBA COMMUN - BDR S1BA34 BZ 10,541.5 (5,231.0) (167.2) SEAGATE TECHNOLO S1TX34 BZ 7,967.0 (1,004.0) (42.0) SEAGATE TECHNOLO STXN MM 7,967.0 (1,004.0) (42.0) SEAGATE TECHNOLO STX US 7,967.0 (1,004.0) (42.0) SEAGATE TECHNOLO 847 GR 7,967.0 (1,004.0) (42.0) SEAGATE TECHNOLO 847 GZ 7,967.0 (1,004.0) (42.0) SEAGATE TECHNOLO STX4EUR EU 7,967.0 (1,004.0) (42.0) SEAGATE TECHNOLO 847 TH 7,967.0 (1,004.0) (42.0) SEAGATE TECHNOLO STXH AV 7,967.0 (1,004.0) (42.0) SEAGATE TECHNOLO 847 QT 7,967.0 (1,004.0) (42.0) SEAGATE TECHNOLO STH TE 7,967.0 (1,004.0) (42.0) SEAWORLD ENTERTA SEAS US 2,353.9 (454.7) (239.2) SEAWORLD ENTERTA W2L GR 2,353.9 (454.7) (239.2) SEAWORLD ENTERTA W2L TH 2,353.9 (454.7) (239.2) SEAWORLD ENTERTA SEASEUR EU 2,353.9 (454.7) (239.2) SEAWORLD ENTERTA W2L QT 2,353.9 (454.7) (239.2) SEAWORLD ENTERTA W2L GZ 2,353.9 (454.7) (239.2) SERES THERAPEUTI MCRB US 270.2 (47.9) 52.3 SERES THERAPEUTI 1S9 GR 270.2 (47.9) 52.3 SERES THERAPEUTI MCRB1EUR EU 270.2 (47.9) 52.3 SERES THERAPEUTI 1S9 TH 270.2 (47.9) 52.3 SIRIUS XM HO-BDR SRXM34 BZ 10,023.0 (3,259.0) (1,816.0) SIRIUS XM HOLDIN SIRI US 10,023.0 (3,259.0) (1,816.0) SIRIUS XM HOLDIN RDO TH 10,023.0 (3,259.0) (1,816.0) SIRIUS XM HOLDIN RDO GR 10,023.0 (3,259.0) (1,816.0) SIRIUS XM HOLDIN RDO QT 10,023.0 (3,259.0) (1,816.0) SIRIUS XM HOLDIN SIRIEUR EU 10,023.0 (3,259.0) (1,816.0) SIRIUS XM HOLDIN RDO GZ 10,023.0 (3,259.0) (1,816.0) SIRIUS XM HOLDIN SIRI AV 10,023.0 (3,259.0) (1,816.0) SIRIUS XM HOLDIN SIRIEUR EZ 10,023.0 (3,259.0) (1,816.0) SIRIUS XM HOLDIN SIRI* MM 10,023.0 (3,259.0) (1,816.0) SIX FLAGS ENTERT SIX US 2,658.2 (495.3) (278.8) SIX FLAGS ENTERT 6FE GR 2,658.2 (495.3) (278.8) SIX FLAGS ENTERT SIXEUR EU 2,658.2 (495.3) (278.8) SIX FLAGS ENTERT 6FE TH 2,658.2 (495.3) (278.8) SIX FLAGS ENTERT 6FE QT 2,658.2 (495.3) (278.8) SLEEP NUMBER COR SNBR US 962.8 (425.0) (717.3) SLEEP NUMBER COR SL2 GR 962.8 (425.0) (717.3) SLEEP NUMBER COR SNBREUR EU 962.8 (425.0) (717.3) SLEEP NUMBER COR SL2 TH 962.8 (425.0) (717.3) SLEEP NUMBER COR SL2 QT 962.8 (425.0) (717.3) SLEEP NUMBER COR SL2 GZ 962.8 (425.0) (717.3) SMILEDIRECTCLUB SDC* MM 545.6 (441.9) 139.3 SONDER HOLDINGS SOND* MM 1,521.5 (96.8) (8.4) SOUNDHOUND AI-A SOUN US 72.8 2.4 11.7 SPIRIT AEROSYS-A S9Q GR 6,574.7 (444.6) 1,192.0 SPIRIT AEROSYS-A SPR US 6,574.7 (444.6) 1,192.0 SPIRIT AEROSYS-A S9Q TH 6,574.7 (444.6) 1,192.0 SPIRIT AEROSYS-A SPREUR EU 6,574.7 (444.6) 1,192.0 SPIRIT AEROSYS-A S9Q QT 6,574.7 (444.6) 1,192.0 SPIRIT AEROSYS-A SPREUR EZ 6,574.7 (444.6) 1,192.0 SPIRIT AEROSYS-A S9Q GZ 6,574.7 (444.6) 1,192.0 SPIRIT AEROSYS-A SPR-RM RM 6,574.7 (444.6) 1,192.0 SPLUNK INC SPLK US 5,966.1 (156.0) 900.2 SPLUNK INC S0U GR 5,966.1 (156.0) 900.2 SPLUNK INC S0U TH 5,966.1 (156.0) 900.2 SPLUNK INC S0U QT 5,966.1 (156.0) 900.2 SPLUNK INC SPLK SW 5,966.1 (156.0) 900.2 SPLUNK INC SPLKEUR EU 5,966.1 (156.0) 900.2 SPLUNK INC SPLK* MM 5,966.1 (156.0) 900.2 SPLUNK INC SPLKEUR EZ 5,966.1 (156.0) 900.2 SPLUNK INC S0U GZ 5,966.1 (156.0) 900.2 SPLUNK INC SPLK-RM RM 5,966.1 (156.0) 900.2 SPLUNK INC - BDR S1PL34 BZ 5,966.1 (156.0) 900.2 SQUARESPACE -BDR S2QS34 BZ 754.4 (318.3) (132.4) SQUARESPACE IN-A SQSP US 754.4 (318.3) (132.4) SQUARESPACE IN-A 8DT GR 754.4 (318.3) (132.4) SQUARESPACE IN-A 8DT GZ 754.4 (318.3) (132.4) SQUARESPACE IN-A SQSPEUR EU 754.4 (318.3) (132.4) SQUARESPACE IN-A 8DT TH 754.4 (318.3) (132.4) SQUARESPACE IN-A 8DT QT 754.4 (318.3) (132.4) STARBUCKS CORP SBUX US 28,609.0 (8,499.4) (2,075.6) STARBUCKS CORP SBUX* MM 28,609.0 (8,499.4) (2,075.6) STARBUCKS CORP SRB TH 28,609.0 (8,499.4) (2,075.6) STARBUCKS CORP SRB GR 28,609.0 (8,499.4) (2,075.6) STARBUCKS CORP SBUX CI 28,609.0 (8,499.4) (2,075.6) STARBUCKS CORP SBUX SW 28,609.0 (8,499.4) (2,075.6) STARBUCKS CORP SRB QT 28,609.0 (8,499.4) (2,075.6) STARBUCKS CORP SBUX PE 28,609.0 (8,499.4) (2,075.6) STARBUCKS CORP SBUXUSD SW 28,609.0 (8,499.4) (2,075.6) STARBUCKS CORP SRB GZ 28,609.0 (8,499.4) (2,075.6) STARBUCKS CORP SBUX AV 28,609.0 (8,499.4) (2,075.6) STARBUCKS CORP SBUX TE 28,609.0 (8,499.4) (2,075.6) STARBUCKS CORP SBUXEUR EU 28,609.0 (8,499.4) (2,075.6) STARBUCKS CORP 1SBUX IM 28,609.0 (8,499.4) (2,075.6) STARBUCKS CORP SBUXEUR EZ 28,609.0 (8,499.4) (2,075.6) STARBUCKS CORP 0QZH LI 28,609.0 (8,499.4) (2,075.6) STARBUCKS CORP SBUX-RM RM 28,609.0 (8,499.4) (2,075.6) STARBUCKS CORP SBUXCL CI 28,609.0 (8,499.4) (2,075.6) STARBUCKS CORP SBUX_KZ KZ 28,609.0 (8,499.4) (2,075.6) STARBUCKS CORP SRBD EB 28,609.0 (8,499.4) (2,075.6) STARBUCKS CORP SRBD IX 28,609.0 (8,499.4) (2,075.6) STARBUCKS CORP SRBD I2 28,609.0 (8,499.4) (2,075.6) STARBUCKS-BDR SBUB34 BZ 28,609.0 (8,499.4) (2,075.6) STARBUCKS-CEDEAR SBUX AR 28,609.0 (8,499.4) (2,075.6) STARBUCKS-CEDEAR SBUXD AR 28,609.0 (8,499.4) (2,075.6) SYNDAX PHARMACEU SNDX US 459.8 (298.7) 417.8 SYNDAX PHARMACEU 1T3 GR 459.8 (298.7) 417.8 SYNDAX PHARMACEU SNDXEUR EU 459.8 (298.7) 417.8 SYNDAX PHARMACEU 1T3 TH 459.8 (298.7) 417.8 SYNDAX PHARMACEU 1T3 QT 459.8 (298.7) 417.8 SYNDAX PHARMACEU 1T3 GZ 459.8 (298.7) 417.8 TABULA RASA HEAL TRHC US 355.6 (70.9) 56.6 TABULA RASA HEAL 43T GR 355.6 (70.9) 56.6 TABULA RASA HEAL TRHCEUR EU 355.6 (70.9) 56.6 TABULA RASA HEAL 43T TH 355.6 (70.9) 56.6 TABULA RASA HEAL 43T GZ 355.6 (70.9) 56.6 TALEN ENERGY COR TLNE US 2.0 (1.0) (1.0) TRANSAT A.T. TRZ CN 2,509.3 (834.0) (100.3) TRANSDIGM - BDR T1DG34 BZ 20,008.0 (2,893.0) 4,934.0 TRANSDIGM GROUP T7D GR 20,008.0 (2,893.0) 4,934.0 TRANSDIGM GROUP TDG US 20,008.0 (2,893.0) 4,934.0 TRANSDIGM GROUP T7D QT 20,008.0 (2,893.0) 4,934.0 TRANSDIGM GROUP TDGEUR EU 20,008.0 (2,893.0) 4,934.0 TRANSDIGM GROUP T7D TH 20,008.0 (2,893.0) 4,934.0 TRANSDIGM GROUP TDG* MM 20,008.0 (2,893.0) 4,934.0 TRANSDIGM GROUP TDGEUR EZ 20,008.0 (2,893.0) 4,934.0 TRANSDIGM GROUP TDG-RM RM 20,008.0 (2,893.0) 4,934.0 TRAVEL + LEISURE WD5A GR 6,477.0 (975.0) 616.0 TRAVEL + LEISURE TNL US 6,477.0 (975.0) 616.0 TRAVEL + LEISURE WD5A TH 6,477.0 (975.0) 616.0 TRAVEL + LEISURE WD5A QT 6,477.0 (975.0) 616.0 TRAVEL + LEISURE WYNEUR EU 6,477.0 (975.0) 616.0 TRAVEL + LEISURE 0M1K LI 6,477.0 (975.0) 616.0 TRAVEL + LEISURE WYNEUR EZ 6,477.0 (975.0) 616.0 TRAVEL + LEISURE WD5A GZ 6,477.0 (975.0) 616.0 TRAVEL + LEISURE TNL* MM 6,477.0 (975.0) 616.0 TRIUMPH GROUP TG7 GR 1,714.8 (797.4) 536.6 TRIUMPH GROUP TGI US 1,714.8 (797.4) 536.6 TRIUMPH GROUP TGIEUR EU 1,714.8 (797.4) 536.6 TRIUMPH GROUP TG7 TH 1,714.8 (797.4) 536.6 TRIUMPH GROUP TG7 GZ 1,714.8 (797.4) 536.6 UBIQUITI INC 3UB GR 1,375.2 (184.5) 790.0 UBIQUITI INC UI US 1,375.2 (184.5) 790.0 UBIQUITI INC UBNTEUR EU 1,375.2 (184.5) 790.0 UBIQUITI INC 3UB TH 1,375.2 (184.5) 790.0 UNITED HOMES GRO UHG US 283.8 (363.3) 249.9 UNITED HOMES GRO 6PO GR 283.8 (363.3) 249.9 UNITED HOMES GRO DHHCEUR EU 283.8 (363.3) 249.9 UNITI GROUP INC UNIT US 4,988.2 (2,324.2) - UNITI GROUP INC 8XC GR 4,988.2 (2,324.2) - UNITI GROUP INC 8XC TH 4,988.2 (2,324.2) - UNITI GROUP INC 8XC GZ 4,988.2 (2,324.2) - UROGEN PHARMA LT URGN US 113.0 (116.6) 70.7 UROGEN PHARMA LT UR8 GR 113.0 (116.6) 70.7 UROGEN PHARMA LT URGNEUR EU 113.0 (116.6) 70.7 US GOLDMINING IN USGO US 18.9 17.5 17.6 VECTOR GROUP LTD VGR GR 955.9 (805.8) 301.2 VECTOR GROUP LTD VGR US 955.9 (805.8) 301.2 VECTOR GROUP LTD VGR QT 955.9 (805.8) 301.2 VECTOR GROUP LTD VGREUR EU 955.9 (805.8) 301.2 VECTOR GROUP LTD VGREUR EZ 955.9 (805.8) 301.2 VECTOR GROUP LTD VGR TH 955.9 (805.8) 301.2 VECTOR GROUP LTD VGR GZ 955.9 (805.8) 301.2 VERISIGN INC VRS TH 1,757.0 (1,593.8) (98.3) VERISIGN INC VRS GR 1,757.0 (1,593.8) (98.3) VERISIGN INC VRSN US 1,757.0 (1,593.8) (98.3) VERISIGN INC VRS QT 1,757.0 (1,593.8) (98.3) VERISIGN INC VRSNEUR EU 1,757.0 (1,593.8) (98.3) VERISIGN INC VRS GZ 1,757.0 (1,593.8) (98.3) VERISIGN INC VRSN* MM 1,757.0 (1,593.8) (98.3) VERISIGN INC VRSNEUR EZ 1,757.0 (1,593.8) (98.3) VERISIGN INC VRSN-RM RM 1,757.0 (1,593.8) (98.3) VERISIGN-CEDEAR VRSN AR 1,757.0 (1,593.8) (98.3) WAVE LIFE SCIENC WVE US 267.3 (26.8) 87.0 WAVE LIFE SCIENC WVEEUR EU 267.3 (26.8) 87.0 WAVE LIFE SCIENC 1U5 GR 267.3 (26.8) 87.0 WAVE LIFE SCIENC 1U5 TH 267.3 (26.8) 87.0 WAVE LIFE SCIENC 1U5 GZ 267.3 (26.8) 87.0 WAYFAIR INC- A W US 3,212.0 (2,745.0) (302.0) WAYFAIR INC- A 1WF GR 3,212.0 (2,745.0) (302.0) WAYFAIR INC- A 1WF TH 3,212.0 (2,745.0) (302.0) WAYFAIR INC- A WEUR EU 3,212.0 (2,745.0) (302.0) WAYFAIR INC- A 1WF QT 3,212.0 (2,745.0) (302.0) WAYFAIR INC- A WEUR EZ 3,212.0 (2,745.0) (302.0) WAYFAIR INC- A 1WF GZ 3,212.0 (2,745.0) (302.0) WAYFAIR INC- A W* MM 3,212.0 (2,745.0) (302.0) WAYFAIR INC- BDR W2YF34 BZ 3,212.0 (2,745.0) (302.0) WEWORK INC-CL A WE* MM 16,949.0 (3,786.0) (1,437.0) WINGSTOP INC WING US 451.3 (379.8) 170.1 WINGSTOP INC EWG GR 451.3 (379.8) 170.1 WINGSTOP INC WING1EUR EU 451.3 (379.8) 170.1 WINGSTOP INC EWG GZ 451.3 (379.8) 170.1 WINGSTOP INC EWG TH 451.3 (379.8) 170.1 WINMARK CORP WINA US 47.7 (43.6) 24.0 WINMARK CORP GBZ GR 47.7 (43.6) 24.0 WPF HOLDINGS INC WPFH US 0.0 (0.3) (0.3) WW INTERNATIONAL WW US 973.7 (802.3) (31.6) WW INTERNATIONAL WW6 GR 973.7 (802.3) (31.6) WW INTERNATIONAL WW6 TH 973.7 (802.3) (31.6) WW INTERNATIONAL WTWEUR EU 973.7 (802.3) (31.6) WW INTERNATIONAL WW6 QT 973.7 (802.3) (31.6) WW INTERNATIONAL WW6 GZ 973.7 (802.3) (31.6) WW INTERNATIONAL WW6 SW 973.7 (802.3) (31.6) WW INTERNATIONAL WTW AV 973.7 (802.3) (31.6) WW INTERNATIONAL WTWEUR EZ 973.7 (802.3) (31.6) WW INTERNATIONAL WW-RM RM 973.7 (802.3) (31.6) WYNN RESORTS LTD WYR GR 13,724.0 (1,616.4) 2,882.4 WYNN RESORTS LTD WYNN* MM 13,724.0 (1,616.4) 2,882.4 WYNN RESORTS LTD WYNN US 13,724.0 (1,616.4) 2,882.4 WYNN RESORTS LTD WYR TH 13,724.0 (1,616.4) 2,882.4 WYNN RESORTS LTD WYR QT 13,724.0 (1,616.4) 2,882.4 WYNN RESORTS LTD WYNNEUR EU 13,724.0 (1,616.4) 2,882.4 WYNN RESORTS LTD WYR GZ 13,724.0 (1,616.4) 2,882.4 WYNN RESORTS LTD WYNNEUR EZ 13,724.0 (1,616.4) 2,882.4 WYNN RESORTS LTD WYNN-RM RM 13,724.0 (1,616.4) 2,882.4 WYNN RESORTS-BDR W1YN34 BZ 13,724.0 (1,616.4) 2,882.4 YUM! BRANDS INC YUM US 5,749.0 (8,774.0) (9.0) YUM! BRANDS INC TGR GR 5,749.0 (8,774.0) (9.0) YUM! BRANDS INC TGR TH 5,749.0 (8,774.0) (9.0) YUM! BRANDS INC YUMEUR EU 5,749.0 (8,774.0) (9.0) YUM! BRANDS INC TGR QT 5,749.0 (8,774.0) (9.0) YUM! BRANDS INC YUM SW 5,749.0 (8,774.0) (9.0) YUM! BRANDS INC YUMUSD SW 5,749.0 (8,774.0) (9.0) YUM! BRANDS INC TGR GZ 5,749.0 (8,774.0) (9.0) YUM! BRANDS INC YUM* MM 5,749.0 (8,774.0) (9.0) YUM! BRANDS INC YUM AV 5,749.0 (8,774.0) (9.0) YUM! BRANDS INC YUMEUR EZ 5,749.0 (8,774.0) (9.0) YUM! BRANDS INC YUM-RM RM 5,749.0 (8,774.0) (9.0) ********* 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 ***