/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/230728.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, July 28, 2023, Vol. 27, No. 208 Headlines 1046533 B.C. LTD: Case Summary & Two Unsecured Creditors ADVANCED PAIN: Taps DeBlanc Murphy & Murphy as Accountant AMERICANAS SA: Some Creditors Object to Reorganization Plan ANTONY KENNETH: Case Summary & Seven Unsecured Creditors AZURE GAMING: Will Lay Off 100 Workers, To Close HQ in Las Vegas BED BATH: Unsecureds to Get Share of Distributable Proceeds BISCAYNE BEACH: Case Summary & One Unsecured Creditor BUCKINGHAM HEIGHTS: Gets OK to Hire Consulting Experts CALIFORNIA MUNICIPAL: Moody's Rates $6.5MM Revenue Bonds 'Ba1' CAMECO TECHNOLOGIES: Fine-Tunes Plan Documents CBAK ENERGY: ARK Pro Replaces Centurion ZD as Auditor CELSIUS NETWORK: To Pay 5% More to Settle Creditors Misconduct Suit CHRISTMAS TREE SHOPS: Layoffs Lacked Notice, Claims Employee CNG HOLDINGS: Moody's Affirms Caa1 CFR & Alters Outlook to Negative CONSOL ENERGY: S&P Upgrades ICR to 'B+' on Lower Leverage DIOCESE OF ROCKVILLE CENTRE: Ordered to File New Plan by Oct. 31 DIRECT MARKETING: Gets OK to Hire Bradford Law Offices as Counsel DIVERSITY FREIGHT: Case Summary & 14 Unsecured Creditors DOMTAR CORP: S&P Downgrades ICR to 'BB-' on Higher Leverage DOMTAR CORP: S&P Downgrades ICR to 'BB-' on Higher Leverage EAGER BEAVER: Gets OK to Hire Hayes Law as Bankruptcy Counsel ENDO INT'L: Gets More Support for $6-Billion Chapter 11 Sale ENDO INTERNATIONAL: DOJ, IRS Oppose $6 Billion Sale to Lenders FILE STORAGE: Wins Interim Approval of KB Silver DIP Loan FRONTIER COMMUNICATIONS: Will Sell Fiber-Backed Bonds Worth $1 Bil. FTX TRADING: 3rd Circ. to Oversee Trustee's Ch. 11 Examiner Appeal FTX TRADING: Alameda Saw Over $10B Cash Deficit in March FTX TRADING: Sues SBF and Associates Over $1-Billion of Bad Deals GARCIA GRAIN: $1.28MM DIP Loan from GrainChain OK'd GENESIS CARE: Likely to Sell U.S. Healthcare Assets in Pieces GIRARDI & KEESE: Tom Fights to Retain Atty Competency Expert HERITAGE POWER: Taps Piper Sandler & Co. as Investment Banker HIGHLAND CAPITAL: 5th Circ. Upholds Tossed Fee Appeal in Ch.11 Case HTG MOLECULAR DYNAMICS: Trustee Will Take Over Estate in Chapter 11 ITTELLA INTERNATIONAL: Creditors Panel Formed in Affiliate's Case ITTELLA INTERNATIONAL: U.S. Trustee Appoints Creditors' Committee JAM MEDIA: Amends Plan to Include Currituck County Secured Claim KIDDE-FENWAL INC: Committee Taps Brown Rudnick as Co-Counsel KIDDE-FENWAL INC: Committee Taps Gilbert LLP as Insurance Counsel KIDDE-FENWAL INC: Committee Taps Houlihan as Investment Banker KIDDE-FENWAL INC: Committee Taps KTBS Law as Special Counsel KIDDE-FENWAL INC: Committee Taps Province LLC as Financial Advisor KIDDE-FENWAL INC: Committee Taps Stutzman as Co-Counsel KIDDE-FENWAL INC: Taps Covington & Burling as Insurance Counsel LA BELLE FRANCE: Gets OK to Hire Neeleman Law Group as Counsel LIFESIZE INC: Committee Taps McDermott Will & Emery as Counsel LIFESIZE INC: Granted Final Approval of Chapter 11 Loan LORDSTOWN MOTORS: Foxconn Wants to Dismiss Bankruptcy Case MCCONNELL SAND: Seeks to Hire George Jacobs as Bankruptcy Attorney MDMH PARTNERS: Case Summary & Three Unsecured Creditors MEDHAWK POOLS: Gets OK to Hire Lane Law Firm as Bankruptcy Counsel MIKE JOHNSON: Gets OK to Hire Fennemore Craig as Legal Counsel MITCHELL TOPCO: S&P Rates New $150MM Incremental Term Loan 'B-' MOBIQUITY TECHNOLOGIES: Two Proposals Passed at Special Meeting MR. G'S PROPERTIES: Seeks Approval to Hire Berger as Legal Counsel NEXTPLAY TECHNOLOGIES: Receives Notice of Noncompliance From Nasdaq NORTH VILLAGE: Case Summary & 13 Unsecured Creditors NOVUSON SURGICAL: Unsecured Creditors to Split $400K in Plan PALMS GOLF CLUB: Gets OK to Hire Armory as Financial Advisor PALMS GOLF CLUB: Seeks to Hire Coachella as Accountant PALMS GOLF CLUB: Taps Wingert as Civil Litigation Counsel PEER STREET: Gets Approval to Hire 'Ordinary Course' Professional PEER STREET: Gets OK to Hire David Dunn of Province LLC as CRO PEER STREET: Gets OK to Hire Stretto as Administrative Advisor PEER STREET: Taps Kramer Levin Naftalis & Frankel as Co-Counsel PEER STREET: Taps Piper Sandler as Exclusive Broker PEER STREET: Taps Young Conaway Stargatt & Taylor as Legal Counsel PFOH COMPANIES: U.S. Trustee Unable to Appoint Committee PICO INDUSTRIES: Taps John Morris of Interim Management as Manager PURDUE PHARMA: DOJ Appeals Settlement, Delays Payout R&LC INVESTMENTS: Seeks Chapter 11 Bankruptcy Protection RAIN CARBON: S&P Rates News Second-Lien Senior Secured Notes 'B' RMS HOLDING: S&P Affirms 'B-' Issuer Credit Rating, Outlook Stable SCUNGIO BORST: Taps Harlyn as Financial Support Consultant SCUNGIO BORST: Taps MillerSearles as Tax Services Provider SERTA SIMMONS: Super Priority Debt Fight Starts at 5th Circuit SILVER TRIDENT: Taps Michael Hardwick Law as Bankruptcy Counsel SORRENTO THERAPEUTICS: Asks for Stay of Employment Suit vs. CEO SOUTHERN CLEARING: Unsecureds Will Get $18K in Consensual Plan ST. CHARLES MEMORY: J&M Family to Contribute $25K; Amends Plan TEAL PROPERTIES: Seeks Approval to Hire Bradley as Special Counsel TECH-MAR ENTERPRISES: Starts Subchapter V Bankruptcy Case THRIVE MERGER: S&P Alters Outlook to Negative, Affirms 'B-' ICR TOPPOP LLC: Taps Law Firm of Richard S. Feinsilver as Counsel TRITEK INTERNATIONAL: Windom Unsecureds Will Get 1.1% to 7.1% VENATOR MATERIALS: Citadel-Backed Bankruptcy Plan Approved VICE MEDIA: Sale to Fortress Experiences Unexpected Delay VICTORIA'S SECRET: Moody's Affirms Ba3 CFR, Outlook Remains Stable VISIONARY LABELS: Amends Ascentium & Blue Bridge Secured Claims VITAL PHARMA.: Former CEO Appeals to Get Social Media Control Back VOYAGER AVIATION: Case Summary & 23 Largest Unsecured Creditors WEWORK INC: Inks First Supplemental Indenture With U.S. Bank Trust YACHTBRASIL MOTOR: Starts Subchapter V Bankruptcy Proceeding [*] Texas Tops Commercial Bankruptcy Filings from January to June [^] BOOK REVIEW: The Story of The Bank of America ********* 1046533 B.C. LTD: Case Summary & Two Unsecured Creditors -------------------------------------------------------- Debtor: 1046533 B.C. Ltd. MFC Power General Partner Ltd c/o Sangra Moller LLP 1000-925 West Georgia St. Vancouver BC V6C 3L2 Chapter 11 Petition Date: July 27, 2023 Court: United States Bankruptcy Court District of Massachusetts Case No.: 23-11200 Debtor's Counsel: Richard Pedone, Esq. NIXON PEABODY LLP 53 State St Boston, MA 02109-2820 Tel: (617) 345-1000 Email: rpedone@nixonpeabody.com Total Assets: C$23,023 Total Liabilities: $17,224,707 Estimated Assets: $50,000 to $100,000 Estimated Liabilities: $10 million to $50 million The petition was signed by Samuel Morrow as chief transformation officer. 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/QVCUGGI/1046533_BC_Ltd__mabke-23-11200__0001.0.pdf?mcid=tGE4TAMA ADVANCED PAIN: Taps DeBlanc Murphy & Murphy as Accountant --------------------------------------------------------- Advanced Pain Medicine Institute, P.C. seeks approval from the U.S. Bankruptcy Court for the District of Maryland to employ the accounting firm of DeBlanc, Murphy & Murphy, LLC to prepare tax returns. The firm will be paid at these rates: Principal $420 per hour Manager $350 per hour Senior Accountant $240 per hour Staff Accountant $165 per hour IT Personnel $150 per hour Support Staff $100 per hour As disclosed in court filings, DeBlanc neither represents nor holds any interest adverse to the Debtor and its estate or creditors in the matters upon which it is to be engaged. The firm can be reached through: Christopher L. DeBlanc DeBlanc, Murphy & Murphy, LLC 108 La Grange Ave La Plata, MD 20646 Phone: +1 301-609-7515 Email: chris.deblanc@deblancmurphy.com About Advanced Pain Medicine Institute Advanced Pain Medicine Institute, P.C. is a provider of medical services in Chevy Chase, Md. Advanced Pain Medicine Institute filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Md. Case No. 23-12359) on April 5, 2023, with up to $500,000 in assets and up to $10 million in liabilities. Lawrence A. Katz, Esq., at Hirschler Fleischer, PC has been appointed as Subchapter V trustee. Judge Lori S. Simpson oversees the case. The Debtor tapped Stephen A. Metz, Esq., at Offit Kurman, PA as legal counsel; and SPS Consulting, LLC and DeBlanc, Murphy & Murphy, LLC as accountants. AMERICANAS SA: Some Creditors Object to Reorganization Plan ----------------------------------------------------------- Leonardo Lara of Bloomberg News reports that Americanas says that some of its creditors presented objections to its reorganization plan. The Company confirms the filings of objections to the Judicial Reorganization Plan (PRJ) presented on March 20, 2023 and the request for the General Creditors Meeting (AGC) made by Banco BTG Pactual, Americanas says in filing. Americanas says that "such facts do not cause any direct impact on the regular progress of the judicial reorganization." "Such objections are extremely common in judicial recovery proceedings and are formally necessary to prevent the judicial recovery plan from being tacitly accepted." "It is therefore not surprising that objections were presented," Americanas says. About Americanas SA Americanas was one of the largest diversified retail chains in Brazil, with a wide platform of physical stores, robust e-commerce, fintech, and has just entered into the niche food retail. It is listed on B3, being indirectly controlled by billionaire Jorge Paulo Lemann, Carlos Alberto Sicupira and Marcel Telles. The retailer nosedived in January 2023 after becoming mired in an accounting scandal. The firm filed for bankruptcy at a court in Rio de Janeiro on Jan. 19, 2023. Americanas sought protection under Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-10092) on Jan. 25, 2023. White & Case LLP, led by John K. Cunningham, is the U.S. counsel. ANTONY KENNETH: Case Summary & Seven Unsecured Creditors -------------------------------------------------------- Debtor: Antony Kenneth Stefan Oseitutu, PLLC 15923 Vetta Drive Montverde, FL 34756 Business Description: The Debtor is a Florida licensed real estate broker. The Debtor is the owner of real property located at 5623 Gulf Drive Holmes Beach, Fla. valued at $960,547. Chapter 11 Petition Date: July 27, 2023 Court: United States Bankruptcy Court Middle District of Florida Case No.: 23-02984 Debtor's Counsel: Thomas Adam, Esq. THOMAS ADAM 2258 Riverside Ave Jacksonville, FL 32204 Email: tadam@adamlawgroup.com Total Assets: $981,749 Total Liabilities: $1,090,430 The petition was signed by Antony Oseitutu as authorized representative of the Debtor. A full-text copy of the petition containing, among other items, a list of the Debtor's seven unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/3QHI4PQ/Antony_Kenneth_Stefan_Oseitutu__flmbke-23-02984__0001.0.pdf?mcid=tGE4TAMA AZURE GAMING: Will Lay Off 100 Workers, To Close HQ in Las Vegas ---------------------------------------------------------------- Aruze Gaming reports that casino slot machine and electronic table game supplier Aruze Gaming America Inc. is due to close its Las Vegas, Nevada, headquarters next month and layoff 100 workers, according to a report from the Las Vegas Review-Journal. The media outlet cited a notice filed by the company with the authorities in that U.S. state. The closure is expected to be effective August 18, according to the document submitted to the Nevada Department of Employment, Training and Rehabilitation, reported the newspaper. The move comes just over five months after the equipment manufacturer filed for protection under Chapter 11 of the United States' Bankruptcy Code. In February 2023, Aruze said it was opting for voluntary financial restructuring, in "the wake" of a legal matter, though it stressed at the time that it intended "to continue operating normally." The firm said the bankruptcy protection was related to a "judgement against Aruze resulting from a separate judgment against Aruze's shareholder." It did not give further details about the judgement. Aruze said at the time that the Chapter 11 filing was "a critical business strategy ... due to external factors outside" the company's control. According to the Las Vegas Review-Journal, Aruze's sole shareholder is Japanese businessman Kazuo Okada. The media outlet reported that the judgement that had led to Aruze's bankruptcy protection request was related to an unpaid 'success fee' owed by Mr Okada to Bartlit Beck LLP. The latter is a law firm that represented the Japanese businessman in a legal dispute against Wynn Resorts Ltd: that dispute ended in a 2018 settlement for US$2.4 billion in favour of Universal Entertainment Corp, a firm founded by Mr Okada. About Aruze Gaming America Aruze Gaming America Inc. is a casino slot machine and electronic table game supplier. BED BATH: Unsecureds to Get Share of Distributable Proceeds ----------------------------------------------------------- Bed Bath & Beyond Inc. and its Debtor Affiliates filed with the U.S. Bankruptcy Court for the District of New Jersey a Joint Chapter 11 Plan dated July 20, 2023. The Debtors believe that the Plan maximizes stakeholder recoveries in these Chapter 11 Cases. The Plan contemplates a wind down of the Debtors' operations. The Debtors, the DIP Lenders, and the Creditors' Committee negotiated a value-maximizing transaction to effectuate an orderly Wind Down as set forth in the Plan. The Plan contemplates, among other things, distributions to Holders of Allowed Claims in accordance with its terms, followed by the Wind Down of the Wind-Down Debtors. Although for purposes of administrative convenience and efficiency the Plan has been filed as a joint plan for each of the Debtors and presents together Classes of Claims against, and Interests in, the Debtors, the Plan does not provide for the substantive consolidation of any of the Debtors. Class 6 consists of all General Unsecured Claims. In full and final satisfaction, compromise, settlement, release, and discharge of its Claim (unless the applicable Holder agrees to a less favorable treatment), each Holder of an Allowed General Unsecured Claim shall receive its Pro Rata share of (i) the Shared Proceeds Pool, only if such proceeds are available after all senior Claims (other than the DIP Claims and FILO Claims) are paid in full and (ii) any remaining Distributable Proceeds available after payment in full of all senior Claims. Class 6 is Impaired. Class 8 consists of all Intercompany Interests. Intercompany Interests shall be canceled, released, and extinguished as of the Effective Date, and will be of no further force or effect, and Holders of Intercompany Interests will not receive any distribution on account of such Intercompany Interests. Class 9 consists of all Interests in BBB. In full and final satisfaction of each Allowed Interest in BBB, each Allowed Interest in BBB shall be canceled, released, and extinguished, and will be of no further force or effect and no Holder of Interests in BBB shall be entitled to any recovery or distribution under the Plan on account of such Interests. Any Asset Sale Transaction will be either (a) conducted pursuant to the Bidding Procedures or Lease Sale Procedures, (b) approved by the Bankruptcy Court prior to the Effective Date, or (c) otherwise authorized by the Plan. The Plan Administrator, subject to the Sharing Mechanism, will fund distributions under the Plan from (a) the Combined Reserve; (b) the WARN Reserve; and (c) Distributable Proceeds in accordance with the Waterfall Recovery, unless, as it relates to each of the foregoing, such distributions are provided for in the DIP Budget. Distributable Proceeds will be created by, among other things, the prosecution and monetization of Non-Released Claims. On and after the Effective Date, if applicable, the Wind-Down Debtors shall continue in existence for purposes of (a) winding down the Debtors' business and affairs as expeditiously as reasonably possible; (b) resolving Disputed Claims, (c) making distributions on account of Allowed Claims as provided hereunder, (d) establishing and, to the extent not already funded, funding the Distribution Reserve Accounts; (e) enforcing and prosecuting claims, interests, rights, and privileges under all Causes of Action in an efficacious manner and only to the extent the benefits of such enforcement or prosecution are reasonably believed to outweigh the costs associated therewith, (f) filing appropriate tax returns, (g) complying with its continuing obligations under the Purchase Agreements, if any, (h) liquidating all assets of the Wind-Down Debtors, and (i) otherwise administering the Plan in an efficacious manner consistent with the Plan. Notwithstanding anything to the contrary herein, the Plan Administrator may, with the consent of the DIP Agent, the FILO Agent, and the Creditors' Committee, or (following the Effective Date) with the consent of the DIP Agent, FILO Agent and Oversight Committee transfer all or any portion of the assets of the Wind Down Debtors to a trust (the "Liquidating Trust"), which shall be a liquidating trust. On or after the Effective Date, the Debtors shall make distributions on account of Allowed Claims using the Distributable Proceeds. In accordance with the Final DIP Order, (a) Distributable Proceeds of Prepetition Collateral shall be paid to Holders of Allowed Claims until paid in full from time to time in the following priority: (i) first, on account of Allowed FILO Claims; (ii) second, on account of DIP Claims; (iii) third, on account of Allowed Administrative Claims (other than DIP Claims) and Priority Tax Claims; (iv) fourth, on account of Allowed Other Secured Claims; (v) fifth, on account of Allowed Other Priority Claims; (vi) sixth, on account of any Allowed Junior Secured Claims; and (vii) seventh, on account of any Allowed General Unsecured Claims; and (b) Distributable Proceeds of DIP Collateral that does not constitute Prepetition Collateral shall be paid to Holders of Allowed Claims until paid in full from time to time in the following priority: (i) first, on account of Allowed DIP Claims; (ii) second, on account of Allowed FILO Claims; (iii) third, on account of Allowed Administrative Claims (other than DIP Claims) and Priority Tax Claims; (iv) fourth, on account of Allowed Other Secured Claims; (v) fifth, on account of Allowed Other Priority Claims; (vi) sixth, on account of any Allowed Junior Secured Claims; and (vii) seventh, on account of any Allowed General Unsecured Claims (collectively, the "Waterfall Recovery"). A full-text copy of the Joint Plan dated July 20, 2023 is available at https://urlcurt.com/u?l=EqhteP from Kroll LLC, the claims agent. Co-Counsel to the Debtors: Joshua A. Sussberg, P.C. Emily E. Geier, P.C. Derek I. Hunter, Esq. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 601 Lexington Avenue New York, New York 10022 Tel: (212) 446-4800 Fax: (212) 446-4900 Email: joshua.sussberg@kirkland.com emily.geier@kirkland.com derek.hunter@kirkland.com Co-Counsel to the Debtors: Michael D. Sirota, Esq. Warren A. Usatine, Esq. Felice R. Yudkin, Esq. COLE SCHOTZ P.C. Court Plaza North, 25 Main Street Hackensack, New Jersey 07601 Tel: (201) 489-3000 Email: msirota@coleschotz.com wusatine@coleschotz.com fyudkin@coleschotz.com About Bed Bath & Beyond Bed Bath & Beyond Inc., together with its subsidiaries, is an omnichannel retailer selling a wide assortment of merchandise in the Home, Baby, Beauty & Wellness markets and operates under the names Bed Bath & Beyond, buybuy BABY, and Harmon, Harmon Face Values. The Company also operates Decorist, an online interior design platform that provides personalized home design services. At its peak, Bed Bath & Beyond operated the largest home furnishing retailer in the United States with over 970 stores across all 50 states, consistently at the forefront of major home and bath trends. Operating stores spanning the United States, Canada, Mexico, and Puerto Rico, Bed Bath & Beyond offers everything from bed linens to cookware to electric appliances, home organization, baby care, and more. Bed Bath & Beyond closed over 430 locations across the United States and Canada before filing chapter 11 cases, implementing full scale winddowns of their Canadian business and the Harmon branded stores. Left with 360 Bed Bath & Beyond and 120 buybuy BABY stores, Bed Bath & Beyond Inc. and 73 affiliated debtors on April 23, 2023, each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code to pursue a wind down of operations. The cases are pending before the Honorable Vincent F. Papalia and have requested joint administration of the cases under Bankr. D.N.J. Lead Case No. 23-13359. Kirkland & Ellis LLP and Cole Schotz P.C. are serving as legal counsel, Lazard Frares & Co. LLC is serving as investment banker, and AlixPartners LLP is serving as financial advisor. Bed Bath & Beyond Inc. has retained Hilco Merchant Resources LLC to assist with inventory sales. Kroll LLC is the claims agent. BISCAYNE BEACH: Case Summary & One Unsecured Creditor ----------------------------------------------------- Debtor: Biscayne Beach Apartments LLC POB 800911 Miami, FL 33280-0911 Business Description: The Debtor owns an eigh-unit apartment building located at 834-842 84 St, Miami Beach, FL valued at $1.6 million. Chapter 11 Petition Date: July 27, 2023 Court: United States Bankruptcy Court Southern District of Florida Case No.: 23-15904 Judge: Hon. Corali Lopez-Castro Debtor's Counsel: Michael A. Frank, Esq. LAW OFFICES OF FRANK & DE LANA GUARDIA 2000 NW 89th Place Suite 201 Miami, FL 33172 Tel: (305) 443-4217 Email: Pleadings@bkclawmiami.com Total Assets: $1,600,621 Total Liabilities: $1,182,040 The petition was signed by Benjamin Shames as manager. The Debtor listed Benjamin Shames as its sole unsecured creditor holding a claim of $76,000. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/YOOHUEA/Biscayne_Beach_Apartments_LLC__flsbke-23-15904__0001.0.pdf?mcid=tGE4TAMA BUCKINGHAM HEIGHTS: Gets OK to Hire Consulting Experts ------------------------------------------------------ Buckingham Heights Business Park (a California Limited Partnership) received approval from the U.S. Bankruptcy Court for the Central District of California to employ consulting experts. The experts include Aperture LLC, Adan Engineering LLC, Russell Pond and Associates, Peregrine Realty Partners Inc., Partner Engineering and Science, Inc., and C.E. Mechanical Inc. The experts are being retained to prepare materials and provide information to aid the Debtor in the prosecution of its objection to the claim filed by Buckingham Heights Lease, LLC and related ongoing disputes with the lessor. Buckingham Heights Lease alleges that the Debtor owes it outstanding rental amounts for 2018 through 2020 and that the Debtor failed to properly maintain the leased property. The Debtor disputes these allegations, and on March 8, 2022, formally objected to the lessor's claim. The experts will be compensated as follows: a. Aperture will charge its normal and customary standard hourly rates for consulting services and testimony, subject to periodic increase. In addition, Aperture will bill general consulting and technical assistance at $50 to $160 per hour depending on the complexity needed, and requires a two-hour minimum for any professional providing testimony. Aperture also includes an additional charge of 10 percent of the total consulting time charges on bills to cover the cost of direct reimbursables and miscellaneous charges. In addition, Aperture charges a one-time $500 administrative case set-up fee and requires a $2,500 retainer. b. Adan Engineering will be employed on an hourly basis as follows: Principal $165/hour Staff Consultant $110/hour Drafter $85/hour Non-Technical $75/hour c. Russell Pond and Associates will be employed on an hourly basis as follows: Russell Pond, principal $285/hour Professional Staff $200/hour Senior Designer/Senior Project Manager $185/hour Associate Staff/Designer/Job Captain $125/hour Technical Support/Draftsperson $100/hour Administrative Consulting $75/hour Expert Witness Testimony $420/hour d. Brad Lofgren of Peregrine will charge $550 per hour for his services. e. Partner Engineering and Science will be compensated based on the following schedule of fees: On-site Accessibility Assessment $14,400 Building Records Request *$500 + additional building dept records fees Building Evaluation of Applicable Codes and $3,500 Standards Total $18,400 + additional building dept fees f. CE Mechanical will be employed on an hourly basis, at the rate of $150 per hour. As disclosed in court filings, the experts neither hold nor represent an interest adverse to the Debtor's estate. The experts can be reached through: Jeff Hughes Aperture, LLC 1730 E. Holly Ave, Suite 720 El Segundo, CA 90245 Phone: 310-306-3877 Email: jeff.hughes@aperturellc.com Scott M. Adan Adan Engineering, LLC 2636 28th Street #4 Santa Monica CA 90405 Phone: (510) 764-6767 Email: scott.adan@adanengineering.com Russell Pond Russell Pond and Associates 3446 Hancock St San Diego, CA 92110 Phone: 619-297-2002 Fax: 619-297-2422 Email: Russ@rpaainc.com Bradley E. Lofgren Peregrine Realty Partners, Inc. 915 Wilshire Boulevard, Suite 2060 Los Angeles, CA 90017 Phone: (213) 797-6211 Email: blofgren@peregrinerp.com Christy Kim, AIA Partner Engineering and Science, Inc. 24 Executive Park, Suite 100 Irvine, CA 92614 Phone: +1 714-581-6090 Email: ckim@partneresi.com Charlie Hatano C.E. Mechanical, Inc. 13327 Elliot Ave Chino, CA 91710 Phone: +1 909-548-0925 About Buckingham Heights Business Park Culver City, Calif.-based Buckingham Heights Business Park (a California Limited Partnership) filed a petition for Chapter 11 protection (Bankr. C.D. Calif. Case No. 21-17060) on Sept. 8, 2021, with up to $50 million in assets and up to $500,000 in liabilities. Judge Sheri Bluebond oversees the case. Sheppard, Mullin, Richter & Hampton, LLP and KB&T Tax & Consulting, Inc. serve as the Debtor's legal counsel and accountant, respectively. The Debtor filed its proposed Chapter 11 plan of reorganization and disclosure statement on Oct. 13, 2022. CALIFORNIA MUNICIPAL: Moody's Rates $6.5MM Revenue Bonds 'Ba1' -------------------------------------------------------------- Moody's Investors Service has assigned a rating of Ba1 to the California Municipal Finance Authority's $6.505 million Federal Lease Revenue Bonds (DHS Redding Project), Federally Taxable Series 2022. The bonds were not rated when first issued, in May 2022. The outlook is stable. RATINGS RATIONALE The Ba1 rating reflects several factors, including the credit strength of the United States (Aaa stable) government to make timely lease payments and the essentiality of the facility to the mission of the Department of Homeland Security (DHS), counterbalanced by the very high leverage on the project and the need for lease renewal and refinancing to fully service the debt. Moody's views the lease with the General Services Administration for a facility used by DHS's Immigration and Customs Enforcement (ICE) division in the City of Redding, California, as very likely to be renewed at the end of the lease term in December 2027. Moody's assessment of lease renewal likelihood incorporates the importance of the project, an Enforcement and Removal (ERO) sub-field office in Redding, California, to the mission of ICE and DHS to strategically monitor and apprehend potentially dangerous undocumented aliens throughout the US. The facility is built to suit and has several features - including enhanced security and holding cells - that would be difficult to replicate elsewhere without significant increases in rent or additional capital investment. Lease renewal also is reinforced by support for ICE's mission demonstrated by administrations of both political parties. The rating also acknowledges factors that could reduce lease renewal likelihood: the facility's small size and location in a less densely populated area, national political conditions, technological change or the increasing use of remote work. While the facility could be repurposed as a corporate office or other commercial real estate facility, finding a different tenant or owner to pay enough rent relative to the amount of debt outstanding would be challenging, in view of commercial real estate metrics for the surrounding area. Governance is a key driver of this rating. The sponsor and building manager both have extensive experience with real estate management and federal leases. RATING OUTLOOK The stable outlook reflects Moody's expectation that monthly lease payments will continue to flow uninterrupted to the trustee during the current term of the lease, owing to the legal and cash flow structure, and that the tenant, the United States of America, acting through the GSA, will maintain its strong credit quality and its commitment to the DHS Redding Facility beyond the current lease. FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATING -- Reduction in debt levels or final bullet payment that reduces overall leverage and refinancing risk -- A large, measurable increase in the market value of the project that would provide high bondholder revery in the event the lease is not renewed -- Strong indications that the lease with the GSA will be renewed with terms that enable all bond payments to be serviced FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATING -- Increased risk of non-renewal of the lease, due to deterioration in asset condition, weakened lessor-lessee relationship or a change in federal laws or policy regarding the mission and funding the Department of Homeland Security -- Material credit weakening of the United States -- Increasing project leverage -- Interruption or delay in monthly lease payments -- Non-performance of obligations under the lease by the borrower LEGAL SECURITY Interest payments on the bonds will be provided by lease payments from the GSA to the borrower/lessor, TNRE 6, LLC. The bonds are also secured by a debt service reserve fund funded at $34,200. Payment of the principal of the bonds will likely be derived through a refinancing, which will occur in connection with renewal of the federal lease, prior to the bonds' principal payment. USE OF PROCEEDS The bonds, which were issued in May of 2022, financed the purchase of the project by TNRE 6, which is leasing the project to the DHS. PROFILE The United States has the world's largest economy and is the center of global trade and finance, with a gross domestic product of $26.1 trillion in 2022. Its population of 335 million is third largest in the world. The Department of Homeland Security (DHS) is a cabinet-level federal agency established with the enactment of the Homeland Security Act of 2002. The DHS's public security mandate covers a broad array of antiterrorism, border security, cybersecurity, and disaster recovery efforts. It is the third-largest federal government department by number of employees (260,000) after the Department of Defense and the Department of Veterans Affairs. US Immigration and Customs Enforcement (ICE) is DHS's principal criminal investigative agency. The borrower, TNRE 6, is an affiliate of True North Companies, LLC, a real estate investment and advisory firm in Scottsdale, Arizona, formed in 2013 and specializing in the acquisition of properties leased to the United States of America. The borrower is a single purpose entity that is limited to owning and leasing the DHS facility in Redding, California. It is wholly owned by the Donahue Trust, which is controlled by Tom Donahue, who has been involved with numerous federal lease transactions arranged by Net Lease Capital Advisors. Mr. Donahue is also the President, Chairman and CEO of True North Companies. True North, according to its web site, has been involved (as an acquirer, advisor or manager) in real estate transactions worth more than $3 billion. The bond issuer, California Municipal Finance Authority, is a joint exercise of powers authority formed by a Joint Exercise of Powers Agreement dated as of January 1, 2004, by and among certain California cities, counties and special districts, as may be amended from time to time to the provisions of the Joint Exercise of Powers Act. METHODOLOGY The principal methodology used in this rating was Lease, Appropriation, Moral Obligation and Comparable Debt of US Special Purpose Districts Methodology published in November 2022. CAMECO TECHNOLOGIES: Fine-Tunes Plan Documents ---------------------------------------------- Cameco Technologies LLC, submitted a Second Amended Disclosure Statement describing Plan of Reorganization dated July 20, 2023. Since filing its Chapter 11 Petition, the Debtor has continued to operate its business. One of the Debtor's largest assets is a Note Receivable claim against NG Service, Ltd. in the approximate amount of $170,000.00. NG Service, Ltd. is an entity owned by Serge Ngouambe and his wife. It operates a group home. The Real estate is encumbered with a mortgage. The Debtor anticipates that it will receive payments in the future to reduce the Note Receivable. There is no payment schedule in place. The obligation to the Debtor is an unsecured obligation of NG Service, Ltd. The Debtor has consulted with its accountants and does not believe that it will suffer any adverse tax consequences as a result of the Court's approval of the Debtor's Plan or Reorganization. Like in the prior iteration of the Plan, the Debtor will pay all unsecured claims 25% of each creditor's claim. The Debtor will make 48 monthly payments in the amount of $2,913.00 each to achieve the payments due to the Creditors in this Class. The Membership interests of the Debtor will be retained by Serge Ngouambe. A full-text copy of the Second Amended Disclosure Statement dated July 20, 2023 is available at https://urlcurt.com/u?l=SiHYJ6 from PacerMonitor.com at no charge. Debtor's Counsel: Steven B. Nosek, Esq. Steven B. Nosek, P.A. 2812 Anthony Lane South Suite 200 St. Anthony, MN 55418 Tel: (612) 335-9171 Email: snosek@noseklawfirm.com About Cameco Technologies Cameco Technologies, LLC, is a Microsoft Registered refurbished distributor of computer equipment. Cameco Technologies sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Minn. Case No. 22-31938) on Nov. 23, 2022. In the petition signed by Serge Ngouambe, president, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Judge Katherine A. Constantine oversees the case. Steven B. Nosek, Esq., at Steven B. Nosek, P.A., is the Debtor's counsel. CBAK ENERGY: ARK Pro Replaces Centurion ZD as Auditor ----------------------------------------------------- The Board of Directors of CBAK Energy Technology, Inc. approved the dismissal of Centurion ZD CPA & Co. as independent registered public accounting firm of the Company, effective July 18, 2023, as disclosed by the Company in a Form 8-K filed with the Securities and Exchange Commission. Centurion's reports on the consolidated financial statements of the Company as of and for the years ended Dec. 31, 2022 and 2021 contained no adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principle, except for an explanatory paragraph in such reports regarding substantial doubt about the Company's ability to continue as a going concern. For the years ended Dec. 31, 2022 and 2021, and in the subsequent interim period through July 18, 2023, (i) there were no disagreements with Centurion (within the meaning of Item 304(a)(1)(iv) of Regulation S-K of the rules and regulations of the U.S. Securities and Exchange Commission on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure that if not resolved to Centurion's satisfaction, would have caused Centurion to make reference to the subject matter of the disagreements in connection with its reports; and (ii) there were no reportable events (as defined by Item 304(a)(1)(v) of Regulation S-K), except for the material weaknesses in the Company's internal control over financial reporting previously disclosed in the Company's Annual Report on Form 10-K for the fiscal year ended Dec. 31, 2022. As previously disclosed, the following control deficiencies were identified that represent material weaknesses as of Dec. 31, 2022: (1) the Company did not have appropriate policies and procedures in place to evaluate the proper accounting and disclosures of key documents and agreements, and (2) the Company does not have sufficient and skilled accounting personnel with an appropriate level of technical accounting knowledge and experience in the application of accounting principles generally accepted in the United States commensurate with our financial reporting requirements. On July 18, 2023, the Board of Directors of the Company approved the appointment of ARK Pro CPA & Co as its independent registered public accounting firm for the fiscal year ending Dec. 31, 2023, subject to ARK's completion of their client acceptance procedures. During the Company's fiscal years ended Dec. 31, 2022 and 2021, and the subsequent interim period through July 18, 2023, neither the Company nor anyone on its behalf has consulted with ARK on either (a) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the on the consolidated financial statements of the Company and its subsidiaries, and no written report or oral advice was provided by ARK to the Company that ARK concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue, or (b) any matter that was the subject of either a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K). About CBAK Energy Liaoning Province, People's Republic of China-based CBAK Energy -- www.cbak.com.cn -- is a manufacturer of new energy high power lithium batteries that are mainly used in light electric vehicles, electric vehicles, electric tools, energy storage including but not limited to uninterruptible power supply (UPS) application, and other high-power applications. Its primary product offering consists of new energy high power lithium batteries, but it is also seeking to expand into the production and sale of light electric vehicles. CBAK Energy reported a net loss of $11.33 million for the year ended Dec. 31, 2022, compared to net income of $61.56 million for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $244.03 million in total assets, $119.65 million in total liabilities, and $124.38 million in total equity. Hong Kong, China-based Centurion ZD CPA & Co., the Company's auditor since 2016, issued a "going concern" qualification in its report dated April 14, 2023, citing that the Company has accumulated deficit from recurring net losses and significant short-term debt obligations maturing in less than one year as of Dec. 31, 2022. All these factors raise substantial doubt about its ability to continue as a going concern. CELSIUS NETWORK: To Pay 5% More to Settle Creditors Misconduct Suit ------------------------------------------------------------------- Bankrupt Celsius Network LLC and its Official Committee of Unsecured Creditors are seeking approval from the U.S. Bankruptcy Court for the Southern District of New York of a settlement that would pay 5% more on many account holders' claims if they opt into a lawsuit settlement related to accusations of management misconduct. The proposed settlement with the unsecured creditors committee "avoids the delay and costs of potentially protracted litigation," the cryptocurrency lender said in the motion to approve the settlement. Throughout these Chapter 11 Cases, the Debtors' principal goal has been to maximize the value of their assets and to distribute that value to their creditors as promptly as possible. Following an extensive marketing and competitive sale and auction process, the Debtors and the Committee selected Fahrenheit as the sponsor of their Plan. The Debtors are seeking approval of the related disclosure statement on August 10. The Debtors hope to confirm the Plan in October and commence distributions to creditors before the end of the calendar year. This goal is well within the Debtors' grasp, particularly due to the recent settlement reached among the Debtors, the Committee, the Earn Ad Hoc Group, the Borrower Ad Hoc Group, and certain pro se creditors. Following three days of mediation with Judge Michael E. Wiles, Bankruptcy Judge for the Southern District of New York Bankruptcy Court, the Earn Ad Hoc Group, the Borrower Ad Hoc Group and certain pro se creditors have agreed to support an amended Plan that will provide Holders of Retail Borrower Deposit Claims with (a) the option to repay the their principal balance of their loan (i.e., the Retail Borrower Advance Obligations) in exchange for an equivalent amount of cryptocurrency (which could lead to tax benefits for such Holders as compared to the Setoff Treatment) and (b) priority in electing a preference to exchange the NewCo Equity for Liquid Cryptocurrency at a 30% discount (i.e., the Liquid Cryptocurrency Weighted Distribution Election) made by such Holders under the Plan. In addition, each of the Earn Ad Hoc Group and the Borrower Ad Hoc Group will have the right to appoint one member of the Litigation Oversight Committee, subject to the consent of the Committee. This settlement, including the increased claim amounts, fully resolves all issues between the mediation parties relating to the Plan, will lead to the withdrawal of the adversary proceedings filed by the mediation parties, and will pave the way towards confirmation of the Plan in October and distributions to account holders by the end of this year. One significant hurdle to making distributions by the end of the year is reconciling the more than 30,000 claims totaling over $78.2 billion that have been filed against the Debtors. Many of the Proofs of Claim filed by Account Holders sought damages for fraud, misrepresentation, and similar non-contractual causes of action. Unless and until those claims are resolved, the Debtors would have to "hold back" distributions to creditors that could otherwise be paid out under the Plan. If the Settlement is approved, it will provide each Account Holder that does not opt out of the Settlement with a 5% increase of their Account Holder Claims (other than Custody Claims) as a settlement of alleged damages incurred on account of the prepetition misconduct of the Debtors' former management team and resolve the Class Claim and other Account Holder claims. Resolving the more than $70 billion of non-contract claims outside of the Settlement would be extraordinarily time-consuming and expensive. The resolution process would significantly harm creditors through delayed distributions and ultimately lower distributions as a result of increased administrative expenses incurred in connection with adjudicating such claims. Although many parties have made credible allegations of fraud and misrepresentation against the Debtors' former management team relating to the Debtors' prepetition business, obtaining a judgment for fraud or similar causes of action is a high bar and would require the expenditure of substantial time and expense. Also, it is highly unlikely that any one Account Holder could establish fraud or other non-contractual damages that would be unique to them, and not common with other Account Holders. Moreover, any Account Holder seeking to prove a non-contractual claim will have to demonstrate that they have valid damages above and beyond the loss of the cryptocurrency in their Celsius Account. A fully litigated resolution of all of the non-contractual claims that have been asserted against the Debtors would be a long and costly endeavor that would significantly delay distributions and may not ultimately lead to any change in recoveries. On April 28, 2023, and May 17, 2023, the Committee filed the Class Claim and the Class Certification Motion, respectively, on behalf of all Account Holders, alleging a variety of non-contractual claims on behalf of a proposed class of Account Holders. These non-contractual claims made allegations of fraud, misrepresentation, and similar causes of action against the Debtors' former management team regarding their prepetition business operations. The Class Claim was brought given that all Account Holders were harmed by the actions of the Debtors' prepetition management team and to ensure that all Account Holders were compensated for that harm. If allowed, the Class Claim will provide Account Holders with non-contractual claims against each of the Debtors. The Debtors' position throughout the Chapter 11 Cases has been that Account Holders' claims should be limited to the amount of the cryptocurrency in their Celsius Accounts, and that there should be no further damages for non-contractual claims. The Debtors engaged in arm's-length, good faith discussions with the Committee, however, regarding a resolution of the issues raised in the Class Claim and the Class Certification Motion, and the Parties agreed to settle those issues through the Debtors' agreement to increase Account Holder Claims (other than Custody Claims) by 5% on account of these non-contractual causes of action. This settlement will also significantly streamline the claims reconciliation process and allow the Debtors to promptly commence distributions to Account Holders under the Plan on the Effective Date. Importantly, any Account Holder can opt out of the Settlement and retain their rights to pursue their individual Proofs of Claim against the Debtors. Any eligible Account Holder who does not opt out of the Settlement will receive a claim in the amount of 105% of their scheduled claim, which will supersede and extinguish any related Proofs of Claim filed by such Account Holder. To be clear, any Account Holder who does not timely opt out of the Settlement will not have any right to pursue any filed Proof of Claim against the Debtors, which will be expunged by the Settlement. But any Account Holder who opts out will not receive the increased claim amount, will not receive a distribution from the Debtors until their applicable Proofs of Claim are fully and finally resolved by the Bankruptcy Court—which likely will be months -- perhaps years -- after the Effective Date, and will have to litigate and prove, or otherwise resolve their proofs of claim against the Debtors after the Effective Date. The Settlement of the Class Claim and the Class Certification Motion will provide Account Holders with a 5% increase to their claims (other than with respect to any Custody Claims) on account of non-contractual claims, will allow distributions to be made promptly after the Effective Date to any Account Holder that does not opt out of the Settlement, and will resolve costly and time-consuming litigation. About Celsius Network Celsius Network LLC -- http://www.celsius.network/-- is a financial services company that generates revenue through cryptocurrency trading, lending, and borrowing, as well as by engaging in proprietary trading. Celsius helps over a million customers worldwide to find the path towards financial independence through a compounding yield service and instant low-cost loans accessible via a web and mobile app. Celsius has a blockchain-based fee-free platform where membership provides access to curated financial services that are not available through traditional financial institutions. The Celsius Wallet claims to be one of the only online crypto wallets designed to allow members to use coins as collateral to get a loan in dollars, and in the future, to lend their crypto to earn interest on deposited coins (when they're lent out). Crypto lenders such as Celsius boomed during the COVID-19 pandemic, drawing depositors with high interest rates and easy access to loans rarely offered by traditional banks. But the lenders' business model came under scrutiny after a sharp sell-off in the crypto market spurred by the collapse of major tokens terraUSD and luna in May 2022. New Jersey-based Celsius froze withdrawals in June 2022, citing "extreme" market conditions, cutting off access to savings for individual investors and sending tremors through the crypto market. The list of major crypto firms that have filed for bankruptcy protection in 2022 now includes Celsius Network, Three Arrows Capital and Voyager Digital. Celsius Network, LLC and its subsidiaries sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 22-10964) on July 14, 2022. In the petition filed by CEO Alex Mashinsky, the Debtors estimated assets and liabilities between $1 billion and $10 billion. The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis International, LLP as bankrupty counsels; Fischer (FBC & Co.) as special counsel; Centerview Partners, LLC as investment banker; and Alvarez & Marsal North America, LLC as financial advisor. Stretto is the claims agent and administrative advisor. On July 27, 2022, the U.S. Trustee appointed an official committee of unsecured creditors. The committee tapped White & Case, LLP as its bankruptcy counsel; Elementus Inc. as its blockchain forensics advisor; M3 Advisory Partners, LP as its financial advisor; and Perella Weinberg Partners, LP as its investment banker. Shoba Pillay, Esq., is the examiner appointed in the Debtors' Chapter 11 cases. Jenner & Block, LLP and Huron Consulting Services, LLC, serve as the examiner's legal counsel and financial advisor, respectively. CHRISTMAS TREE SHOPS: Layoffs Lacked Notice, Claims Employee ------------------------------------------------------------ Yun Park of Bloomberg Law reports that Christmas Tree Shops LLC is facing a lawsuit alleging that the the bankrupt discount retailer failed to give a timely notice about layoffs. The proposed class action, filed by a New Jersey-based employee on behalf of others similarly situated employees, said Christmas Tree Shops' termination of 50 employees' jobs earlier this month without an advanced notification violated the Worker Adjustment and Retraining Notification Act (WARN Act). The plaintiff is seeking 60 days' of wages and benefits, under the WARN Act. The lawsuit also asked for severance pay equivalent to one week of pay for each full year of employment, plus an additional four weeks of severance. The company filed for Chapter 11 in May but decided to close its business after its lenders withdrew funding after dwindling sales. The company had about 3,600 full and part-time employees when it filed for bankruptcy, according to court filings. About Christmas Tree Shops Christmas Tree Shops is a home-decor retailer that was spun off from Bed Bath & Beyond in 2020. Christmas Tree Shops Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10576) on May 5, 2023. In its petition, the Debtor reports between $50 million and $100 million in assets and between $100 million and $500 million in debt. The Debtor's counsel: Evelyn J. Meltzer Troutman Pepper Hamilton Sanders, LLP 302-777-6500 evelyn.meltzer@troutman.com CNG HOLDINGS: Moody's Affirms Caa1 CFR & Alters Outlook to Negative ------------------------------------------------------------------- Moody's Investors Service has affirmed CNG Holdings, Inc.'s (CNG) Caa1 corporate family and senior secured ratings. The issuer outlook was changed to negative from stable. The rating action follows the company's announcement on July 18th of an exchange offer for its outstanding $228 million senior secured bonds. Moody's views a meaningful amount of debt repurchased at a substantial discount to be a distressed exchange and a limited default RATINGS RATIONALE The affirmation of the Caa1 ratings reflects CNG's recent history of weak earnings and negative tangible common equity, offset by better performance during the first quarter of 2023. Nevertheless, the change in outlook to negative from stable reflects Moody's expectation that CNG will contend with persistent headwinds in its efforts to achieve solid earnings and a sustainable capital structure. CNG's core subprime consumer lending business, supported largely by its installment loan business, has contracted significantly since 2019 and there is considerable uncertainty whether the firm will be able to reverse these trends. Positively, the exchange will provide CNG with time to execute its strategic plan. The new notes will extend the maturity of the firm's corporate debt to June 2026, from June 2024 currently. The new notes will also bear a higher coupon of 14.50%, from 12.50% currently, though the additional interest expense will be offset by a modest paydown that will take place under the terms of the notes. CNG's subprime consumer lending business has struggled as pandemic-era government stimulus measures allowed customers to rapidly pay down their outstanding loans, leading to a significant contraction of the firm's loan portfolio. At the end of the first quarter of 2023, CNG reported $298 million in gross earning assets, compared to $495 million on the same date in 2019. The figures are not directly comparable because of an accounting change in 2023, when the firm began reporting most of its earning assets at fair value. Therefore, the difference between the two figures understates the amount of contraction in earning assets. Nonetheless, CNG has made progress on its effort to turn around the business. The firm sold its lease-to-own business TEMPOE and significantly cut expenses and rationalized its store footprint. Adjusted EBITDA in Q1 2023 improved significantly from the same period in the prior year and the firm reported positive net income, although the firm still posted a small loss when adjusted for the one-time gain related to the sale of TEMPOE. Nevertheless, the $3 million adjusted loss during the quarter was an improvement over the $11 million loss posted in the same quarter in the previous year. The negative outlook reflects the considerable uncertainty regarding the firm's ability to achieve profitability and a sustainable capital structure over the next 12-18 months, along with Moody's expectation of continued weak finance performance. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS CNG's ratings could be upgraded if it is able to significantly increase its level of originations and earning assets, such that it reaches a firm trajectory to improved capitalization and profitability, with annualized EBITDA above $75 million. CNG's ratings could be downgraded if its financial performance substantially deteriorates, resulting in a further significant weakening of its profitability. The ratings could also be downgraded in the event of adverse regulatory or legislative developments, should they have a significant adverse impact on the company's operations, profitability, and capitalization. The principal methodology used in these ratings was Finance Companies Methodology published in November 2019. CONSOL ENERGY: S&P Upgrades ICR to 'B+' on Lower Leverage --------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Consol Energy Inc. (Consol) to 'B+' from 'B'. S&P said, "Concurrently, we raised our issue-level rating on the senior secured debt to 'BB' from 'BB-' and on the second-lien debt to 'BB' from 'B'. The '1' recovery rating on the senior secured debt is unchanged. We revised the recovery rating on the second-lien debt to '1' from '3' due to improved collateral availability. Our 'BB' issue-level rating and '3' recovery rating on the unsecured debt are unchanged, because these ratings are tied to the unsecured ratings of CNX Resources Corp. which guarantees this debt. "The stable outlook reflects our expectation of another solid financial performance over the next 12 months given favorable contracted positions and increased participation in diverse export markets. "Consol could sustain the earnings momentum in 2023 as export markets increase arbitrage opportunities and offset weak domestic demand. We expect Consol will generate EBITDA of $700 million to $900 million in 2023, given its almost fully contracted position and our expectation of 9%-16% increase in revenue per ton. Sales volumes could likely hit the 25 million to 27 million short ton range, given the restart of the second longwall at Enlow Fork mine in December 2022, which brings Consol back to full operational capacity. Due to a mild winter and low prices of natural gas (a substitute for coal), domestic demand has weakened as inventories build up at domestic coal-fired power plants. However, we expect Consol will continue to push more tons into export markets where demand for its product remains strong, particularly in the industrial markets, and achieve better pricing premiums based on API-2 prices relative to domestic markets." For example, export markets accounted for 58.6% of contract revenues from customers in 2022 compared to 42.4% in 2020. In the first quarter of 2023, export markets' share of contract revenues increased to 71.2% with export industrial customers accounting for about 27%, given demand weakness in the domestic market. Additionally, the company's forward contracts with export customers have floors and ceilings, thereby acting as a hedge, particularly against significant price deterioration given the inherent volatility associated with coal. S&P believes the increased participation in export markets positions Consol favorably to deal with the expected retirement of domestic coal-fired power plants due to environmental concerns. Consol has built a cushion in its credit metrics through accelerated debt repayments over the past six years. S&P expects leverage below 1x in fiscal 2023 given its expectation of lower debt levels. As of Dec. 31, 2022, Consol had adjusted debt of $959.6 million, compared to $1.3 billion at year-end 2021 (and about half the size from six years ago). The company fully repaid its term loan A of $100 million last year and concluded the repayment of the term loan B of $400 million in the first quarter of 2023, well ahead of its September 2024 maturity. Consol is also on track to fully redeem its $300 million of second-lien notes due 2025 ($24.1 million outstanding as of June 30, 2023). Going forward, based on publicly declared comments, the company plans to maintain gross debt of about $200 million (excluding our adjustments), mainly comprising the Maryland Economic Development Corp. (MEDCO) revenue bonds of $103 million due 2025, the Pennsylvania Economic Development Financing Authority (PEDFA) revenue bonds of $75 million due 2028, and some miscellaneous debt. The overall reduction in adjusted debt has created a cushion in Consol's credit metrics to absorb volatility in the future, especially as it increases participation in the export markets. That said, Consol has significant other debt-like obligations which S&P includes in its adjusted debt calculations. These include asset retirement obligations of about $198 million, pension and other postretirement obligations of about $188 million, and Workers' compensation of about $167 million (all figures as of March 31, 2023). S&P said, "Continuation of the current financial policy is a key rating consideration. We expect Consol to increase shareholder returns over the next 12 to 24 months given that the company's long-term leverage target of $200 million of gross debt (excluding our adjustments) is now in sight. Going forward, we expect the company to allocate approximately 75% of quarterly free cash flows to its shareholder return program. The earliest maturing debt is the $103 million MEDCO revenue bonds due in 2025, which we expect to be refinanced given the company's long-term leverage target. We consider refinancing risks to be low given that Consol demonstrated access to capital markets in July 2022 with the extension of its revolving credit facility (RCF) through July 2026. More recently, the company upsized the revolver by $95 million to $355 million in June 2023. "Based on our projections, we believe the company would have sufficient cash on hand and other liquidity sources to cover the MEDCO bonds when they become due. Consol could also flex its shareholder distributions in times of stress in favor of shoring up liquidity. While management has yet to establish a long-term track record of keeping such low leverage, we believe the company will maintain a conservative financial policy, given the prioritization of debt reduction over shareholder distributions, especially over the past two years. "The stable outlook reflects our expectation of robust earnings over the next 12 months, spurred by increased participation in export markets, which will offset declining domestic demand. Consol will generate strong free operating cash flows which will mostly fund its recently upsized shareholder return program. We expect Consol to maintain leverage below 1x. "We could lower our ratings on Consol over the next 12 months if leverage approaches 4x. This could occur if the company deviates from its conservative financial policy and takes on more debt. This could also occur if its earnings declined materially due to weaker-than-expected export markets. "We are unlikely to raise our rating on Consol as long as it depends on thermal coal for most of its earnings. Nevertheless, we could upgrade the company if it transforms its business to minimize its dependence on thermal coal, which we believe is in secular decline. We could also raise our ratings if the company's export market revenue contribution significantly outweighs that of domestic markets such that we consider the risk of declining local demand negligible. We would also expect a moderate debt load under aforementioned scenarios." ESG credit indicators: E-5, S-3, G-2 DIOCESE OF ROCKVILLE CENTRE: Ordered to File New Plan by Oct. 31 ---------------------------------------------------------------- James Nani of Bloomberg Law reports that the Roman Catholic Diocese of Rockville Centre, New York has defeated calls from sex abuse claimants to throw out its bankruptcy, but faces an October 2023 deadline to produce a new reorganization plan that would overcome their differences. The Long Island diocese must file by Oct. 31 a reorganization plan or plan outline that's supported by the committee, Judge Martin Glenn from the US Bankruptcy Court for the Southern District of New York ordered Tuesday, July 18, 2023. "Time is beginning to weigh against the Debtor here, however, because none of the dynamics in this case serve to explain why it is approaching three years with no proposal of a confirmable plan," Glenn said. The diocese and the claimants committee have been tussling over a sizable gap in payouts to the individuals who say they were victims of sex abuse. The claimants committee is seeking $340 million and wants more contribution from the diocese's parishes. The diocese is offering at least $185 million, and has proposed an $11 million contribution from the parishes. A feasible reorganization plan "depends largely, if not exclusively" on contributions from third parties, including the parishes, that would receive liability releases, Glenn said. The committee in March asked the court to dismiss the case, agitated by stalled negotiations over a settlement. Rockville Centre, the eighth largest diocese in the US, filed for bankruptcy in October 2023 to resolve hundreds of lawsuits filed under New York's Child Victims Act. The diocese serves about 1.4 million Catholics and includes 133 parishes and one campus parish, according to its website. Nearly 500 child sexual abuse suits are pending in state court against the Rockville diocese and related defendants, the committee said. Nearly 750 abuse claims have been filed in the bankruptcy, it said. The committee has said the proposed $11 million contribution by the diocese's parishes and other affiliates weren't enough. Creditors are also seeking to claw back $250 million worth of assets that they say the diocese transferred improperly to a cemetery business ahead of its bankruptcy. About The Roman Catholic Diocese of Rockville Centre, New York The Roman Catholic Diocese of Rockville Centre, New York, is the seat of the Roman Catholic Church on Long Island. The Diocese has been under the leadership of Bishop John O. Barres since February 2017. The State of New York established the Diocese as a religious corporation in 1958. The Diocese is one of eight Catholic dioceses in New York, including the Archdiocese of New York. The Diocese's total Catholic population is approximately 1.4 million, roughly half of Long Island's total population of 3.0 million. The Diocese is the eighth largest diocese in the United States when measured by the number of baptized Catholics. To deal with sexual abuse claims, the Roman Catholic Diocese of Rockville Centre, New York, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 20-12345) on Sept. 30, 2020, listing as much as $500 million in both assets and liabilities. Judge Martin Glenn oversees the case. The Diocese tapped Jones Day as legal counsel, Alvarez & Marsal North America, LLC, as restructuring advisor, and Sitrick and Company, Inc., as communications consultant. Epiq Corporate Restructuring, LLC is the claims agent. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors in the Diocese's Chapter 11 case. The committee tapped Pachulski Stang Ziehl & Jones, LLP and Ruskin Moscou Faltischek, PC as its bankruptcy counsel and special real estate counsel, respectively. Robert E. Gerber, the legal representative for future claimants of the Diocese, is represented by the law firm of Joseph Hage Aaronson, LLC. DIRECT MARKETING: Gets OK to Hire Bradford Law Offices as Counsel ----------------------------------------------------------------- Direct Marketing Group, LLC received approval from the U.S. Bankruptcy Court for the Eastern District to North Carolina to hire Bradford Law Offices to handle its Chapter 11 case. Bradford Law Offices' hourly rates are as follows: Attorney time outside court $450 Attorney time in court $450 Paralegal time $185 The Debtor agrees to make initial deposit in the amount of $9,238 upon the execution of the agreement. Danny Bradford, Esq., an attorney at Bradford Law Offices, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Danny Bradford, Esq. Bradford Law Offices 455 Swiftside Drive, Suite 106 Cary, NC 27518-7198 Telephone: (919) 758-8879 Email: Dbradford@bradford-law.com About Direct Marketing Group Direct Marketing Group, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 23-01891) on July 7, 2023, with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Joseph N Callaway presides over the case. Danny Bradford, Esq. at Bradford Law Offices represents the Debtor as bankruptcy counsel. DIVERSITY FREIGHT: Case Summary & 14 Unsecured Creditors -------------------------------------------------------- Debtor: Diversity Freight Lines Inc. 29 W Noblestown Road Suite 100 Carnegie, PA 15106 Business Description: Diversity Freight is a trucking company in Pennsylvania. The Debtor handles sensitive products, full truckload and LTL freight for frozen and chilled loads, and a full line of dry freight. Chapter 11 Petition Date: July 27, 2023 Court: United States Bankruptcy Court Western District of Pennsylvania Case No.: 23-21584 Debtor's Counsel: Christopher M. Frye, Esq. STEIDL & STEIBERG, P.C. 707 Grant Street Suite 2830- Gulf Tower Pittsburgh, PA 15219-1908 Tel: 412-391-8000 Fax: 412-391-0221 Email: chris.frye@steidl-steinberg.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Kanatbek Nurmamatov as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 14 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/3O3IA4A/Diversity_Freight_Lines_Inc__pawbke-23-21584__0001.0.pdf?mcid=tGE4TAMA DOMTAR CORP: S&P Downgrades ICR to 'BB-' on Higher Leverage ----------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Canada-based paper and pulp producer Domtar Corp. (Domtar) to 'BB-' from 'BB'. S&P said, "We also lowered our issue-level rating on the senior secured term loans and notes to 'BB-' (the same as ICR) from 'BB'; the '3' recovery rating on the debt (50%-70%; rounded estimate: 65%) is unchanged. In addition, we lowered our rating on the senior unsecured notes to 'BB-' (the same as ICR) from 'BB', the '4' recovery rating on the debt (30%-50%; rounded estimate: 30%) is unchanged. "The stable outlook reflects our expectation that leverage could improve to the low-4x area based on our assumptions that commodity prices could be approaching the bottom of the cycle prices." Leverage will likely remain above 4x over the next few years based on higher incremental debt and lower earnings. S&P said, "We expect Domtar will generate weaker credit measures including an adjusted debt-to-EBITDA ratio in the 4x area over the next couple of years. Following the acquisition of Resolute in March 2023, the company now has a higher debt burden, and we expect pro forma EBITDA will decline in 2023 owing to lower prices and inflationary costs. Our adjusted debt estimate for Domtar has increased to US$2.7 billion (including pension liabilities assumed from Resolute) compared with our previous estimate of US$1.3 billion for standalone Domtar. In our view, the higher debt burden will increase the sensitivity of Domtar's credit measures to future commodity price fluctuations. Therefore, we believe the company will be reliant on earnings improvement and some debt reduction beyond our current forecasts to sustain leverage below 4x, which we think is unlikely given the current inflationary environment and our assumptions for lower commodity prices over the next two years. "In our view, Domtar's adjusted EBITDA could decline to about US$600 million this year from US$700 million in 2022 despite the company's larger scale post-acquisition. The company's newly included lumber segment will likely generate negative EBITDA this year. This mainly reflects our view that lumber prices will remain below Domtar's lumber cash costs (of about US$500 per thousand board feet). In addition, expected weaker pulp profitability will contribute to the decline in pro forma earnings this year given lower pulp prices and inflationary pressure on the company's input costs including fiber, chemicals, and labor. "That said, under our assumptions, we expect the company's credit metrics will remain stable beyond 2023. This reflects our expectation that Domtar could deleverage slightly but remain in the 4x area because potential improvement in earnings over the next few years will likely not be enough to compensate for the company's higher debt. Beyond 2023, we believe Domtar could benefit from a higher degree of operating leverage in its lumber segment should the lumber market rebound, leading to positive EBITDA generation for this segment of the company. In our view, this segment should generate EBITDA of about US$70 million-US$90 million in 2024 as lumber prices improve beyond the segment cash costs. Furthermore, we believe higher realized uncoated free sheet (UFS) prices will mitigate lower earnings from pulp and lumber segments as well as inflationary pressures in the near term. We assume UFS prices will maintain a stable but declining trend, albeit from historical highs in 2022, in the mid-to-low single-digit percentage area." Domtar should benefit from enhanced operating breadth once Resolute's lumber segment begins contributing to earnings and cash flow. The acquisition of Resolute enhanced Domtar's scale of production and diversification of the company's product mix particularly due to the inclusion of lumber. Domtar now has a leading position in three core segments in North America—the UFS, softwood pulp, and lumber markets--despite the regulator-mandated divestiture of its pulp and paper assets including Dryden and Thunder Bay facilities in Ontario, which are expected to close in the second half half of this year. That said, S&P believes the benefits of the acquisition are not sufficient to change our business risk assessment on Domtar at present. This reflects our view that increased exposure to highly volatile lumber and pulp segments could likely lead to greater swings in cash flow and profitability relative to the historically more stable UFS earnings. Downside risk from future strategic priorities remains; but Domtar likely has financial flexibility to mitigate potential cash flow deficits that could lead to credit metrics weak for the rating. Uncertainty remains regarding the influence of The Paper Excellence Group on Domtar's strategic priorities regarding future acquisitions because of the unexpected short time frame in which Paper Excellence closed the Resolute acquisition after acquiring Domtar (in late 2021). Higher-than-expected capital expenditure (capex) or potential debt financed acquisitions could increase Domtar's adjusted debt, resulting in credit metrics that we view as weak for the rating. This tests our assumptions that Domtar will manage its 2.5x leverage target through the commodity cycle. S&P said, "However, we believe the company will prudently manage capital spending to address leverage pressure. Currently, we are not forecasting any acquisition because we think Domtar will focus on its highlighted long-term growth plans of converting paper mills to other growth markets, particularly containerboard. In our view, Domtar has the financial flexibility to reduce or delay growth capital spending if market conditions worsen in the near term. We believe this flexibility will allow the company to limit a potential cash flow deficit that results in higher leverage estimates. We do not expect potential future conversion projects will contribute materially to earnings in the near term. In addition, the lack of mandated dividends or debt maturities in the near-term liquidity position should provide Domtar with further financial flexibility when market conditions improve beyond current bottom cycle earnings. Furthermore, the company's strong liquidity position contributes to a downside cushion for the rating. "The stable outlook reflects S&P Global Ratings' expectation that Domtar will sustain adjusted debt-to-EBITDA (leverage) ratio in the 4x area over the next couple of years following its acquisition of Resolute. We believe higher realized prices and elevated earnings in the company's somewhat less volatile paper segment should mitigate inflationary pressures and lower pulp and lumber earnings through 2024. "We could lower the ratings if we expect Domtar's adjusted debt to EBITDA will approach 5x within the next 12 months, without prospect for near-term deleveraging. This could occur from inflationary pressure on operating cost and weaker-than-expected commodity prices, most likely related to deteriorating macroeconomic conditions that lead to sustained pressure on earnings and cash flow. A downgrade could also result from elevated growth investments, shareholder distributions, or a debt-financed acquisition that results in credit metrics we view as weak for the rating, including leverage above 5x. "We could raise the ratings if we expect the company will sustain debt to EBITDA leverage less than 4x with free operating cash flow (FOCF) to debt above 10% over the next 12 months. We believe this will require the company to generate higher earnings led by sustained higher product prices without an offsetting increase in input costs. In this scenario, we believe the stronger earnings from Domtar will offset the risk of future higher growth investments or a bolt-on acquisition." ESG credit indicators: E-3, S-2, G-2 S&P said, "Environmental factors are a moderately negative consideration in our credit rating analysis of Domtar. The company's environmental risk exposure is in line with other paper, pulp, and lumber companies. This mainly reflects high water requirements, chemical consumption, waste, and pollution associated with the manufacturing process. However, the company has lowered its greenhouse gas emissions and the amount of waste (boiler ash) sent to landfills by converting coal-fired power boilers to natural gas. In addition, over 90% of water used is treated and discharged. The company internally generates energy from some of its pulp assets. In addition. the wood products business (lumber) generates low waste and emissions." DOMTAR CORP: S&P Downgrades ICR to 'BB-' on Higher Leverage ----------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Canada-based paper and pulp producer Domtar Corp. (Domtar) to 'BB-' from 'BB'. S&P said, "We also lowered our issue-level rating on the senior secured term loans and notes to 'BB-' (the same as ICR) from 'BB'; the '3' recovery rating on the debt (50%-70%; rounded estimate: 65%) is unchanged. In addition, we lowered our rating on the senior unsecured notes to 'BB-' (the same as ICR) from 'BB', the '4' recovery rating on the debt (30%-50%; rounded estimate: 30%) is unchanged. "The stable outlook reflects our expectation that leverage could improve to the low-4x area based on our assumptions that commodity prices could be approaching the bottom of the cycle prices." Leverage will likely remain above 4x over the next few years based on higher incremental debt and lower earnings. S&P said, "We expect Domtar will generate weaker credit measures including an adjusted debt-to-EBITDA ratio in the 4x area over the next couple of years. Following the acquisition of Resolute in March 2023, the company now has a higher debt burden, and we expect pro forma EBITDA will decline in 2023 owing to lower prices and inflationary costs. Our adjusted debt estimate for Domtar has increased to US$2.7 billion (including pension liabilities assumed from Resolute) compared with our previous estimate of US$1.3 billion for standalone Domtar. In our view, the higher debt burden will increase the sensitivity of Domtar's credit measures to future commodity price fluctuations. Therefore, we believe the company will be reliant on earnings improvement and some debt reduction beyond our current forecasts to sustain leverage below 4x, which we think is unlikely given the current inflationary environment and our assumptions for lower commodity prices over the next two years. "In our view, Domtar's adjusted EBITDA could decline to about US$600 million this year from US$700 million in 2022 despite the company's larger scale post-acquisition. The company's newly included lumber segment will likely generate negative EBITDA this year. This mainly reflects our view that lumber prices will remain below Domtar's lumber cash costs (of about US$500 per thousand board feet). In addition, expected weaker pulp profitability will contribute to the decline in pro forma earnings this year given lower pulp prices and inflationary pressure on the company's input costs including fiber, chemicals, and labor. "That said, under our assumptions, we expect the company's credit metrics will remain stable beyond 2023. This reflects our expectation that Domtar could deleverage slightly but remain in the 4x area because potential improvement in earnings over the next few years will likely not be enough to compensate for the company's higher debt. Beyond 2023, we believe Domtar could benefit from a higher degree of operating leverage in its lumber segment should the lumber market rebound, leading to positive EBITDA generation for this segment of the company. In our view, this segment should generate EBITDA of about US$70 million-US$90 million in 2024 as lumber prices improve beyond the segment cash costs. Furthermore, we believe higher realized uncoated free sheet (UFS) prices will mitigate lower earnings from pulp and lumber segments as well as inflationary pressures in the near term. We assume UFS prices will maintain a stable but declining trend, albeit from historical highs in 2022, in the mid-to-low single-digit percentage area." Domtar should benefit from enhanced operating breadth once Resolute's lumber segment begins contributing to earnings and cash flow. The acquisition of Resolute enhanced Domtar's scale of production and diversification of the company's product mix particularly due to the inclusion of lumber. Domtar now has a leading position in three core segments in North America—the UFS, softwood pulp, and lumber markets--despite the regulator-mandated divestiture of its pulp and paper assets including Dryden and Thunder Bay facilities in Ontario, which are expected to close in the second half half of this year. That said, S&P believes the benefits of the acquisition are not sufficient to change our business risk assessment on Domtar at present. This reflects our view that increased exposure to highly volatile lumber and pulp segments could likely lead to greater swings in cash flow and profitability relative to the historically more stable UFS earnings. Downside risk from future strategic priorities remains; but Domtar likely has financial flexibility to mitigate potential cash flow deficits that could lead to credit metrics weak for the rating. Uncertainty remains regarding the influence of The Paper Excellence Group on Domtar's strategic priorities regarding future acquisitions because of the unexpected short time frame in which Paper Excellence closed the Resolute acquisition after acquiring Domtar (in late 2021). Higher-than-expected capital expenditure (capex) or potential debt financed acquisitions could increase Domtar's adjusted debt, resulting in credit metrics that we view as weak for the rating. This tests our assumptions that Domtar will manage its 2.5x leverage target through the commodity cycle. S&P said, "However, we believe the company will prudently manage capital spending to address leverage pressure. Currently, we are not forecasting any acquisition because we think Domtar will focus on its highlighted long-term growth plans of converting paper mills to other growth markets, particularly containerboard. In our view, Domtar has the financial flexibility to reduce or delay growth capital spending if market conditions worsen in the near term. We believe this flexibility will allow the company to limit a potential cash flow deficit that results in higher leverage estimates. We do not expect potential future conversion projects will contribute materially to earnings in the near term. In addition, the lack of mandated dividends or debt maturities in the near-term liquidity position should provide Domtar with further financial flexibility when market conditions improve beyond current bottom cycle earnings. Furthermore, the company's strong liquidity position contributes to a downside cushion for the rating. "The stable outlook reflects S&P Global Ratings' expectation that Domtar will sustain adjusted debt-to-EBITDA (leverage) ratio in the 4x area over the next couple of years following its acquisition of Resolute. We believe higher realized prices and elevated earnings in the company's somewhat less volatile paper segment should mitigate inflationary pressures and lower pulp and lumber earnings through 2024. "We could lower the ratings if we expect Domtar's adjusted debt to EBITDA will approach 5x within the next 12 months, without prospect for near-term deleveraging. This could occur from inflationary pressure on operating cost and weaker-than-expected commodity prices, most likely related to deteriorating macroeconomic conditions that lead to sustained pressure on earnings and cash flow. A downgrade could also result from elevated growth investments, shareholder distributions, or a debt-financed acquisition that results in credit metrics we view as weak for the rating, including leverage above 5x. "We could raise the ratings if we expect the company will sustain debt to EBITDA leverage less than 4x with free operating cash flow (FOCF) to debt above 10% over the next 12 months. We believe this will require the company to generate higher earnings led by sustained higher product prices without an offsetting increase in input costs. In this scenario, we believe the stronger earnings from Domtar will offset the risk of future higher growth investments or a bolt-on acquisition." ESG credit indicators: E-3, S-2, G-2 S&P said, "Environmental factors are a moderately negative consideration in our credit rating analysis of Domtar. The company's environmental risk exposure is in line with other paper, pulp, and lumber companies. This mainly reflects high water requirements, chemical consumption, waste, and pollution associated with the manufacturing process. However, the company has lowered its greenhouse gas emissions and the amount of waste (boiler ash) sent to landfills by converting coal-fired power boilers to natural gas. In addition, over 90% of water used is treated and discharged. The company internally generates energy from some of its pulp assets. In addition. the wood products business (lumber) generates low waste and emissions." EAGER BEAVER: Gets OK to Hire Hayes Law as Bankruptcy Counsel ------------------------------------------------------------- Eager Beaver, LLC received approval from the U.S. Bankruptcy Court for the Western District of North Carolina to hire Hayes Law to handle its Chapter 11 bankruptcy case. Hayes Law will charge the Debtor $395 per hour (subject to annual adjustment) for legal work. As disclosed in court filings, Hayes Law is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Cole Hayes, Esq. Hayes Law 601 S. Kings Drive, Suite F -PMB #411 Charlotte, NC 28204 Phone: 704-490-4247 Email: cole@colehayeslaw.com About Eager Beaver Eager Beaver, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.C. Case No. 23-30405) on June 26, 2023, with $50,001 to $100,000 in assets and $100,001 to $500,000 in liabilities. Judge Laura T. Beyer oversees the case. Cole Hayes, Esq., at Hayes Law represents the Debtor as bankruptcy counsel. ENDO INT'L: Gets More Support for $6-Billion Chapter 11 Sale ------------------------------------------------------------ Vince Sullivan of Law360 reports that bankrupt pharmaceutical company Endo International PLC told a New York judge Thursday, July 20, 2023, that it has resolved objections from key stakeholders in its Chapter 11 case and garnered increased support for a $6 billion sale of its assets to a group of debtholders. Following negotiations, the Official Committee of Opioid Claimants ("OCC") reached comfort that the sale -- together with certain assurances from the Purchaser regarding its intent after acquiring the Debtors' assets -- was the best way now available to meet the OCC's goals, and to ensure that funds reach public and private Opioid Claimants as quickly as possible. Accordingly, the OCC determined to support the Sale and the various resolutions reached in mediation with the Ad Hoc First Lien Group by the OCC and the Official Committee of Unsecured Creditors. "The various resolutions reached on behalf of Opioid Claimants in these cases will provide the opportunity for almost $600 million in funding for critical abatement efforts and aid desperately needed by individual victims to help them begin rebuilding their lives. While Opioid Claimants would certainly have preferred more consideration, and the OCC would prefer that resolutions be reached with the Public Schools, the Canadian Provinces and the United States, the OCC Resolution gives Opioid Claimants the benefit of certain, immediate value and, with the EC Resolution, provides a better outcome for all Opioid Claimants than any available alternative," the OCC said. The Debtors are still facing objections from the U.S. Trustee, the Department of Justice for itself and certain federal departments and agencies, His Majesty the King in Right of the Province of British Columbia and certain Canadian governments, and the Rochester City School District and certain other public school districts. The Debtors and the OCC ask the Court to overrule the objections. "The Objectors spill gallons of ink across reams of paper attacking the Sale and the various resolutions that were negotiated in connection therewith. But the Objections do not and cannot disrupt a fundamental conclusion: the Sale, and the various trusts to be established by the Purchaser, represent the best available outcome for Opioid Claimants, taken as a whole," the OCC said. About Endo International Endo International plc is a generics and branded pharmaceutical company. It develops, manufactures, and sells branded and generic products to customers in a wide range of medical fields, including endocrinology, orthopedics, urology, oncology, neurology, and other specialty areas. On the Web: http://www.endo.com/ On Aug. 16, 2022, Endo International and certain of its subsidiaries initiated voluntary prearranged Chapter 11 proceedings (Bankr. S.D.N.Y. Lead Case No. 22-22549). The cases are pending before Judge James L. Garrity, Jr. The Debtors tapped Skadden, Arps, Slate, Meagher & Flom, LLP as legal counsel; PJT Partners, LP as investment banker; and Alvarez & Marsal North America, LLC as financial advisor. Kroll Restructuring Administration, LLC is the claims agent and administrative advisor. A Web site dedicated to the restructuring is at http://www.endotomorrow.com/ Roger Frankel, the legal representative for future claimants in the Chapter 11 cases, tapped Frankel Wyron LLP and Young Conaway Stargatt & Taylor, LLP as legal counsels, and Ducera Partners, LLC as investment banker. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors on Sept. 2, 2022. The committee tapped Kramer Levin Naftalis & Frankel as legal counsel; Lazard Freres & Co. LLC as investment banker; and Dundon Advisers, LLC and Berkeley Research Group, LLC as financial advisors. Meanwhile, the official committee representing the Debtors' opioid claimants tapped Cooley, LLP as bankruptcy counsel; Akin Gump Strauss Hauer & Feld, LLP as special counsel; Province, LLC as financial advisor; and Jefferies, LLC, as investment banker. David M. Klauder, Esq., the court-appointed fee examiner, is represented by Bielli & Klauder, LLC. ENDO INTERNATIONAL: DOJ, IRS Oppose $6 Billion Sale to Lenders -------------------------------------------------------------- Yun Park of Bloomberg Law reports that the Justice Department and other federal agencies objected to Endo International Plc's proposed sale to lenders, arguing the $6 billion deal is "discriminatory" to the US government and other creditors. The deal, in which lenders would take over the pharmaceutical maker by applying the debt they're owed, would improperly distribute some sale proceeds to certain favored creditors, US Attorney for the Southern District of New York Damian Williams said in court papers filed Tuesday. It would leave the government's claims “completely unsatisfied,” Williams said in his objection, filed on behalf of the Department of Justice, Department of Health and Human Services, Department of Veterans Affairs, and the Internal Revenue Service. Endo owes nearly $3.5 billion in priority, unsecured tax claims and hundreds of millions of dollars in claims stemming from federal law enforcement and healthcare liabilities, Williams said. The company filed for bankruptcy last year to resolve allegations that it profited from the national opioid crisis. "The United States and certain other unsecured creditors have been singled out to recover nothing," he said. Williams also asked the court to appoint a Chapter 11 trustee to oversee and investigate the company’s bankruptcy. Endo last June 2023 agreed to proceed with the "stalking horse" bid submitted by Tensor Limited, formed by a group of Endo’s first-lien lenders. The bid includes all of Endo's assets in exchange for wiping out $6 billion of debt owed. The Canadian government, public school districts and the DOJ's bankruptcy watchdog have also objected to the proposed sale. About Endo International Endo International plc is a generics and branded pharmaceutical company. It develops, manufactures, and sells branded and generic products to customers in a wide range of medical fields, including endocrinology, orthopedics, urology, oncology, neurology, and other specialty areas. On the Web: http://www.endo.com/ On Aug. 16, 2022, Endo International and certain of its subsidiaries initiated voluntary prearranged Chapter 11 proceedings (Bankr. S.D.N.Y. Lead Case No. 22-22549). The cases are pending before Judge James L. Garrity, Jr. The Debtors tapped Skadden, Arps, Slate, Meagher & Flom, LLP as legal counsel; PJT Partners, LP as investment banker; and Alvarez & Marsal North America, LLC as financial advisor. Kroll Restructuring Administration, LLC is the claims agent and administrative advisor. A Web site dedicated to the restructuring is at http://www.endotomorrow.com/ Roger Frankel, the legal representative for future claimants in the Chapter 11 cases, tapped Frankel Wyron LLP and Young Conaway Stargatt & Taylor, LLP as legal counsels, and Ducera Partners, LLC as investment banker. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors on Sept. 2, 2022. The committee tapped Kramer Levin Naftalis & Frankel as legal counsel; Lazard Freres & Co. LLC as investment banker; and Dundon Advisers, LLC and Berkeley Research Group, LLC as financial advisors. Meanwhile, the official committee representing the Debtors' opioid claimants tapped Cooley, LLP as bankruptcy counsel; Akin Gump Strauss Hauer & Feld, LLP as special counsel; Province, LLC as financial advisor; and Jefferies, LLC, as investment banker. David M. Klauder, Esq., the court-appointed fee examiner, is represented by Bielli & Klauder, LLC. FILE STORAGE: Wins Interim Approval of KB Silver DIP Loan ---------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware entered an order authorizing File Storage Partners, LLC and its debtor-affiliates Afton Blockchain LLC, Filtech SPV LLC, and Midwest Blockchain Inc. to continue using cash collateral and obtain postpetition financing from KB Silver Funding, LLC on an interim basis, through the date of the final hearing set for August 1, 2023 at 1 p.m. The Court also ruled that the maximum borrowing amount is raised from $235,000 to $431,000. As previously reported by the Troubled Company Reporter, KB Silver has committed to provide up to $1.5 million in senior secured term loan credit facilities. The Debtors were required to comply with these milestones: (a) On the Petition Date, the Debtors will have filed a motion seeking approval of the Bankruptcy Sale. (b) On or before 40 days after the Petition Date, the Debtors will have obtained an order from the Bankruptcy Court approving the Bankruptcy Sale. (c) On or before 54 days after the Petition Date, or such later date as the DIP Facility Lender will agree in writing, the Bankruptcy Sale will be consummated. The DIP Facility is due and payable through the earliest to occur of: (i) August 23, 2023 or such later date as the DIP Facility Lender will agree in writing in its sole discretion; (ii) The closing date following entry of one or more final orders approving the sale of all or substantially all of the assets belonging to the Debtors in the Chapter 11 Cases; (iii) The acceleration of any outstanding DIP Loans following the occurrence of an uncured Event of Default; or (iv) Entry of an order by the Bankruptcy Court in the Chapter 11 Cases either (a) dismissing such case or converting such Chapter 11 Case to a case under Chapter 7 of the Bankruptcy Code, or (b) appointing a Chapter 11 trustee or an examiner with enlarged powers relating to the operation of the business of the Debtors, in each case without the DIP Lender's consent. Prepetition, certain of the Debtors had entered into five separate loan agreements with lenders which lent certain crypto currencies to the Debtors, and then retained liens on those lent cryptocurrencies to secure the loan thereof. On June 8, 2023, Silvermine Capital Advisors, LLC made a loan to the Debtors and certain of their affiliates in the original principal amount of $30,000, as evidenced by the Promissory Note, dated June 8, 2023 by the borrowers thereto in favor of the Prepetition Secured Party, and as secured by the Security Agreement, dated June 8, 2023, by the grantors signatory thereto in favor of Prepetition Secured Lender. On June 29, 2023, Silvermine assigned the Note and its rights under the Security Agreement to KB Silver Funding, LLC. The Prepetition Secured Party then filed financing statements evidencing the assignment of the Note and the Security Agreement against each of the borrowers under the Note with the appropriate Secretaries of State. On the same day, the Debtors amended and restated the Note by executing the First Amended and Restated Promissory Note in the amended principal amount of $200,000. As of the Petition Date, the Debtors were indebted and obligated to Prepetition Secured Party under the Prepetition Debt Documents in a principal amount of approximately $200,000, plus accrued but unpaid interest, fees, costs and expenses incurred by the Prepetition Secured Party under the Prepetition Debt Documents. The Debtors' businesses have an immediate need to obtain the DIP Facility and use cash collateral in order to have adequate liquidity to provide for, among other things, the orderly continuation of the operation of their businesses, to maintain business relationships with vendors, suppliers and customers, to make payroll, and to satisfy other working capital, operational, financial and general corporate needs, as well as to pursue the orderly sale of its assets through the Chapter 11 Cases. All other provisions of the First Interim Order and the DIP Facility will remain in effect until the Final Hearing. A copy of the order is available at https://urlcurt.com/u?l=TyDHMt from PacerMonitor.com. About File Storage Partners, LLC File Storage Partners, LLC offers data processing, hosting, and related services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10877) on June 30, 2023. In the petition signed by Timothy Furey, chief restructuring officer, the Debtor disclosed $12,230,623 in assets and $30,962,750 in liabilities. Judge Craig T. Goldblatt oversees the case. Evan T. Miller, Esq., at Bayard, P.A., represents the Debtor as legal counsel. Counsel to KB Silver Funding, LLC, the DIP Facility Lender and the Prepetition Secured Party is Lindsay Zahradka Milne. Esq. at BERNSTEIN, SHUR, SAWYER & NELSON, P.A. and Alan M. Root, Esq. at ARCHER & GREINER P.C. The Subchapter V Trustee is William A. Homony, Esq. at MILLER COFFEY TATE LLP. FRONTIER COMMUNICATIONS: Will Sell Fiber-Backed Bonds Worth $1 Bil. ------------------------------------------------------------------- Frontier Communications Parent, Inc. (NASDAQ: FYBR) on July 19, 2023, announced that a limited-purpose, bankruptcy remote, indirect subsidiary of the Company intends to offer approximately $1.05 billion aggregate principal amount of secured fiber network revenue term notes (the "Notes"), with the potential to upsize, subject to market conditions and other factors. The Notes will be secured by certain of Frontier's fiber assets and associated customer contracts in the Dallas metropolitan area and constitute the first offering of green bonds by a Frontier subsidiary. Frontier intends to use the net proceeds of the offering to, among other things, defease certain existing indebtedness and for general corporate purposes, including potential investments or expenditures, such as capital expenditures and research and development, in line with Frontier's fiber expansion and copper migration strategies. The Notes are being offered and sold in the United States only to persons reasonably believed to be "qualified institutional buyers" in reliance on Rule 144A under the Securities Act of 1933, as amended, or certain accredited investors within the meaning of Regulation D under the Securities Act, and outside the United States to certain non-U.S. persons in compliance with Regulation S under the Securities Act. In addition, the Notes may be sold in separately negotiated, privately placed transactions exempt from registration in accordance with Section 4(a)(2) of the Securities Act. The offer and sale of the Notes have not and will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. About Frontier Frontier is leading the "un-cable" revolution. Driven by its purpose, Building Gigabit America, Frontier is relentless in its pursuit of always delivering a better customer experience. Frontier is connecting millions of consumers and businesses in 25 states with reliable fiber internet and multi-gigabit speeds. Frontier Communications Corporation and 103 related entities sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 20-22476) on April 14, 2020. Judge Robert D. Drain oversaw the cases. The Debtors tapped Kirkland & Ellis LLP as legal counsel; Evercore as financial advisor; and FTI Consulting, Inc., as restructuring advisor. The official committee of unsecured creditors tapped Kramer Levin Naftalis & Frankel LLP as its counsel; Alvarez & Marsal North America, LLC, as financial advisor; and UBS Securities LLC as an investment banker. * * * Frontier emerged from Chapter 11 bankruptcy on April 30, 2021, after a reorganization that includes the elimination of about $11 billion of debt relative to pre-bankruptcy levels. Following the emergence from bankruptcy, Frontier Communications Parent, Inc., became the successor company and adopted fresh start accounting. FTX TRADING: 3rd Circ. to Oversee Trustee's Ch. 11 Examiner Appeal ------------------------------------------------------------------ Vince Sullivan of Law360 reports that the Third Circuit on Wednesday, July 19, 2023, accepted a direct appeal in the case of cryptocurrency exchange FTX Trading Ltd., saying the Office of the United States Trustee could bring its case to the circuit court over a Delaware bankruptcy judge's denial of appointment of a Chapter 11 examiner. About FTX Group FTX is the world's second-largest cryptocurrency firm. FTX is a cryptocurrency exchange built by traders, for traders. FTX offers innovative products including industry-first derivatives, options, volatility products and leveraged tokens. Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that FTX paused customer withdrawals after it was hit with roughly $5 billion worth of withdrawal requests. Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell itself to its giant rival Binance, but Binance walked away from the deal amid reports on FTX regarding mishandled customer funds and alleged US agency investigations. At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step aside, and restructuring vet John J. Ray III was quickly named new CEO. FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc. (d/b/a FTX US), Alameda Research Ltd. and certain affiliated companies then commenced Chapter 11 proceedings (Bankr. D. Del. Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022. Additional entities sought Chapter 11 protection on Nov. 14, 2022. FTX Trading and its affiliates each listed $10 billion to $50 million in assets and liabilities, making FTX the biggest bankruptcy filer in the US this year. According to Reuters, SBF shared a document with investors on Nov. 10, 2022, showing FTX had $13.86 billion in liabilities and $14.6 billion in assets. However, only $900 million of those assets were liquid, leading to the cash crunch that ended with the company filing for bankruptcy. The Hon. John T. Dorsey is the case judge. The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel; Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal North America, LLC as financial advisor. Kroll is the claims agent, maintaining the page https://cases.ra.kroll.com/FTX/Home-Index The Official Committee of Unsecured Creditors tapped Paul Hastings as counsel, FTI Consulting, Inc., as financial advisor, and Jefferies LLC as the investment banker. Young Conaway Stargatt & Taylor LLP is the Committee's Delaware and conflicts counsel. Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory T. Donilon, Edward L. Schnitzer, and David M. Banker, is representing Sam Bankman-Fried in the Chapter 11 cases. White-collar crime specialist Mark S. Cohen has reportedly been hired to represent SBF in litigation. Lawyers at Paul Weiss previously represented SBF but later renounced representing the entrepreneur due to a conflict of interest. FTX TRADING: Alameda Saw Over $10B Cash Deficit in March -------------------------------------------------------- Olga Kharif of Bloomberg News reports that Alameda Research's former Co-Chief Executive Officer Caroline Ellison estimated there was a more than $10 billion cash deficit at FTX.com about eight months before the crypto exchange collapsed. Ellison made the estimate in March 2022 in private notes, according to the latest complaint filed Thursday in the ongoing bankruptcy process for FTX. The filing also alleged that FTX executives and Ellison in August last year privately estimated that FTX.com owed customers over $8 billion in fiat currency that "it could not repay." About FTX Group FTX is the world's second-largest cryptocurrency firm. FTX is a cryptocurrency exchange built by traders, for traders. FTX offers innovative products including industry-first derivatives, options, volatility products and leveraged tokens. Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that FTX paused customer withdrawals after it was hit with roughly $5 billion worth of withdrawal requests. Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell itself to its giant rival Binance, but Binance walked away from the deal amid reports on FTX regarding mishandled customer funds and alleged US agency investigations. At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step aside, and restructuring vet John J. Ray III was quickly named new CEO. FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc. (d/b/a FTX US), Alameda Research Ltd. and certain affiliated companies then commenced Chapter 11 proceedings (Bankr. D. Del. Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022. Additional entities sought Chapter 11 protection on Nov. 14, 2022. FTX Trading and its affiliates each listed $10 billion to $50 million in assets and liabilities, making FTX the biggest bankruptcy filer in the US this year. According to Reuters, SBF shared a document with investors on Nov. 10, 2022, showing FTX had $13.86 billion in liabilities and $14.6 billion in assets. However, only $900 million of those assets were liquid, leading to the cash crunch that ended with the company filing for bankruptcy. The Hon. John T. Dorsey is the case judge. The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel; Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal North America, LLC as financial advisor. Kroll is the claims agent, maintaining the page https://cases.ra.kroll.com/FTX/Home-Index The Official Committee of Unsecured Creditors tapped Paul Hastings as counsel, FTI Consulting, Inc., as financial advisor, and Jefferies LLC as the investment banker. Young Conaway Stargatt & Taylor LLP is the Committee's Delaware and conflicts counsel. Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory T. Donilon, Edward L. Schnitzer, and David M. Banker, is representing Sam Bankman-Fried in the Chapter 11 cases. White-collar crime specialist Mark S. Cohen has reportedly been hired to represent SBF in litigation. Lawyers at Paul Weiss previously represented SBF but later renounced representing the entrepreneur due to a conflict of interest. FTX TRADING: Sues SBF and Associates Over $1-Billion of Bad Deals ----------------------------------------------------------------- Steven Church, Jonathan Randles and Jeremy Hill of Bloomberg News report that bankrupt FTX Trading Ltd. will try to claw back millions of dollars in cash and unwind more than $1 billion in questionable transactions as part of a new lawsuit filed against company founder and alleged fraudster Sam Bankman-Fried and his top lieutenants. The suit targets Bankman-Fried, FTX co-founder Gary Wang, who was also the chief technology officer; Nishad Singh, the former director of engineering; and Caroline Ellison, who was the co-chief executive of Alameda Research LLC, a key FTX unit. They are accused of various fraudulent transfers that benefited them personally, but did nothing for FTX. For example, the complaint alleges that Bankman-Fried and Wang of took $546 million from Alameda in May 2022 to acquire shares in Robinhood Markets Inc. Bankman-Fried and Wang provided Alameda with allegedly sham loans that didn’t require the executives post any collateral and offered interest rates below commercial market rates. The only authorization for Alameda to extend the loans came from Ellison, the according to the suit. Bankman-Fried, Wang and Singh also are accused of using fake loans to acquire stock from FTX that was worth $250 million at the time. The complaint is the latest filed by FTX to recover money the company says was wrongly transferred off the platform by Bankman-Fried and his closest allies at FTX. All of the lawsuits are part of a broad effort by the company’s new chief executive officer, John Ray, and his advisers to recover funds that can repay creditors, including customers whose cryptocurrency was held on the exchange before it collapsed in November. Bankruptcy rules allow FTX to recover payments made before the firm filed Chapter 11. A representative for Bankman-Fried declined to comment. Lawyers for Wang, Singh and Ellison didn't immediately respond to messages sent after normal business hours seeking comment on the complaint. About FTX Group FTX is the world's second-largest cryptocurrency firm. FTX is a cryptocurrency exchange built by traders, for traders. FTX offers innovative products including industry-first derivatives, options, volatility products and leveraged tokens. Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that FTX paused customer withdrawals after it was hit with roughly $5 billion worth of withdrawal requests. Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell itself to its giant rival Binance, but Binance walked away from the deal amid reports on FTX regarding mishandled customer funds and alleged US agency investigations. At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step aside, and restructuring vet John J. Ray III was quickly named new CEO. FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc. (d/b/a FTX US), Alameda Research Ltd. and certain affiliated companies then commenced Chapter 11 proceedings (Bankr. D. Del. Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022. Additional entities sought Chapter 11 protection on Nov. 14, 2022. FTX Trading and its affiliates each listed $10 billion to $50 million in assets and liabilities, making FTX the biggest bankruptcy filer in the US this year. According to Reuters, SBF shared a document with investors on Nov. 10, 2022, showing FTX had $13.86 billion in liabilities and $14.6 billion in assets. However, only $900 million of those assets were liquid, leading to the cash crunch that ended with the company filing for bankruptcy. The Hon. John T. Dorsey is the case judge. The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel; Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal North America, LLC as financial advisor. Kroll is the claims agent, maintaining the page https://cases.ra.kroll.com/FTX/Home-Index The Official Committee of Unsecured Creditors tapped Paul Hastings as counsel, FTI Consulting, Inc., as financial advisor, and Jefferies LLC as the investment banker. Young Conaway Stargatt & Taylor LLP is the Committee's Delaware and conflicts counsel. Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory T. Donilon, Edward L. Schnitzer, and David M. Banker, is representing Sam Bankman-Fried in the Chapter 11 cases. White-collar crime specialist Mark S. Cohen has reportedly been hired to represent SBF in litigation. Lawyers at Paul Weiss previously represented SBF but later renounced representing the entrepreneur due to a conflict of interest. GARCIA GRAIN: $1.28MM DIP Loan from GrainChain OK'd --------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas, McAllen Division, authorized Garcia Grain Trading Corp. to incur indebtedness with GrainChain, Inc. not to exceed $1.28 million, secured with a superpriority administrative claim under 11 U.S.C. section 364(c)(1). The loan bears interest at an annual interest rate of 3 points over the prime interest rate as published by the Wall Street Journal, and if not paid before, maturing and becoming fully payable on February 29, 2024, save and except the monies in the Letter of Credit placed with the Texas Department of Agriculture as a surety bond which will be reimbursed to the Lender in the event of the termination of an Operating Agreement and credited against any balance owing on the DIP Loan. Subject to entry of a final order, the Debtor will be obligated on the DIP Financing documents in the principal amount of up to $2 million. The Debtor requires DIP financing to pay currently outstanding insurance, tax, labor, freight, and other expenses related to the operation of the Edcouch and Progreso Facilities and have working capital to operate the Debtor's business. As adequate protection, the DIP Lender will be granted a super priority administrative claim under 11 U.S.C. section 364(c)(1), with such lien to be subject to and inferior to the prior super priority liens granted as adequate protection for the use of cash collateral from the Grain Escrow Account as well as the replacement liens and super priority status granted to Vantage Bank Texas as adequate protection for the use of the PACA funds, inventory and accounts receivable approved for use in the Order Granting Motion to Assume Executory Contracts for the Purchase and Sale of Edible Beans and Sunflower Seeds [Docket #229] entered by the Court on May 17, 2023. A further hearing on the matter is set for August 4 at 1:30 p.m. A copy of the order is available at https://urlcurt.com/u?l=Rb539m from PacerMonitor.com. About Garcia Grain Trading Corp. Garcia Grain Trading Corp.'s line of business includes buying or marketing grain, dry beans, soybeans, and inedible beans. Garcia Grain sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-70028) on Feb. 17, 2023. In the petition signed by Octavio Garcia, its CEO and president, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Eduardo V. Rodriguez oversees the case. David R. Langston, Esq., at Mullin Hoard & Brown, LLP, represents the Debtor as legal counsel. GrainChain, Inc., as lender, is represented by: Catherine Stone Curtis, Esq. MCGINNIS LOCHRIDGE P.O. Box 720788 McAllen TX 78504 Tel: 956-489-5958 Fax: 956-331-2304 Email: ccurtis@mcginnislaw.com - and - Steven Shurn, Esq. HUGHES, WATTERS & ASKANASE, LLP TotalEnergies Tower 1201 Louisiana, 28th Floor Houston, TX 77002 Tel: (713) 759-0818 Fax: 759-6834 Cellphone: (713) 410-2139 GENESIS CARE: Likely to Sell U.S. Healthcare Assets in Pieces ------------------------------------------------------------- Steven Church of Bloomberg News reports that GenesisCare, an Australia-based operator of cancer treatment centers, is likely to sell its bankrupt US operations in pieces instead of attracting a buyer willing to rescue the entire business, lawyers said in court Wednesday, July 19, 2023. Interest so far indicates bidders are likely to focus on individual assets based on where they are located, company lawyer Lindsey Blum told the judge overseeing the Chapter 11 case during a hearing in Houston. Bids for the various operations are due in September and if enough offers come in, the company will hold an auction in early October 2023. About GenesisCare One of the world's largest integrated oncology networks, GenesisCare -- http://www.genesiscare.com-- includes 300+ locations in the U.S., the UK, Australia, and Spain. With investments in advanced technology and expanded access to clinical trials, more than 5,500 highly trained GenesisCare physicians and support staff offer comprehensive, coordinated care in radiation oncology, medical oncology, hematology, urology, diagnostics, and surgical oncology. Genesis Care Pty Limited and 52 affiliated debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 23-90614) on June 1, 2023. In the petition signed by Richard Briggs, as authorized signatory, Genesis Care disclosed up to $10 billion in both assets and liabilities. Judge David R. Jones oversees the case. The Debtors tapped Kirkland and Ellis, LLP, Kirkland and Ellis International, LLP and Jackson Walker, LLP as general bankruptcy counsels; PJT Partners, LP as investment banker; Alvarez and Marsal North America, LLC as restructuring advisor; Herbert Smith Freehills, LLP as foreign legal counsel; and Teneo as communications advisor. Kroll Restructuring Administration, LLC, is the notice and claims agent. The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. Kramer Levin serves as the committee's legal counsel. GIRARDI & KEESE: Tom Fights to Retain Atty Competency Expert ------------------------------------------------------------ Gina Kim of Law360 reports that a California federal judge indicated Friday, July 21, 2023, that she is leaning toward denying Tom Girardi's request to have veteran criminal defense attorney Kate Corrigan testify about his mental incompetency, noting that while she greatly respects the attorney, Corrigan can't testify as to whether Girardi is malingering or feigning his symptoms. About Girardi & Keese Girardi and Keese or Girardi & Keese was a Los Angeles-based law firm founded in 1965 by lawyers Thomas Girardi and Robert Keese. It served clients in California in a variety of legal areas. It was known for representing plaintiffs against major corporations. An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No. 20-21022) was filed in December 2020 against GIRARDI KEESE by alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian, Erika Saldana, Virginia Antonio, and Kimberly Archie. The petitioners' attorneys: Andrew Goodman Goodman Law Offices, Apc Tel: 818-802-5044 E-mail: agoodman@andyglaw.com Elissa D. Miller, a member of the firm SulmeyerKupetz, has been appointed as Chapter 7 trustee for GIRARDI KEESE. The Chapter 7 trustee can be reached at: Elissa D. Miller 333 South Grand Ave., Suite 3400 Los Angeles, California 90071-1406 Telephone: (213) 626-2311 Facsimile: (213) 629-4520 E-mail: emiller@sulmeyerlaw.com An involuntary Chapter 7 petition was also filed against Thomas Vincent Girardi (Case No. 20-21020) on Dec. 18, 2020. The Chapter 7 trustee can be reached at: Jason M. Rund Email: trustee@srlawyers.com 840 Apollo Street, Suite 351 El Segundo, CA 90245 HERITAGE POWER: Taps Piper Sandler & Co. as Investment Banker ------------------------------------------------------------- Heritage Power, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Piper Sandler & Co. The Debtors require an expert and an investment banker to: a) render consulting expert services and, if requested by the Debtors, testifying expert services in connection with the Debtors' capital structure upon emergence and certain Financings, including, if requested by the Debtors, participating in hearings before the court, providing relevant testimony with respect to the foregoing matters, and producing documents, answering interrogatories, attending depositions, whether by subpoena, court process or order, or otherwise in connection therewith; b) perform all tasks reasonably required to accomplish the rendition of expert services; c) upon further written request from the Debtors, assist the Debtors in raising debt, including developing marketing materials, creating and maintaining a data room and contact log, initiating contact with potential capital providers and running the process for a New Capital Raise; and d) render such other consulting and testifying expert services and investment banking services as may be agreed upon by Piper Sandler & Co. and the Debtors. The firm will be paid as follows: a) A monthly advisory fee commencing as of June 7, 2023, whether or not a restructuring is proposed or consummated. The initial monthly fee shall be $125,000 and, thereafter, the monthly fee shall be $100,000. b) A base transaction fee of $650,000, payable upon the consummation of any restructuring. c) An additional fee of $250,000, earned upon the commencement of work associated with preparing for or testifying, either in a deposition or trial, including the preparation of an expert report or exhibits in connection therewith. Such additional fee will be payable upon the consummation of any restructuring. d) Following a written request from the Debtors to engage in efforts to raise new capital for the Debtors, a new capital fee equal to 1.5 percent of the face amount of any debt financing raised. e) Crediting. (a) Seventy-five percent (75 percent) of any monthly fee earned after $325,000 in aggregate Mmonthly fees have been earned and paid shall be credited against any base transaction fee; and (b) if the bankruptcy court has approved or confirmed the restructuring, but such restructuring has not been consummated solely due to any outstanding regulatory approvals, then 100 percent of the monthly fees for the period during which such restructuring has not been consummated solely due to such outstanding regulatory approvals shall be credited against the base transaction fee. As disclosed in court filings, Piper Sandler & Co. is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Mike Genereux Piper Sandler & Co. 800 Nicollet Mall, Suite 900 Minneapolis, MN 55402 Phone: +1 212 284-9574 Email: mike.genereux@psc.com About Heritage Power Heritage Power, LLC and affiliates are a power company with a focus on power generation activities in Pennsylvania, New Jersey and Ohio. The Debtors own or operate sixteen power generation assets with 13 in Pennsylvania, two in New Jersey and one in Ohio. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 23-90032) on Jan. 24, 2023, with $50 million to $100 million in assets and $500 million to $1 billion in liabilities. David Freysinger, president of Heritage Power, signed the petitions. Judge Christopher M. Lopez oversees the cases. The Debtors tapped Haynes and Boone, LLP as bankruptcy counsel; Munsch Hardt Kopf & Harr, P.C. as special conflicts counsel; Alvarez and Marsal North America, LLC as restructuring and financial advisor; and Epiq Corporate Restructuring, LLC as notice, claims and solicitation agent. Counsel for the ad hoc group of pre-bankruptcy lenders is Milbank, LLP. The ad hoc group of pre-bankruptcy lenders also retained Porter Hedges, LLP, Ross Aronstam & Moritz, LLP and Ducera Partners, LLC as advisors. Jefferies Finance, LLC, as administrative agent, is represented by Latham & Watkins, LLP. MUFG, collateral agent, is represented by Thompson Hine, LLP. J. Aron & Company, LLC, counterparty under an ISDA master agreement, is represented by Cleary Gottlieb Steen & Hamilton, LLP. HIGHLAND CAPITAL: 5th Circ. Upholds Tossed Fee Appeal in Ch.11 Case ------------------------------------------------------------------- Rick Archer of Law360 reports that the Fifth Circuit has found that a firm controlled by the ex-CEO of Highland Capital Management LP lacks standing to appeal an order for the payment of fees in Highland's Chapter 11 case, saying the firm has only speculation that it would be harmed by the payments. About Highland Capital Management Highland Capital Management, LP was founded by James Dondero and Mark Okada in Dallas in 1993. Highland Capital is the world's largest non-bank buyer of leveraged loans in 2007. It also manages collateralized loan obligations. In March 2007, it raised $1 billion to buy distressed loans. Collateralized loan obligations are created by bundling together loans and repackaging them into new securities. Highland Capital Management sought Chapter 11 protection (Bank. D. Del. Case No. 19-12239) on Oct. 16, 2019. On Dec. 4, 2019, the case was transferred to the U.S. Bankruptcy Court for the Northern District of Texas and was assigned a new case number (Bank. N.D. Tex. Case No. 19-34054). Judge Stacey G. Jernigan is the case judge. At the time of the filing, Highland had between $100 million and $500 million in both assets and liabilities. The Debtor tapped Pachulski Stang Ziehl & Jones LLP as bankruptcy counsel, Foley & Lardner LLP as special Texas counsel, and Teneo Capital, LLC as litigation advisor. Kurtzman Carson Consultants, LLC, is the claims and noticing agent. The U.S. Trustee for Region 6 appointed a committee of unsecured creditors on Oct. 29, 2019. The committee tapped Sidley Austin LLP and Young Conaway Stargatt & Taylor LLP as bankruptcy counsel, and FTI Consulting, Inc. as financial advisor. HTG MOLECULAR DYNAMICS: Trustee Will Take Over Estate in Chapter 11 ------------------------------------------------------------------- Rick Archer of Law360 reports that a Delaware bankruptcy judge Friday, July 21, 2023, authorized the appointment of a trustee to oversee the Chapter 11 case of HTG Molecular Diagnostics Inc. after being told it was part of a deal to allow the drug development company to continue to spend cash collateral. 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 Shaun McMeans, senior vice president and chief financial officer, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Kate Sickles oversees the case. Frederick B. Rosner, Esq., at The Rosner Law Group, LLC, is the Debtor's legal counsel. Silicon Valley Bank, as lender, is represented by Alex Rheaume, Esq., at Morrison & Foerster LLP. ITTELLA INTERNATIONAL: Creditors Panel Formed in Affiliate's Case ----------------------------------------------------------------- The U.S. Trustee for Region 16 appointed an official committee to represent unsecured creditors in the Chapter 11 case of New Mexico Food Distributors, Inc., an affiliate of Ittella International, LLC. The committee members are: 1. Tuscany Cheese, LLC Attention: J.J. Gaglio 6850 Artesia Boulevard Buena Park, CA 90620 Phone: 949-7748-6400 Email: JJGaglio@tuscanycheese.com 2. M.A. & Sons Chile Attention: Mary Alice Garay P.O. Box 302 Derry, NM 89733 Phone: 575-644-1089 Email: mag@zianet.com 3. Panhandle Milling Attention: Peter A. Bisaccia 760 17th Street, Ste 600 Denver, CO 80202 Phone: 914-403-8919 Email: peter.bisaccia@phmbrands.com 4. Picoso Foods, LLC Attention: Robb Haltom 8618 Menaul Boulevard NE, Suite H Albuquerque, NM 87712 Phone: 505-539-4949 x113 Email: rhaltom@picosofoods.com 5. JC Ford Company Attention: Guy Steel 915 Imperial Highway, Suite 230 Brea, CA 92821 Phone: 562-689-5531 Email: Guy.Steele@jcford.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Ittella International Ittella International, LLC is a supplier of plant-based products based in Paramount, Calif. Ittella International and seven affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Lead Case No. 23-14154) on July 2, 2023. In the petition signed by its chief executive officer, Salvatore Galletti, Ittella International reported $10 million to $50 million in both assets and liabilities. Judge Sandra R. Klein oversees the cases. David L. Neale, Esq., at Levene, Neale, Bender, Yoo and Golubchik LLP, represents the Debtors as legal counsel. ITTELLA INTERNATIONAL: U.S. Trustee Appoints Creditors' Committee ----------------------------------------------------------------- The U.S. Trustee for Region 16 appointed an official committee to represent unsecured creditors in the Chapter 11 case of Ittella International, LLC. The committee members are: 1. Amafruits, LLC Attention: Brandon Hovey 8940 W. 192nd Street, Suite C Mokena, IL 60448 Phone: 708-403-5607 Email: Brandon@amafruits.com 2. Consolidated Design West, Inc. Attention: Steven Elliott 1345 S. Lewis Street Anaheim, CA 92805 Phone: 714-553-6388 Email: cdwstevenelliott@aol.com 3. Club Business Concepts, LLC Attention: Ted Zack 7710 Balboa Avenue, Suite 302 San Diego, CA 92111 Phone: 858-496-0551 Email: tedz@cbc-llc.com 4. SkillsetGroup Attention: Alexander Henderson 800 E. Dyer Road Santa Ana, CA 92705 Phone: 877-272-6950 Email: Ahenderson@skillsetgroup.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Ittella International Ittella International, LLC is a supplier of plant-based products based in Paramount, Calif. Ittella International and seven affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Lead Case No. 23-14154) on July 2, 2023. In the petition signed by its chief executive officer, Salvatore Galletti, Ittella International reported $10 million to $50 million in both assets and liabilities. Judge Sandra R. Klein oversees the cases. David L. Neale, Esq., at Levene, Neale, Bender, Yoo and Golubchik LLP, represents the Debtors as legal counsel. JAM MEDIA: Amends Plan to Include Currituck County Secured Claim ---------------------------------------------------------------- JAM Media Solutions, LLC, submitted a Second Amended Plan of Reorganization dated July 20, 2023. The Debtor is seeking to reorganize in an effort to substantially improve its balance sheet and achieve financial stability. The Plan provides for payments to creditors from the Debtor's ongoing business operations. Class 1 consists of the Secured Claim of Newtek. In response to Newtek's 1111(b) election, the Debtor proposes to satisfy that fully allowed secured claim, pursuant to Section 1129(b)(2)(A)(i) of the Bankruptcy Code. Newtek shall retain its existing first lien on Debtor's assets. The Debtor proposes to pay regular monthly payments of $10,833 for 103 consecutive months, with a balloon payment additionally of $2,500,000 due on the 104th month after the Effective Date. In order to provide for payment in full of the Allowed Secured Claim of Newtek and to provide for payments, over time, with a present value equal to the present value of the collateral, (i) in the event of a sale or prepayment, the Debtor shall pay an 1111(b) premium, which is calculated as the difference between the total Allowed Secured Claim and the outstanding principal balance remaining due on the obligation plus the payments made to date (or "due on sale") or, alternatively, (ii) the Debtor will pay the amount of the fully Allowed Secured Claim with a below market interest rate, such that the present value of the obligation would still only be the present value of the collateral. Class 2 consists of the Secured Claim of Muscatine County Treasurer secured by a lien on the Debtor's real property located at 3218 Mulberry Avenue, Muscatine, Iowa 52761. The amount of claim in this Class total $10,867 pursuant to its filed proof of claim. Regular monthly payments over three years, beginning on the Effective Date, with interest at 5% per annum, of $325.69. Class 3 consists of the Secured Claim of County of Currituck $7,763.05. Regular monthly payments over three years, beginning on the Effective Date, with interest at 5% per annum, of $232.67. General Unsecured Class shall be paid three annual aggregate dividends of $60,000, payable commencing on August 1, 2024, then payable on August 1, 2025, and concluding on August 1, 2026. The Plan will be funded by the Debtor's cash on hand as of Confirmation, including, but not limited to, any cash remaining from the sale of the Ray Tower after having paid for the relocation of those antennas and toward professional administrative allowed claims, the cash generated by the Debtor's continuing operations, and the possible sale of assets to be consummated immediately prior to the deadline for the balloon payment to Newtek. The Debtor is continuing to evaluate various ways to monetize its tower, which it owns and leases, including, but not limited to, leasing space on those towers to third parties or to possibly sell the remaining tower it owns and either leasing back space to continue transmissions or to relocate the transmission capability to another location. Neither the Ray Tower, nor the remaining owned tower, are subject to the lien of Newtek, or to the information and belief of the Debtor, any other liens. Since the towers themselves are not subject to the lien of Newtek, and, upon information and belief, are not subject to a filed secured claim, the Debtor will use such funds in the ordinary course of its business and to pay its Plan obligations. The Debtor expects to have sufficient cash on hand to make the payments required on the Effective Date. A full-text copy of the Second Amended Plan dated July 20, 2023 is available at https://urlcurt.com/u?l=986Y8l from PacerMonitor.com at no charge. Counsel to Debtor: RABINOWITZ, LUBETKIN & TULLY, LLC Jay L. Lubetkin, Esq. 293 Eisenhower Parkway, Suite 100 Livingston, NJ 07039 (973) 597-9100 About JAM Media Solutions JAM Media Solutions, LLC, is a media, entertainment, and digital marketing solutions company that owns and operates radio stations, live events and digital, mobile, print, social media properties. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 22-18193) on October 15, 2022. In the petition signed by Jonathan Mason, CEO, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Stacey L. Meisel oversees the case. The Debtor is represented by Gabriel Del Virginia, Esq., at the Law Office of Gabriel Del Virginia. KIDDE-FENWAL INC: Committee Taps Brown Rudnick as Co-Counsel ------------------------------------------------------------ The official committee of unsecured creditors of Kidde-Fenwal Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Brown Rudnick, LLP as its legal counsel. The firm's services include: a. representing the committee in its meetings, consultations and negotiations with the Debtor and other parties regarding the administration of the Debtor's Chapter 11 case; b. advising the committee of its powers and duties under the Bankruptcy Code and the Bankruptcy Rules; c. assisting with the committee's review of the Debtor's schedules of assets and liabilities, statement of financial affairs and other financial reports prepared by or on behalf of the Debtor; d. assisting the committee's investigation of the acts, conduct, assets, liabilities and financial condition of the Debtor and its affiliates, including certain transactions preceding the bankruptcy filing; e. assisting and advising the committee regarding the identification and prosecution of estate claims; f. assisting and advising the committee in its review and analysis of, and negotiations with the Debtor and non-debtor affiliates related to, intercompany transactions and claims; g. assisting the committee in its review and analysis of, and negations with the Debtor and any counterparties related to, any potential sale or restructuring transactions; h. reviewing and analyzing all pleadings filed with the court by the Debtor or third parties, and advising the committee as to their propriety and, after consultation with the committee, taking any appropriate action; i. preparing legal papers; j. representing the committee at hearings held before the court and communicating with the committee regarding the issues raised, and the decisions of the court; k. representing the committee in connection with any litigation, disputes or other matters that may arise in connection with this case or any related proceedings; l. assisting the committee in connection with the review of filed proofs of claim and reconciliation of or objections to such proofs of claim and any claims estimation proceedings; m. assisting the committee in any manner relevant to reviewing and determining the Debtor's rights and obligations under leases, executory contracts and any financial accommodation agreements; n. participating in the negotiation, formulation, and drafting of a plan of reorganization or liquidation; o. assisting the committee with respect to its communications with the general creditor body regarding significant matters in this case; p. responding to inquiries from individual creditors as to the status of, and developments in, this case; and q. other necessary legal services. Brown Rudnick will charge these hourly fees: Partners $750 - $2,250 Counsel $290 - $2,575 Associates $420 - $975 Paralegals $425 - $530 As disclosed in court filings, Brown Rudnick neither holds nor represents an interest adverse to the Debtor's estate with respect to the matters for which the firm is to be employed. The firm can be reached through: Cathrine M. Castaldi, Esq. Brown Rudnick LLP 2211 Michelson Drive 7th Floor Irvine, CA 92612 Phone: +1 949-752-7100 Fax: +1 949-252-1514 Email: ccastaldi@brownrudnick.com About Kidde-Fenwal Kidde-Fenwal Inc. -- https://www.kidde-fenwal.com/ -- manufactures fire protection systems. It offers products such as fire control systems, explosion aircraft protection, laser-based smoke detection devices, electronic gas ignitions, and fire suppressions. Kidde-Fenwal markets its products to mining, manufacturing, education, and commercial sectors. Kidde-Fenwal sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10638) on May 14, 2023. In the petition filed by its chief transformation officer, James Mesterharm, the Debtor reported assets between $100 million and $500 million and estimated liabilities between $1 billion and $10 billion. The Debtor tapped Sullivan & Cromwell, LLP and Morris Nichols Arsht & Tunnell, LLP as bankruptcy counsels; Covington & Burling, LLP as special insurance counsel; and Guggenheim Securities, LLC as investment banker. Stretto, Inc. is the claims and noticing agent and administrative advisor. The official committee of unsecured creditors appointed in the Debtor's Chapter 11 case tapped Brown Rudnick, LLP and Stutzman, Bromberg, Esserman & Plifka, A Professional Corporation as bankruptcy counsels; Gilbert, LLP and KTBS Law, LLP as special counsels; Province, LLC as financial advisor; and Houlihan Lokey Capital, Inc. as investment banker. KIDDE-FENWAL INC: Committee Taps Gilbert LLP as Insurance Counsel ----------------------------------------------------------------- The official committee of unsecured creditors of Kidde-Fenwal Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Gilbert, LLP as its special insurance counsel. The firm's services include: a. analyzing all insurance policies under which the Debtor may have rights and providing strategic advice to the committee on steps to be taken to preserve and maximize insurance coverage; b. attending meetings and negotiating with representatives of the Debtor, its non-bankrupt affiliates, its insurance carriers, and other parties involved in its Chapter 11 case related to the preservation of insurance coverage and resolution of disputed insurance coverage; c. assisting the committee in any insurance-related matters arising in connection with the formulation of a plan of reorganization and funding any trust for the payment of claims established under the plan; and d. performing such other insurance-related tasks as may be necessary during the course of this Chapter 11 case. The hourly rates of Gilbert's counsel and staff are as follows: Partners $850 to $1,600 Attorneys $335 to $1,000 Paraprofessionals $225 to $500 Gilbert's primary attorneys who will be working on behalf of the Committee are as follows: Kami E. Quinn $1,450 Emily Grim $850 Alison Gaske $725 Lelia Parker $610 Kami Quinn, Esq., a partner at Gilbert, disclosed in a court filing that the firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. Ms. Quinn also provided the following pursuant to Paragraph D, Section 1 of the Revised U.S. Trustee Guidelines: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Response: Gilbert did not represent the committee prepetition. Question: Has your client approved your prospective budget and staffing plan, and, if so, for what budget period? Response: The committee has not yet approved Gilbert's budget and staffing plan, but Gilbert expects to submit the prospective budget and staffing plan to the Committee periodically, so long as the committee is active in this Chapter 11 case. The firm can be reached through: Kami E. Quinn, Esq. Gilbert LLP 700 Pennsylvania Avenue, SE Suite 400 Washington, DC 20003 Telephone: (202) 772-2336 Email: quinnk@gilbertlegal.com About Kidde-Fenwal Kidde-Fenwal Inc. -- https://www.kidde-fenwal.com/ -- manufactures fire protection systems. It offers products such as fire control systems, explosion aircraft protection, laser-based smoke detection devices, electronic gas ignitions, and fire suppressions. Kidde-Fenwal markets its products to mining, manufacturing, education, and commercial sectors. Kidde-Fenwal sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10638) on May 14, 2023. In the petition filed by its chief transformation officer, James Mesterharm, the Debtor reported assets between $100 million and $500 million and estimated liabilities between $1 billion and $10 billion. The Debtor tapped Sullivan & Cromwell, LLP and Morris Nichols Arsht & Tunnell, LLP as bankruptcy counsels; Covington & Burling, LLP as special insurance counsel; and Guggenheim Securities, LLC as investment banker. Stretto, Inc. is the claims and noticing agent and administrative advisor. The official committee of unsecured creditors appointed in the Debtor's Chapter 11 case tapped Brown Rudnick, LLP and Stutzman, Bromberg, Esserman & Plifka, A Professional Corporation as bankruptcy counsels; Gilbert, LLP and KTBS Law, LLP as special counsels; Province, LLC as financial advisor; and Houlihan Lokey Capital, Inc. as investment banker. KIDDE-FENWAL INC: Committee Taps Houlihan as Investment Banker -------------------------------------------------------------- The official committee of unsecured creditors of Kidde-Fenwal Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Houlihan Lokey Capital, Inc. as its investment banker. The firm's services include: (a) preparing financial analyses relating to the Debtor, its Chapter 11 case and non-debtor affiliates; (b) supporting the committee and its advisors in litigation efforts relating to the Debtor and non-debtor affiliates, including preparation of committee witnesses, review of discovery documents, attending court hearings, depositions, and other meetings, and litigation support; (c) providing testimony in court on behalf of the committee, if necessary; (d) analyzing business plans and forecasts of the Debtor; (e) evaluating the assets and liabilities of the Debtor; (f) assessing the financial issues and options concerning (i) the sale of the Debtor, either in whole or in part, and (ii) the Debtor's Chapter 11 plan of reorganization or liquidation or any other Chapter 11 plan; (g) assisting in identifying potential buyers in connection with the sale of the Debtor, either in whole or in part (h) providing such financial analyses as the committee may require in connection with the Case; (i) analyzing strategic alternatives available to the committee and the Debtor; (j) evaluating the Debtor's and its affiliates capacity to pay; (k) assisting the Debtor in identifying capital raising parties to the extent additional financing is needed during the Case or to fund any Chapter 11 plan(s); (l) representing the committee in negotiations with the Debtor and third parties with respect to any of the foregoing; and (m) other financial advisory and investment banking services. The firm will be compensated as follows: (a) A nonrefundable monthly cash fee of $150,000. (b) A deferred fee of $4 million to be paid in cash. The deferred fee shall be earned and payable upon the confirmation of a Chapter 11 plan of reorganization or liquidation with respect to the Debtor. Saul Burian, managing director at Houlihan, disclosed in a court filing that the firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Saul E. Burian Houlihan Lokey Capital, Inc. 245 Park Avenue, 20th Fl. New York, NY 10167 Phone: 212-497-4245 About Kidde-Fenwal Kidde-Fenwal Inc. -- https://www.kidde-fenwal.com/ -- manufactures fire protection systems. It offers products such as fire control systems, explosion aircraft protection, laser-based smoke detection devices, electronic gas ignitions, and fire suppressions. Kidde-Fenwal markets its products to mining, manufacturing, education, and commercial sectors. Kidde-Fenwal sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10638) on May 14, 2023. In the petition filed by its chief transformation officer, James Mesterharm, the Debtor reported assets between $100 million and $500 million and estimated liabilities between $1 billion and $10 billion. The Debtor tapped Sullivan & Cromwell, LLP and Morris Nichols Arsht & Tunnell, LLP as bankruptcy counsels; Covington & Burling, LLP as special insurance counsel; and Guggenheim Securities, LLC as investment banker. Stretto, Inc. is the claims and noticing agent and administrative advisor. The official committee of unsecured creditors appointed in the Debtor's Chapter 11 case tapped Brown Rudnick, LLP and Stutzman, Bromberg, Esserman & Plifka, A Professional Corporation as bankruptcy counsels; Gilbert, LLP and KTBS Law, LLP as special counsels; Province, LLC as financial advisor; and Houlihan Lokey Capital, Inc. as investment banker. KIDDE-FENWAL INC: Committee Taps KTBS Law as Special Counsel ------------------------------------------------------------ The official committee of unsecured creditors of Kidde-Fenwal Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire KTBS Law, LLP as its special counsel. The firm's services include: a. representing the committee in matters that it may encounter in connection with the Debtor's Chapter 11 case that are not appropriately handled by its bankruptcy counsel because of a potential conflict of interest or, alternatively, which can be more efficiently handled by KTBS; b. assisting the committee in efforts to negotiate settlements of potential estate causes of action against the Debtor's affiliates, insurers or other parties involved in the case; c. representing the committee in its meetings, consultations and negotiations with the Debtor and other parties regarding any potential Chapter 11 plan; and d. providing the committee with strategic advice regarding the unique features and intricacies of mass tort Chapter 11 cases and representing the committee in connection therewith. The hourly rates of KTBS professionals are as follows: Thomas Patterson $1,895 Robert Pfister $1,460 Ariella Simonds $1,325 Nir Maoz $875 Partners $1,100 - $1,895 Counsel $1,100 Associates $875 Paralegals $595 Ariella Simonds, Esq., a partner at KTBS, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Ariella T. Simonds, Esq. KTBS Law, LLP 1801 Century Park East, 26th Floor Los Angeles, CA 90067-2328 Tel: 310-407-4039 Fax: 310-407-9090 Email: asimonds@ktbslaw.com About Kidde-Fenwal Kidde-Fenwal Inc. -- https://www.kidde-fenwal.com/ -- manufactures fire protection systems. It offers products such as fire control systems, explosion aircraft protection, laser-based smoke detection devices, electronic gas ignitions, and fire suppressions. Kidde-Fenwal markets its products to mining, manufacturing, education, and commercial sectors. Kidde-Fenwal sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10638) on May 14, 2023. In the petition filed by its chief transformation officer, James Mesterharm, the Debtor reported assets between $100 million and $500 million and estimated liabilities between $1 billion and $10 billion. The Debtor tapped Sullivan & Cromwell, LLP and Morris Nichols Arsht & Tunnell, LLP as bankruptcy counsels; Covington & Burling, LLP as special insurance counsel; and Guggenheim Securities, LLC as investment banker. Stretto, Inc. is the claims and noticing agent and administrative advisor. The official committee of unsecured creditors appointed in the Debtor's Chapter 11 case tapped Brown Rudnick, LLP and Stutzman, Bromberg, Esserman & Plifka, A Professional Corporation as bankruptcy counsels; Gilbert, LLP and KTBS Law, LLP as special counsels; Province, LLC as financial advisor; and Houlihan Lokey Capital, Inc. as investment banker. KIDDE-FENWAL INC: Committee Taps Province LLC as Financial Advisor ------------------------------------------------------------------ The official committee of unsecured creditors of Kidde-Fenwal Inc. received approval from the U.S. Bankruptcy Court for the District of Delaware to hire Province, LLC as its financial advisor. The firm's services include: a. analyzing the Debtor's cash budget, assets and liabilities, and overall financial condition; b. reviewing financial and operational information furnished by the Debtor; c. scrutinizing the economic terms of various agreements, including, but not limited to, the Debtor's various professional retentions; d. analyzing the Debtor's proposed business plans and developing alternative scenarios, if necessary; e. assessing the Debtor's various pleadings and proposed treatment of unsecured creditor claims therefrom; f. assisting the committee's investigation of the acts, conduct, assets, liabilities and financial condition of the Debtor and its affiliates, including certain transactions preceding the bankruptcy filing and the formation of the Debtor; g. analyzing claims against the Debtor and non-debtor affiliates; h. assisting and advising the committee and counsel regarding the identification and prosecution of estate claims, including in connection with any issues regarding the filing of the Case and the propriety of the filing; i. assisting and advising the committee in its review and analysis of, and negotiations with the Debtor and non-Debtor affiliates related to, intercompany transactions and claims; j. preparing, or reviewing as applicable, avoidance action and claim analyses; k. assisting the committee in reviewing the Debtor's financial reports, including, but not limited to, statements of financial affairs, schedules of assets and liabilities, and monthly operating reports; l. advising the committee on the current state of the chapter 11 case; m. advising the committee in negotiations with the Debtor, related parties, and third parties as necessary; n. if necessary, participating as a witness in hearings before the Court with respect to matters upon which Province has provided advice; and o. other activities as are approved by the committee, the committee's counsel, and as agreed to by Province. The firm will charge these hourly fees: Managing Directors and Principals $860 - $1,350 Vice Presidents, Directors, and Senior Directors $580 - $950 Analysts, Associates, and Senior Associates $300 - $650 Other / Para-Professional $220 - $300 Michael Atkinson, a principal at Province, 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 Atkinson Province, LLC 36 S. Charles Street, Suite 2310 Baltimore, MD 21201 Telephone: (702) 685-5555 Email: matkinson@provincefirm.com About Kidde-Fenwal Kidde-Fenwal Inc. -- https://www.kidde-fenwal.com/ -- manufactures fire protection systems. It offers products such as fire control systems, explosion aircraft protection, laser-based smoke detection devices, electronic gas ignitions, and fire suppressions. Kidde-Fenwal markets its products to mining, manufacturing, education, and commercial sectors. Kidde-Fenwal sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10638) on May 14, 2023. In the petition filed by its chief transformation officer, James Mesterharm, the Debtor reported assets between $100 million and $500 million and estimated liabilities between $1 billion and $10 billion. The Debtor tapped Sullivan & Cromwell, LLP and Morris Nichols Arsht & Tunnell, LLP as bankruptcy counsels; Covington & Burling, LLP as special insurance counsel; and Guggenheim Securities, LLC as investment banker. Stretto, Inc. is the claims and noticing agent and administrative advisor. The official committee of unsecured creditors appointed in the Debtor's Chapter 11 case tapped Brown Rudnick, LLP and Stutzman, Bromberg, Esserman & Plifka, A Professional Corporation as bankruptcy counsels; Gilbert, LLP and KTBS Law, LLP as special counsels; Province, LLC as financial advisor; and Houlihan Lokey Capital, Inc. as investment banker. KIDDE-FENWAL INC: Committee Taps Stutzman as Co-Counsel ------------------------------------------------------- The official committee of unsecured creditors of Kidde-Fenwal Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Stutzman, Bromberg, Esserman & Plifka, A Professional Corporation. Stutzman will serve as co-counsel with Brown Rudnick, LLP. The firm's hourly rates are as follows: Sander L. Esserman Shareholder $975 Steven A. Felsenthal Shareholder $975 Peter C. D'Apice Shareholder $700 Cliff Taylor Shareholder $700 Clint Taylor Shareholder $700 Andrea L. Ducayet Shareholder $595 Briana L. Cioni Shareholder $625 Heather J. Panko Shareholder $580 David A. Klingler Shareholder $565 Kaitlyn Fletcher Associate $410 Cindy L. Jeffery Paralegal $320 Alex Elkins Paralegal $305 Monica Moore Paralegal $305 Sander Esserman, Esq., a shareholder of Stutzman, disclosed in a court filing that the firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Sander L. Esserman, Esq. Peter C. D'Apice, Esq. Cliff I. Taylor, Esq. Stutzman, Bromberg, Esserman & Plifka, A Professional Corporation 2323 Bryan Street, Suite 2200 Dallas, TX 75201 Tel: (214) 969-4900 Fax: (214) 969-4999 Email: esserman@sbep-law.com dapice@sbep-law.com taylor@sbep-law.com About Kidde-Fenwal Kidde-Fenwal Inc. -- https://www.kidde-fenwal.com/ -- manufactures fire protection systems. It offers products such as fire control systems, explosion aircraft protection, laser-based smoke detection devices, electronic gas ignitions, and fire suppressions. Kidde-Fenwal markets its products to mining, manufacturing, education, and commercial sectors. Kidde-Fenwal sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10638) on May 14, 2023. In the petition filed by its chief transformation officer, James Mesterharm, the Debtor reported assets between $100 million and $500 million and estimated liabilities between $1 billion and $10 billion. The Debtor tapped Sullivan & Cromwell, LLP and Morris Nichols Arsht & Tunnell, LLP as bankruptcy counsels; Covington & Burling, LLP as special insurance counsel; and Guggenheim Securities, LLC as investment banker. Stretto, Inc. is the claims and noticing agent and administrative advisor. The official committee of unsecured creditors appointed in the Debtor's Chapter 11 case tapped Brown Rudnick, LLP and Stutzman, Bromberg, Esserman & Plifka, A Professional Corporation as bankruptcy counsels; Gilbert, LLP and KTBS Law, LLP as special counsels; Province, LLC as financial advisor; and Houlihan Lokey Capital, Inc. as investment banker. KIDDE-FENWAL INC: Taps Covington & Burling as Insurance Counsel --------------------------------------------------------------- Kidde-Fenwal Inc. received approval from the U.S. Bankruptcy Court for the District of Delaware to hire Covington & Burling LLP as its special insurance counsel. The firm's services are anticipated to include all matters related to insurance rights, obligations and coverage, including legal services in connection with assessment of coverage and pursuit of related recoveries under the AFFF Policies. Covington will be paid at these hourly rates: Attorneys $690 to $1,625 Paralegals $305 to $685 In addition, Covington will receive reimbursement for out-of-pocket expenses incurred. The following responses are provided in response to the questions set forth in Paragraph D.1 of the U.S. Trustee Guidelines: (a) Covington did not agree to any variations from, or alternatives to, its standard or customary billing arrangements for this engagement, other than to provide the Debtor with a 10 percent discount on hourly rates. (b) The hourly rates of the Covington professionals representing the Debtor are consistent with the rates that the firm charges other Chapter 11 clients regardless of the geographic location of the Chapter 11 case. (c) Covington's billing rates and material financial terms have not changed post-petition compared to services provided to the Debtor prepetition. (d) Covington will engage in discussions with the Debtor regarding a prospective budget and staffing plan but has not finalized a prospective budget or staffing plan. Benedict Lenhart, Esq., a member of Covington, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Covington can be reached at: Benedict M. Lenhart, Esq. Covington & Burling LLP One CityCenter 850 Tenth Street, NW Washington, DC 20001-4956 Phone: +1 202 662 5114 Email: blenhart@cov.com About Kidde-Fenwal Kidde-Fenwal Inc. -- https://www.kidde-fenwal.com/ -- manufactures fire protection systems. It offers products such as fire control systems, explosion aircraft protection, laser-based smoke detection devices, electronic gas ignitions, and fire suppressions. Kidde-Fenwal markets its products to mining, manufacturing, education, and commercial sectors. Kidde-Fenwal sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10638) on May 14, 2023. In the petition filed by its chief transformation officer, James Mesterharm, the Debtor reported assets between $100 million and $500 million and estimated liabilities between $1 billion and $10 billion. The Debtor tapped Sullivan & Cromwell, LLP and Morris Nichols Arsht & Tunnell, LLP as bankruptcy counsels; Covington & Burling, LLP as special insurance counsel; and Guggenheim Securities, LLC as investment banker. Stretto, Inc. is the claims and noticing agent and administrative advisor. The official committee of unsecured creditors appointed in the Debtor's Chapter 11 case tapped Brown Rudnick, LLP and Stutzman, Bromberg, Esserman & Plifka, A Professional Corporation as bankruptcy counsels; Gilbert, LLP and KTBS Law, LLP as special counsels; and Province, LLC as financial advisor. LA BELLE FRANCE: Gets OK to Hire Neeleman Law Group as Counsel -------------------------------------------------------------- La Belle France, LLC received approval from the U.S. Bankruptcy Court for the Western District of Washington to hire Neeleman Law Group, P.C. as its bankruptcy counsel. The firm's services include: (a) assisting the Debtor in investigating the financial affairs of the bankruptcy estate; (b) providing legal assistance to the Debtor with respect to matters relating to its Chapter 11 case and creditor distribution; (c) preparing all pleadings; and (d) performing all other necessary legal services. The firm's hourly rates are as follows: Principals $450 per hour Associate $375 per hour Paralegal $125 per hour Jennifer Neeleman, Esq., a principal at Neeleman Law Group, disclosed in a court filing that he is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: Jennifer L. Neeleman, Esq. Neeleman Law Group, P.C. 1403 8th Street Marysville, WA 98270 Phone: 425.212.4800 Fax: 425.212.4802 Email: courtmail@expresslaw.com About La Belle France La Belle France, LLC manufactures organic skin care and body care products for wholesale customers, including independent stores, boutiques and large retailers. The company also sells its products directly to retail customers online via its website. La Belle France sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wash. Case No. 23-10781) on April 28, 2023, with up to $500,000 in assets and up to $1 million in liabilities. Philip Grimes, managing member, signed the petition. Judge Marc Barreca oversees the case. Thomas D. Neeleman, Esq., at Neeleman Law Group, P.C., represents the Debtor as legal counsel. LIFESIZE INC: Committee Taps McDermott Will & Emery as Counsel -------------------------------------------------------------- The official committee of unsecured creditors of Lifesize Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire McDermott Will & Emery, LLP. The committee requires legal counsel to: (a) give advice with respect to the rights, powers and duties of the committee in the Chapter 11 cases of Lifesize and its affiliates; (b) participate in in-person and telephonic meetings of the committee and subcommittees formed thereby, if any; (c) assist and advise the committee in its meetings and negotiations with the Debtors and other parties involved in the Debtors' bankruptcy; (d) assist the committee in analyzing claims asserted against, and interests in, the Debtors, and in negotiating with the holders of such claims and interests and bringing, or participating in, objections or estimation proceedings with respect to such claims and interests; (e) assist the committee in analyzing the Debtors' assets and liabilities; (f) assist the committee in its investigation of the acts, conduct, assets, liabilities, management and financial condition of the Debtors, the Debtors' historic and ongoing operations of their businesses, and the desirability of the continuation of any portion of those operations, and any other matters relevant to the Chapter 11 cases or to the formation of a bankruptcy plan; (g) assist the committee in its analysis of, and negotiations with the Debtors or any third party related to, financing, asset disposition transactions and compromises of controversies, review and determine the Debtors' rights and obligations under leases and executory contracts, and assist the committee in any manner relevant to the assumption and rejection of executory contracts and unexpired leases; (h) assist the committee in its analysis of, and negotiations with, the Debtors or any third party related to, the formulation, confirmation, and implementation of a Chapter 11 plan and all documentation related thereto (including the disclosure statement); (i) assist the committee with respect to communications with the general creditor body regarding significant matters in the Chapter 11 cases; (j) respond to inquiries from individual creditors as to the status of, and developments in, the Chapter 11 cases; (k) represent the committee at hearings and other proceedings before the bankruptcy court and other courts or tribunals, as appropriate; (l) review and analyze pleadings filed with the court and assist the committee in filing responses; (m) assist the committee in its review and analysis of, and negotiations with the Debtors and their non-debtor affiliates related to, intercompany claims and transactions; (n) review and analyze third party analyses and reports prepared in connection with the Debtors' potential claims and causes of action, advise the committee with respect to formulating positions thereon, and perform such other diligence and independent analysis as may be requested by the committee; (o) advise the committee with respect to applicable federal and state regulatory issues, as such issues may arise in the Chapter 11 cases; (p) assist the committee in preparing pleadings and applications, and pursuing or participating in adversary proceedings, contested matters, and administrative proceedings as may be necessary or appropriate in furtherance of the committee's duties; (q) take all necessary or appropriate actions as may be required in connection with the administration of the Debtors' estates; and (r) perform other necessary legal services. McDermott has agreed to reduce the below rates by 10% for all work on this matter: Partners and Senior Counsel $1,170 - $2,330 Associates $655 - $1,125 Paraprofessionals $135 - $1,275 In addition, the firm will seek reimbursement for expenses incurred. McDermott disclosed the following in response to the request for additional information set forth in D.1 of the Appendix B Guidelines: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Answer: Yes, all billing rates are being discounted by 10 percent. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Answer: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments for the 12 months prepetition. If your billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Answer: McDermott did not represent the committee in the 12 months prepetition. The firm has represented official committees of unsecured creditors in other bankruptcy cases during the 12 months preceding the petition date. Question: Has your client approved your prospective budget and staffing plan and, if so, for what budget period? Answer: The committee and McDermott expect to develop a prospective budget and staffing plan, recognizing that in the course of large Chapter 11 cases, complex and unexpected issues may arise that may in turn result in unforeseeable fees and expenses. Charles Gibbs, Esq., a partner at McDermott, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Charles R. Gibbs, Esq. McDermott Will & Emery, LLP 2501 North Harwood Street, Suite 1900 Dallas, TX 75201 Telephone: (214) 295-8063 About Lifesize Inc. Lifesize, Inc. is a cloud communications company in Laredo, Texas, which offers contact center and video meeting solutions for businesses. Lifesize and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 23-50038) on May 16, 2023. At the time of the filing, Lifesize reported $10 million to $50 million in assets and $100 million to $500 million in liabilities. Judge David R. Jones oversees the cases. The Debtors tapped Pachulski Stang Ziehl & Jones, LLP as legal counsel; FTI Consulting, Inc. as financial advisor; and Piper Sandler & Co. as investment banker. Kurtzman Carson Consultants, LLC is the claims, noticing and solicitation agent and administrative advisor. The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee is represented by McDermott Will & Emery, LLP. LIFESIZE INC: Granted Final Approval of Chapter 11 Loan ------------------------------------------------------- Following a hearing on July 26, 2023, video conferencing company Lifesize Inc. won final approval of its request to access DIP financing. At the July 21 hearing, the Court deferred approval of the financing after major changes to the proposed order required additional discussions among the company, the lender and unsecured creditors. The Final DIP Order authorizes the Debtors to obtain postpetition financing in an aggregate principal amount of up to $1,750,000 (for a total of $5,000,000), plus the DIP Roll-Up Loans, and obtain other financial accommodations from FIRST-CITIZENS BANK & TRUST COMPANY (successor by purchase to the Federal Deposit Insurance Corporation as Receiver for Silicon Valley Bridge Bank, N.A. (as successor to Silicon Valley Bank)) ("SVB"), as lender and agent. A copy of the Final DIP Order is available at https://www.pacermonitor.com/case/48876872/Lifesize,_Inc_and_Official_Committee_of_Unsecured_Creditors/248 About Lifesize Inc. Lifesize, Inc., is a cloud communications company in Laredo, Texas, which offers contact center and video meeting solutions for businesses. Lifesize and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 23-50038) on May 16, 2023. At the time of the filing, Lifesize reported $10 million to $50 million in assets and $100 million to $500 million in liabilities. Judge David R. Jones oversees the cases. The Debtors tapped Pachulski Stang Ziehl & Jones, LLP as legal counsel and FTI Consulting, Inc. as financial advisor. Kurtzman Carson Consultants, LLC is the claims, noticing and solicitation agent and administrative advisor. LORDSTOWN MOTORS: Foxconn Wants to Dismiss Bankruptcy Case ---------------------------------------------------------- Alex Wolf of Bloomberg Law reports that Foxconn, one of the world's largest electronics manufacturers, urged a court to dismiss electric vehicle maker Lordstown Motors Corp.'s bankruptcy, saying its former business partner is proceeding in bad faith without any hope of reorganizing. Lordstown's one-month-old Chapter 11 case should be dismissed or converted to a controlled liquidation under Chapter 7, Foxconn told the US Bankruptcy Court for the District of Delaware on Thursday. Ohio-based Lordstown filed for bankruptcy in late June, largely blaming the downfall of its once-promising EV truck manufacturing business on Foxconn for failing to honor vehicle production agreements and financial commitments. About Lordstown Motors Lordstown Motors Corp. -- http://www.lordstownmotors.com/-- is an electric vehicle OEM developing innovative light duty commercial fleet vehicles, with the Endurance all electric pickup truck as its first vehicle. It has engineering, research and development facilities in Farmington Hills, Michigan and Irvine, Calif. On June 27, 2023, Lordstown Motors Corp. and two affiliated debtors filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10831). The cases are pending before the Honorable Mary F. Walrath. The Debtors tapped White & Case, LLP and Richards, Layton & Finger, P.A. as legal counsels; Jefferies, LLC as investment banker; and Silverman Consulting as restructuring advisor. Kurtzman Carson Consultants, LLC is the Debtors' claims and noticing agent and administrative advisor. MCCONNELL SAND: Seeks to Hire George Jacobs as Bankruptcy Attorney ------------------------------------------------------------------ McConnell Sand and Stone, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Michigan to hire George Jacobs, Esq., a practicing attorney in Flint, Mich., to handle its Chapter 11 case. Mr. Jacobs will be paid an hourly fee of $325 for his services and will be reimbursed for out-of-pocket expenses incurred. The Debtor paid the attorney the sum of $5,000 as retainer. Mr. Jacobs disclosed in a court filing that he is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. Mr. Jacobs holds office at: George E. Jacobs, Esq. 2425 S. Linden Rd., Ste. C Flint, MI 48532 Tel: (810) 720-4333 Email: george@bklawoffice.com About McConnell Sand and Stone McConnell Sand and Stone, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Mich. Case No. 23-90058) on June 19, 2023, with as much as $50,000 in assets and $500,001 to $1 million in liabilities. Thomas Richardson, Esq., at Lewis Reed and Allen, has been appointed as Subchapter V trustee. Judge Scott W. Dales oversees the case. The Debtor is represented by George E. Jacobs, Esq., at Bankruptcy Law Offices. MDMH PARTNERS: Case Summary & Three Unsecured Creditors ------------------------------------------------------- Debtor: MDMH Partners, LLC 15700 Winchester Blvd Los Gatos, CA 95030-3305 Business Description: MDMH Partners is a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). The Debtor is the owner of real property located at 105 Newell Ave, Los Gatos, CA valued at $6.95 million. Chapter 11 Petition Date: July 27, 2023 Court: United States Bankruptcy Court Northern District of California Case No.: 23-50817 Judge: Hon. M. Elaine Hammond Debtor's Counsel: Lars Fuller, Esq. THE FULLER LAW FIRM, PC 60 N Keeble Ave San Jose, CA 95126-2723 Tel: (408) 295-5595 Email: admin@fullerlawfirm.net Total Assets: $6,950,287 Total Liabilities: $4,668,912 The petition was signed by Dan Shaw as manager. A full-text copy of the petition containing, among other items, a list of the Debtor's three unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/QGRMJIQ/MDMH_Partners_LLC__canbke-23-50817__0001.0.pdf?mcid=tGE4TAMA MEDHAWK POOLS: Gets OK to Hire Lane Law Firm as Bankruptcy Counsel ------------------------------------------------------------------ MedHawk Pools & Patio, LLC received approval from the U.S. Bankruptcy Court for the Eastern District of Texas to hire The Lane Law Firm, PLLC. The Debtor requires legal counsel to: a. assist the Debtor relative to the administration of its Chapter 11 case; b. assist the Debtor in analyzing its assets and liabilities, investigating the extent and validity of lien and claims, and participating in and reviewing any proposed asset sales or dispositions; c. attend meetings and negotiate with representatives of secured creditors; d. assist the Debtor in the preparation, analysis and negotiation of any plan of reorganization and disclosure statement; e. take all necessary action to protect and preserve the interests of the Debtor; f. appear, as appropriate, before the bankruptcy court and other courts in which matters may be heard; and g. perform other necessary legal services. The firm will charge these hourly fees: Robert "Chip" Lane $550 Joshua Gordon $500 Associate Attorneys $375 - $425 Paraprofessionals $150 - $190 The firm received a retainer in the amount of $27,500. As disclosed in court filings, Lane Law Firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Robert C. Lane, Esq. Joshua D. Gordon, Esq. The Lane Law Firm, PLLC 6200 Savoy, Suite 1150 Houston, TX 77036 Phone: (713) 595-8200 Fax: (713) 595-8201 Email: notifications@lanelaw.com Joshua.gordon@lanelaw.com About MedHawk Pools & Patio MedHawk Pools & Patio, LLC is a custom pool builder in Celina, Texas, and surrounding North Dallas areas. It specializes in designing and constructing custom pools and creating outdoor living spaces. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Texas Case No. 23-41205) on July 7, 2023, with $1,818,231 in assets and $3,086,584 in liabilities. Mark Gilbaugh, manager, signed the petition. Robert C. Lane, Esq., at the Lane Law Firm, represents the Debtor as bankruptcy counsel. MIKE JOHNSON: Gets OK to Hire Fennemore Craig as Legal Counsel -------------------------------------------------------------- Mike Johnson AZ Property Investments, LLC and Mike Johnson Enterprises received approval from the U.S. Bankruptcy Court for the District of Arizona to hire Fennemore Craig, P.C. The Debtors require legal counsel to: a. prepare legal papers in connection with the administration of the Debtors' bankruptcy estates; b. take all necessary or appropriate actions in connection with a sale or a plan of reorganization, and such further actions as may be required in connection with the administration of the estates; c. take all necessary actions to protect and preserve the estate of the Debtors including the prosecution of actions on the Debtors' behalf, the defense of any actions commenced against the Debtors, the negotiation of disputes in which the Debtors are involved, and the preparation of objections to claims filed against the Debtors' estate; and d. perform all other necessary legal services in connection with the prosecution of the Debtors' Chapter 11 cases. The firm will be paid at these rates: Heather Macre, Esq. $520 per hour Anthony W. Austin, Esq. $525 per hour Jason Thomas, Esq. $390 per hour In addition, the firm will receive reimbursement for out-of-pocket expenses incurred. AW Commercial, LLC, an entity owned by the principal of the Debtors and Bruce Castille, has agreed to fund a retainer in the amount of $50,000. Anthony Austin, Esq., a partner at Fennemore Craig, 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: Anthony W. Austin, Esq. Fennemore Craig, P.C. 2394 E. Camelback Rd., Suite 600 Phoenix, AZ 85016 Tel: (602) 916-5000 Email: aaustin@fennemorelaw.com About Mike Johnson AZ Mike Johnson AZ Property Investment, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Ariz. Case No. 23-02598) on April 24, 2023. James E. Cross of Cross Law Firm, P.L.C. has been appointed as Subchapter V trustee. Judge Paul Sala oversees the case. Anthony W. Austin, Esq. at Fennemore Craig, P.C. represents the Debtor as legal counsel. MITCHELL TOPCO: S&P Rates New $150MM Incremental Term Loan 'B-' --------------------------------------------------------------- S&P Global Ratings assigned a 'B-' issue rating to Enlyte's proposed US$150 million add-on to its first-lien term loan due 2028 (issued by financing subsidiary Mitchell International Inc.). S&P also assigned a '3' recovery rating to the loan, indicating an expectation of meaningful recovery (50%-70%; rounded estimate: 55%) in the event of payment default. All existing ratings, including the 'B-' issuer credit rating on Enlyte, are unchanged by the incremental issuance. S&P said, "We view the proposed issuance as relatively leverage neutral. We expect the company to use the proceeds to refinance its $105 million revolver, which it drew in late June to finance an acquisition, as well as to add cash to the balance sheet for general corporate purposes." The acquisition, a leading workers' compensation network across seven states, is a modestly sized (about 5% of consolidated EBITDA) strategic asset for Enlyte that will expand the company's breadth and depth of network capabilities. Pro forma for the issuance and earnings from the acquisition, Enlyte's leverage for the 12 months ended June 30, 2023, is about 8.5x, in line with the rating and a notable improvement from 9.6x at year-end 2022 on earnings gains. Pro forma S&P Global Ratings-adjusted EBITDA coverage (using the current three-month Secured Overnight Financing Rate) is about 1.4x. This metric is weak but in line with the rating, with headwinds from higher benchmark rates mitigated by the company's interest rate swaps and the EBITDA improvement. Enlyte has shown an improvement in performance in the first half of 2023. Revenues were up 12% on core volume growth from existing customers, medical cost inflation and continued COVID-19 recovery, and implementation and ramp-up of contracted new business wins. S&P Global Ratings-adjusted margins improved to 22.9% for the 12 months ended June 30, 2023, from 20.7% at year-end on operating leverage, synergies, and less add-back noise. S&P expects continued performance momentum through the rest of 2023. MOBIQUITY TECHNOLOGIES: Two Proposals Passed at Special Meeting --------------------------------------------------------------- Mobiquity Technologies, Inc. held a special meeting of stockholders during which the stockholders: (1) granted the Board of Directors discretionary authority to amend the Company's Restated Certificate of Incorporation to effect a reverse stock split of the Company's common stock for the purpose of meeting the Nasdaq Capital Markets Listing Rule 5550(a)(2) minimum price for continued listing of at least $1.00 per share; and (2) ratified the appointment of Assurance Dimensions, Inc. as the Company's independent registered public accounting firm for the year ending Dec. 31, 2023, About Mobiquity Technologies Inc. Headquartered in Shoreham, NY, Mobiquity Technologies, Inc., together with its operating subsidiaries, is a next generation location data intelligence company. The Company provides precise unique, at-scale location data and insights on consumer's real-world behavior and trends for use in marketing and research. Mobiquity reported a net loss of $8.06 million in 2022, compared to a net loss of $18.33 million in 2021. As of Dec. 31, 2022, the Company had $2.63 million in total assets, $2.65 million in total liabilities, and a total stockholders' deficit of $10,830. Palm Beach Gardens, FL-based D. Brooks & Associates, the Company's auditor since 2022, issued a "going concern" qualification in its report dated March 31, 2023, citing that the Company has incurred operating losses, has incurred negative cash flows from operations and has an accumulated deficit. These and other factors raise substantial doubt about the Company's ability to continue as a going concern. MR. G'S PROPERTIES: Seeks Approval to Hire Berger as Legal Counsel ------------------------------------------------------------------ Mr. G's Properties, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire Berger, Fischoff, Shumer, Wexler & Goodman, LLP as its legal counsel. The firm's services include: a. advising the Debtor with respect to its powers and duties in the continued management of its business and property; b. representing the Debtor at court hearings on matters pertaining to its affairs; c. assisting the Debtor in the preparation and negotiation of a Chapter 11 plan of reorganization with its creditors; d. preparing legal papers; and e. other legal services necessary to administer the Debtor's Chapter 11 case. The firm's hourly rates are as follows: Partners $550 - $635 Associates $450 - $500 Paralegals $185 Berger will be paid a retainer of $7,500, plus $1,738 for the filing fee. Berger does not represent any interest adverse to the Debtor and its bankruptcy estate, according to court papers filed by the firm. The firm can be reached through: Heath S. Berger, Esq. Berger Fischoff Shumer Wexler & Goodman, LLP 6901 Jericho Turnpike #230 Syosset, NY 1179 Phone: 800-806-1136 Email: hberger@bfslawfirm.com About Mr. G's Properties Mr. G's Properties, LLC owns a family house located at 53 Clearwater Ave., Massapequa, N.Y., valued at $1.4 million. Mr. G's Properties filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. N.Y. Case No. 23-72052) on June 7, 2023, with $1,400,000 in assets and $1,307,002 in liabilities. Shannon Gerardi, managing member, signed the petition. Judge Louis A. Scarcella oversees the case. The Debtor is represented by Heath S. Berger, Esq., at Berger Fischoff Shumer Wexler & Goodman, LLP. NEXTPLAY TECHNOLOGIES: Receives Notice of Noncompliance From Nasdaq ------------------------------------------------------------------- NextPlay Technologies, Inc. announced that the Company received a notification letter from the Listing Qualifications Department of The Nasdaq Stock Market, LLC stating the Company remains noncompliant with Nasdaq Listing Rule 5250(c)(1), as a result of not having timely filed its Quarterly Report on Form 10-Q for the fiscal quarter ended May 31, 2023. Additionally, the company has not yet filed its Annual Report on Form 10-K for the fiscal year ended Feb. 28, 2023. Nasdaq Listing Rule 5250(c)(1) requires listed companies to timely file all periodic reports with the Securities and Exchange Commission. As previously disclosed, the Company received a notification letter from Nasdaq on June 9, 2023 due to its failure to timely file its Annual Report on Form 10-K for the fiscal year ended Feb. 28, 2023 with the Commission. The Nasdaq notification letters have no immediate effect on the listing of the Company's common stock on The Nasdaq Capital Market. The Nasdaq notification letters provide that the Company has until Aug. 7, 2023, to either file with delinquent Annual and Quarterly Reports with the Commission or submit a plan to Nasdaq to regain compliance with Nasdaq Listing Rule 5250(c)(1). If Nasdaq accepts the plan, Nasdaq may grant an exception of up to 180 calendar days from the Annual Report's due date, or until Nov. 27, 2023, for the Company to regain compliance. If the Company does not regain compliance within the allotted compliance period, including any exception period that may be granted by Nasdaq after submission of a plan to regain compliance, if applicable, Nasdaq will provide notice that the Company's common stock will be subject to delisting. The Company would then be entitled to appeal that determination to a Nasdaq hearings panel under Nasdaq Listing Rule 5815(a). The Company currently intends to submit a plan by Aug. 7, 2023, the deadline, to Nasdaq that outlines, as definitively as possible, the steps the Company will take to promptly file the delinquent Annual and Quarterly Reports and regain compliance with Nasdaq Listing Rule 5250(c)(1). There can be no assurance that the Company will regain compliance with Nasdaq Listing Rule 5250(c)(1), secure an exception of 180 calendar days from the Annual Report's due date to regain compliance, or maintain compliance with other Nasdaq listing requirements. 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 VILLAGE: Case Summary & 13 Unsecured Creditors ---------------------------------------------------- Debtor: North Village Snow Management Corp. d/b/a North Village Group 751 Lively Blvd. Elk Grove Village, IL 60007 Business Description: The Debtor offers basement waterproofing services and snow management services for commercial and residential customers. Chapter 11 Petition Date: July 27, 2023 Court: United States Bankruptcy Court Northern District of Illinois Case No.: 23-09789 Judge: Hon. Janet S. Baer Debtor's Counsel: David K. Welch, Esq. BURKE, WARREN, MACKAY & SERRITELLA, P.C. 330 N. Wabash 21st Floor Chicago, IL 60611 Tel: 312,840,7122 Email: dwelch@burkelaw.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Sean Sandona as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 13 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/OVWZMJI/North_Village_Snow_Management__ilnbke-23-09789__0001.0.pdf?mcid=tGE4TAMA NOVUSON SURGICAL: Unsecured Creditors to Split $400K in Plan ------------------------------------------------------------ Novuson Surgical, Inc., filed with the U.S. Bankruptcy Court for the Western District of Washington a Plan of Reorganization dated July 20, 2023. The Debtor is a medical technology start-up focused on developing new, ultrasonic surgical devices to make surgeries safer. The Debtor was founded in 2014 and is currently owned by approximately 23 preferred shareholders, 8 common shareholders, and 128 non-voting common shareholders; there are also approximately 31 Holders of Convertible Notes that have the option to convert their Claim(s) into an Equity Interest in the Debtor as set forth in the Plan. The Debtor sought bankruptcy relief to protect its assets and ability to survive as a going concern. The Debtor continues to receive interest from several investors and believes that it will be able to raise sufficient funding to support this Plan, continue to develop its products, and grow its business in accordance with its strategic plan to maximize value to its stakeholders. In its Schedules, the Debtor has $114,385 of total secured debt, $15,150 of priority unsecured debt, and $6,239,003 of nonpriority general unsecured debt. As the analysis indicates, in a hypothetical liquidation scenario, the liquidation of the Debtor's assets would not result in any distribution to unsecured creditors. Under the terms outlined in this Plan, the Debtor's Secured Creditors and Creditors holding priority Claims will both be paid in full. Additionally, the Debtor estimates that General Unsecured Creditors will receive a Pro Rata distribution of approximately $400,000. Creditors in Class 5 may opt-in to treatment within the Plan and convert their Convertible Note Claims into an Equity Interest in the Debtor. To do so, Holders must exercise 10% or more of their corresponding Warrants, which will generate cash for the benefit of the Estate. Based on the information to date, the Debtor believes that a cash infusion of $513,000 will occur as a result of the Plan in the Expected Case scenario. This amount will be more (or less) depending on how many Holders of Equity Interests elect to exercise corresponding Warrants under the Plan. Regardless, the cash influx will result in an estimated distribution to Class 4 of approximately $400,000. After the commencement of this Chapter 11 case, the Debtor's Board of Directors supported and approved a reorganization plan that called for additional capital contributions into the Reorganized Debtor in an effort to emerge from bankruptcy and continue viable operations on a post-Effective Date basis. Accordingly, a majority of the Board of Directors approves the submission of this Plan, under which all Equity Interest Holders are requested to participate (and required to pay into the Reorganized Debtor in order to retain certain stock or Warrants they hold). In consideration of such contributions, participating Equity Interest Holders will retain their Interests as set forth in the Plan. Non participating Equity Interest Holders (in whole or in part) shall forfeit their Equity Interests (in whole or in part) in the Debtor as provided in the Plan. As the Projections demonstrate, the Debtor's Plan provides that additional capital will be raised from (a) cash paid by Holders of Convertible Notes who choose to convert to an Equity Interest by exercising no less than 10% of their Warrants, (b) cash paid by Holders of preferred Series A shares who choose to retain their Equity Interests by exercising no less than 10% of their Warrants, (c) cash paid by Holders of common shares, who do not otherwise contribute cash or inkind value to the Debtor to retain their Equity Interests in the Debtor, (d) cash paid by Holders of other Warrants who elect to retain their Warrants by exercising no less than 10% of their Warrants, and (e) new investment funding that the Debtor raises in the ordinary course of business. These cash infusions, coupled with the revenue that the Debtor projects it will continue to make from its collaboration with MedBot and other third parties, will support Plan payments. Moreover, Holders of Convertible Notes (scheduled in Class 5 in the Plan) that opt to convert their unsecured claims into equity, will reduce the total pool of unsecured claims that comprise Class 4 under the Plan. In the Debtor's Expected Case scenario, an aggregate amount of $3,826,522 of Convertible Notes will convert to equity under the Plan. This will result in the reduction of total Allowed Unsecured Claims from a scheduled total of $6,239,003 to a total of $2,412,481 that will actually share in the distribution to Class 4. In the Debtor's Expected Case scenario, the distribution afforded to Class 4 Creditors increases to approximately 10.07% as opposed to 0% in liquidation. Class 4 consists of Allowed Unsecured Claims. Allowed Unsecured Claims in Class 4 are impaired. Each Claim in Class 4 shall receive a Pro Rata share of the Unsecured Claims Cash Distribution, to be paid on the Effective Date. Cash necessary to fund payments shall be from the Debtor's normal business operations and cash on hand as of the Effective Date. A full-text copy of the Plan of Reorganization dated July 20, 2023 is available at https://urlcurt.com/u?l=QqSl7o from PacerMonitor.com at no charge. Attorneys for the Debtor: Justin M. Mertz, Esq. Michael Best & Friedrich, LLP 100 E. Wisconsin Avenue, Suite 3300 Milwaukee, WI 53202-4108 Tel: (414) 271-6560 Email: jmmertz@michaelbest.com About Novuson Surgical Novuson Surgical, Inc., a company in Bothell, Wash., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Wash. Case No. 23-10728) on April 21, 2023, with $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Stuart B. Mitchell, president of Novuson Surgical, signed the petition. Judge Timothy W. Dore oversees the case. Aditi Paranjpye, Esq., at Cairncross & Hempelmann, P.S. and Justin M. Mertz, Esq., at Michael Best & Friedrich, LLP are the Debtor's bankruptcy attorneys. PALMS GOLF CLUB: Gets OK to Hire Armory as Financial Advisor ------------------------------------------------------------ The Palms Golf Club, Inc. received approval from the U.S. Bankruptcy Court for the Central District of California to employ Armory Consulting Co. as its financial advisor. The Debtor requires a financial advisor to: a. provide strategic guidance to prepare and assist the Debtor through its bankruptcy; b. manage reporting requirements pertaining to the bankruptcy court and the U.S. Trustee's office, including schedules and statement of financial affairs, monthly operating reports, and cash flow projections; c. assist with negotiating and serving as a liaison between the Debtor and its creditors or their representatives; d. provide testimony, including deposition testimony, before the bankruptcy court on matters within Armory's expertise and consistent with the firm's scope of services; e. assist with the development of a plan of reorganization; f. prepare long-term projections and liquidation analysis; g. evaluate the possible rejection of any executory contracts and unexpired leases; h. assist in the evaluation and analysis of avoidance actions and causes of action; i. oversee analysis of creditors' claims; and j. provide additional services as may be mutually agreed upon in writing between the Debtor and Armory. The firm will be paid at these rates: James Wong $575 per hour Armory's staff $375 to $475 per hour The firm received a pre-bankruptcy retainer in the amount of $7,500. James Wong, a partner at Armory Consulting Co., disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: James Wong Armory Consulting Co. 3943 Irvine Blvd., #253, Irvine, CA 92602 Tel: (714) 222-5552 Email: jwong@armoryconsulting.com About The Palms Golf Club The Palms Golf Club, Inc. is a single membership organization with an old-style golf club structure. It is based in La Quinta, Calif. Palms Golf Club filed its voluntary petition for Chapter 11 protection (Bankr. C.D. Calif. Case No. 23-12125) on May 19, 2023, with as much as $1 million to $10 million in both assets and liabilities. Peter David Baucom, general manager and chief operating officer, signed the petition. Judge Magdalena Reyes Bordeaux oversees the case. Goe Forsythe & Hodges, LLP and Armory Consulting Co. serve as the Debtor's legal counsel and financial advisor, respectively. PALMS GOLF CLUB: Seeks to Hire Coachella as Accountant ------------------------------------------------------ The Palms Golf Club, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Coachella Valley Accounting & Auditing. The Debtor requires an accountant to prepare its income tax returns and provide other accounting services. The firm will charge a flat fee of $2,100 for the preparation of the Debtor's 2022 income tax returns. Coachella does not represent any interest adverse to the Debtor and its bankruptcy estate, according to court papers filed by the firm. The firm can be reached through: Andrea Oliver, CPA Coachella Valley Accounting & Auditing P.O. Box 6030 La Quinta, CA 92248 Phone; (442) 325-0089 Fax: (442) 273–2233 Email: cvaa@cvaccountingandauditing.com About The Palms Golf Club The Palms Golf Club, Inc. is a single membership organization with an old-style golf club structure. It is based in La Quinta, Calif. Palms Golf Club filed its voluntary petition for Chapter 11 protection (Bankr. C.D. Calif. Case No. 23-12125) on May 19, 2023, with as much as $1 million to $10 million in both assets and liabilities. Peter David Baucom, general manager and chief operating officer, signed the petition. Judge Magdalena Reyes Bordeaux oversees the case. The Debtor tapped Goe Forsythe & Hodges, LLP as legal counsel; Wingert Grebing Brubaker & Juskie, LLP as special counsel; Armory Consulting Co. as financial advisor; and Coachella Valley Accounting & Auditing as accountant. PALMS GOLF CLUB: Taps Wingert as Civil Litigation Counsel --------------------------------------------------------- The Palms Golf Club, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Wingert Grebing Brubaker & Juskie, LLP as its special civil litigation counsel. The firm's services include: a. advising the Debtor regarding civil matters related to the False Claims Act, including the rights and remedies of the estate regarding pre-bankruptcy representations made by its former general manager to participate in the Paycheck Protection Program; b. locating documents and information responsive to the government's Civil Investigative Demand as may be required in connection with the investigation of the Debtor's alleged pre-bankruptcy false representations to the U.S. Small Business Administration (SBA) by its former general manager, and the preparation of reports, accounts and records related to the pre-bankruptcy representations to the SBA; and c. appearing in court on behalf of Debtor with regard to civil allegations of its violation of the False Claims Act. Wingert will be paid at these rates: Partners $350 Associate $275 Paralegal $140 The firm received a pre-bankruptcy retainer in the amount of $8,000. Wingert is a disinterested person pursuant to Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Alan K. Brubaker, Esq. Wingert Grebing Brubaker & Juskie LLP 1230 Columbia St Suite 400 San Diego, CA 92101 Phone: +1 619-232-8151 Email: abrubaker@wingertlaw.com About The Palms Golf Club The Palms Golf Club, Inc. is a single membership organization with an old-style golf club structure. It is based in La Quinta, Calif. Palms Golf Club filed its voluntary petition for Chapter 11 protection (Bankr. C.D. Calif. Case No. 23-12125) on May 19, 2023, with as much as $1 million to $10 million in both assets and liabilities. Peter David Baucom, general manager and chief operating officer, signed the petition. Judge Magdalena Reyes Bordeaux oversees the case. The Debtor tapped Goe Forsythe & Hodges, LLP as legal counsel; Wingert Grebing Brubaker & Juskie, LLP as special counsel; Armory Consulting Co. as financial advisor; and Coachella Valley Accounting & Auditing as accountant. PEER STREET: Gets Approval to Hire 'Ordinary Course' Professional ----------------------------------------------------------------- Peer Street, Inc. and affiliates received approval from the U.S. Bankruptcy Court for the District of Delaware to hire professionals utilized in the ordinary course of business. The "ordinary course" professionals are: OCP's Subject to $25,000 Cap: Armanino LLP 50 West San Fernando St., Suite 500, San Jose, CA 95113 -- Audit & Tax Advice Brothers Smith LLP 2033 N Main St., Suite 720 Walnut Creek, CA 94596 -- California Elder Abuse Counsel Cannon Law, LLC P.O. Box 678 Lewis Center, OH 43035 -- REO/Foreclosure Counsel Cole-Frieman & Mallon LLP One Sansome St., Suite 1895, San Francisco, CA 94104 -- OppFund Outside Counsel Cruikshank Ersin, LLC Northside Tower 6065 Roswell Rd. NE, Suite 680, Atlanta, GA 30328 -- REO/Foreclosure Counsel Diaz Anselmo & Associates LLC 1771 W. Diehl Rd., Suite 120, Naperville, IL 60563 -- REO/Foreclosure Counsel Ford & Paulekas, LLP 280 Trumbull St. Hartford, CT 06103 -- REO/Foreclosure Counsel Fox Rothschild LLP 2000 Market St., 20th Floor, Philadelphia, PA 19103 -- Defense Counsel in RICO Action Frenkel Lambert Weiss & Gordon 53 Gibson St. Bay Shore, NY 11706 -- REO/Foreclosure Counsel Friedman Vartolo LLP 1325 Franklin Ave., Suite 160 Garden City, NY 11530 -- New York CEMA Counsel Houlihan Lokey Financial Advisors 10250 Constellation Blvd, 5th Floor Los Angeles, CA 90067 -- Valuation of "PS Portfolio" Assets Marinosci Law Group 275 W. Natick Rd., Suite 500, Warwick, RI 2886 -- REO/Foreclosure Counsel Roach & Lin, P.C. 6901 Jericho Turnpike, Suite 240, Syosset, NY 11791 -- REO/Foreclosure Counsel Sandberg Phoenix 600 Washington Ave., St. Louis, MO 63101 -- REO/Foreclosure Counsel Schwegman Lundberg Woessner 1600 TCF Tower, 121 South Eighth St., Minneapolis, MN 55402 -- Patent Counsel Sirlin, Lesser & Benson, P.C. 123 South Broad St., Suite 2100 Philadelphia PA, 19109 -- REO/Foreclosure Counsel Stern & Eisenberg 500 Creek View Rd., Suite 304 Newark, DE 19711 -- REO/Foreclosure Counsel Stoll Keenon Ogden PLLC P.O. Box 11969 Lexington, KY 40579 -- REO/Foreclosure Counsel The Margolin & Weinreb Law Group LLP 165 Eileen Way, Suite 101 Syosset, NY 11791 -- REO/Foreclosure Counsel Trenam Law 200 Central Ave., Suite 1600 St. Petersburg, FL 33701 -- REO/Foreclosure Counsel Van Winkle Buck Wall Starnes and Davis PA 11 North Market St. Asheville, NC 28801 -- REO/Foreclosure Counsel Wilson Sonsini Goodrich & Rosati P.O. Box 742866 Los Angeles, CA 90074 -- Securities Counsel OCP's Subject to $70,000 Cap: Burr & Forman LLP P.O. Box 830719 Birmingham, AL 35283 -- REO/Foreclosure Counsel Latimer LeVay Fyock LLC 55 West Monroe St., Suite 1100 Chicago, IL 60603 -- REO/Foreclosure Counsel Law Offices of Tae H. Whang, LLC 185 Bridge Plaza North, Suite 201 Fort Lee, NJ 07024 -- REO/Foreclosure Counsel McMichael Taylor Gray, LLC 3550 Engineering Dr., Suite 260 Peachtree Corners, GA 30092 -- REO/Foreclosure Counsel Snell & Wilmer LLP 600 Anton Blvd, Suite 1400 Costa Mesa, CA 92626 400 E. Van Buren St., Suite 1900, Phoenix, AZ 85004 -- Employment and General Litigation Counsel The Chartwell Law Offices, LLP 970 Rittenhouse Rd., Suite 300 Eagleville, PA 19403 -- REO/Foreclosure Counsel About Peer Street Headquartered in El Segundo, Calif., Peer Street, Inc. is a technology platform that democratizes access to real estate debt investments. The company's unique technology-driven marketplace enables investors to diversify their capital in a fixed-income asset class that had previously been difficult for individuals to access. Peer Street, Inc., and 14 affiliated debtors filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10815) on June 26, 2023. The cases are pending before Judge Laurie Selber Silverstein. In its petition, Peer Street reported $50 million to $100 million in both assets and liabilities. The Debtors tapped Young Conaway Stargatt & Taylor, LLP and Kramer Levin Naftalis & Frankel, LLP as legal counsels; and David Dunn of Province, Inc. as chief restructuring officer. Stretto, Inc. is the Debtors' claims and noticing agent and administrative advisor. PEER STREET: Gets OK to Hire David Dunn of Province LLC as CRO -------------------------------------------------------------- Peer Street, Inc. and affiliates received approval from the U.S. Bankruptcy Court for the District of Delaware to hire Province, LLC and designate David Dunn as their chief restructuring officer. The CRO will render these services: a. direct all operations of the business of the Debtors including, without limitation, being designated as the responsible person or signatory on matters including all bank accounts of the Debtors; b. direct the preparation of financial information relative to the Debtors; c. approve all material cash disbursements, including capital expenditures, as and if reasonably needed, in order to maximize, protect and preserve the assets of the Debtors; d. oversee the sale of assets of the Debtors, including any marketing process relating thereto, which may be a Material Transaction; e. supervise and direct management of vendor, supplier, lender, employee and customer communications, receivables, payables and relationships as needed to maintain the Debtors' value; f. retain or terminate any employees, contractors or professionals relative to the Debtors, including the retention or termination of counsel; g. participate in meetings with third parties and their respective representatives on all material matters related to the Debtors' business; h. communicate with counsel in any pending or future legal matters with the Debtors as a party in interest and negotiate resolution of any such matters; i. take any and all actions necessary to fulfill the responsibilities, including executing all necessary documentation on behalf of the Debtors to effectuate same; j. communicate with any steering, ad hoc or other creditor/equity committees, investor groups, creditors, lenders, and the like, related to the Debtors; k. perform any restructuring of the capital stack of the Debtors; l. investigate any claims or potential claims or defenses available to the Debtors; m. communicate with any governmental bodies relative to the activities of the Debtors and its affiliates; and n. engage in and consummate any borrowing, lending or other financing or refinancing of the Debtors or their assets, including the pledging of the assets of the Debtors relative thereto. The firm will be paid at these rates: Managing Directors and Principals $860 - $1,350 Vice Presidents, Directors, and Senior Directors $580 - $950 Analysts, Associates, and Senior Associates $300 - $650 Other / Para-Professional $220 - $300 Mr. Dunn disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: David Dunn Province LLC 2360 Corporate Circle, Suite 340 Henderson, NV 89074 Phone: +1 (702) 685-5555 Email: ddunn@provincefirm.com About Peer Street Headquartered in El Segundo, Calif., Peer Street, Inc. is a technology platform that democratizes access to real estate debt investments. The company's unique technology-driven marketplace enables investors to diversify their capital in a fixed-income asset class that had previously been difficult for individuals to access. Peer Street, Inc., and 14 affiliated debtors filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10815) on June 26, 2023. The cases are pending before Judge Laurie Selber Silverstein. In its petition, Peer Street reported $50 million to $100 million in both assets and liabilities. The Debtors tapped Young Conaway Stargatt & Taylor, LLP and Kramer Levin Naftalis & Frankel, LLP as legal counsels; and David Dunn of Province, Inc. as chief restructuring officer. Stretto, Inc. is the Debtors' claims and noticing agent and administrative advisor. PEER STREET: Gets OK to Hire Stretto as Administrative Advisor -------------------------------------------------------------- Peer Street, Inc. and affiliates received approval from the U.S. Bankruptcy Court for the District of Delaware to hire Stretto, Inc. as their administrative advisor. The firm's services include: (a) assist with, among other things, solicitation, balloting, and tabulation of votes, and prepare any related reports in support of confirmation of a Chapter 11 plan; (b) prepare an official ballot certification and, if necessary, testify in support of the ballot tabulation results; (c) assist with the preparation of the Debtors' schedules of assets and liabilities and statements of financial affairs and gather data in conjunction therewith; (d) provide a confidential data room; (e) manage and coordinate any distributions pursuant to a Chapter 11 plan if designated as distribution agent under such plan; and (f) provide other solicitation, balloting and other administrative services. The firm received an advance retainer in the amount of $15,000. Sheryl Betance, a senior managing director at Stretto, disclosed in a court filing that her firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Sheryl Betance Stretto, Inc. 410 Exchange, Ste. 100 Irvine, CA 92602 Tel: (714) 716-1872 Email: sheryl.betance@stretto.com About Peer Street Headquartered in El Segundo, Calif., Peer Street, Inc. is a technology platform that democratizes access to real estate debt investments. The company's unique technology-driven marketplace enables investors to diversify their capital in a fixed-income asset class that had previously been difficult for individuals to access. Peer Street, Inc., and 14 affiliated debtors filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10815) on June 26, 2023. The cases are pending before Judge Laurie Selber Silverstein. In its petition, Peer Street reported $50 million to $100 million in both assets and liabilities. The Debtors tapped Young Conaway Stargatt & Taylor, LLP and Kramer Levin Naftalis & Frankel, LLP as legal counsels; and David Dunn of Province, Inc. as chief restructuring officer. Stretto, Inc. is the Debtors' claims and noticing agent and administrative advisor. PEER STREET: Taps Kramer Levin Naftalis & Frankel as Co-Counsel --------------------------------------------------------------- Peer Street, Inc. and affiliates received approval from the U.S. Bankruptcy Court for the District of Delaware to hire Kramer Levin Naftalis & Frankel, LLP as co-counsel with Young Conaway Stargatt & Taylor, LLP. The firm will render these services: a. provide legal advice with respect to the Debtors' powers and duties in the continued operation of the Debtors' business; b. advise the Debtors with respect to the sale of any mortgage assets; c. assist in the preparation of a Chapter 11 plan, disclosure statement and all related documents necessary to facilitate the Debtors' emergence from their Chapter 11 cases, take appropriate action to obtain confirmation of such plan, and take such further actions as may be required in connection with the implementation of the plan; d. perform legal services with respect to matters relating to corporate governance, the interpretation, application or amendment of the Debtors' organizational documents, material contracts, and matters involving the Debtors with their officers, directors and managers; and e. provide other necessary legal services. Kramer's hourly billing rates are as follows: Partners $1,300 - 1,800 Counsel $1,300 - 1,775 Special Counsel $1,115 - 1,435 Associates $720 - $1,280 Paraprofessionals $365 - $555 In accordance with Section D.1 of the U.S. Trustee Guidelines, Kramer disclosed that: -- The firm has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements for this engagement. -- None of the professionals included in the engagement vary their rate based on the geographic location of the bankruptcy case. -- The firm has represented the Debtors since August 2022. The material financial terms for the post-petition period remain the same as the pre-bankruptcy period subject to an annual economic adjustment. Kramer's standard hourly are subject to periodic adjustment in accordance with its practice. -- Kramer and Young, along with Province, Inc. are developing a prospective budget and staffing plan for these Chapter 11 cases to comply with the U.S. Trustee's requests for information and additional disclosure. P. Bradley O'Neill, Esq., a partner at Kramer, disclosed in a court filing that the firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: P. Bradley O'Neill, Esq. Kramer Levin Naftalis & Frankel, LLP 1177 Avenue of the Americas New York, NY 10036 Telephone: (212) 715-9285 Facsimile: (212) 715-8265 Email: boneill@kramerlevin.com About Peer Street Headquartered in El Segundo, Calif., Peer Street, Inc. is a technology platform that democratizes access to real estate debt investments. The company's unique technology-driven marketplace enables investors to diversify their capital in a fixed-income asset class that had previously been difficult for individuals to access. Peer Street, Inc., and 14 affiliated debtors filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10815) on June 26, 2023. The cases are pending before Judge Laurie Selber Silverstein. In its petition, Peer Street reported $50 million to $100 million in both assets and liabilities. The Debtors tapped Young Conaway Stargatt & Taylor, LLP and Kramer Levin Naftalis & Frankel, LLP as legal counsels; and David Dunn of Province, Inc. as chief restructuring officer. Stretto, Inc. is the Debtors' claims and noticing agent and administrative advisor. PEER STREET: Taps Piper Sandler as Exclusive Broker --------------------------------------------------- Peer Street, Inc. and affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to hire Piper Sandler Loan Strategies, LLC as their exclusive broker. The firm's services include: a. coordinating with the Debtors in the preparation of the information required for the portfolio analysis and asset selection; b. assisting the Debtors in determining the universe of assets to be sold, assigned or transferred, and advising as to the marketability and sale price targets of the assets; c. assisting the Debtors in qualifying any third party; d. assisting the Debtors in the coordination and oversight of due diligence by the third parties; e. assisting the Debtors with marketing, arranging, negotiating and closing the execution of the Definitive Agreement and the sale, assignment or other transfer of the assets; and f. if requested by the Debtors, participating in hearings before the bankruptcy court and providing relevant testimony with respect to the services. The firm will be compensated as follows: a. A monthly cash fee in the amount of $100,000. One hundred percent of the monthly fees actually paid to Piper Sandler shall be credited to any broker fee or restructuring fee becoming due and payable to the firm. b. A broker fee in an amount equal to (x) in the case of assets that are loans that are performing, current, non-matured or delinquent 30 days or less, 37.5 basis points (0.375 percent) multiplied by the aggregate unpaid principal balance of such assets sold, assigned or otherwise transferred as of the cutoff date specified in the Definitive Agreement; (y) in the case of assets that are scratch and dent loans or loans that are delinquent more than 30 days, sub-performing, non-performing or matured, 150 basis points (1.50 percent) multiplied by the aggregate gross proceeds of such assets sold, assigned or otherwise transferred as of the cutoff date specified in the Definitive Agreement and (z) in the case of assets that are real property, 300 basis points (3.00 percent) multiplied by the aggregate sale value of such assets sold, assigned or otherwise transferred. c. If during the term of the agreement or during the Tail Period, the Debtors pursue a transaction under a Chapter 11 plan that results in the Debtors (or a successor to the Debtors created under a Chapter 11 plan, such as a liquidating trust) owning all or substantially all of the assets, a restructuring fee (in lieu of any Broker Fee) equal to $1 million upon the consummation of such transaction. Charles Smith, managing director at Piper Sander, disclosed in a court filing that the firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Charles K. Smith Piper Sandler Loan Strategies, LLC 800 Nicollet Mall, Suite 900 Minneapolis, MN 55402 Phone: +1 800 333-6000 Email: ck.smith@psc.com About Peer Street Headquartered in El Segundo, Calif., Peer Street, Inc. is a technology platform that democratizes access to real estate debt investments. The company's unique technology-driven marketplace enables investors to diversify their capital in a fixed-income asset class that had previously been difficult for individuals to access. Peer Street, Inc., and 14 affiliated debtors filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10815) on June 26, 2023. The cases are pending before Judge Laurie Selber Silverstein. In its petition, Peer Street reported $50 million to $100 million in both assets and liabilities. The Debtors tapped Young Conaway Stargatt & Taylor, LLP and Kramer Levin Naftalis & Frankel, LLP as legal counsels; and David Dunn of Province, Inc. as chief restructuring officer. Stretto, Inc. is the Debtors' claims and noticing agent and administrative advisor. PEER STREET: Taps Young Conaway Stargatt & Taylor as Legal Counsel ------------------------------------------------------------------ Peer Street, Inc. and affiliates received approval from the U.S. Bankruptcy Court for the District of Delaware to hire Young Conaway Stargatt & Taylor, LLP as their legal counsel. The firm's services include: a. providing legal advice and services with respect to the Debtors' powers and duties in the continued operation of their business, management of their property, the local rules, practices and procedures, and providing substantive and strategic advice on how to accomplish the Debtors' goals in connection with the prosecution of their Chapter 11 cases; b. pursuing the sale of the Debtors' assets and approval of bid procedures related thereto; c. preparing legal papers; d. appearing in court and protecting the interests of the Debtors before the court; and e. other necessary legal services. The firm will be paid at these rates: Joseph Barry Partner $1,070 per hour Ryan M. Bartley Partner $890 S. Alexander Faris Associate $600 Shella Borovinskaya Associate $505 Delali H. Agblevor Law Clerk $400 Beth Olivere Paralegal $355 In accordance with Section D.1 of the U.S. Trustee Guidelines, Young Conaway disclosed that: a. The firm has not agreed to a variation of its standard or customary billing arrangements for this engagement. b. None of the firm's professionals included in this engagement have varied their rate based on the geographic location of these chapter 11 cases. c. Young Conaway was retained by the Debtors for restructuring work pursuant to an engagement agreement dated March 7, 2023. The billing rates and material terms of the pre-bankruptcy engagement are the same as the rates and terms agreed to for the Chapter 11 work. d. The Debtors have approved or will be approving a prospective budget and staffing plan for Young Conaway's engagement for the post-petition period as appropriate. In accordance with the U.S. Trustee Guidelines, the budget may be amended as necessary to reflect changed or unanticipated developments. Joseph Barry, Esq., a partner at Young Conaway, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Joseph Barry, Esq. Ryan M. Bartley, Esq. S. Alexander Faris, Esq. Shella Borovinskaya, Esq. Young Conaway Stargatt & Taylor, LLP Rodney Square 1000 North King Street Wilmington, DE 19801 Telephone: (302) 571-6600 Facsimile: (302) 571-1253 Email: jbarry@ycst.com rbartley@ycst.com afaris@ycst.com sborovinskaya@ycst.com About Peer Street Headquartered in El Segundo, Calif., Peer Street, Inc. is a technology platform that democratizes access to real estate debt investments. The company's unique technology-driven marketplace enables investors to diversify their capital in a fixed-income asset class that had previously been difficult for individuals to access. Peer Street, Inc., and 14 affiliated debtors filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10815) on June 26, 2023. The cases are pending before Judge Laurie Selber Silverstein. In its petition, Peer Street reported $50 million to $100 million in both assets and liabilities. The Debtors tapped Young Conaway Stargatt & Taylor, LLP and Kramer Levin Naftalis & Frankel, LLP as legal counsels; and David Dunn of Province, Inc. as chief restructuring officer. Stretto, Inc. is the Debtors' claims and noticing agent and administrative advisor. PFOH COMPANIES: U.S. Trustee Unable to Appoint Committee -------------------------------------------------------- The U.S. Trustee for Region 21 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Pfoh Companies, LLC. About Pfoh Companies Pfoh Companies, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-14954) on June 23, 2023, with as much as $1 million in both assets and liabilities. Steven Pfoh, owner of Pfoh Companies, signed the petition. Judge Laurel M. Isicoff oversees the case. Lenard H. Gorman, PA represents the Debtor as legal counsel. PICO INDUSTRIES: Taps John Morris of Interim Management as Manager ------------------------------------------------------------------ PICO Industries, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Maryland to hire John Morris of Interim Management Consultants, Inc. as its manager of operations. Mr. Morris' services include: a) billing decisions; b) collections; c) scheduling of all work with third parties; d) financial arrangements and payments to get the work completed; e) all COR work and calculations and general contractor negotiations f) engineering coordination; g) interface with general contractors and their field staff on scheduling problems labor coordination; and h) coordination with the ESOP trustee and those tasked with all the calculations. The Debtor has agreed to pay Interim Management $1,500 per week, plus reimbursement for business expenses. In court papers, Mr. Morris disclosed that his firm neither holds nor represents any interest adverse to the bankruptcy estate. The firm can be reached through: John Morris Interim Management Consultants, Inc. 14004 Crossland Lane Darnestown, MD 20878 Phone: +1 301.461.6890 Email: jmorris@imcinc.net About PICO Industries PICO Industries, Inc. offers ornamental railings and stairs for the residential and commercial markets in and around Washington. The company is based in Gaithersburg, Md. PICO Industries filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Md. Case No. 23-13867) on June 1, 2023, with $336,247 in assets and $3,687,097 in liabilities. Stephen Levin, director, signed the petition. Angela Shortall of 3Cubed Advisory Services, LLC has been appointed as Subchapter V trustee. Judge Lori S. Simpson oversees the case. The Debtor tapped Michael Coyle, Esq., at The Coyle Law Group, LLC as bankruptcy counsel and John Morris of Interim Management Consultants, Inc. as manager of operations. PURDUE PHARMA: DOJ Appeals Settlement, Delays Payout ---------------------------------------------------- Jonathan Randles of Bloomberg News reports that the US Department of Justice intends to appeal Purdue Pharma LP's opioid settlement to the Supreme Court, an effort that could further delay payments to victims, a lawyer representing the drugmaker said on Thursday. The Supreme Court could decide whether to consider the appeal in late October 2023 or early November 2023, said Marshall Huebner, an attorney for Purdue. The Justice Department earlier this month asked a federal appeals court to pause its approval of a $6 billion settlement between Purdue, its Sackler family owners, and victims of opioids. About Purdue Pharma LP Purdue Pharma L.P. and its subsidiaries -- http://www.purduepharma.com/-- develop and provide prescription medicines and consumer products that meet the evolving needs of healthcare professionals, patients, consumers and caregivers. Purdue's subsidiaries include Adlon Therapeutics L.P., focused on treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and related disorders; Avrio Health L.P., a consumer health products company that champions an improved quality of life for people in the United States through the reimagining of innovative product solutions; Imbrium Therapeutics L.P., established to further advance the emerging portfolio and develop the pipeline in the areas of CNS, non-opioid pain medicines, and select oncology through internal research, strategic collaborations and partnerships; and Greenfield Bioventures L.P., an investment vehicle focused on value-inflection in early stages of clinical development. Opioid makers in the U.S. are facing pressure from a crackdown on the addictive drug in the wake of the opioid crisis and as state attorneys general file lawsuits against manufacturers. More than 2,000 states, counties, municipalities and Native American governments have sued Purdue Pharma and other pharmaceutical companies for their role in the opioid crisis in the U.S., which has contributed to the more than 700,000 drug overdose deaths in the U.S. since 1999. OxyContin, Purdue Pharma's most prominent pain medication, has been the target of over 2,600 civil actions pending in various state and federal courts and other fora across the United States and its territories. On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 19-23649), after reaching terms of a preliminary agreement for settling the massive opioid litigation. The Debtors' consolidated balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets and $562 million in liabilities. U.S. Bankruptcy Judge Robert Drain oversees the cases. The Debtors tapped Davis Polk & Wardwell, LLP and Dechert, LLP, as legal counsels; PJT Partners as investment banker; AlixPartners as financial advisor; and Grant Thornton, LLP as tax structuring consultant. Prime Clerk, LLC, is the claims agent. Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A., represent the official committee of unsecured creditors appointed in the Debtors' bankruptcy cases. David M. Klauder, Esq., is the fee examiner appointed in the Debtors' cases. The fee examiner is represented by Bielli & Klauder, LLC. * * * U.S. Bankruptcy Judge Robert Drain in early September 2021 approved a plan to turn Purdue into a new company (Knoa Pharma LLC) no longer owned by members of the Sackler family, with its profits going to fight the opioid epidemic. The Sackler family agreed to pay $4.3 billion over nine years to the states and private plaintiffs and in exchange for a lifetime legal immunity. The deal resolves some 3,000 lawsuits filed by state and local governments, Native American tribes, unions, hospitals and others who claimed the company's marketing of prescription opioids helped spark and continue an overdose epidemic. Separate appeals to approval of the Plan have already been filed by the U.S. Bankruptcy Trustee, California, Connecticut, the District of Columbia, Maryland, Rhode Island and Washington state, plus some Canadian local governments and other Canadian entities. In early March 2022, Purdue Pharma reached a nationwide settlement over its role in the opioid crisis, with the Sackler family members boosting their cash contribution to as much as $6 billion. The settlement was hammered out with attorneys general from the eight states -- California, Connecticut, Delaware, Maryland, Oregon, Rhode Island, Vermont and Washington -- and D.C. who had opposed the previous settlement. R&LC INVESTMENTS: Seeks Chapter 11 Bankruptcy Protection -------------------------------------------------------- Andrew Asch of The Real Deal reports that after years of steady expansion, the company behind KW Advisors, a prominent Santa Monica-headquartered brokerage, has declared Chapter 11 bankruptcy. R&LS Investments, helmed by Rick Cunningham, filed for voluntary protection from creditors in U.S. Bankruptcy Court's Central District on July 18, 2023. In the filing, the company states it owes less than $7.5 million, but the estimated assets are between $500,000 and $1 million. Creditors include an LLC linked to real estate investor David Taban. The debt for about $430,800 is contested, according to court documents. Taban's Jade Enterprises owns a Santa Monica building where Cunningham kept offices. A brokerage linked to Cunningham was said to have vacated the Taban-owned offices in June 2023. There’s another debt for about $144,800 to City National Bank. There's also $30,000 owed to a Citi Bank Credit card and around $30,000 owed to CoStar. There's also smaller debts such as $3,100 to an office cleaning company and $3,000 to a parking lot company. An email requesting comment from a lawyer representing R&LS Investments was not returned. Adam Stein-Sapir, a bankruptcy expert at Pioneer Funding Group, said Chapter 11 provides a forum to renegotiate all types of contracts, including leases. Sometimes leases are rejected and the landlord is free to find a new tenant. "It also goes for bank debts, loans and civil claims. Those debts become frozen the day you file for bankruptcy," Stein-Sapir said. The New York-headquartered Stein-Sapir has not worked with KW Advisors and is not acquainted with the specifics of the case. An undated website for Cunningham's company The Cunningham Group said the company had 1,720 affiliated agents, and a lifetime combined sales of $1.5 billion. A Department of Real Estate profile of R&LS Investments said there were about 400 agents affiliated with the company. Cunningham was recruited to Keller Williams in 2004 as the first investor for its Hollywood Hills office. KW Advisors runs offices in Los Angeles' Westside and Santa Monica. It also maintains offices in San Francisco Bay Area locations such as Napa, Palo Alto, Peninsula Estates and San Francisco. Cunningham owns other brokerages under the Cunningham Group umbrella, according to media reports. About R&LS Investments Inc. R&LS Investments Inc. is a prominent Santa Monica-headquartered brokerag company. R&LS Investments Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-14467) on July 18, 2023. In the petition filed by Richard Cunningham, as operating principal, the Debtor reported assets between $500,000 and $1 million and estimated liabilities between $1 million and $10 million. The Debtor is represented by: John-Patrick M Fritz, Esq. Levene, Neale, Bender, Yoo & Golubchik L.L.P. 2701 Ocean Park Blvd., Suite 140 Santa Monica, CA 90405 RAIN CARBON: S&P Rates News Second-Lien Senior Secured Notes 'B' ---------------------------------------------------------------- S&P Global Ratings assigned its 'B' issue rating and '5' recovery rating to Rain Carbon Inc.'s (RCI) proposed US$450 million second-lien senior secured notes. The '5' recovery rating indicates its expectation for a modest recovery (10%-30%) in a hypothetical default scenario. As such, this issue rating is one notch lower than the issuer credit rating on RCI (B+/Stable/--). The ratings on the notes are subject to its review of the final issuance documentation. The proposed notes will mature in 2029 and will be guaranteed by RCI's wholly owned restricted subsidiaries. These notes will refinance most of its outstanding US$530 million second-lien senior secured notes due in April 2025. The company is also in the process of extending the maturity of its first-lien senior secured euro-denominated term loan B. After the issuance of the notes, RCI's capital structure will consist of US$685 million first-lien debt (term loan B of EUR390 million and revolver credit facility of US$260 million) and US$500 million second-lien debt. The second-lien debt will comprise US$450 million new issue and US$50 million existing notes. The company plans to repay the US$50 million stub portion of the existing second-lien notes over the next 12 months. A successful amend-and-extend of the term loan B and second-lien debt issuance would alleviate the company's refinancing risks, as it would then not have any significant debt maturities until 2028. On the other hand, an unsuccessful transaction would increase pressure on the company's capital structure and credit profile. The company currently has maturities totaling about US$1 billion in January and April 2025. The current stable outlook assumes that the company will proactively address these maturities by the end of 2023. The 'B+' issuer credit rating on RCI reflects its good standing in the global carbon products industry and stable earnings given its ability to pass on the movements in input costs to its customers. ISSUE RATINGS--RECOVERY ANALYSIS FOR THE PROPOSED NEW ISSUES Key analytical factors -- S&P rates RCI's senior secured first-lien credit facilities consisting of a US$260 million revolver facility and a EUR390 million term loan B at 'BB' with a '1' recovery rating. The '1' recovery rating indicates its expectation for a very high recovery (90%-100%; rounded estimate: 95%) for lenders in case of a payment default. -- S&P rates RCI's US$500 million senior secured second-lien notes 'B' with a '5' recovery rating. This includes the proposed second-lien notes of US$450 million. The '5' recovery rating indicates its expectation for a modest recovery (10%-30%; rounded estimate: 20%) for lenders in a payment default. Simulated default assumptions -- Simulated year of default: 2027, which is in line with the four-year default horizon for 'B+' rated credits. -- In S&P's simulated default scenario, a default could occur if RCI's cash flow declines materially due to a significant economic downturn that lowers demand for base metals, particularly aluminum. This, in turn, would significantly reduce the company's production of carbon and advanced materials. -- S&P values RCI on a going-concern basis and apply a 5.5x EBITDA multiple to its estimate of its emergence EBITDA. The applied multiple is in line with the chemical sector. Simplified waterfall -- EBITDA at emergence: about US$170 million -- EBITDA multiple: 5.5x -- Gross enterprise value: about US$938 million -- Net enterprise value after administrative expenses (5%): US$891 million -- Estimated value available for first-lien claims: US$754 million -- Estimated first-lien debt claims: about US$670 million Recovery range: 90%-100% (rounded estimate: 95%) -- Recovery rating: 1 -- Estimated value available for second-lien claims: about US$85 million -- Estimated second-lien debt claims: about US$524 million -- Recovery range: 10%-30% (rounded estimate: 20%) -- Recovery rating: 5 *All debt amounts include six months of prepetition interest accrued. First-lien debt includes the revolver balance outstanding, assuming RCI draws 85% of the US$260 million commitment. RMS HOLDING: S&P Affirms 'B-' Issuer Credit Rating, Outlook Stable ------------------------------------------------------------------ S&P Global Ratings affirmed the 'B-' issuer credit rating on San Diego-based in-home care provider RMS Holding Co. LLC (doing business as TEAM Services Group), and the outlook is stable. At the same time, S&P affirmed the 'B-' issue-level rating and '3' recovery rating on the first-lien credit facilities and 'CCC' issue-level rating and '6' recovery rating on the second-lien credit facility. S&P said, "Our stable outlook reflects our expectation for low-double-digit percentage organic revenue growth in 2023 through new partnerships, increased patient volumes, and reimbursement rate increases. We project EBITDA margins will remain in the 11%-12% range with expanding free cash flow. The outlook also reflects our expectation of a continued aggressive acquisition strategy that will likely keep leverage above 7x for the next couple of years. "The affirmation reflects our view that cash flow is likely to be minimal in 2023 with leverage remaining elevated. We believe TEAM will generate revenue growth of 25%-30% in 2023 attributed to a partial-year contribution of mergers and acquisitions (M&A) through the year and organic growth from new clients, service hour growth, and reimbursement rate increases. We expect margins to stabilize in the 11%-12% area as major states where it operates implement Medicaid rate hikes that should at least offset further labor inflation pressures. However, despite improving revenue and EBITDA, we expect elevated interest rates in tandem with higher debt will likely constrain TEAM's ability to generate meaningful free cash flow in 2023. As such, we expect about break-even free operating cash flow (FOCF) in 2023 before it improves to about $15 million-$25 million in 2024. We expect modest improvements from lower interest rates and the full-year impact of acquisitions that closed in the prior year." In the meantime, TEAM continues to be aggressive with acquisitions. It is issuing a $75 million fungible incremental first-lien term loan B to fund multiple tuck-in moves and pay related fees and expenses. As TEAM pursues its debt-financed M&A growth strategy, we expect S&P Global Ratings-adjusted debt to EBITDA will remain above 7x for an extended period. S&P said, "We expect minimal disruption and client losses despite the end of the public health emergency on May 11, 2023, and continuous enrollment. Many states that had granted certain flexibilities surrounding the selection of immediate family members as home caregivers will likely not renew. However, we believe the impact on TEAM's operations should be minimal due to the long-term-care nature of its customer base and that most of its key states had already allowed family members to be selected as at-home caregivers and are unlikely to remove this offering. Additionally, despite TEAM's exposure to participants enrolled in government sponsored programs, largely Medicaid, we believe the impact to its operations resulting from the end of the Medicaid continuous enrollment should be minimal. We believe TEAM's client base comprises mainly servicing home care for seniors and individuals with long-term disability that will likely continue to be eligible for reenrollment. Still, there could be disruption as a large part of the removal of patients from Medicaid thus far has resulted from procedural reasons. However, we expect TEAM will be diligent in working with states and local organizations to ensure the documentation of its clients is up to date to mitigate timing impacts from Medicaid unwinding. "We believe TEAM will continue to benefit from favorable trends in at-home personal care. The home care/post-acute care industry is attractive and expanding quickly as an aging population increasingly prefers at-home care and health care sponsors continue to seek to reduce expenses. In addition, we expect home care will continue to be perceived as a safer alternative to institutional settings, even after the worst of the COVID-19 pandemic. However, we also believe the industry is competitive and highly fragmented. TEAM competes with bigger players such as Addus (not rated), HAH Group Holding Co. LLC (B-/Stable/--), and Pluto Acquisition I Inc. (d/b/a AccentCare Inc.; B-/Stable/--). We believe the industry's barriers to entry are low and other home-health providers and non-health-care companies such as staffing companies and payroll processors could offer some of the same services. Nevertheless, we expect TEAM's focus on low-skill home care and self-direction (the ability for clients to choose their own caregivers) differentiates its operations and provides some insulation from increasing client growth and acquisition competition. "We expect TEAM to maintain adequate liquidity despite the pressure on cash flow generation.As of the first quarter (ended March 31, 2023), TEAM had about $119 million of available liquidity, mostly consisting of $114 million cash on the balance sheet. We expect the company to generate EBITDA sufficient to cover its fixed charges over the next 12 months, including about $75 million-$80 million of interest expense, about $5 million-$6 million annual debt repayment, and about $10 million maintenance capital expenditure. In our opinion, the TEAM Public Choices (TPC) Division, which relies more on typically lower-skilled employees, could continue to face wage pressures. It typically increases wages ahead of Medicaid to attract talent, but this could decrease margins if states' rate increases do not follow in a timely manner. In this scenario, cash flow could fall short of our expectations, though we believe TEAM's liquidity should be sufficient to cover further moderate pressure on FOCF. "The stable outlook reflects our expectation for low-double-digit percentage organic revenue growth in 2023 through new partnerships, increased patient volumes, and reimbursement rate increases. We also expect increasing free cash flow and stabilizing adjusted EBITDA margins to about 11%-12% as a result of organic and inorganic growth. The outlook also reflects our expectation of a continued aggressive acquisition strategy that will likely keep leverage above 7x for the next couple of years." S&P could lower the rating if TEAM's free cash flow cannot cover fixed charges, including debt amortization. This could happen if: -- Revenue growth slows; and -- Gross margins decrease 200 basis points as a result of increasing competition, integration challenges, reimbursement pressure rate cuts, a failure to successfully negotiate for price increases, or higher acquisition multiples. S&P could raise the rating on TEAM if it expects the company to sustain discretionary free cash flow after shareholder tax distribution above 3% of debt (or about $30 million). ESG credit indicators: E-2, S-2, G-3 SCUNGIO BORST: Taps Harlyn as Financial Support Consultant ---------------------------------------------------------- Scungio Borst & Associates, LLC received approval from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to hire Harlyn Consulting, LLC as its financial support consultant. The firm will provide certain financial support services relating to the completion and filing of the Debtor's 2021 and 2022 Federal, New Jersey and Pennsylvania partnership income tax returns and the Debtor's 2021 and 2022 Philadelphia Business income and receipts tax return. The tax returns will be prepared and filed by the independent accounting firm MillerSearles, LLC. Harlyn Consulting will render these services: (a) setup Quickbooks company files on its server; (b) complete bank reconciliations as required; (c) review account groupings in Quickbooks compared with accountant's groupings and ensure uniformity; (d) review assets on the Debtor's books and compare to list of assets reflected on court filings. (e) compare 2021 and 2022 trial balances to prior periods for consistency and completeness; (f) prepare proposed adjustments to financial records to reflect balances for each filing period and submit to the Debtor for approval; (g) prepare financial package for accountant to complete tax returns; (h) review cost in excess of billings and underlying support for 2021 and 2022; (i) address questions from accountant with the Debtor; and (j) project or task reviews with engagement lead. Harlyn Consulting's fee for this type of engagement is a fixed fee of $17,000. As disclosed in court filings, Harlyn Consulting does not hold any interest materially adverse to the Debtor's estate. The firm can be reached through: Gregory Harris Harlyn Consulting, LLC 1150 S Cedar Crest Blvd Ste 200 Allentown, PA 18103-7900 Phone: (610) 437-9800 About Scungio Borst & Associates Scungio Borst & Associates, LLC is a worldwide construction services firm specializing in general construction, consulting and project management. It is based in Camden, N.J. Scungio Borst & Associates filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Penn. Case No. 22-10609) on March 11, 2022, with $10 million to $50 million in both assets and liabilities. Judge Ashely M. Chan oversees the case. The Debtor tapped Karalis, PC, led by Aris J. Karalis, Esq., as legal counsel; MillerSearles, LLC as tax services provider; and Harlyn Consulting, LLC as financial support consultant. SCUNGIO BORST: Taps MillerSearles as Tax Services Provider ---------------------------------------------------------- Scungio Borst & Associates, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to hire MillerSearles, LLC to assist in the preparation of its 2021 and 2022 tax returns. MillerSearles' fee for this type of engagement is a fixed fee of $20,000. As disclosed in court filings, MillerSearles does not hold any interest materially adverse to the Debtor's estate. The firm can be reached through: Christopher T. Wills, CPA MillerSearles LLC 840 W. Hamilton Street, Suite 320 Allentown, PA 18101 Tel: 610-437-1000 Fax: 610-437-011 Email: info@millersearles.com About Scungio Borst & Associates Scungio Borst & Associates, LLC is a worldwide construction services firm specializing in general construction, consulting and project management. It is based in Camden, N.J. Scungio Borst & Associates filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Penn. Case No. 22-10609) on March 11, 2022, with $10 million to $50 million in both assets and liabilities. Judge Ashely M. Chan oversees the case. The Debtor tapped Karalis, PC, led by Aris J. Karalis, Esq., as legal counsel; MillerSearles, LLC as tax services provider; and Harlyn Consulting, LLC as financial support consultant. SERTA SIMMONS: Super Priority Debt Fight Starts at 5th Circuit -------------------------------------------------------------- Alex Wolf of Bloomberg Law reports that Apollo Global Management Inc. and other creditors of Serta Simmons Bedding LLC asked the Fifth Circuit to reverse a bankruptcy court's approval of a key piece of the mattress maker's 2020 senior secured debt reconfiguration. The bankruptcy court's ruling has "significant consequences for the parties and the overall market for syndicated loans," a group of lenders that were excluded from the reconfiguration told the US Court of Appeals for the Fifth Circuit Tuesday in their opening brief. About Serta Simmons Bedding Serta Simmons Bedding, together with its non-debtor affiliates, are manufacturers and marketers of bedding products in North America, operating various bedding manufacturing facilities across the United States and Canada. Serta Simmons Bedding, LLC, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 23-90020) on Jan. 23, 2023. The petitions were signed by John Linker, chief financial officer, treasurer and assistant secretary. At the time of filing, the Debtors estimated $1 billion to $10 billion in both assets and liabilities. During the Chapter 11 process, Weil, Gotshal & Manges LLP served as SSB's legal counsel, Evercore Group L.L.C. served as SSB's investment banker and FTI Consulting, Inc., served as SSB's financial and restructuring advisor. Epiq Corporate Restructuring, LLC, is the claims and noticing agent. Gibson, Dunn & Crutcher LLP served as legal counsel, and Centerview Partners served as financial advisor and investment banker, to an ad hoc group of SSB's priority lenders. * * * Serta Simmons Bedding on June 29, 2023, announced that it has concluded its financial restructuring and emerged from Chapter 11, marking the completion of a critical step in the company's turnaround effort. SILVER TRIDENT: Taps Michael Hardwick Law as Bankruptcy Counsel --------------------------------------------------------------- Silver Trident Distributions, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Michael Hardwick Law, PLLC as its bankruptcy counsel. The firm's services include: a. advising the Debtor regarding its rights, duties and powers in this Chapter 11 proceeding; b. appearing before the bankruptcy court or any other court to represent the interests of the Debtor; c. attending the initial interview with the Debtor; d. attending the meeting of creditors; e. assisting the Debtor with proposing, prosecuting, and consummating a Chapter 11 disclosure statement and plan of reorganization; f. preparing pleadings; g. assisting the Debtor with the resolution of claims filed against the estate, preservation and disposition of assets of the estate, the prosecution of actions taken on behalf of the estate, and resolution of other disputes that may arise during this case; h. advising the Debtor regarding business finances, transactions, and the daily operations of its businesses; and i. other necessary legal services. The hourly rates for professionals and paralegals providing services to the Debtor are as follows: Michael L. Hardwick, Managing Attorney $350 Paralegals (as needed) $150 The firm received a pre-bankruptcy retainer in the amount of $12,500. Michael Hardwick, Esq., managing attorney at Michael Hardwick Law, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael L. Hardwick, Esq. Michael Hardwick Law, PLLC 2200 North Loop West, Suite 345 Houston, TX 77018 Phone: (713) 832-930-9090 Fax: (713) 832-930-9091 Email: michael@michaelhardwicklaw.com About Silver Trident Silver Trident Distributions, LLC owns a one-stop shop for all auto detailing chemicals including waxes, polishes, and sealants. The company is based in Conroe, Texas. Silver Trident Distributions filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Case No. 23-32141) on June 7, 2023, with $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Jarrod Martin, Esq., a practicing attorney in Houston, has been appointed as Subchapter V trustee. Judge Jeffrey P. Norman oversees the case. Michael L. Hardwick, Esq., at Michael Hardwick Law, PLLC is the Debtor's bankruptcy counsel. SORRENTO THERAPEUTICS: Asks for Stay of Employment Suit vs. CEO --------------------------------------------------------------- Sorrento Therapeutics is asking a Texas judge for a ruling that the Chapter 11 automatic stay applies to a state court employment suit against its CEO because the debtor is obligated to indemnify the executive for his defense costs. The lawsuit, SORRENTO THERAPEUTICS INC., et al, Plaintiffs, v. JOSEPH GIGLIO, Defendant, Adv. Pro. No. 23-03132 (Bankr. S.D. Tex. Case No. 23-90085), seeks damages for violation of the automatic stay and requests for an ex parte temporary restraining order and for preliminary injunction against Joseph Giglio. Prior to the Debtors' filing for bankruptcy relief, Giglio filed suit in state court in California against Debtor Sorrento Therapeutics Inc. and its Chief Executive Officer, Henry Ji ("Ji"), for various causes of action under the California Labor Code and the California Business and Professions Code. After the Debtors filed their chapter 11 cases, the California Court stayed the State Court Lawsuit against Sorrento but ruled that Giglio could continue to pursue his action against Ji, notwithstanding the automatic stay. Sorrento, however, notes that it is required to indemnify Ji under the California Labor Code, Sorrento's bylaws, and Ji's employment contract. Therefore, Giglio's lawsuit against Sorrento and Ji must be stayed as a whole. The Debtors request that this Court determine that the Debtors' automatic stay applies to the State Court Lawsuit or, in the alternative, extend the automatic stay to the State Court Lawsuit and grant the Debtors any other relief as the Court finds necessary. The Debtors request entry of a TRO because Giglio served discovery requests that are due July 25, 2023. In order for Sorrento to meet that deadline it would need to begin preparing responses immediately. Despite requests for an extension to the discovery response deadline, and to stay the State Court Lawsuit against Ji, Defendant's counsel refuses. About Sorrento Therapeutics Sorrento Therapeutics, Inc. -- http://www.sorrentotherapeutics.com/ -- is a clinical and commercial stage biopharmaceutical company developing new therapies to treat cancer, pain (non-opioid treatments), autoimmune disease and COVID-19. Sorrento's multimodal, multipronged approach to fighting cancer is made possible by its extensive immuno-oncology platforms, including key assets such as next-generation tyrosine kinase inhibitors ("TKIs"), fully human antibodies ("G-MAB(TM) library"), immuno-cellular therapies ("DAR-T(TM)"), antibody-drug conjugates ("ADCs"), and oncolytic virus ("Seprehvec(TM)"). Sorrento is also developing potential antiviral therapies and vaccines against coronaviruses, including STI-1558, COVISHIELD(TM) and COVIDROPS(TM), COVI-MSCTM; and diagnostic test solutions, including COVIMARK(TM). Sorrento Therapeutics, Inc., and Scintilla Pharmaceuticals, Inc., sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 23-90085) on Feb. 13, 2023. Sorrento disclosed assets in excess of $1 billion and liabilities of about $235 million as of Feb. 10, 2023. Judge David R. Jones oversees the cases. The Debtors tapped Latham & Watkins, LLP as bankruptcy counsel; Jackson Walker, LLP as local counsel; Tran Singh, LLP as conflicts counsel; and M3 Advisory Partners, LP as financial advisor. Mohsin Y. Meghji, managing partner at M3, serves as the Debtors' chief restructuring officer. Stretto Inc. is the claims, noticing and solicitation agent. Norton Rose Fulbright US, LLP and Milbank, LLP represent the official committee of unsecured creditors appointed in the Debtors' Chapter 11 cases. On April 10, 2023, the U.S. Trustee for Region 7 appointed an official committee to represent the Debtors' equity security holders. On April 10, 2023, the U.S. Trustee for Region 7 appointed an official committee to represent the Debtors' equity security holders. Glenn Agre Bergman & Fuentes, LLP and Greenberg Traurig, LLP serve as the equity committee's bankruptcy counsels. SOUTHERN CLEARING: Unsecureds Will Get $18K in Consensual Plan -------------------------------------------------------------- Southern Clearing & Grinding, Inc., filed with the U.S. Bankruptcy Court for the Middle District of Florida a Plan of Reorganization dated July 20, 2023. The Debtor is a full-service vegetation removal contractor, providing services for site developments of railroad, interstate, fiber lines, gas lines, power lines, solar farms, storm cleanup, headquartered in Florida. On the Petition Date (April 21, 2023), the Debtor had 3 employees (including 2 insiders). The Debtor had gross revenues in the amount of $2,708,621.17 in 2022; and up to the Petition Date in 2023, the Debtor had gross revenues in the amount of $407,521.00. Until after the sale is concluded pursuant to the Sale Order, the Debtor does not have sufficient information to make projections of its disposable income. The Debtor will supplement this Plan after the sale has been concluded to provide projections. Notwithstanding, the foregoing, the Plan provides that the Debtor will pay its actual disposable income over the life of the Plan. Class 7 consists of the Allowed Unsecured Claims against the Debtor. This Class is Impaired. * Consensual Plan Treatment: The liquidation value or amount that unsecured creditors would receive in a hypothetical chapter 7 case is approximately $0.00. Accordingly, the Debtor proposes to pay unsecured creditors a pro rata portion of $18,000.00. Payments will be made in equal quarterly payments of $1,500.00. Payments shall commence on the fifteenth day of the month, on the first month that begins more than ninety days after the Effective Date and shall continue quarterly for eleven additional quarters. Pursuant to Section 1191 of the Bankruptcy Code, the value to be distributed to unsecured creditors is greater than the Debtor's projected disposable income to be received in the 3-year period beginning on the date that the first payment is due under the plan. Holders of Class 7 claims shall be paid directly by the Debtor. In the event that the proposed auction sale pays Synovus's claim in full, the Debtor will file an amended plan that increases the distribution to unsecured creditors. * Nonconsensual Plan Treatment: The liquidation value or amount that unsecured creditors would receive in a hypothetical chapter 7 case is approximately $0.00. Accordingly, the Debtor proposes to pay unsecured creditors a pro rata portion of its Disposable Income. If the Debtor remains in possession, plan payments shall include the Subchapter V Trustee's administrative fee which will be billed hourly at the Subchapter V Trustee's then current allowable blended rate. Plan Payments shall commence on the fifteenth day of the month, on the first month that is ninety days after the Effective Date and shall continue quarterly for eleven additional quarters. The initial estimated quarterly payment shall be $0.00; however, the Debtor may have Disposable Income during the life of the Plan depending on future work. Holders of Class 7 claims shall be paid directly by the Debtor. Class 8 consists of any and all equity interests and warrants currently issued or authorized in the Debtor. This Class is Unimpaired. Holders of a Class 8 interests shall retain their full equity interest in the same amounts, percentages, manner and structure as existed on the Petition Date. The Plan contemplates that the Reorganized Debtor will continue to operate the Debtor's business. Except as explicitly set forth in this Plan, all cash in excess of operating expenses generated from operation until the Effective Date will be used for Plan Payments or Plan implementation, cash on hand as of Confirmation shall be available for Administrative Expenses. A full-text copy of the Plan of Reorganization dated July 20, 2023 is available at https://urlcurt.com/u?l=pubVNi from PacerMonitor.com at no charge. Attorneys for Debtor: Jeffrey S. Ainsworth, Esq. Jacob D. Flentke, Esq. BransonLaw, PLLC 1501 E. Concord St. Orlando, FL 32803 Telephone: (407) 894-6834 Facsimile: (407) 894-8559 Email: jeff@bransonlaw.com E-mail: jacob@bransonlaw.com About Southern Clearing & Grinding, Inc. Southern Clearing & Grinding, Inc. is a turnkey vegetation removal contractor. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-01586) on April 21, 2023. In the petition signed by Shane Dinkins, president, the Debtor disclosed $4,205,593 in assets and $4,212,083 in liabilities. Judge Catherine Peek McEwen oversees the case. Jeffrey S. Ainsworth, Esq., at Bransonlaw, PLLC, represents the Debtor as legal counsel. ST. CHARLES MEMORY: J&M Family to Contribute $25K; Amends Plan -------------------------------------------------------------- St. Charles Memory Care, LLC submitted a First Amended Disclosure Statement for First Amended Plan of Reorganization dated July 20, 2023. The Plan will be funded by the Debtor through its continued business operations, plus new cash capital contributions to be made by J&M Family Management, LLC, the Debtor's manager. Like in the prior iteration of the Plan, Class 3 Allowed Unsecured Claims other than Insider Claims shall be satisfied by the payment of a total of 10% of the Allowed amount of each Claim over 60 months in equal monthly installments of principal only, commencing on the first day of the first month following the Effective Date and continuing until the expiration of 60 months from the Effective Date. Class 5 consists of Equity Interests. Equity Interests in the Debtor shall be cancelled on the Effective Date. These Interests are Impaired and are deemed to have rejected the Plan. New equity interests constituting 100% of the equity ownership of the Debtor shall be issued to J&M Family Management, LLC, the manager of the Debtor, in exchange for J&M's new capital contribution of a) $25,000.00 on the Effective Date, and b) its funding of all Plan payments the Debtor is unable to fund from revenue derived from its business operations. The Debtor will use the net revenue derived from its business operations to make the payments required under the Plan. The Debtor's financial projections indicate that the Debtor's net revenue will not fully fund the Plan payments. J&M Family Management, LLC, the non-equity manager of the Debtor's operations, has agreed to contribute funds as may be necessary to ensure that all Plan payments will be made on a timely basis. An Agreement to Fund Payments Under Plan of Reorganization from J&M which it fully commits and promises to contribute any funds necessary to fund the Plan payments should the Debtor's revenue prove to be insufficient at any time. In exchange for this investment of new funds to make Plan payments, plus a $25,000.00 cash payment to be made by J&M to the Debtor on the Effective Date, the Debtor will cancel its current Equity Interests and issue new equity interests constituting 100% of the equity in the Debtor to J&M. A full-text copy of the First Amended Disclosure Statement dated July 20, 2023 is available at https://urlcurt.com/u?l=zk236N from PacerMonitor.com at no charge. Attorneys for Debtor: Joyce W. Lindauer, Esq. Joyce W. Lindauer Attorney, PLLC 1412 Main Street, Suite 500 Dallas, TX 75202 Telephone: (972) 503-4033 Facsimile: (972) 503-4034 Email: joyce@joycelindauer.com About St. Charles Memory Care, LLC St. Charles Memory Care, LLC operates a continuing care retirement community and assisted living facility for the elderly. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 23-40253) on January 27, 2023. In the petition signed by Tracy Bazzell, agent, the Debtor disclosed up to $10 million in assets and up to $50 million in liabilities. Judge Mark X. Mullin oversees the case. Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC, represents the Debtor as legal counsel. TEAL PROPERTIES: Seeks Approval to Hire Bradley as Special Counsel ------------------------------------------------------------------ Teal Properties, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Tennessee to employ Bradley Arant Boult Cummings, LLP as its special counsel. Bradley's duties will relate solely to disallowance of the claim of Armor Concepts, LLC in the bankruptcy case. The firm will charge $595 per hour for its services. Austin McMullen, Esq., a partner at Bradley, 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: Austin L. McMullen, Esq. Bradley Arant Boult Cummings, LLP 1600 Division St., Suite 700 Nashville, TN 37203 Tel: (615) 252-2307 Email: AMcMullen@Bradley.com About Teal Properties Teal Properties, Inc. filed a Chapter 11 bankruptcy petition (Bankr. E.D. Tenn. Case No. 22-12203) on Sept. 30, 2022, with up to $1 million in both assets and liabilities. Judge Nicholas W. Whittenburg oversees the case. The Debtor is represented by Lefkovitz & Lefkovitz, PLLC. TECH-MAR ENTERPRISES: Starts Subchapter V Bankruptcy Case --------------------------------------------------------- Tech-Mar Enterprises LLC filed for chapter 11 protection in the Southern District of Texas. The Debtor elected on its voluntary petition to proceed under Subchapter V of chapter 11 of the Bankruptcy Code. Tech-Mar Enterprises LLC manages and operates an IT services business. The Court held an interim cash collateral hearing on July 11, 2023 and a final hearing is scheduled for July 28, 2023. The Court signed the interim order on cash collateral. The Debtor's first monthly operating report is due by August 20, 2023, per the US Trustee's office. According to a Status Report timely filed on July 25, 2023, the Debtor will file its proposed plan by the 90-day deadline in this case. The Debtor expects to file a five-year plan that will provide unsecured creditors with a pro rata distribution from an unsecured creditor pool to be paid following payment of all allowed secured claims and all allowed administrative expense claims. According to court filings, Tech-Mar Enterprises has $1,544,635 in debt to 1 to 49 creditors. The petition states that funds will not be available to unsecured creditors. A teleconference meeting of creditors under 11 U.S.C. Section 341(a) is slated for August 8, 2023 at 1:00 p.m. About Tech-Mar Enterprises Tech-Mar Enterprises LLC is an IT service provider. Tech-Mar Enterprises sought protection under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-32570) on July 10, 2023. In the petition signed by Bernard J Marino III, president, the Debtor disclosed $182,174 in assets and $1,544,635 in liabilities. Judge Eduardo V. Rodriguez oversees the case. Robert C. Lane, Esq., at the Lane Law Firm, is the Debtor's counsel.. THRIVE MERGER: S&P Alters Outlook to Negative, Affirms 'B-' ICR --------------------------------------------------------------- S&P Global Ratings revised its outlook on Thrive Merger Sub LLC (d/b/a Therapy Brands) to negative from stable and affirmed its 'B-' issuer credit rating. S&P said, "At the same time, we affirmed our 'B-' issue-level rating on the company's first-lien credit facilities (including the delayed draw facility) and 'CCC' issue-level on the second-lien facilities (which also include a delayed draw term loan). The '3' and '6' recovery ratings on this debt remain unchanged. "The negative outlook reflects the risk that the rebound in Therapy Brands' EBITDA will not be sufficient to offset the impact from higher interest expense and other potential outflows. We believe this could drive sustained free cash flow deficits for an extended period of time, which could result in an unsustainable capital structure, in our view. "The revised outlook reflects our expectation for cash flow metrics to remain under pressure over the next 12 months, despite top line and margin improvements into 2024. Therapy Brands' operating performance was weaker than expected in 2022. While revenue grew at a low-teens percent area, growth spending on product development and acquiring customers and expenses associated with acquisitions depressed profitability. The company concluded fiscal-year 2022 with debt leverage above 15x and a free cash flow deficit of $9 million. Although we expect some improvement over the next 12 months as the company realizes the benefits from increased scale, operating leverage, and strategic initiatives, we estimate elevated interest expense of approximately $40 million (after hedges for 35% of debt) and other potential outflows, such as tuck in acquisitions or investment requirements, could continue to pressure cash flows and diminish the company's liquidity. "We forecast total revenue to grow at a high-single-digit percentage rate in 2023, followed by mid-teen digit growth in 2024. We expect onboarding new customers, expanding practices, and upselling opportunities will support near-term growth. Revenue from the Echo acquisition, completed in fourth-quarter 2022, will contribute incrementally. The higher growth expectation in 2024 incorporates the strong bookings, implementation of a large contract and potential tuck-in acquisitions. We forecast Therapy Brands' adjusted EBITDA margins will expand about 200-300 basis points each in 2023 and 2024, primarily from better operating leverage because of improved scale and potentially lower one-time charges related to previous acquisitions and growth investments. Overall, we anticipate free cash flow will remain negative this year before reaching breakeven in 2024 with adjusted leverage remaining above 10x. We expect the EBITDA interest coverage ratio to be 0.7x in 2023 and about 1.0x in 2024. "The negative outlook reflects the execution risks that may affect our base-case projections. We believe modest underperformance can have an outsized impact on Therapy Brand's metrics given its small scale with $30 million-$40 million in EBITDA. In our view, current macroeconomic conditions and an intense competitive landscape could pose challenges to Therapy Brands' growth targets. The company specializes in the mental health segment and competes with numerous providers, some of which offer broader solutions. In addition, we believe Therapy Brands will remain opportunistically acquisitive, which could increase costs and drain cash flows. "Over the medium to long term, we think the market will continue to consolidate, increasing the risk of attrition as acquirers often integrate targets onto their own software platforms. This consolidation presents risks as the company aims to expand its top line by acquiring new customers. Additionally, due to macroeconomic uncertainty, customers may take longer decision cycles, temporarily pause or postpone spending decisions, and delay bookings. These factors could also impede the company's plan to improve EBITDA margins, as the main driver for margin growth stems from the benefits of operating leverage through scale expansion. Furthermore, in an inflationary environment, higher labor costs, additional salesforce, and other investments to support high growth may result in higher operating expenses than we initially anticipated. "We expect adequate liquidity over the next 12 months with no significant near-term debt maturities. As of March 2023, Therapy Brands had a cash balance of approximately $61 million, which it can use to support debt servicing (approximately $40 million in interest expenses and $3 million in mandatory debt amortization) acquisitions, and business operations in the short term. Its $40 million revolver maturing in 2026 remains undrawn as of the first quarter of this year. The company does not face any significant upcoming debt maturities, including a $235 million first-lien term loan maturing in 2028, $60 million first-lien delayed draw term loan maturing in 2028, $95 million second-lien term loan maturing in 2029, and $40 million second-lien delated draw term loan due 2029. "The negative outlook reflects the risk that the rebound in Therapy Brands EBITDA will not be sufficient to offset the impact from higher interest expense and other potential outflows. We believe this could drive sustained free cash flow deficits for an extended period of time, which could result in an unsustainable capital structure, in our view." S&P could lower its ratings on Therapy Brands over the next 12 months if: -- Free cash flow deficits increase incrementally, requiring the company to use up its revolving credit facility; -- Revenue growth slows, such that EBITDA is insufficient to cover fixed charges, resulting in EBITDA interest coverage sustained below 1.0x; or -- The company pursues acquisitions that could weaken liquidity and/or covenant headroom. S&P could revise its outlook on Therapy Brands to stable over the next 12 to 24 months if: -- Free cash flow turns and remains positive for several consecutive quarters, perhaps from strong revenue growth and/or profitability improvement toward 25% S&P adjusted EBITDA margin; or -- S&P believes the company is pursuing relatively disciplined M&A that supports sustained deleveraging. ESG credit indicators: E-2; S-2; G-3 S&P said, "Governance factors are a moderately negative consideration in our credit rating analysis. Our assessment of the company's financial risk profile as highly leveraged reflects corporate decision making that prioritizes the interests of the controlling owners, in line with our view of the majority of rated entities owned by private-equity sponsors. Our assessment also reflects the generally finite holding periods and a focus on maximizing shareholder returns." TOPPOP LLC: Taps Law Firm of Richard S. Feinsilver as Counsel ------------------------------------------------------------- TopPop, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire the Law Firm of Richard S. Feinsilver to handle its Chapter 11 case. The firm's services include: a. the preparation and filing of bankruptcy schedules and statements; b. negotiations with creditors, as required; c. attendance at Section 341 (a) meeting with creditors and the U.S. Trustee; d. preparation of a Chapter 11 plan; e. attendance at hearings; f. review of monthly financial statements; and g. attendance at post confirmation conferences with the U.S. Trustee and creditors, if required. The firm will be compensated at $450 per hour and reimbursed for out-of-pocket expenses incurred. The retainer fee is $35,000. Richard Feinsilver, Esq., a partner at the Law Firm of Richard S. Feinsilver, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: Richard S. Feinsilver, Esq. Law Firm of Richard S. Feinsilver One Old Country Road Suite 347, Carle Place, NY 11514 Telephone: (516) 873-6330 Facsimile: (516) 873-6183 Email: feinlawny@yahoo.com About TopPop LLC TopPop LLC, doing business as TopPop Packaging, operates a beverage manufacturing business in Amityville, N.Y. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-72310) on June 28, 2023, with $1 million to $10 million in assets and liabilities. Gerard Luckman, Esq., a partner at Forchelli Deegan Terrana, LLP, has been appointed as Subchapter V trustee. Judge Alan S. Trust oversees the case. Richard S. Feinsilver, Esq., at the Law Firm of Richard S. Feinsilver is the Debtor's bankruptcy counsel. TRITEK INTERNATIONAL: Windom Unsecureds Will Get 1.1% to 7.1% ------------------------------------------------------------- Tritek International Inc. and its Affiliated Debtors filed with the U.S. Bankruptcy Court for the District of Delaware a Combined Disclosure Statement and Joint Chapter 11 Plan dated July 20, 2023. Debtors are three entities that are part of the HyLife vertically integrated operation for the raising, production and sale of pork products. HyLife acquired Windom from the Taylor Corporation in approximately May 2020. Canwin was a contract grower operation established in 2020, following HyLife's acquisition of Windom. Historically, Tritek was in the business of providing sales and related logistics, information systems, and administrative services for Windom in connection with its international and domestic sales. The COVID pandemic, which commenced shortly before the acquisition of the Facility, greatly impacted the processing and production of pork across the United States, with effects resonating throughout the pork supply chain. These effects included labor shortages, logistical restraints, market disruptions, and unfavorable foreign exchange pricing. Due to the unfortunate timing of HyLife's acquisition of Windom in May 2020, Windom has incurred operating losses since its inception. In February 2023, Debtors' management team, together with Debtors' legal and financial advisors, determined that a chapter 11 process that would culminate in a section 363 sale was likely to be the best and most value maximizing path forward. To that end, Debtors and their advisors decided to resume the prepetition marketing process as part of an effort to explore all potential strategic alternatives, including sales and capital markets solutions. Given Debtors' liquidity situation at the outset of the Chapter 11 Cases, Debtors believed that a prompt sale of their Assets would maximize value to the greatest extent possible under the circumstances of these Chapter 11 Cases and generate the highest possible recoveries in the most efficient and expeditious manner possible, which would inure to the benefit of Debtors' Creditors and other stakeholders. Debtors also believed that it would ensure, to the benefit of their Estates, that the market had certainty around the parameters of the Sale Process. Debtors commenced the Auction on May 26, 2023, which was continued to and concluded on May 31, 2023. Debtors Filed the transcripts of the Auction on June 1, 2023. At the conclusion of the Auction, Debtors selected AgriSwine Alliance, Inc. as the highest and best bid for the Hog Assets, Premium Iowa Pork, L.L.C. as the highest and best bid and the Prepetition Agent as the backup bidder for the Facility Asset Sale, a credit bid by the Prepetition Agent as the highest and best bid and Scott Veenker as the backup bidder for the Real Estate Parcels, and a credit bid by the Prepetition Agent as the highest and best bid for the Residential Duplex. On June 2, 2023, the Bankruptcy Court entered an order approving the Hog Asset Sale, and on June 11, 2023, the Bankruptcy Court entered orders approving the Facility Asset Sale and the Real Property Asset Sale. The Hog Assets Sale closed on June 2, 2023. The Facility Asset Sale closed on June 16, 2023. The closing of the Residential Duplex portion of the Real Property Asset Sale occurred on June 22, 2023. The closing of the Real Estate Parcels portion of the Real Property Asset Sale occurred on July 6, 2023. Following the Sales, Debtors have focused principally on efficiently winding down their businesses, preserving Cash held in the Estates, and monetizing their remaining Assets. The remaining Assets currently consist of, among other things, Cash, certain deposits, prepayments, credits and refunds, insurance policies or rights to proceeds thereof, accounts receivables, and certain Causes of Action. This combined Disclosure Statement and Plan provides for the Assets, to the extent not already liquidated, to be liquidated over time and the proceeds thereof to be distributed to Holders of Allowed Claims in accordance with the terms of the Plan and the treatment of Allowed Claims. The Liquidating Trustee will effect such liquidation and distributions. Debtors will be dissolved as soon as practicable after the Effective Date. Class 4 consists of General Unsecured Claims. Holders of Allowed General Unsecured Claims shall receive such Holder's pro rata share of the GUC Distribution Pool, provided, however, that the proceeds of any Avoidance Actions shall be distributed only to the Holders of General Unsecured Claims of the Debtor(s) on behalf of whose estate, whether in the name of the Debtor or any party acting on behalf of the Debtor, the respective Avoidance Action(s) is asserted. The allowed unsecured claims against Windom total $42mm and will receive a distribution of 1.1% to 7.1% of their allowed claims. The allowed unsecured claims against Canwin total $200k and will receive a distribution of 0% to 100% of their allowed claims. Class 5 consists of Intercompany Claims. Holders of Intercompany Claims shall receive no Distribution on account of their Intercompany Claims. Class 6 consists of Interest Holders. On the Effective Date, all Interests shall be extinguished as of the Effective Date, and owners thereof shall receive no Distribution on account of such Interests. The Plan will be implemented by, among other things, the establishment of the Liquidating Trust, the transfer to the Liquidating Trust of the Liquidating Trust Assets, including, without limitation, all Cash and Retained Causes of Action, and the making of Distributions by the Liquidating Trust in accordance with the Plan and Liquidating Trust Agreement. A full-text copy of the Combined Disclosure Statement and Plan dated July 20, 2023 is available at https://urlcurt.com/u?l=t1iYdZ from PacerMonitor.com at no charge. Counsel to the Debtors: Jerry L. Hall, Esq. Michael E. Comerford, Esq. Jesse A. Kitnick, Esq. KATTEN MUCHIN ROSENMAN LLP 50 Rockefeller Plaza New York, NY 10020 Tel: (212) 940-8800 Fax: (212) 940-8776 Email: jerry.hall@katten.com michael.comerford@katten.com jesse.kitnick@katten.com - and - Allison E. Yager, Esq. Kenneth N. Hebeisen, Esq. KATTEN MUCHIN ROSENMAN LLP 525 W. Monroe Street Chicago, IL 60661 Tel: (312) 902-5200 Fax: (312) 902-1061 Email: allison.yager@katten.com ken.hebeisen@katten.com - and - Yelena E. Archiyan, Esq. KATTEN MUCHIN ROSENMAN LLP 2121 N. Pearl Street, Suite 1100 Dallas, TX 7201 Tel: (214) 765-3657 Fax: (214) 765-3602 Email: yelena.archiyan@katten.com Jeremy W. Ryan, Esq. L. Katherine Good, Esq. R. Stephen McNeill, Esq. Sameen Rizvi, Esq. POTTER ANDERSON & CORROON LLP 1313 N. Market Street, 6th Floor Wilmington, DE 19801 Tel: (302) 984-6000 Fax: (302) 658-1192 Email: jryan@potteranderson.com kgood@potteranderson.com rmcneill@potteranderson.com srizvi@potteranderson.com About Tritek International Tritek International Inc., HyLife Foods Windom, LLC, Canwin Farms, LLC are entities that are part of the HyLife vertically integrated operation for the raising, production and sale of pork products. The companies' operations involve all aspects and stages of the pork production process, including the farming and sourcing of hogs, the packaging of pork at their processing facility, and the marketing and sale of such products throughout premium domestic and international end markets, primarily in the United States, Canada, Japan, Korea, and China. Tritek International and its affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 23-10520) on April 27, 2023. The petitions were signed by Grant Lazaruk, chief executive officer. At the time of the filing, Tritek International and HyLife Foods Windom reported as much as $50,000 in both assets and liabilities while Canwin Farms reported $1 million to $10 million in both assets and liabilities. Judge Thomas M. Horan presides over the Debtors' cases. The Debtors tapped Katten Muchin Rosenman, LLP and Potter Anderson & Corroon, LLP as bankruptcy counsel; PricewaterhouseCoopers, LLP as financial advisor; Intrepid Investment Bankers as investment banker; and Donlin Recano & Company, Inc. as claims and noticing agent. VENATOR MATERIALS: Citadel-Backed Bankruptcy Plan Approved ---------------------------------------------------------- Steven Church of Bloomberg News reports that industrial chemicals maker Venator Materials Plc has won court permission to exit bankruptcy under new owners, including a hedge fund controlled by Citadel LP, which will swap debt for an equity stake. US Bankruptcy Judge David Jones approved Venator's reorganization plan last night and will sign an order authorizing the debt deal once last-minute changes are submitted to the wording of the document, according to court records. Venator's second-largest shareholder, J&T MS1 Sicav A.S., had objected to the plan, claiming the company was undervaluing how much it is worth. About Venator Venator (NYSE: VNTR) is a global manufacturer and marketer of chemical products that comprise a broad range of pigments and additives that bring color and vibrancy to buildings, protect and extend product life, and reduce energy consumption. It markets its products globally to a diversified group of industrial customers through two segments: Titanium Dioxide, which consists of its TiO2 business, and Performance Additives, which consists of its functional additives, color pigments and timber treatment businesses. Based in Wynyard, U.K., Venator employs approximately 2,800 associates and sells its products in more than 106 countries. After reaching terms of a Prepackaged Plan, the Debtors Materials PLC, and 23 affiliated companies filed petitions seeking relief under chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. Case No. 23-90301) on May 14, 2023. The Debtors' cases have been assigned to Judge David R Jones. In connection with the prepackaged Chapter 11 and recapitalization process, the Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis International, LLP as legal counsels; Jackson Walker LLP as conflicts counsel and co-counsel with Kirkland & Ellis; Alvarez & Marsal North America, LLC as restructuring advisor; and Moelis & Company, LLC as financial advisor and investment banker. Epiq Corporate Restructuring, LLC is the claims, noticing and solicitation agent. VICE MEDIA: Sale to Fortress Experiences Unexpected Delay --------------------------------------------------------- Jonathan Randles of Bloomberg Law reports that Fortress Investment Group's $225 million acquisition of Vice Group Holding Inc. has taken longer to close than anticipated as lawyers for the media company, its unsecured creditors and lenders determine how to cover expenses incurred by the business before the transaction can be finalized. Vice lawyer Fred Sosnick said Wednesday, July 19, 2023, during a hearing in New York bankruptcy court that the company has continued to "burn through cash" and incurred payroll and other expenses Fortress was expected to cover had the sale closed as anticipated by July 9. About Vice Media Vice Media Group LLC -- https://www.vicemediagroup.com/ -- is an American-Canadian digital media and broadcasting company. It is behind popular media websites such as Vice and Motherboard. Vice Media Group Holding Inc. and 32 affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-10737) on May 15, 2023. In the petition filed by Hozefa Lokhandwala, as chief strategy officer, Vice Media Group reported assets and liabilities between $500 million and $1 billion. The Honorable Bankruptcy Judge John P. Mastando III oversees the cases. The Debtors tapped TOGUT, SEGAL & SEGAL LLP as general bankruptcy counsel; PJT PARTNERS INC. and LIONTREE ADVISORS LLC as financial advisors; AP SERVICES, LLC as restructuring advisor. STRETTO, INC., is the claims agent. VICTORIA'S SECRET: Moody's Affirms Ba3 CFR, Outlook Remains Stable ------------------------------------------------------------------ Moody's Investors Service affirmed all the ratings of Victoria's Secret & Co.'s (VS), including the Ba3 corporate family rating, Ba3-PD probability of default rating, Ba2 senior secured bank credit facility rating, and B1 senior unsecured notes rating. At the same time Moody's lowered the company's speculative grade liquidity rating (SGL) to SGL-2 (good) from SGL-1 (very good). The outlook remains stable. The downgrade of the speculative grade liquidity rating to SGL-2 reflects the company's lower cash balances and lower free cash flow generation as a result of margin pressure. At April 29, 2023, VS had $132 million of cash and for the twelve months ended April 29, 2023 generated $277 million of free cash flow which was used to make $266 million of share repurchases. VS also had $295 million outstanding under its $750 million asset based revolving credit facility maturing 2026. Moody's expects outstandings to remain around this level as VS is likely to continue to make share repurchases. VS made $250 million of share repurchases in 2022 and Moody's expects share repurchases to continue at the same pace. VS' cash flow is highly seasonal, with about 90 to 100% of its cash flow from operations generated in the fourth quarter. The first and third quarters are expected to generally generate negative cash flow from operations. Affirmations: Issuer: Victoria's Secret & Co. Corporate Family Rating, Affirmed Ba3 Probability of Default Rating, Affirmed Ba3-PD Senior Secured Term Loan B, Affirmed Ba2 Senior Unsecured Global Notes, Affirmed B1 Downgrades: Issuer: Victoria's Secret & Co. Speculative Grade Liquidity Rating, Downgraded to SGL-2 from SGL-1 Outlook Actions: Issuer: Victoria's Secret & Co. Outlook, Remains Stable RATINGS RATIONALE Victoria's Secret & Co.'s Ba3 corporate family rating is supported by the company's solid market position as a leading intimates apparel retailer through its Victoria's Secret brand ("Victoria's Secret") and PINK brand as well as its formidable beauty business. The company continues to implement strategic initiatives to improve its operational performance which has required the rationalization of its fleet, addressing its assortments and imagery, remodeling to improve store presentation and reducing cost. The company has also launched a new loyalty program and expanded its third party product assortment. VS' rating is also supported by its conservative capital structure and good liquidity. VS has also grown its e-commerce business rapidly and in December 2022 acquired an intimate apparel company called Adore Me which primarily sells its products online powered by a proprietary technology platform. VS intends to leverage Adore Me's technology to scale differentiated and digital shopping experiences. Adore Me has a younger customer base with over a million active customers and the acquisition will be accretive to earnings. The company's operating performance has been pressured due to a challenging business environment for apparel retailers with lower demand for intimate apparel. Inflationary pressures have resulted in consumers pulling back on non-essential retail categories and higher input costs have negatively impacted margins. Additionally, the company's PINK brand has underperformed as products have not resonated with its customer base. As a result credit metrics have deteriorated but will still remain strong with Debt/EBITDA expected to remain below 3.0x and EBIT/Interest at about 2.5x in the next 12 months. The company's rating is constrained by its narrow product focus which has a significant fashion element which can lead to earnings volatility. The stable outlook reflects Moody's expectation that operating performance including topline and margins will not deteriorate meaningfully and the company will be able to weather the risk of future operational volatility given the significant fashion component of its products and the potential for demand weakening as alternative apparel categories and services increase in favorability. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING Rating could be upgraded to the extent the company continues to post consistent sales and operating earnings growth while maintaining good liquidity. An upgrade would require a conservative and clearly articulated financial strategy. Quantitatively, an upgrade would require operating margins sustained in excess of 10% and Moody's debt/EBITDA sustained below 1.75x. Ratings could be downgraded if liquidity deteriorates for any reason or financial strategies become more aggressive. Quantitatively, ratings would be downgraded should Moody's adjusted debt/EBITDA remain above 3.25x or EBIT/interest is sustained below 2.25x. Headquartered in Reynoldsburg, Ohio, Victoria's Secret & Co. is a specialty retailer of women's lingerie, other apparel, personal care and beauty products through its global retail stores. VS operates 831 stores in North America with approximately 500 stores outside North America. Products are sold under two leading two brands, Victoria's Secret and PINK. Its beauty products business comprises over 15% of its North America retail sales. Revenue was about $6.3 billion for the twelve months ended April 29, 2023. The principal methodology used in these ratings was Retail published in November 2021. VISIONARY LABELS: Amends Ascentium & Blue Bridge Secured Claims --------------------------------------------------------------- Visionary Labels and Packaging, LLC, submitted a First Amended Plan of Reorganization for Small Business. The Plan Proponent's financial projections show that the Debtor will have Projected Disposable Income from its operations of three years of approximately $213,846. The final Plan payment is expected to be paid eight years from the effective date. This Plan of Reorganization proposes to pay creditors of the Debtor from cashflow from operations. Class 5 consists of the Secured Claim of Ascentium Capital, LLC. This Class has an Allowed Secured Amount of $30,000; the difference between the Total Allowed Claim amount and this Allowed Secured Amount is non-priority unsecured claim in Class 17. The amount of claim in this Class total $86,907.32 and will receive a monthly payment of $497.67 from the effective date and will continue 83 months after first payment made on effective date, Class 6 consists of the Secured Claim of Blue Bridge Financial LLC. This Class has an Allowed Secured Amount of $14,766.44; the difference between this Total Allowed Claim amount and this Allowed Secured Amount is a non-priority unsecured claim in Class 17. The amount of claim in this Class total $46,261.35 and will receive a monthly payment of $497.67 from the effective date and will continue 83 months after first payment made on effective date. Like in the prior iteration of the Plan, Class 17 non-priority unsecured creditors shall be paid 25% dividend over 96 months due and payable every 3 months. The Plan will be funded by the Debtor's business earnings. A full-text copy of the First Amended Plan dated July 20, 2023 is available at https://urlcurt.com/u?l=geZpFV from PacerMonitor.com at no charge. Attorney for the Plan Proponent: Giovanni Orantes, Esq. The Orantes Law Firm, PC 3435 Wilshire Blvd., Suite 2920 Los Angeles, CA 90010 Telephone: (213) 389-4362 Facsimile: (877) 789-5776 Email: go@gobklaw.com About Visionary Labels and Packaging Visionary Labels and Packaging, LLC, is in the business of labeling and providing labeled cans to beer brewers and other makers of canned beverages. The company is based in Fontana, Calif. Visionary Labels and Packaging sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-11032) on March 17, 2023. In the petition signed by its chief executive officer, Frank Sanchez, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Magdalena Reyes Bordeaux oversees the case. Giovanni Orantes, Esq., at The Orantes Law Firm, A.P.C., is the Debtor's legal counsel. VITAL PHARMA.: Former CEO Appeals to Get Social Media Control Back ------------------------------------------------------------------ David Minsky of Law360 reports that the former head of the Bang Energy drink company, Vital Pharmaceuticals, appealed a U. S. Bankruptcy Court's order for him to turn over control of CEO social media accounts, disagreeing that they were "predominately or pervasively used" to market its parent company's products and saying he has the right to control his own image. About Vital Pharmaceuticals Since 1993, Florida-based Vital Pharmaceuticals, Inc., doing business as Bang Energy and as VPX Sports, has developed performance beverages, supplements, and workout products to fuel high-energy lifestyles. VPX Sports is the maker of Bang energy drinks, among other consumer products. Vital Pharmaceuticals, Inc., along with certain of its domestic subsidiaries and affiliates, filed voluntary petitions for protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 22-17842) on Oct. 10, 2022. VPX estimated $500 million to $1 billion in assets and liabilities as of the bankruptcy filing. The Hon. Scott M. Grossman is the case judge. The Debtors tapped Latham & Watkins, LLP as general bankruptcy counsel; Berger Singerman, LLP as local counsel; Haynes and Boone, LLP and Faulkner ADR Law, PLLC as special counsels; Huron Consulting Group, Inc., as CTO services provider; and Rothschild & Co US, Inc., as investment banker. Stretto, Inc., is the notice, claims and solicitation agent. The U.S. Trustee for Region 21 appointed an official committee of unsecured creditors on Nov. 1, 2022. The committee tapped Lowenstein Sandler, LLP as general bankruptcy counsel; Sequor Law, P.A., as local counsel; and Lincoln Partners Advisors, LLC as financial advisor. VOYAGER AVIATION: Case Summary & 23 Largest Unsecured Creditors --------------------------------------------------------------- Lead Debtor: Voyager Aviation Holdings, LLC 301 Tresser Boulevard Suite 602 Stamford CT 06901 Business Description: Voyager Aviation is a privately held aviation investment firm and commercial aircraft leasing company. Chapter 11 Petition Date: July 27, 2023 Court: United States Bankruptcy Court Southern District of New York Twenty affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Voyager Aviation Holdings, LLC (Lead Case) 23-11177 Voyager Aviation Management Ireland Designated Activity Company 23-11176 A330 MSN 1432 Limited 23-11178 A330 MSN 1579 Limited 23-11179 Panamera Aviation Leasing XII DAC 23-11180 Cayenne Aviation MSN 1123 Limited 23-11181 Cayenne Aviation MSN 1135 Limited 23-11183 Panamera Aviation Leasing XIII DAC 23-11184 Panamera Aviation Leasing IV Limited 23-11185 Panamera Aviation Leasing VI Limited 23-11186 Aetios Aviation Leasing 1 Limited 23-11187 N116NT Trust 23-11188 Panamera Aviation Leasing XI Limited 23-11189 Aetios Aviation Leasing 2 Limited 23-11190 Cayenne Aviation LLC 23-11191 DPM Investment LLC 23-11193 Voyager Finance Co. 23-11194 Voyager Aviation Aircraft Leasing, LLC 23-11195 Intrepid Aviation Leasing, LLC 23-11196 Voyager Aircraft Leasing, LLC 23-11197 Judge: Hon. John P. Mastando III Debtors' Counsel: Lauren C. Doyle, Esq. MILBAK LLP 55 Hudson Yards New York NY 10001 Tel: (212) 500-5000 Email: LDoyle@Milbank.com Debtors' Financial Advisor: FTI CONSULTING, INC. Debtors' Investment Banker and Financial Advisor: GREENHILL & CO., LLC Debtors' Claims & Noticing Agent: KURTZMAN CARSON CONSULTANTS LLC Debtors' Tax Restructuring Advisor: KPMG LLP Debtors' Special M&A and Aircraft Level Financing Counsel: VEDDER PRICE LLP Estimated Assets (on a consolidates basis): $1 billion to $10 billion Estimated Liabilities (on a consolidated basis): $1 billion to $10 billion The petitions were signed by Michael Sean Ewing as chief financial officer. A full-text copy of the Lead Debtor's petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/KBOBBMQ/Voyager_Aviation_Holdings_LLC__nysbke-23-11177__0001.0.pdf?mcid=tGE4TAMA Consolidated List of Debtors' 23 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Bank of Utah Unsecured Debt Undetermined (Debt Guarantee Claim MSN 1432) Guarantee Attn: Jamille Pool Claim 50 South 200 East, Suite 110 Salt Lake City, UT 84111 Tel: (801) 924-3588 Fax: (801) 924-3630 Email: jpool@bankofutah.com 2. Citibank, N.A. New York Unsecured Debt Undetermined (Debt Guarantee Claim MSN 55148) Guarantee Attn: Albert Mari Claim 388 Greenwich Street New York, NY 10013 Phone: (212) 816-1807 Email: albert.p.mari@citi.com 3. Citibank, N.A. New York Unsecured Undetermined (Debt Guarantee Claim MSN 55160) Debt Guarantee Attn: Albert Mari Claim 388 Greenwich Street New York, NY 10013 Phone: (212) 816-1807 Email: albert.p.mari@citi.com 4. ING Capital LLC Unsecured Debt Undetermined (Debt Guarantee Claim MSN 63781) Guarantee Attn: David Jaquet/Hank Lin Claim 1133 Avenue of the Americas New York, NY 10036 Tel: (646) 424-8235 Fax: (646) 424-8253 Email: DLNYCLOANAGENCYTEAM@ING.COM; DAVID.JAQUET@ING.COM; HANK.LIN@ING.COM 5. Keb Hana Bank, London Branch Unsecured Debt Undetermined (Debt Guarantee Claim MSN 1635) Guarantee Attn: Jo, Young HWA/Ryu, Kyung Claim 2nd Flood, 8 Old Jewry London, EC2R 8DN United Kingdom Tel: 44-020-7606-0191 Fax: 44-20-7606-9968 Email: LOAN@KEBLDN.CO.UK; BOYOUNG@HANAFN.COM; LOAN.UK@HANAFN.COM; KIMSEUNGHO@HANAFN.COM; JAEYOUNG_LEE@HANAFN.COM; CBPARK92@HANAFN.COM; BOYOUNG@HANAFN.COM 6. KEB Hana Bank, London Branch Unsecured Debt Undetermined (Debt Guarantee Claim MSN 1554) Guarantee Attn: Jo, Young, HWA/Ryu, Kyung Claim 2nd Flood, 8 Old Jewry London, EC2R 8DN United Kingdom Tel: 44-020-7606-0191 Fax: 44-20-7606-9968 Email: LOAN@KEBLDN.CO.UK; BOYOUNG@HANAFN.COM; LOAN.UK@HANAFN.COM; KIMSEUNGHO@HANAFN.COM; JAEYOUNG_LEE@HANAFN.COM; CBPARK92@HANAFN.COM; BOYOUNG@HANAFN.COM 7. Norddeutsche LandesBank Unsecured Debt Undetermined Girozentrale Guarantee (Debt Guarantee Claim MSN 1579) Claim Attn: Sabine Groth/Marc Gruenberg Aviation Finance & Investment Solutions Portfolio Management & Execution I 5094/2966 Friedrichswall 10 Hannover, 30159 Germany Tel: 49(511) 361-4819 Fax: 49(511) 361-4785 Email: SABINE.GROTH@NORDLB.DE; MARC.GRUENBERG@NORDLB.DE; JENS.RACHFAHL@NORDLB.DE 8. UMB Bank, National Association Unsecured Debt Undetermined (Debt Guarantee Claim MSN 35542) Guarantee Attn: Brenda Paredes Claim UMB Bank N.A. 6440 S. Millrock Dr, Suite 400 Salt Lake City, UT 84121 Fax: (385) 715-3025 Email: brenda.paredes@umb.com 9. Wells Fargo Trust Company, Unsecured Debt Undetermined National Association Guarantee (Debt Guarantee Claim MSN 1592) Claim Attn: Corporate Trust Lease Group; MAC: U1228-051 Computershare Corporate Trust Lease Columbia Mailroom Team 9062 Old Annapolis Road Columbia, MD 21045 Tel: (385) 415-8008 (385) 415-8003 (801) 246-7142 Email: COURTNEY.HOWARD@WELLSFARGO.COM; AIMEE.B.JOHNSON@WELLSFARGO.COM; HILLARY.A.PAVIA@WELLSFARGO.COM 10. Wells Fargo Trust Company, Unsecured Debt Undetermined National Association Guarantee (Debt Guarantee Claim MSN 1651) Claim Attn: Corporate Trust Lease Group; MAC: U1228-051 Computershare Corporate Trust Lease Columbia Mailroom Team 9062 Old Annapolis Road Columbia, MD 21045 Tel: (385) 415-8008; (385) 415-8003; (801) 597-6914 Fax: (801) 246-7142 Email: OURTNEY.HOWARD@WELLSFARGO.COM; AIMEE.B.JOHNSON@WELLSFARGO.COM; HILLARY.A.PAVIA@WELLSFARGO.COM 11. Wells Fargo Trust Company, Unsecured Debt Undetermined National Association Guarantee (Debt Guarantee Claim MSN 1524) Claim Attn: Corporate Trust Lease Group; MAC: U1228-051 Computershare Corporate Trust Lease Columbia Mailroom Team 9062 Old Annapolis Road Columbia, MD 21045 Tel: (385) 415-8008 (385) 415-8003 (801) 246-7142 Email: COURTNEY.HOWARD@WELLSFARGO.COM; AIMEE.B.JOHNSON@WELLSFARGO.COM; HILLARY.A.PAVIA@WELLSFARGO.COM 12. Wells Fargo Trust Company, N.A. Unsecured Debt Undetermined FKA Wells Fargo Bank Northwest, Guarantee National Association Claim (Debt Guarantee Claim MSN 63695) Attn: Corporate Trust Department MAC: U1228-051 299 S. Main Street, 5th Floor Salt Lake City, UT 84111 Tel: (801) 246-6000 Fax: (801) 246-7142 Email: CTSLEASEGROUP@WELLSFARGO.COM 13. JPA No. 166 Co., Ltd. Contract Claim $8,250,000 c/o JP Lease Products & Services Co. Ltd. Attn: Fund Administration c/o JP Lease Products & Services Co., Ltd. Kasumigaseki Common Gate West Tower 34F 3-2-1 Kasumigaseki, Chiyoda-Ku Tokyo, 100-0013 Japan Phone: 81 3 6206 1395 Email: SHIMAMURA@JLPS.CO.JP; ISHIKAWA@JLPS.CO.JP; JLPS- FUNDADMIN@JLPS.CO.JP 14. JPA No. 165 Co. Ltd. Contract Claim $7,500,000 c/o JP Lease Products & Services Co. Ltd. Attn: Fund Administration c/o JP Lease Products & Services Co., Ltd. Kasumigaseki Common Gate West Tower 34F 3-2-1 Kasumigaseki, Chiyoda-Ku Tokyo, 100-0013 Japan Phone: 81-3-6206 1395 Email: SHIMAMURA@JLPS.CO.JP; ISHIKAWA@JLPS.CO.JP; JLPS- FUNDADMIN@JLPS.CO.JP 15. Rolls-Royce TotalCare Trade Claim $2,600,000 Services limited James Tubby, Head of Commercial- Lessors Customer Team Rolls-Royce Total Care Services Limited PO Box 31 Derby, DE24 8BJ United Kingdom Tel: 44(0) 7552-269420 Fax: 44(0) 1332-248288 Email: JAMES.TUBBY@ROLLS-ROYCE.COM 16. Norddeutsche Landesbank Contract Claim $1,551,773 Girozentrale Attn: Sabine Groth/Marc Gruenberg Aviation Finance & Investment Solutions Portfolio Management & Execution I 5094/2966 Friedrichswall 10 Hannover, 30159 Germany Tel: 49 (511) 361-4819 Fax: 49 (511) 361-4785 Email: SABINE.GROTH@NORDLB.DE; MARC.GRUENBERG@NORDLB.DE; JENS.RACHFAHL@NORDLB.DE 17. SGI Aviation Services B.V. Trade Claim $386,085 Attn: Fiona Kalmar SGI Aviation Services B.V., Margriettoren Haaksbergweg 75 (6th Floor) Amsterdam, 1101 BR The Netherlands Tel: 31 (20) 880-4222 Fax: 31 (20) 890-8490 Email: AMSACCOUNTING@SGIAVIATION.COM; FKALMAR@SGIAVIATION.COM 18. Donnelley Financial Solutions Trade Claim $34,960 Donnelley Financial, LLC PO Box 842282 Boston, MA 02284-2282 Tel: 917-273-0345 Email: CASHAPPLICATIONS@DFINSOLUTIONS.COM 19. Three Stamford Plaza Trade Claim $22,558 Attn: Property Manager Three Stamford Plaza Owner LLC c/o RFR Realty LLC 263 Tresser Boulevard, 4th Floor Stamford, CT 06901 Email: accountsreceivable@rfr.com 20. Netology Trade Claim $10,899 1200 Summer Street Suite 302 Stamford, CT 06905 Tel: 203-975-9630 Email: jdagostino@netologyllc.com 21. Savills Ire Trade Claim $3,320 Savills Commercial (Ireland) Limited 33 Molesworth Street Dublin 2, Ireland Tel: 353 (01) 6181300 Email: pmaccountsreceivable@savills.ie 22. FlyDocs Trade Claim $1,980 Gen2 Systems Limited The Lewis Building, Bull Street Birmingham, B4 6AF United Kingdom Email: finance@flydocs.aero 23. Equiniti Trust Company, LLC Trade Claim $1,400 Attn: Billing/Accounts Receivable 3201 15th Avenue Brooklyn, NY 11219 Email: AR@EQUINITI.COM; REMITTANCE@EQUINITI.COM WEWORK INC: Inks First Supplemental Indenture With U.S. Bank Trust ------------------------------------------------------------------ WeWork Companies LLC, a wholly-owned subsidiary of WeWork Inc., WW Co-Obligor Inc., a wholly-owned subsidiary of the Issuer, the guarantors party thereto and U.S. Bank Trust Company, National Association, as trustee, entered into a supplemental indenture to the Base Indenture pursuant to which the Issuers issued $116.7 million in aggregate principal amount of 15.000% First Lien Senior Secured PIK Notes due 2027, Series II, and $58.3 million in aggregate principal amount of 15.000% First Lien Senior Secured PIK Notes due 2027, Series III. The New Series II Notes were sold to SoftBank Vision Fund II-2 L.P., a limited partnership established in Jersey, pursuant to that certain Master First Lien Senior Secured PIK Notes Note Purchase Agreement, dated as of May 5, 2023 (as amended, supplemented, waived or otherwise modified from time to time), by and among the Issuers and SVF II. The New Series III Notes were sold to a third party investor pursuant to that certain Securities Purchase and Commitment Agreement, dated as of March 17, 2023 (as amended, supplemented, waived or otherwise modified from time to time), by and among the Issuers, the Company and the Third Party Investor. The New Notes were issued pursuant to that certain First Lien Senior Secured PIK Notes Indenture, dated as of May 5, 2023, by and among the Issuers, the guarantors party thereto, the Trustee and U.S. Bank Trust Company, National Association, as collateral agent. The New Series II Notes were issued as Series II First Lien Notes under the Indenture and are subject to the terms set forth therein. The New Series III Notes were issued as Series III First Lien Notes under the Indenture and are subject to the terms set forth therein. The terms of the New Notes are substantially similar to those of the Issuers' 15.000% First Lien Senior Secured PIK Notes due 2027, Series I, previously issued. The New Notes and related guarantees have not been registered under the Securities Act of 1933, as amended, and were issued and sold in reliance on the exemption provided in Section 4(a)(2) of the Securities Act. About WeWork New York, NY-based WeWork Inc. (NYSE: WE) -- wework.com -- is a global flexible workspace provider, serving a membership base of businesses large and small through its network of 779 Systemwide Locations, including 622 Consolidated Locations as of December 2022. WeWork reported a net loss of $2.29 billion for the year ended Dec.31, 2022, a net loss of $4.63 billion for the year ended Dec. 31, 2021, a net loss of $3.83 billion in 2020, and a net loss of $3.77 billion in 2019. As of Dec. 31, 2022, the Company had $17.86 billion in total assets, $21.31 billion in total liabilities, and a total deficit of $3.43 billion. YACHTBRASIL MOTOR: Starts Subchapter V Bankruptcy Proceeding ------------------------------------------------------------ Yachtbrasil Motor Boats and Charters LLC filed for chapter 11 protection in the Southern District of Florida. The Debtor elected on its voluntary petition to proceed under Subchapter V of chapter 11 of the Bankruptcy Code. YB is a yacht sales, charter and brokerage business that commenced doing business in 2007. The business is based in Miami Beach Marina, at 300 Alton Road, Suite 101A, Miami Beach, Florida 33139, which premises are not owned by Debtor YB was a successful yacht brokerage dealer for several years, with up to ten yacht salespersons working for the company, as well as a service and repair department that employed up to 12 people. However, beginning with Hurricane Irma in mid-2017 and continuing through early 2020, YB experienced a significant slowdown in sales. That decline in business was further exacerbated by the COVID-19 pandemic that commenced in March 2020. As a result, Lysandra Coelho, YB's owner ("L.Coelho"), and her husband, Aderbal Coelho, a Florida licensed yacht and ship broker ("A. Coelho"), fell into default on two loans from Biscayne Bank, which later became First Citizens Bank and Trust Company ("First Citizens"). The first loan was a cash-out loan of $1,155,000 on their homestead property located at 13255 Biscayne Bay Drive, North Miami, FL 33181 (the "Coelho Homestead"), which was secured by the homestead ("Loan 1"). Loan 1 was obtained in part to provide operating funds for YB. The second loan was a $2,000,000 revolving business line of credit to YB and was used solely for YB business operations ("Loan 2"). Loan 2 also was secured by the Coelho Homestead. First Citizens filed a foreclosure action in 2021, but last year it sold both loans to CNP XII Ventures, LLC ("CNP"), which took over the foreclosure litigation. CNP obtained a state court receiver in November 2022 (the "Receiver"), who subsequently seized, inter alia, two yachts owned by YB. On June 1, 2023, CNP obtained a Final Judgment of Foreclosure against YB and the Coelhos and a foreclosure sale of the Coelho Homestead was scheduled for July 10, 2023. YB filed its Chapter 11, Subchapter 5 case to stay the foreclosure sale and preserve substantial equity in the Coelho Homestead, which the Coelhos believe is approximately $2 million. The filing seeks to pay creditors and capture equity. According to court filings, YB estimates between $1 million and $10 million in debt owed to 1 to 49 creditors. The petition states that funds will be available to unsecured creditors. A telephonic meeting of creditors under 11 U.S.C. Section 341(a) is slated for August 14, 2023 at 2:00 p.m. About Yachtbrasil Motor Boats and Charters Yachtbrasil Motor Boats and Charters LLC is a third-generation family-owned business specializing in the sale and maintenance of luxury yachts. They are an authorized dealer for Rio Yachts, Maestro, Maori, and Comitti, and provide a full range of logistical services. Yachtbrasil Motor Boats and Charters LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-15357) on July 10, 2023. In the petition filed by Lysandra Coelho, as managing member, the Debtor reported assets and liabilities between $1 million and $10 million. The Honorable Bankruptcy Judge Laurel M Isicoff oversees the case. The Debtor is represented by: Geoffrey S. Aaronson, Esq. 300 Alton Road, Suite 101A Miami Beach, FL 33139 [*] Texas Tops Commercial Bankruptcy Filings from January to June ----------------------------------------------------------------- Polsinelli reports that the U.S. Bankruptcy Courts in Texas attracted about 40% of the country's commercial Chapter 11 filings in the first six months of this year, solidifying the state's lead as the most popular restructuring destination for failed companies. "What the large chapter 11 debtors want, more so than some of the smaller midmarket companies, is consistency in rulings, and that's the one thing you're getting out of Texas right now," Christopher Ward, lawyer at Polsinelli said during Wednesday's, July 19, 2023, webinar facilitated by the American Bankruptcy Institute. [^] BOOK REVIEW: The Story of The Bank of America ------------------------------------------------- Author: Marquis James and Bessie R. James Publisher: Beard Books Softcover: 592 pages List Price: $31.80 Order your personal copy today at http://www.amazon.com/exec/obidos/ASIN/1587981459/internetbankrupt The Bank of America began as the Bank of Italy in 1904. A. P. Giannini was motivated to found the Bank out of his indignation over the neglect by other banks of the Italian community in San Francisco's North Beach area. Local residents were quickly drawn to Giannini's new type of bank suited for their social circumstances, financial needs, and plans and aspirations. Before Giannini's Bank of Italy, the field was dominated by large, well-connected, and politically influential banks typified by the magnate J. P. Morgan's House of Morgan catering to corporations and the wealthy industrialists and their families of the Gilded Age. Giannini's Bank proved to be a timely enterprise with great potential far beyond its founder's original aims. The early 1900s following the Gilded Age was a time of spreading democratization in American society with large numbers of immigrants being assimilated. It was also a time of considerable industrial growth after the heyday of the tycoons such as Morgan, Rockefeller, and Carnegie in the latter 1800s. Giannini's idea was also helped by the growth of California in its early stages of becoming one of the most prosperous and most populous states. As California grew, so did the Bank of America. A. P. Giannini was the perfect type of individual to oversee the growth of a bank that stood in sharp contrast to the House of Morgan and which reflected broad changes in American society and business. Giannini followed the quick success of his North Beach bank with Bank of Italy branches elsewhere in San Francisco. With the success of these followed branches throughout California's agricultural valleys and Los Angeles as Giannini reached out to populations of other average persons generally ignored by the traditional banks. Throughout the rapid growth of his bank, Giannini never lost touch with his original motive for creating a bank suited for the average individual. When he died at 80 years of age in 1949, he lived in the same house as he did when he opened the original Bank of Italy; and his estate was less than half a million dollars. Throughout all the stages of the Bank of America's growth, business recessions and depressions, and changes in American society, including increased government regulation, the Bank continued to reflect its founder's purposes for it. In the 1920s, the Bank of Italy became a part of the corporation Transamerica. In 1930, the Bank was merged with the Bank of America of California. The newly formed bank was given the name the Bank of America National Trust and Savings Association, with Giannini appointed as chairman of the committee to work out the details of the merger. In 1930, he selected Elisha Walker to head Transamerica so he could be free to pursue his interest of establishing a national bank with the same goals and nature as his original Bank of Italy. But becoming alarmed over Walker's proposed measures for dealing with the pressures of the Depression, Giannini waged a battle involving board members, stockholders, and allies he had worked with in the past to regain control of Transamerica. In 1936, A. P. Giannini's son, Lawrence Mario, succeeded his father as president of Bank of America, with A. P. remaining as chairman of the board. The story of Bank of America is largely the story of A. P. Giannini: his ideas, his values, his ambitions, his goals, his personality. The co-authors follow the stages of the Bank's growth by focusing on the genteel, yet driven and innovative, A. P. Giannini. There's a balance of basic business material such as stock prices, rationale of momentous business decisions, and balance-sheet data, with portrayals of outsized characters of the time. Among these, besides Giannini, are the federal government official Henry Morgenthau and Charles Stern, California's superintendent of banks in the early 1900s. With this balance, The Story of the Bank of America is an engaging and informative work for readers of more technical business books and human-interest business stories alike. ********* 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 ***