/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/231005.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, October 5, 2023, Vol. 27, No. 277 Headlines 100 CHRISTOPHER: Seeks to Assume NY Property Sale Contract 1350 GREENVIEW: Seeks to Hire Tranzon Driggers as Broker 1741 N WESTERN AVE: Commences Chapter 11 Bankruptcy Case 717 ARMORY: Case Summary & Five Unsecured Creditors ACE INSULATION: Case Summary & 20 Largest Unsecured Creditors ACPRODUCTS HOLDINGS: BlackRock Fund Marks $1.4MM Loan at 16% Off ADT INC: Moody's Ups CFR to Ba3 & Rates New 1st Lien Term Loan Ba2 ADT INC: S&P Assigns 'BB' Rating on New $1.4BB Term Loan Due 2030 AGILETHOUGHT INC: November 2023 Chapter 11 Auction Okayed AINOS INC: To Issue $3M Tranche of $10M Notes Private Placement AIR CANADA: Moody's Hikes CFR to Ba2 & Senior Secured Notes to Ba1 AMC ENTERTAINMENT: BlackRock Fund Marks $1.3MM Loan at 22% Off AMERICAN CHARTER SCHOOLS FOUNDATION: S&P Affirms 'BB+' Bonds Rating AMERICAN HVAC: Unsecureds to Split $77K via Quarterly Payments AMERIMARK INTERACTIVE: Court Dismisses Bankruptcy Case ARCHDIOCESE OF BALTIMORE: Plans Chapter 11 Reorganization Filing ASCEND LEARNING: BlackRock DSF Marks $681,000 Loan at 15% Off ASURION LLC: BlackRock Debt Strategies Marks $1.4M Loan at 16% Off ASURION LLC: BlackRock Fund Marks $985,000 Loan at 15% Discount AVINGER INC: Preferred Stockholders Waive Dividend for 2023 AZAR BOUJARAN-GHOMI: Seeks to Hire US Dental Practices as Broker AZAR BOUJARAN-GHOMI: U.S. Trustee Appoints Joseph Tomaino as PCO B GSE GROUP: CRO Seeks to Hire Professional Tax Consultants LLC BANYAN CAY RESORT: Bid to Stop Subpoena in Chapter 11 Denied BAUSCH HEALTH: BlackRock DSF Marks $954,000 Loan at 25% Off BESTWALL LLC: Law Firm Fights Sanctions in Bankruptcy BEVERLY COMMUNITY: PCO Reports Staffing Changes BF MANAGEMENT: Seeks to Hire John P. Forest as Bankruptcy Counsel BITTREX INC: Withdraws Chapter 11 Bid Against Fla. Agency Sanctions BLOCKFI INC: FTX Slashes Claim to $500 Million from $5 Billion BLOCKFI INC: Judge to Likely Stop DOJ's Bid for Money Seizure BOY SCOUTS: Abuse Victims Start Receiving Settlement Payouts BROW BAR: Unsecureds to Get Share of Income for 3 Years BUFFALO DIOCESE: Unsecureds Want Insurance Companies' Records CABALLERO SAND: Case Summary & 12 Unsecured Creditors CAPROCK LAND: Seeks to Hire Mullin Hoard & Brown as Legal Counsel CAPSTONE GREEN: Unsecureds Will Get 100% of Claims in Plan CASA SYSTEMS: Falls Short of Nasdaq Minimum Bid Price Requirement CELSIUS NETWORK: Gets Court Okay to Pay Employee Witness in Ch.11 COLLEGE OF SAINT ROSE: Fitch Affirms and Withdraws 'BB' Bond Rating DESOLATION HOLDINGS: Fine-Tunes Plan Documents DIAMOND SPORTS GROUP: Sinclair, JPMorgan Wants Lawsuits Tossed DURANGO RV RENTAL: Files for Chapter 11 Bankruptcy DURANGO RV RENTAL: Hires Berken Cloyes as Bankruptcy Counsel EARL FREDDY: Gina Klump Named Subchapter V Trustee ELECTRONICS FOR IMAGING: BlackRock Fund Marks $683,000 Loan at 32% ENDO INTERNATIONAL: Skadden Cleared to Get $19 Million Fee Payment ENVISION HEALTHCARE: BlackRock Fund Marks $1.3MM Loan at 79% Off ESCALON MEDICAL: Delays Annual Report for Fiscal Year Ended June 30 EXPRESS ELECTRIC: Neema Varghese Named Subchapter V Trustee EYECARE PARTNERS: BlackRock Fund Marks $1.9MM Loan at 27% Off EYECARE PARTNERS: BlackRock Fund Marks $465,000 Loan at 29% Off FELIX BRACE: Seeks to Hire Rozier McKay & Willis as Tax Preparer FILE STORAGE: Unsecureds Recovery "TBD" in Liquidating Plan FLUID CONSTRUCTION: Seeks to Hire BransonLaw PLLC as Counsel FOLEY BUILDING: Gets OK to Hire J. D. Graham as Bankruptcy Counsel FRANK STOLLER: Case Summary & 15 Unsecured Creditors FTX GROUP: Appeals Court Denies SBF Jail Release Bid FTX GROUP: Coinbase Plans to Purchase FTX Europe Despite Bankruptcy FTX GROUP: Diameter, Silver Point Buy Cheap Lehman Redux Claims FTX GRP: Sued Former Employees to Target $153M Withdrawals GAUCHO GROUP: Reaches Deal to Suspend Operations of LVH Holdings GENESIS CARE: Updates SFA & Swap Claims Pay Details GILBERT BARBEE: Seeks to Tap JLL Valuation & Advisory as Appraiser GLAD ENTERPRISES: Hits Chapter 11 Bankruptcy Protection GLOBAL AIRCRAFT: Creditors Organize Prior to Anticipated Debt Talks GLOBAL FERTILITY: PCO Reports No Change in Patient Care Quality GOLYAN ENTERPRISES: Updates Liquidating Plan Disclosures GRS RESTAURANT: Class 5 Unsecureds to Recover 10% over 60 Months GUNTHER CHARTERS: Business Income & New Contribution to Fund Plan H20 COMMERCIAL: Case Summary & 17 Unsecured Creditors HACIENDA CO. LLC: Chapter 11 Approved Despite US Trustee's Protest HACIENDA CO: Wins Wind-Down Fight Against Government HANDPICKED INC: Unsecureds Will Get 1.05 Cents on Dollar in Plan HAYS MECHANICAL: Holly Miller Named Subchapter V Trustee HCIC HOLDINGS: Case Summary & Six Unsecured Creditors HDRMP LLC: $5.4M Sale to Embry Development to Fund Plan HEALTHEQUITY INC: Moody's Ups CFR to Ba3 & Unsecured Notes to B2 HICKAM HARBOR: Seeks to Hire Till Law Group as Bankruptcy Counsel HOLIDAY ERIN: Seeks Approval to Sell Assets by Public Auction HOLIDAY HAM: Seeks Court Approval to Auction Off Assets HOMESERVE USA: Moody's Assigns First Time 'B1' Corp. Family Rating HOMESERVE USA: S&P Assigns 'BB-' ICR, Outlook Stable IAERO AIRWAYS: Swift Air Files for Chapter 11 Bankruptcy JDI DATA: Trustee Gets OK to Hire Baradat Group as IT Consultant LE POUF LLC: Seeks Chapter 11 Bankruptcy Protection LEARFIELD COMMS: BlackRock Fund Marks $745,000 Loan at 20% Off LEGACY CARES: Ombudsman Taps Burgess Law Group as Local Counsel LEGACY CARES: Ombudsman Taps Covington & Burling as Counsel LEGACY-XSPIRE: Has $8-Mil. Deal to Sell Assets to Blue Water LET'S TALK INTERACTIVE: Hits Chapter 11 Bankruptcy Protection LIGADO NETWORKS: Moody's Withdraws 'Ca' Corporate Family Rating LORDSTOWN MOTORS: Taps Winston & Strawn as Litigation Counsel LUCIRA HEALTH: Chapter 11 Assets Liquidation Okayed LUMEN TECHNOLOGY: BlackRock DSF Marks $1.6MM Loan at 23% Off MAGENTA BUYER: BlackRock Fund Marks $1.9MM Loan at 36% Off MAGENTA BUYER: BlackRock Fund Marks $2.08MM Loan at 25% Off MAISON DRAKE: L. Todd Budgen Named Subchapter V Trustee MALLINCKRODT PLC: $250 Million Chapter 11 Financing Approved MALLINCKRODT PLC: Begins Ireland Examinership Process MALLINCKRODT PLC: Pomerantz Chosen Lead Counsel in Investor Suit MERIDIAN RESTAURANTS: Burger King Will Buy 29 Restaurants MISSISSIPPI ORTHOPAEDIC: Hires Sheehan & Ramsey as Legal Counsel MOLEKULE GROUP: Preps Up for Chapter 11 Bankruptcy Filing MOLEKULE INC: Case Summary & 20 Largest Unsecured Creditors MORVATT ENTERPRISES: Seeks to Hire Herron Auction as Broker MV REALTY PBC: Seeks Chapter 11 Bankruptcy Protection MY THREE AMIGOS: Case Summary & One Unsecured Creditor NEW AMI LLC: BlackRock Debt Strategies Marks Term Loan at 16% Off NEW HORIZON RE LLC: Starts Subchapter V Bankruptcy Proceeding NORDAM GROUP: BlackRock DSF Marks $758,000 Loan at 15% Off OMNI NOLAN: Voluntary Chapter 11 Case Summary OPYS HOLDINGS: Hires Duvall & Fall as Ordinary Course Counsel ORBCOMM INC: BlackRock DSF Marks $759,000 Loan at 20% Off ORBITAL: Court Okays $15 Million DIP, Chapter 11 Auction in October ORETEST INTERNATIONAL: Files for Chapter 11 Bankruptcy PACKERS HOLDINGS: BlackRock DSF Marks $818,000 Loan at 31% Off PACKERS HOLDINGS: S&P Downgrades ICR to 'CCC', Outlook Negative PAD SILVERTHORNE: Case Summary & 11 Unsecured Creditors PECF USS INTERMEDIATE: BlackRock DSF Marks Term Loan B at 18% Off PEGASUS HOME: DIP Loans from Webster Bank, Blue Torch Win Final OK PESTO 1 INC: Christopher Simpson Named Subchapter V Trustee PRC 717: Voluntary Chapter 11 Case Summary PREFERRED CARE: Seeks to Hire Foley & Lardner as Counsel PREFERRED CARE: Seeks to Tap Focus Management as Financial Advisor PROG HOLDINGS: Moody's Affirms 'B1' CFR, Outlook Remains Stable PROPPANT TECH: Unsecured Claims Under $2K to Recover 100% in Plan RACHEL ONE: Seeks Approval to Tap Dahiya Law Offices as Counsel RADIATE HOLDCO: BlackRock DSF Marks $2.3MM Loan at 17% Off RED APPLE: Case Summary & Two Unsecured Creditors RESONETICS LLC: Moody's Rates New $390MM Incremental Loan 'B2' ROCHESTER DIOCESE: Filed Amended Chapter 11 Reorganization Plan S&R AFFORDABLE: Gets OK to Hire Owen Tucker as Accountant SAN MARINO CAFE: Seeks to Hire Terzian Law as Bankruptcy Counsel SANDY HOOK INVESTMENTS: Case Summary & Four Unsecured Creditors SAS AB: Castlelake Named Winning Consortium in Exit Financing SAS AB: Skadden Serves as Legal Counsel to Castlelake SEMRAD LAW FIRM: Chapter 11 Exit Approved SHERMAN/GRAYSON: PCO Reports No Change in Patient Care Quality SINCLAIR TELEVISION: BlackRock Fund Marks $1.5MM Loan at 25% Off ST. SEBASTIAN'S: Unsecureds to Get Share of Income for 60 Months STAR HARBOR, TX: S&P Rates 2023 Utility System Revenue Bonds BB' STERLING 40-01LLC: Files for Chapter 11 Bankruptcy STITCH ACQUISITION: BlackRock Fund Marks $951,000 Loan at 26% Off SUNAC CHINA: Foreign Recognition Hearing Set for Oct. 31 SUNSET DEBT: BlackRock Fund Marks $720,000 Loan at 19% Off TEMPO AUTOMATION: Receives Default Notice from Lenders THOR INDUSTRIES: S&P Raises Unsecured Notes Rating to 'BB' TITAN CONCRETE: Voluntary Chapter 11 Case Summary TMK HAWK: BlackRock Debt Strategies Marks $3.1MM Loan at 40% Off UNITED FURNITURE: Phoenix Acquisition to Buy Assets for $30,000 UPHEALTH HOLDINGS: Hits Chapter 11 Bankruptcy After $31M Judgment VERITAS US: BlackRock Debt Strategies Marks $2.6MM Loan at 19% Off VISTAGEN THERAPEUTICS: All Four Proposals Passed at Annual Meeting WAYSIDE SCHOOLS: S&P Affirms 'BB' Bond Rating, Outlook Positive WINCHESTER REAL: $5.4M Sale to Embry Development to Fund Plan ZAYO GROUP: BlackRock Debt Strategies Marks $4.3MM Loan at 22% Off [*] Commercial Chapter 11 Filings Up 61% in First Nine Months [*] Kirkland, Foley Co-Chair Nov 29 Distressed Investing Conference [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 100 CHRISTOPHER: Seeks to Assume NY Property Sale Contract ---------------------------------------------------------- 100 Christopher Street Propco, LLC asked the U.S. Bankruptcy Court for the Southern District of New York for approval to assume and close on the contract for the sale of its real property located at 100 Christopher St., New York. The company has a signed contract to sell the property to 100 Christopher, LLC for $30.02 million. The property is an apartment building with two ground floor commercial spaces. It is encumbered by a first mortgage held by Santander Bank, N.A., which asserts as much as $19.8 million in claims. Pursuant to the terms of the contract, the sale is conditioned on an assignment to and assumption by the buyer of Santander Bank's note and mortgage. Moreover, the sale must close by Oct. 24. 100 Christopher Street Propco will use the proceeds from the sale to pay creditors in full in cash. The remaining proceeds will be transferred to either the company's sole member or Mishmeret Trust Company Limited, as pledgee of the company's equity interests. Mark Frankel, Esq., the company's attorney, said the proposed sale "satisfies the applicable standards for a private sale" under the Bankruptcy Code. "Since the sale will pay all of the creditor claims in full in cash and since the [company's] sole member supports the sale, it is a sound exercise of the [company's] business judgment to sell the property to the purchaser under the contract," Mr. Frankel said in a motion filed in court. 100 Christopher Street Propco had earlier filed its Chapter 11 plan of reorganization. The plan is expected to be funded by the sale proceeds but there is no guarantee that the plan will be confirmed by the buyer's Oct. 24 deadline to close. To ensure that the sale to purchaser closes even if the company cannot timely confirm the plan, the company is proceeding on two tracks: confirmation of the plan and approval of the motion. Creditors will either be paid at closing under the plan if the plan is confirmed prior to the Oct. 24 deadline, or post-closing of the sale and upon consummation of the plan if confirmed post-closing. The court is set to hold a hearing on Oct. 18 to consider approval of the sale. About 100 Christopher Street Propco 100 Christopher Street Propco, LLC is a single asset real estate debtor (as defined in 11 U.S.C. section 101(51B)). The Debtor is the owner of real property located at 100 Christopher St., New York, valued at $30.02 million. The Debtor filed Chapter 11 petition (Bankr. S.D. N.Y. Case No. 23-11542) on Sept. 27, 2023, with $30,020,000 in assets and $20,188,718 in liabilities. Patrick McCann, vice president, signed the petition. Judge Philip Bentley oversees the case. Mark Frankel, Esq., at Backenroth Frankel & Krinsky, LLP represents the Debtor as legal counsel. 1350 GREENVIEW: Seeks to Hire Tranzon Driggers as Broker -------------------------------------------------------- 1350 Greenview Shores, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Jon K. Barber and Soldnow, LLC, d/b/a Tranzon Driggers as its broker. Tranzon Driggers will assist in the sale or auction of Debtor's assets in the fuel station and convenience store located at 1350 Greenview Shores Blvd., Wellington, Florida. Tranzon will provide its services subject to a $2,000 marketing expense and buyer's premium of 10 percent, which will be paid by the buyer at the closing on the sale. As disclosed in the court filings, Tranzon Driggers does not represent any interest adverse to the Debtor. The firm can be reached through: Jon Barber SOLDNOW, LLC dba Tranzon Driggers 101 E. Silver Springs Blvd., Suite 206 Ocala, FL 34470 Telephone: (352) 812-2093 Email: jbarber@tranzon.com About 5200 Sample Road 5200 Sample Road, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-13723) on May 12, 2023, with $50,001 to $100,000 in assets and as much as $50,000 in liabilities. Judge Mindy A. Mora presides over the case. Craig I. Kelley, Esq., at Kelley Fulton Kaplan & Eller, P.L. and The Law Firm of Moffa Sutton & Donnini, P.A. serve as the Debtor's bankruptcy counsel and special counsel, respectively. 1741 N WESTERN AVE: Commences Chapter 11 Bankruptcy Case -------------------------------------------------------- 1741 N Western Ave Acquisitions LLC filed for Chapter 11 protection in the Northern District of Illinois. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The Petition states funds will be available to Unsecured Creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for October 19, 2023, at 1:30 PM. About 1741 N Western Ave Acquisitions LLC 1741 N Western Ave Acquisitions LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)). 1741 N Western Ave Acquisitions LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-12072) on Sept. 12, 2023. In the petition filed by Michael L. Lerner, as manager and member, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Honorable Bankruptcy Judge Timothy A Barnes oversees the case. The Debtor is represented by: Matthew E. McClintock, Esq. Goldstein & McClintock LLLP 1415 N. Dayton, #103 Chicago, IL 60642 717 ARMORY: Case Summary & Five Unsecured Creditors --------------------------------------------------- Debtor: 717 Armory, LLC 7500 Derry Street Harrisburg, PA 17111 Chapter 11 Petition Date: October 4, 2023 Court: United States Bankruptcy Court Middle District of Pennsylvania Case No.: 23-02284 Debtor's Counsel: Robert E. Chernicoff, Esq. CUNNINGHAM, CHERNICOFF & WARSHAWSKY PC 2320 N. Second St. Harrisburg, PA 17110 Tel: (717) 238-6570 Email: rec@cclawpc.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Patrick R. Connaghan as member. A copy of the Debtor's list of five unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/FKMFP5Y/717_Armory_LLC__pambke-23-02284__0003.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/FE7JOYI/717_Armory_LLC__pambke-23-02284__0001.0.pdf?mcid=tGE4TAMA ACE INSULATION: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Ace Insulation, Inc. 1306 Dynamic St. Petaluma, CA 94954 Business Description: Founded in 2011, the Debtor is a locally owned and operated home improvement company and spray insulation contractor. Chapter 11 Petition Date: October 4, 2023 Court: United States Bankruptcy Court Northern District of California Case No.: 23-10495 Debtor's Counsel: Stephen D. Finestone, Esq. FINESTONE HAYES LLP 456 Montgomery St., 20th Floor San Francisco, CA 94104 Tel: 415-421-2624 Fax: 415 398-2820 Email: sfinestone@fhlawllp.com Total Assets: $2,789,026 Total Liabilities: $7,383,101 The petition was signed by Dwaine McCoy as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/GXPW3LY/Ace_Insulation_Inc__canbke-23-10495__0001.0.pdf?mcid=tGE4TAMA ACPRODUCTS HOLDINGS: BlackRock Fund Marks $1.4MM Loan at 16% Off ---------------------------------------------------------------- BlackRock Debt Strategies Fund, Inc has marked its $1,419,000 loan extended to ACProducts Holdings, Inc to market at $1,189,349 or 84% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a 2021Term Loan B to ACProducts Holdings, Inc. The loan accrues interest at a rate of 9.75% (3-mo. CME Term SOFR at 0.50% Floor + 4.25%) per annum. The loan matures on May 17, 2028. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. ACProducts, Inc., headquartered in The Colony, Texas, is a national manufacturer and distributor of kitchen and bathroom cabinetry. American Industrial Partners, through its affiliates, is the primary owner of ACProducts, having acquired it in 2012. ADT INC: Moody's Ups CFR to Ba3 & Rates New 1st Lien Term Loan Ba2 ------------------------------------------------------------------ Moody's Investors Service upgraded ADT Inc.'s ("ADT", "the company") corporate family rating to Ba3 from B1 and probability of default rating to Ba3-PD from B1-PD, with a stable outlook. Moody's also assigned a Ba2 rating to the proposed first-lien senior secured 7-year term loan and upgraded the ratings on the first-lien senior secured credit facilities and first-lien notes issued by Prime Security Services Borrower, LLC and The ADT Security Corporation (both subsidiaries of ADT) to Ba2 from Ba3, with a stable outlook. Moody's also upgraded the rating on the senior secured second-lien notes issued by Prime Security Services Borrower, LLC to B2 from B3. Moody's will withdraw the rating on the first-lien senior secured term loan B due 2026 upon repayment. The speculative grade liquidity rating ("SGL") remains unchanged at SGL-3. ADT, headquartered in Boca Raton, FL, is the largest provider of residential alarm monitoring services in the US. The ratings upgrade concludes the review for upgrade initiated on 8 August and reflects the company's debt reduction after the repayment of approximately $1.5 billion of debt with proceeds from the sale of its commercial business segment, which closed October 2, 2023. Moody's also expects that proceeds from the new 7-year term loan will be used to fully repay ADT's term loan B due 2026. The divestiture of the commercial business reduces scale and revenue diversification by eliminating a segment with lower capital intensity than ADT's core residential business, but the debt reduction lowers financial leverage and, combined with the proposed refinancing of the term loan B due 2026, diminishes refinancing risk. Improving operating metrics for ADT's core residential segment over the last years, including revenue, attrition and subscriber acquisition costs also support the upgrade. The debt reduction also underscores the company's commitment to adopt less aggressive financial policies and lower long-term financial leverage, a key governance consideration of the rating action that mitigates ADT's concentrated, albeit diminishing, ownership by Apollo Global Management, Inc. ("Apollo"). RATINGS RATIONALE ADT's credit ratings reflect its leading position as the largest residential alarm-monitoring and home automation services provider in the fragmented US market. Improving operating and credit metrics support the credit, including higher recurring monthly revenue (RMR); lower gross attrition and subscriber acquisition costs; and diminishing debt/RMR leverage (under 25x for the 12-month period ending June 30, 2023, Moody's-adjusted and pro forma with the commercial business divestiture). Moody's expects the company will continue to pursue financial policies that reduce financial leverage and also anticipates ownership concentration will diminish over time as private equity sponsor Apollo reduces its stake in ADT. The company generates over 70% of revenue from multi-year monitoring services contracts that result in a predictable, recurring revenue base. However, the industry is characterized by prevalent customer churn and costly subscriber acquisition costs, which result in high capital intensity and limit free cash flow generation. Subscriber attrition, a key operating metric, is typically correlated with home relocations, which creates exposure to housing market cycles. Refinancing risk has diminished following the debt paydown and 2026 term loan refinancing but a heavy debt load in a high interest rate environment remains a negative credit consideration. Recent partnerships with high profile firms Google Inc. ("Google") (subsidiary of Alphabet Inc., Aa2 stable) and State Farm Life Insurance Company ("State Farm") (Aa1 stable), which have also become minority shareholders, will continue to benefit product development and innovation. The relationships with these two firms support revenue growth and help reduce subscriber acquisition costs and attrition, which are key for driving greater profitability and cash flow. The addition of new product lines contributes to positive revenue diversification but the financial profile of some new businesses, like the solar unit, can also be a drag on profit margins and increase ADT's top line volatility. The stable outlook reflects Moody's expectation that ADT's operating and credit metrics will continue to improve over the next 12-18 months, as the company implements more balanced financial strategies, including an emphasis upon financial leverage reduction rather than shareholder returns or debt-financed acquisitions. Moody's also anticipates that ownership concentration will continue to decline and that the company will achieve low single-digit revenue growth over the next 12 months (pro forma with the commercial divestiture), as growth in the residential segment is offset by high financing rates that will continue to hinder solar installations. Moody's expects pro forma debt/RMR and FCF/debt metrics will improve towards 24x and 5%, over the same period, respectively. The SGL-3 liquidity assessment reflects ADT's adequate liquidity, supported by $146 million of balance sheet cash and an undrawn $575 million first-lien revolving credit facility as of June 30, 2023, as well as Moody's expectation for over $225 million of free cash flow in 2023 (Moody's adjusted net of dividends). As is assumed for alarm monitors in general, liquidity is also supported by Moody's expectation that ADT can both curtail its active subscriber acquisition program and turn to the alarm monitoring industry's robust market for trading alarm monitoring contracts, to generate additional liquidity, if necessary. Moody's expects ADT will remain in compliance with the 4.9x net first-lien leverage covenant, which is only applicable to revolver borrowings when the facility is drawn 30% or more. ADT's capital structure includes first-lien and second-lien debt, as well as two receivable securitization facilities. The ratings for the individual debt instruments incorporate ADT's overall probability of default, reflected in the Ba3-PD PDR, and the Loss Given Default assessments for the individual debt instruments. The Ba2 ratings on ADT's $2.0 billion first-lien term loans, $575 million first-lien revolver, and $4.5 billion of first-lien notes (figures are pro forma with the debt repayment following the commercial divestiture), which are held collectively at Prime Security Services Borrower, LLC and The ADT Security Corporation, are weakly positioned given the larger (although diminishing) preponderance of first-lien debt, relative to the $1.3 billion of subordinated second-lien notes, which are rated B2. To support its CSB and solar securitization facilities, ADT contributes contracted receivables to wholly-owned, bankruptcy-remote entities that act as the borrowers. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if 1) ownership concentration diminishes substantially; 2) ADT can sustain good operating momentum with diminishing subscriber attrition and acquisition costs, and employs more conservative long-term financial policies, maintaining debt/RMR leverage below 20x and FCF/debt above 5% (Moody's adjusted, net of dividends) while sustaining revenue growth; 3) refinancing risk continues to diminish; and 4) Moody's expects continued revenue growth on a diversifying platform, as strategic partnerships with Google, State Farm or other partners help broaden and deepen its products' and services' appeal to customers. The ratings could be downgraded if 1) revenue growth, attrition, RMR, subscriber acquisition costs or other operating metrics weaken materially, reflecting a diminished competitive profile; 2) the company pursues more aggressive financial policies, such as debt-funded shareholder distributions or acquisitions; 3) Moody's expects debt/RMR to be sustained above 25x or FCF/debt to remain below 2.0%; 4) liquidity deteriorates; or 5) refinancing risk increases. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. ADT Inc. (NASDAQ: ADT), headquartered in Boca Raton, FL, is the largest provider of security, interactive automation and alarm monitoring services in the US, with about 6.4 million residential subscribers as of June 30, 2023, plus independent security-alarm dealer customers on a wholesale basis. The company was formed in 2016 as an Apollo-backed combination of alarm monitors Protection 1 and The ADT Security Corporation. ADT expects to generate roughly $5 billion in revenue for fiscal 2023, pro forma with the divestiture of its commercial segment. ADT INC: S&P Assigns 'BB' Rating on New $1.4BB Term Loan Due 2030 ----------------------------------------------------------------- S&P Global Ratings assigned its 'BB' issue-level rating and '2' recovery rating to Florida-based ADT Inc.'s new $1.4 billion term loan due 2030. The recovery rating indicates S&P's expectation for substantial (70%-90%; rounded estimate 85%) recovery in its simulated default. Proceeds from the new debt will be used to refinance the existing term loan due 2026. ADT recently completed the sale of its commercial business. S&P updated its recovery analysis to consider the sale and use of proceeds to reduce the existing term loan. The debt reduction outweighs lower emergence EBITDA due to the asset sale, and resulted in higher recovery prospects for lenders, to 85% from 75%. S&P said, "Our 'BB-' issuer credit rating remains unchanged and reflects our view that the debt reduction and an extended debt maturity profile enhance the company's financial flexibility as it executes growth initiatives. We expect the company's operating performance will continue to improve as growth in the consumer and small business segment outweighs softness in the solar business. We believe customer churn will likely hold steady as ADT's partnership momentum with Google LLC and State Farm Mutual Automobile Insurance Co. broadens its scale and scope of operations through co-branding and cross-selling initiatives. Pro forma for the debt reduction, we expect debt to EBITDA of about 3.5x by fiscal year-end 2023, which would be comfortably in line with the current rating. Prior to the debt reduction, we were anticipating leverage of modestly under 4x." ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors: S&P updated its recovery analysis to reflect the sale of the commercial business and the company's proposed capital structure plans. Its issue-level and recovery ratings are unchanged. Prime Security Services Borrower LLC is the borrower of the first-lien credit agreement and second-lien notes. ADT Corp. is the borrower of all first-lien notes, and supplemental indentures were issued for all first-lien notes to benefit from the guarantees by substantially all of the company's domestic subsidiaries and first-priority senior security interest in substantially all of the existing and future assets of the company's domestic subsidiaries. The second-priority secured notes are guaranteed, jointly and severally, on a senior secured second-priority basis, by substantially all of the company's domestic subsidiaries. All of the debt is guaranteed by the borrower's parent, ADT, and its material wholly owned domestic subsidiaries. In S&P's analysis, it assumes substantially all of the company's assets are pledged as first-lien collateral. S&P's emergence enterprise value reflects, among other things, the company's large subscriber base and its contractual reoccurring revenue stream. Simulated default assumptions: -- Simulated year of default: 2027 -- EBITDA at emergence: $1.1 billion -- EBITDA multiple: 6x -- About 85% of the revolving credit facility is drawn at default. Simplified waterfall: -- Net enterprise value (after 5% administrative costs): about $6.3 billion -- Valuation split (obligors/nonobligors): 100%/0% -- Collateral value available to secured creditors: about $6.1 billion (after priority claims) -- Secured first-lien debt: about $7.1 billion --Recovery expectations: 70%-90% (rounded estimate: 85%) -- Secured second-lien debt: $1.3 billion --Recovery expectations: 0%-10% (rounded estimate: 0%) Note: All debt amounts include six months of prepetition interest. Recovery prospects are rounded down to the nearest 5%. AGILETHOUGHT INC: November 2023 Chapter 11 Auction Okayed --------------------------------------------------------- Rick Archer of Law360 reports that a Delaware bankruptcy judge Friday, September 22, 2023, said technology company AgileThought Inc. can go on the block in November, but a decision on the proposed baseline bid will have to wait until the company's Chapter 11 financing is finalized. About AgileThought AgileThought is a pure play leading provider of agile software development at scale, end-to-end digital transformation and technology consulting services with diversity across markets and industries. For years, Fortune 1000 companies have trusted AgileThought to solve their digital challenges and optimize mission-critical systems to drive business value. AgileThought's solution architects, cloud specialists, data & AI scientists, engineers, transformation consultants, automation specialists, and other experts located across the United States and across Latin America deliver next-generation software solutions that accelerate digitization across the enterprise. AgileThought Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-11305) on Aug. 28, 2023. In the petition filed by James S. Feltman, as chief restructuring officer, the Debtor reported assets and liabilities between $100 million and $500 million. The Honorable Bankruptcy Judge J. Kate Stickles oversees the case. The Debtor tapped POTTER ANDERSON & CORROON LLP and HUGHES HUBBARD & REED LLP as bankruptcy counsel. The Debtor also engaged as GARRIGUES MEXICO, S.C. as Mexican restructuring counsel, TENEO CAPITAL LLC as financial advisor, and GUGGENHEIM SECURITIES, LLC, as investment banker. KURTZMAN CARSON CONSULTANTS LLC as claims agent. AINOS INC: To Issue $3M Tranche of $10M Notes Private Placement --------------------------------------------------------------- Ainos, Inc. announced that it has entered into a securities purchase agreement with Lind Global Fund II LP, an investment fund managed by The Lind Partners, a New York based institutional fund manager to issue and sell the initial $3 million tranche of a total anticipated $10 million private placement with $2 million funded at closing and $1 million to be funded subject to shareholder approval, effective registration statement and conditions specified in the agreement. The investment is in the form of a Senior Secured Convertible Promissory Note. The Note has an 18-month maturity. In addition, the Note will be convertible into Ainos' shares of common stock at an initial conversion price equal to $1.50 per share and subject to adjustment as further specified in the Note. The Note will be repayable in cash upon maturity. Prior to maturity, the Investor can convert to common stock at conditions specified in the agreement, following the earlier of (i) 90 days from closing or (ii) effective registration statement. The Note contains certain prepayment options and participation rights. The private placement is subject to customary closing conditions. As part of the investment, the Investor was also granted five-year warrants equal to 75% of the funded amount at an initial exercise price equal to $0.90 per share of common stock, subject to adjustment. Maxim Group LLC is acting as the lead placement agent for the private placement. Brookline Capital Markets, a division of Arcadia Securities, LLC is acting as the co-placement agent for the private placement. Ainos has agreed to file a registration statement registering for the resale of the shares of common stock issuable upon the conversion of the Note and upon the exercise of the warrants. Upon the shareholder approval and effectiveness of the resale registration statement, and subject to the satisfaction of certain conditions, additional tranches of funding may be provided by mutual agreement of the Investor and the Company in the aggregate amount up to $7.0 million. The Investor will be entitled to receive an additional warrant equal to 75% of the increased funding amount with an exercise price equal to 125% of the average of the 10 daily VWAPs during the 10 trading days prior to the subsequent closing date. Ainos plans to use the proceeds from this financing to fund clinical trials, commercial product launch, and working capital. About Ainos Ainos, Inc. (www.ainos.com), formerly known as Amarillo Biosciences, Inc., is a diversified healthcare company engaged in the research and development and sales and marketing of pharmaceutical and biotech products. The Company is engaged in developing medical technologies for point-of-care testing and safe and novel medical treatment for a broad range of disease indications. The Company is a Texas corporation incorporated in 1984. Ainos reported a net loss of $14.01 million for the year ended Dec. 31, 2022, compared to a net loss of $3.89 million for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $37.11 million in total assets, $2.48 million in total liabilities, and $34.63 million in total stockholders' equity. Houston, Texas-based PWR CPA, LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated March 31, 2023, citing that the Company has incurred recurring losses and recurring negative cash flow from operating activities, and has an accumulated deficit which raises substantial doubt about its ability to continue as a going concern. AIR CANADA: Moody's Hikes CFR to Ba2 & Senior Secured Notes to Ba1 ------------------------------------------------------------------ Moody's Investors Service has upgraded Air Canada's corporate family rating to Ba2 from Ba3 and maintained the stable outlook. At the same time, Moody's has upgraded the company's probability of default rating to Ba2-PD from Ba3-PD, senior secured notes rating to Ba1 from Ba2, senior secured term loan B rating to Ba1 from Ba2, and speculative grade liquidity rating (SGL) to SGL-1 from SGL-2. Moody's also either affirmed or upgraded its ratings of the company's enhanced equipment trust certificates ("EETCs"). "The CFR upgrade to Ba2 reflects Moody's expectation that Air Canada's credit metrics will continue to improve over the next 12 to 18 months, supported by solid demand for air travel and debt reduction," said Aziz Al Sammarai, Moody's assistant vice president. Moody's expects demand for air travel, mainly in US transborder and international routes, to continue to improve in 2024. A solid air fare environment will also allow Air Canada to continue to pass on cost inflation. This will result in operating profit of around CAD2 billion in 2023 and 2024, compared to a loss in 2022. Moody's projects Air Canada will run its system capacity, measured by available seat miles, at about 89% and 95% of 2019 level in 2023 and 2024, respectively. Since September 2022, the Company has prepaid about CAD1.9 billion of debt and is committed to achieving its net leverage target of 1.5x. RATINGS RATIONALE Air Canada's (Ba2 stable) rating benefits from a leading position in the duopolistic Canadian air travel market, Moody's expectation that adjusted debt/EBITDA will improve toward 3.5x, very good liquidity and strengthening financial flexibility with a meaningful number of unencumbered aircraft and a valuable loyalty program (Aeroplan). Longer-term, the continued fleet transformation will improve the company's efficiency and cost profile. The company's rating is constrained by cost inflation including labor and demand related expenses, exposure to volatile fuel prices which could pressure margins, and potential for increased competition in markets where Air Canada operates. Air Canada will have very good liquidity (SGL-1) through September 2024. The company's sources include cash and short-term investments of about CAD8.7 billion at June 2023, a fully available $600 million credit facility expires in August 2025 and CAD200 million credit facility expires in December 2025, and Moody's expected positive free cash flow of about CAD1 billion through September 2024. These sources will be more than sufficient to fund approximately CAD1 billion of annual mandatory debt and lease repayments. Moody's expects compliance with Air Canada's two financial covenants (minimum cash reserves and minimum collateral coverage ratio) over the next 12 months. Possible additional liquidity could be provided by Air Canada's unencumbered asset pool (excluding the value of Aeroplan and Air Canada Vacations) which amounts to approximately CAD6.3 billion. The EETC ratings consider estimates of loan-to-value for each of the transactions. Moody's believes the aircraft models that comprise the collateral across these transactions will remain important to Air Canada's network, which supports Moody's expectation that the company would likely affirm these transactions if it were to reorganize under Canadian bankruptcy and insolvency law. The aircraft collateral are 777-300ERs (2013-1), 777-300ERs and 787-9s (2015-2) and 737-8s and 787-9s (2017-1). The 787s and 737 MAXes are the most fuel efficient in the fleet; the 777-300ERs have high seating density, and are used mainly on long haul flights to Europe and Asia. These models provide emissions benefits as well. The stable outlook reflects Moody's expectation that Air Canada will be able to withstand cost pressures while maintaining very good liquidity over the next 12-18 months. Moody's also expects the company's credit metrics to benefit solid demand and price environment such that debt/EBITDA will fall to 3.7x and 3.5x in 2023 and 2024, respectively. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if Air Canada is able to maintain adjusted debt-to-EBITDA below 3x, EBITDA margins toward 20%, very good liquidity, and a track record of conservative financial policy. The ratings could be downgraded if the company's liquidity or operating performance deteriorate, adjusted debt/EBITDA is likely to be sustained above 4x, or EBITDA margins sustained below 15%. Changes in EETC ratings can result from any changes in the underlying credit quality or ratings of the company or Moody's opinion of the importance of the aircraft collateral to the operations. Changes in estimates of current and projected aircraft market values, which will affect estimates of loan-to-value, could also result in a change to EETC ratings. LIST OF AFFECTED RATINGS Issuer: Air Canada Upgrades: Corporate Family Rating, Upgraded to Ba2 from Ba3 Probability of Default Rating, Upgraded to Ba2-PD from Ba3-PD Speculative Grade Liquidity Rating, Upgraded to SGL-1 from SGL-2 Senior Secured Bank Credit Facility, Upgraded to Ba1 from Ba2 Senior Secured Regular Bond/Debenture, Upgraded to Ba1 from Ba2 Outlook Actions: Outlook, Remains Stable Issuer: Air Canada 2013-1 Pass Through Trusts Upgrades: Senior Secured Enhanced Equipment Trust, Upgraded to Baa2 from Baa3 Outlook Actions: Outlook, Remains Stable Issuer: Air Canada Series 2015-2 Pass Through Trusts Upgrades: Senior Secured Enhanced Equipment Trust, Upgraded to A1 from A3 Affirmations: Senior Secured Enhanced Equipment Trust, Affirmed Ba1 Senior Secured Enhanced Equipment Trust, Affirmed Baa2 Outlook Actions: Outlook, Remains Stable Issuer: Air Canada Series 2017-1 Pass Through Trusts Upgrades: Senior Secured Enhanced Equipment Trust, Upgraded to Aa2 from A2 Senior Secured Enhanced Equipment Trust, Upgraded to A2 from Baa1 Senior Secured Enhanced Equipment Trust, Upgraded to Baa1 from Baa3 Outlook Actions: Outlook, Remains Stable Issuer: Air Canada Series 2020-1 Pass Through Trusts Upgrades: Senior Secured Enhanced Equipment Trust, Upgraded to Ba2 from Ba3 Outlook Actions: Outlook, Remains Stable The principal methodology used in rating Air Canada was Passenger Airlines published in August 2021. Air Canada is the largest provider of scheduled airline passenger services within, and to and from Canada. The company is headquartered in Saint-Laurent, Quebec, Canada. AMC ENTERTAINMENT: BlackRock Fund Marks $1.3MM Loan at 22% Off -------------------------------------------------------------- BlackRock Debt Strategies Fund, Inc has marked its $1,306,000 loan extended to AMC Entertainment Holdings, Inc to market at $1,016,890 or 78% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a 2019 Term Loan B to AMC Entertainment Holdings, Inc. The loan accrues interest at a rate of 8.22% (1-mo. LIBOR US + 3.00%) per annum. The loan matures on April 22, 2026. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. AMC Entertainment Holdings, Inc. operates as a holding company. The Company, through its subsidiaries, provides theatrical exhibition, movie screening, food distribution, online ticket booking, and other related services. AMERICAN CHARTER SCHOOLS FOUNDATION: S&P Affirms 'BB+' Bonds Rating ------------------------------------------------------------------- S&P Global Ratings' revised the outlook to positive from stable and affirmed its 'BB+' rating on the Arizona Industrial Development Authority's series 2017 education revenue and refunding bonds, issued for American Charter Schools Foundation. "The outlook revision reflects our view of the school's improved operating and liquidity metrics that, if sustained, could result in a positive rating action," said S&P Global Ratings credit analyst Jesse Brady. "It also reflects our expectation that American will maintain its solid demand profile and good working relationship with its authorizer," he added. American, organized in 1998 as a Michigan nonprofit corporation, operates 11 charter high schools in Arizona serving 9th through 12th grades. With the exception of South Ridge High School and Ridgeview College Preparatory High School, all are alternative high schools offering freedom of choice to students who have faced life challenges that undermine educational continuity. The schools serve a student population that is more than 80% socioeconomically disadvantaged throughout Maricopa, Pinal, and Pima counties. AMERICAN HVAC: Unsecureds to Split $77K via Quarterly Payments -------------------------------------------------------------- American HVAC & Plumbing, Inc., filed with the U.S. Bankruptcy Court for the Northern District of California a Plan of Reorganization for Small Business. The Debtor is in the business of providing HVAC services to residential and commercial customers. The Debtor's business suffered a decline initially from Covid-19, then from supply chain problems and more recently from a softening economy. To meet the challenges of declining sales, Debtor cut 50% of its workforce and surrendered 10 of its vehicles from its fleet. Burdened by business loans, vendor debt and lawsuits Debtor sought bankruptcy relief. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of $292,899. Hence the final payment is projected to be on or about November 2028. In liquidation, unsecured creditors would receive $0.00. The proposed plan pays $76,622.88 to general unsecured creditors (or an approximate dividend of 3%). This Plan of Reorganization proposes to pay creditors solely from the revenue generated by the business. Non-priority unsecured creditors holding allowed claims will receive a pro-rata distribution of $76,622.88 which the proponent of this Plan has valued at approximately 3.0 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. Class 5 consists of General Unsecured Creditors. The allowed claims of general unsecured creditors shall be paid a fund totaling $76,622.88 payable as follows: * A pro-rata disbursement of $4,788.93 quarterly (equivalent to $1,596.31/mo.) commencing on the 15th month after the Effective Date (Quarter 5) and continuing on the last day of each successive quarter for a total of 16 quarterly payments. Pro-rata means the entire amount of the claim divided by the entire amount owed to creditors with allowed claims in this class. For any general unsecured claimant whose distribution is less than $50.00, the Debtor may accrue the distribution and disburse once the accrual reaches $50.00 or prepay the entire 24-month distribution. Cuinn Hamm shall retain his equity interest in the Debtor. The Debtor anticipates that it will continue operations. The Plan uses the mean profits for the period May 2023 and August 2023. A full-text copy of the Plan of Reorganization dated September 28, 2023 is available at https://urlcurt.com/u?l=eYMz8h from PacerMonitor.com at no charge. Attorney for Debtor: Lars T. Fuller, Esq. The Fuller Law Firm, P.C. 60 North Keeble Avenue San Jose, CA, 95126 Tel: (408) 295-5595 Fax: (408) 295-9852 About American HVAC & Plumbing American HVAC and Plumbing, Inc., is an HVAC contractor in Campbell, Calif. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 23-50461) on April 28, 2023, with $115,224 in assets and $2,221,984 in liabilities. Cuinn F. Hamm, president of American HVAC and Plumbing, signed the petition. Judge Stephen L. Johnson oversees the case. The Debtor tapped Lars Fuller, Esq., at the Fuller Law Firm, PC, as legal counsel and James Hannigan, CPA as accountant. AMERIMARK INTERACTIVE: Court Dismisses Bankruptcy Case ------------------------------------------------------ Rick Archer of Law360 reports that a Delaware bankruptcy judge has agreed to a structured dismissal of AmeriMark Interactive's Chapter 11 case, telling the catalog retailer it can wind down the case and its business once it pays the expenses it has incurred since entering bankruptcy. About AmeriMark Interactive AmeriMark Interactive, LLC, and affiliates are a direct marketer of women's apparel, shoes, name-brand cosmetics, fragrances, jewelry, watches, accessories, and other related products. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10438) on April 11, 2023. The petition was signed by Stuart Noyes, their chief restructuring officer. As of January 2023, the Debtors, on a consolidated book-value basis, had total assets of approximately $220 million and total liabilities of approximately $400 million. Judge Thomas M. Horan oversees the case. The Debtors tapped McDonald Hopkins LLC as general bankruptcy counsel, Morris, Nichols, Arsht and Tunnell LLP as co-counsel, Riveron Management Services, LLC as CRO services provider, Consensus Advisory Services LLC and Consensus Securities LLC as financial advisor and investment banker, and Stretto as notice, claims and balloting agent. ARCHDIOCESE OF BALTIMORE: Plans Chapter 11 Reorganization Filing ---------------------------------------------------------------- Catholic Review reports that in a September 5, 2023 message to members of the Archdiocese of Baltimore, Archbishop William E. Lori said that in light of the Oct. 1 implementation of a new law in Maryland that removed any statute of limitations for civil suits involving child sexual abuse approaches, the archdiocese was weighing its options to respond to potential lawsuits. The Child Victims Act, passed by the Maryland General Assembly earlier this 2023, removed any statute of limitations for suits that were previously barred because the abuse happened decades ago. It also caps damages against public institutions such as government schools at $890,000 per claimant for injuries arising from an incident or occurrence; non-economic damages awarded to a single claimant against individuals or private institutions such as churches are capped at $1.5 million per defendant. Archbishop Lori said the archdiocese has several options to address the number of cases expected to be filed in October, including: challenging the constitutionality of the law, litigating each case separately, settling cases or reorganizing under Chapter 11 of the federal bankruptcy code. "Litigating them individually would potentially lead to some very high damage awards for a very small number of victim-survivors while leaving almost nothing for the vast majority of them. The archdiocese simply does not have unlimited resources to satisfy such claims; its assets are indeed finite," the archbishop said. In his message, the archbishop said he has two overarching goals as the archdiocese considers its response: "the healing of victim-survivors who have suffered so profoundly from the actions of some ministers of the church" and "the continuation and furtherance of the many ministries of the archdiocese that provide for the spiritual, educational, and social needs of countless people – Catholic and non-Catholic – across the state." In that light, Chapter 11 reorganization – which allows a for-profit or nonprofit institution to continue operating within its purposes – could help the archdiocese meet the needs of helping victims while continuing its ministries, including supporting parishes, schools and charitable work. This differs from a Chapter 7 bankruptcy in which an entity is closed and all its assets are sold off to satisfy creditors. "In this type of reorganization (Chapter 11), the archdiocese would be required to provide resources which would be used to compensate victim-survivors while at the same time ensuring our mission can continue," Archbishop Lori said. The archbishop said he plans to prioritize both goals. "We do not believe that these goals are mutually exclusive. To that end, it is essential for the archdiocese to pursue the best possible solution to meet both goals." If the archdiocese files for Chapter 11 reorganization, separate and restricted assets – including the retirement/pension plan for employees; insurance trusts for health care benefits for employees; the Catholic Community Foundation, which includes endowments and donor-advised funds; the Interparish Loan Fund; and Catholic Charities – would not be available to the archdiocese to resolve child abuse claims. Kim Montgomery, chief advancement officer for the archdiocese, told donors in a September 15, 2023 message, "Should the archdiocese file for Chapter 11 bankruptcy reorganization, your restricted donations could not be used to cover legal costs. Further, other separate entities such as parishes, schools and the Catholic Community Foundation Inc. are not contemplating filing for bankruptcy reorganization. If the archdiocese files for reorganization, the archdiocese would use only its unrestricted assets to satisfy claims and pay various costs." Although many states have passed laws creating "lookback windows" allowing victims to file civil suits in a finite period, usually one to three years, Marie T. Reilly, a bankruptcy law expert and professor at Penn State Law at Penn State University, said Maryland and Vermont may be the only ones to allow an unlimited time for claims to come forward. Reilly, who has done extensive research about diocesan bankruptcies, said dioceses choose Chapter 11 reorganization because of the volume of claims and the costs in time and money – as well as "the diversion from mission for years while these cases are winding their way through state courts" – to reach a litigated or negotiated settlement with each claimant. Instead of approaching each case on the merits or resolution of each claim, reorganization is a kind of "batch processing of all claims," she said. "Everybody who has a claim or might have asserted a claim as of the date of the filing of the petition is treated as a creditor in this bankruptcy case, and they're all represented by an unsecured creditors committee. And the unsecured creditors committee owes a fiduciary responsibility to the whole group of them," Reilly said. She noted that with litigation, some of those who file suit early or whose cases get brought to court first may get more compensation. Although that might be disappointing to some early filers who receive a smaller amount than they might have received as a plaintiff, the reorganization can make the group of creditors as a whole better off than they would be if they were to take their chances outside of bankruptcy, Reilly said. However, one woman who works extensively with victim-survivors of clergy abuse said the individual litigation of cases can help those who were harmed. Sara Larson, executive director of Awake Milwaukee, a grassroots Catholic nonprofit organization based in Wisconsin that addresses abuse in the church, said most survivors seek two components in such cases: financial compensation and acknowledgement of their pain. She noted that the end of chapter 12 of Paul's First Letter to the Corinthians says that if one part of the body suffers, all the parts suffer with it. "I have a strong conviction that we, as members of the Body of Christ, at least need to pay attention to the suffering of all the parts," she said, "and those who have been abused by Catholic leaders are often marginalized and neglected by those of us who are in the church. … We all need to be part of the work for justice and accountability and healing." Larson said, “I often say, the impacts of abuse last a lifetime, so our care should too.” For decades, the Archdiocese of Baltimore has had a zero-tolerance policy regarding those accused of abuse. The archdiocese also offers to pay for counseling with a therapist of the person’s choice for as long as it is helpful to the victim-survivor, and often includes their families. Since the early 1980s, the archdiocese has paid more than $13.2 million to 301 victim-survivors for counseling and direct payments Since 2007, the archdiocese has also offered a financial mediation program overseen by a non-Catholic judge for survivors upon their request for monetary compensation in lieu of counseling, resulting in 105 settlements for a total of $6.8 million. Deacon David Roling, who serves at St. Joseph Parish in Odenton and is a defense attorney in medical malpractice, said that in cases he handles in Maryland, the courts have tried to move cases from filing to going to trial in about 18 months, sometimes shorter. However, he said, attempting to litigate the number of cases the archdiocese or other private institutions in the state could face would mean that the cases would take much longer than 18 months to resolve, because it’s not just one case that needs discovery. Deacon Roling, ordained in 2013, has specialized in medical malpractice, products liability and insurance defense for Wharton & Levin in Annapolis since the late 1980s. "Something needs to be done for (the victim-survivors) and I don't have a problem with that. But to basically tell a current church that does so much good, that we're going to put you out of business doesn't make sense. "So, in my mind Chapter 11 is the perfect way to let the church continue forward with all the good that it does do, which I think is outweighed by most of its badness, and most of its badness is so old," he said. Penn State Law's Reilly said litigating or settling individual claims outside a bankruptcy reorganization does not provide the finality the diocese might seek. That may be provided in what the courts call a channeling injunction in the reorganization process. In general, most parishes and schools may be included in the channeling injunction if they contribute to the settlement, so that they would not face lawsuits in the future for past claims. "Once the bankruptcy plan is confirmed, and the settlement trust is created, all creditors, all sex abuse claimants who had a claim at the moment of the bankruptcy petition, or who could have had a claim because of their injury in the past, are permanently and forever channeled to the settlement trust," she said. "The moment you file the bankruptcy petition, it separates the world into two parts: the pre-petition period and the post-petition period, so persons who are injured in the post-petition period are unaffected by the bankruptcy. Their rights are unaffected. They're not going to be subject to any channeling injunction," Reilly said. About Archdiocese of Baltimore The Metropolitan Archdiocese of Baltimore is the premier see of the Latin Church of the Catholic Church in the United States. ASCEND LEARNING: BlackRock DSF Marks $681,000 Loan at 15% Off ------------------------------------------------------------- BlackRock Debt Strategies Fund, Inc has marked its $758,000 loan extended to Ascend Learning LLC to market at $576,019 or 85% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a 2021 Second Lien Term Loan to Ascend Learning LLC. The loan accrues interest at a rate of 10.95% (1-mo. CME Term SOFR at 0.50% Floor + 5.75%) per annum. The loan matures on December 10, 2029. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. Ascend Learning is a provider of online educational content, software and analytics in the healthcare, fitness/wellness and other licensure-driven professions. The company has been owned by private equity sponsors Blackstone Group and Canada Pension Plan Investment Board since the leveraged buyout transaction in July 2017. ASURION LLC: BlackRock Debt Strategies Marks $1.4M Loan at 16% Off ------------------------------------------------------------------ BlackRock Debt Strategies Fund, Inc has marked its $1,402,000 loan extended to Asurion LLC to market at $1,172,423 or 84% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a 2021 Second Lien Term Loan B4 to Asurion LLC. The loan accrues interest at a rate of 10.51% (1-mo. LIBOR US + 5.25%), 10.51%) per annum. The loan matures on January 20, 2029. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. Asurion, LLC is a privately held company based in Nashville, Tennessee, that provides insurance for smartphones, tablets, consumer electronics, appliances, satellite receivers and jewelry. ASURION LLC: BlackRock Fund Marks $985,000 Loan at 15% Discount --------------------------------------------------------------- BlackRock Debt Strategies Fund, Inc has marked its $985,000 loan extended to Asurion LLC to market at $835,734 or 85% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a 2021 Second Lien Term Loan B3 to Asurion LLC. The loan accrues interest at a rate of 10.51% (3-mo. LIBOR US at 0.75% Floor + 4.25%) per annum. The loan matures on January 31, 2028. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. Asurion, LLC is a privately held company based in Nashville, Tennessee, that provides insurance for smartphones, tablets, consumer electronics, appliances, satellite receivers and jewelry. AVINGER INC: Preferred Stockholders Waive Dividend for 2023 ----------------------------------------------------------- Avinger, Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission that it entered into a waiver agreement with CRG Partners III L.P., CRG Partners III - Parallel Fund "A" L.P., CRG Partners III - Parallel Fund "B" (Cayman) L.P., CRG Partners III (Cayman) Unlev AIV I L.P., and CRG Partners III (Cayman) Lev AIV I L.P., as purchasers. The Purchasers collectively hold all of the outstanding shares of the Company's Series A preferred stock and Series E preferred stock. The holders of the Preferred Stock are entitled to receive annual dividends at a rate of 8% of the original issue price of the Preferred Stock. The Company has the right to issue additional shares of Preferred Stock in lieu of the payment in cash of the Preferred Dividend. Pursuant to the Waiver Agreement, the Purchasers waived their rights to receive the Preferred Dividend for the year ending Dec. 31, 2023. Such waived Preferred Dividends will not be cumulative or accrued. About Avinger Headquartered in Redwood City, California, Avinger, Inc. -- http://www.avinger.com-- is a commercial-stage medical device company that designs and develops image-guided, catheter-based system for the diagnosis and treatment of patients with Peripheral Artery Disease (PAD). Avinger reported a net loss applicable to common stockholders of $27.24 million for the year ended Dec. 31, 2022, a net loss applicable to common stockholders of $21.59 million for the year ended Dec. 31, 2021, a net loss applicable to common stockholders of $22.87 million for the year ended Dec. 31, 2020, a net loss applicable to common stockholders of $23.03 million for the year ended Dec. 31, 2019, and a net loss applicable to common stockholders of $35.69 million for the year ended Dec. 31, 2018. As of June 30, 2023, the Company had $16.94 million in total assets, $23.53 million in total liabilities, and a total stockholders' deficit of $6.59 million. San Francisco, California-based Moss Adams LLP, the Company's auditor since 2017, issued a "going concern" qualification in its report dated March 15, 2023, citing that the Company's recurring losses from operations and its need for additional capital raise substantial doubt about its ability to continue as a going concern. AZAR BOUJARAN-GHOMI: Seeks to Hire US Dental Practices as Broker ---------------------------------------------------------------- Azar Boujaran-Ghomi DDS P.C. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ US Dental Practices LLC as its dental practice broker. The firm will list, market, and sell the Debtor's dental practice located at 123 Chambers St #1, New York, NY 10007. US Dental will be paid a commission equal to 7 percent of the sales. As disclosed in the court filings, U.S. Dental is a "disinterested person" within the meaning of 11 U.S.C. 101(14). The firm can be reached through: William J. Lossef, DDS US Dental Practices LLC 5 West 37th Street New York, NY Phone: (516) 524-7257 Email: bill.lossef.dds@gmail.com About Azar Boujaran-Ghomi DDS Azar Boujaran-Ghomi DDS P.C., filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 23-42065) on June 9, 2023, with as much as $1 million in both assets and liabilities. Judge Jil Mazer-Marino oversees the case. The Debtor is represented by the Law Offices of Alla Kachan, PC. AZAR BOUJARAN-GHOMI: U.S. Trustee Appoints Joseph Tomaino as PCO ---------------------------------------------------------------- William Harrington, the U.S. Trustee for Region 2, appointed Joseph Tomaino at Grassi Healthcare Advisors, LLC as patient care ombudsman for Azar Boujaran-Ghomi DDS P.C. Section 333(b) of the Bankruptcy Code provides that the patient care ombudsman shall: * monitor the quality of patient care provided to patients of the debtor, to the extent necessary under the circumstances, including interviewing patients and physicians; * not later than 60 days after the date of the appointment, and not less frequently than at 60-day intervals thereafter, report to the court after notice to the parties in interest, at a hearing or in writing, regarding the quality of patient care provided to patients of the debtor; and * if such ombudsman determines that the quality of care provided to patients of the debtor is declining significantly or is otherwise being materially compromised, file with the court a motion or written report, with notice to the parties in interest immediately upon making such determination. The ombudsman may be reached at: Joseph Tomaino Grassi Healthcare Advisors, LLC 750 Third Avenue, 28th Floor New York, NY 10017 Phone: 212-223-5020 Email: jtomaino@grassihealthcareadvisors.com About Azar Boujaran-Ghomi DDS Azar Boujaran-Ghomi DDS P.C. filed Chapter 11 petition (Bankr. E.D.N.Y. Case No. 23-42065) on June 9, 2023, with as much as $1 million in both assets and liabilities. Judge Jil Mazer-Marino oversees the case. The Debtor is represented by the Law Offices of Alla Kachan, PC. B GSE GROUP: CRO Seeks to Hire Professional Tax Consultants LLC --------------------------------------------------------------- Cole Hayes, chief restructuring officer for B GSE Group, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of North Carolina to employ Professional Tax Consultants, LLC. The firm will assist in the collection of Employee Retention Credits at the rate of $200 per hour. As disclosed in the court filings, Professional Tax Consultants is a disinterested person pursuant to Bankruptcy Code Sections 327, 330, and 101(14). The firm can be reached through: David Bunn Professional Tax Consultants, LLC 4728 Park Rd. Suite A Charlotte NC, 28209 Phone: (980) 500-1782 About B GSE Group B GSE Group LLC, doing business as Bullerdick GSE LLC, delivers turnkey system solutions to Military and Commercial airport terminals, ramps, and hangars around the globe -- cutting capital maintenance costs, saving time, and reducing fuel consumption. B GSE Group LLC filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.C. Case No. 23-30013) on Jan. 6, 2023. In the petition filed by Mark Allen, manager, the Debtor reported assets and liabilities between $1 million and $10 million. David Schilli has been appointed as Subchapter V trustee. Judge J. Craig Whitley oversees the case. The Debtor is represented by Richard S. Wright, Esq., at Moon Wright & Houston, PLLC. Rory D. Whelehan, Esq., at the Whelehan Law Firm, LLC, is the chief restructuring officer. BANYAN CAY RESORT: Bid to Stop Subpoena in Chapter 11 Denied ------------------------------------------------------------ David Minsky of Law360 reports that a Florida federal bankruptcy judge has denied a bid by a Colorado-based property investment company to block a subpoena filed by debtors in the Banyan Cay Resort and Golf Club Chapter 11 case after the company mysteriously walked away from a deal to take possession of the property in July 2023. About Banyan Cay Resort & Golf Banyan Cay Resort & Golf, LLC, and affiliates constitute a business enterprise that invests in, owns, and operates an approximately 200-acre resort and golf complex in West Palm Beach, Florida called Banyan Cay Resort & Golf Club, along with the ownership of certain real property incidental thereto and the provision of services related thereto. Banyan Cay Resort first acquired the property upon which the Development sits in August 2015 from Palm Tree Golf Management, LLC. Banyan Cay Resort and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-12386) on March 29, 2023. In the petition signed by Gerard A. McHale, McHale, P.A., proposed chief restructuring officer, Banyan Cay Resort disclosed up to $500 million in both assets and liabilities. Judge Mindy A. Mora oversees the cases. Gerard McHale of McHale, PA, has been designated as CRO and CEO of the Debtors. Joseph A. Pack and Jessey J. Kreh of Pack Law, serve as the Debtors' counsel. Keen-Summit Capital Partners LLC serves as marketing agent and broker for the Debtors. BAUSCH HEALTH: BlackRock DSF Marks $954,000 Loan at 25% Off ----------------------------------------------------------- BlackRock Debt Strategies Fund, Inc has marked its $954,000 loan extended to Bausch Health Cos Inc to market at $717, 457 or 75% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a 2022 Term Loan B to Bausch Health Cos Inc. The loan accrues interest at a rate of 10.43% (3-mo. CME Term SOFR at 0.50% Floor + 5.25%) per annum. The loan matures on February 1, 2027. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. Bausch Health Companies Inc develops drugs for unmet medical needs in central nervous system disorders, eye health and gastrointestinal diseases, as well as contact lenses, intraocular lenses, ophthalmic surgical equipment, and aesthetic devices. BESTWALL LLC: Law Firm Fights Sanctions in Bankruptcy ----------------------------------------------------- Travis Bland of Law360 reports that a law firm and group of plaintiffs asked the Fourth Circuit on Friday, September 22, 2023, to overturn nearly $420,000 in sanctions as part of bankruptcy proceedings for a Georgia-Pacific unit, arguing that a sanctions order in a bankruptcy is available for review. About Bestwall LLC Bestwall LLC -- http://www.Bestwall.com/-- was created in an internal corporate restructuring and now holds asbestos liabilities. Bestwall's asbestos liabilities relate primarily to joint systems products manufactured by Bestwall Gypsum Company, a company acquired by Georgia-Pacific in 1965. The former Bestwall Gypsum entity manufactured joint compounds containing small amounts of chrysotile asbestos; the manufacture of these asbestos-containing products ceased in 1977. Bestwall's non-debtor subsidiary, GP Industrial Plasters LLC ("PlasterCo"), develops, manufactures, sells and distributes gypsum plaster products, including gypsum floor underlayment, industrial plaster, metal casting plaster, industrial tooling plaster, dental plaster, medical plaster, arts and crafts plaster, pottery plaster and general purpose plaster. On Nov. 2, 2017, Bestwall sought Chapter 11 protection (Bankr. W.D.N.C. Case No. 17-31795) in an effort to equitably and permanently resolve all its current and future asbestos claims. The Debtor estimated assets and debt of $500 million to $1 billion. It has no funded indebtedness. The Hon. Laura T. Beyer is the case judge. The Debtor tapped Jones Day as bankruptcy counsel; Robinson, Bradshaw & Hinson, P.A., as local counsel; Schachter Harris, LLP as special litigation counsel for medicine science issues; King & Spalding as special counsel for asbestos matters; and Bates White, LLC, as asbestos consultants. Donlin Recano LLC is the claims and noticing agent. On Nov. 8, 2017, the U.S. bankruptcy administrator appointed an official committee of asbestos claimants in the Debtor's case. The committee retained Montgomery McCracken Walker & Rhoads, LLP as legal counsel; and Hamilton Stephens Steele + Martin, PLLC and JD Thompson Law as local counsel. On Feb. 22, 2018, the court approved the appointment of Sander L. Esserman as the future claimants' representative in the Debtor's case. Mr. Esserman tapped Young Conaway Stargatt & Taylor, LLP, as legal counsel; Hull & Chandler, P.A., as local counsel; Ankura Consulting Group, LLC as claims evaluation consultant; and FTI Consulting, Inc., as financial advisor. BEVERLY COMMUNITY: PCO Reports Staffing Changes ----------------------------------------------- Tamar Terzian, the court-appointed patient care ombudsman, filed a second interim report regarding the quality of patient care provided by Beverly Community Hospital Association. The report covers the period from July 1 to Sept. 7. During this initial visit, the PCO and her team were on site for two weeks meeting with various employees in each department. They met with the Chief Nursing Officer, Director of Quality Risk and Chief Financial Officer to inform them of the upcoming site visit and provide reports for them to review the hospital. On July 7, Attorney General Rob Bonta announced conditional approval of the sale to American Healthcare Systems but, since the announcement, AHS reconsidered due to material changes of the sale agreement. The Hospital entertained other bidders and on August 16, 2023, the bankruptcy court approved the sale to Adventist Health Systems. The sale resulted in the following departments being closed: ICU, Emerson Wing (Telemetry), Tower 4 Med/Surg, Tower 5 Med/Surg, EKG, Nuclear Medicine, Interventional Radiology, Cath Lab/Stress tests/Echocardiogram, Surgery downsizing, Pulmonary Function Testing, Out-Patient Lab and G.I. Lab. Effective Sept. 7, at 12:01 a.m., Adventist onboarded existing staff and had its own employees in place to operate the Hospital. The Hospital is now only operating two departments, Medical Surgical and Emergency Room. On September 6, 2023, the PCO observed that the census was 23 patients in both Med Surg and ER. Some patients on Tower 4 were relocated to Tower 3. Some nursing and clinical staff expressed concerns about the limited services provided by Adventist, stating that closing additional services would deny the community access to necessary and critical services such as the stroke center, radiology, and other services. The Hospital has been a landmark for the Montebello community providing comprehensive services. The PCO found that the staff at Beverly were highly qualified individuals that continued to perform the highest level of care for their patients. The PCO conducted a site visit for three consecutive weeks on various dates and had an opportunity to meet with the hospital administration, specifically the Chief Nursing Officer, clinical and non-clinical staff and management. There were no physician complaints that were noted at that time. In addition, the staff continued to be concerned with the sale of the Hospital and future employment. The Hospital was well staffed and had no supply issues except with supplies from certain vendors that the administration resolved. The PCO and her team interviewed the Chief Nursing Officer, Human Resources, Director of Quality Risk and charge nurses of all departments. The PCO did not observe operational concerns as contemplated by Section 333(b)(3) of the Bankruptcy Code with potential patient safety implications. The expectation at this juncture is that the PCO and her team will no longer monitor the Hospital. Pursuant to the sale order, effective Sept. 7, 2023 at 12:01 a.m., the Hospital staffing and control is continuing under Adventist. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=5R5DM1 from PacerMonitor.com. The ombudsman may be reached at: Tamar Terzian Terzian Law Group, PC 1122 East Green St. Pasadena, CA 91106 Phone (818) 242-1100 Email: tamar@terzlaw.com About Beverly Community Hospital Association Beverly Community Hospital Association and affiliates operate general medical and surgical hospitals. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Lead Case No. 23-12359) on April 19, 2023. In the petition signed by its chief executive officer, Alice Cheng, Beverly Community disclosed $1 million to $10 million in assets and $100 million to $500 million in liabilities. Judge Sandra R. Klein oversees the case. The Debtors tapped Sheppard, Mullin, Richter and Hampton, LLP as bankruptcy counsel; Orrick, Herrington & Sutcliffe, LLP as special and conflicts counsel; and Triple P RTS, LLC, a wholly owned subsidiary of Portage Point Partners, LLC, as restructuring advisor. The U.S. Trustee for Region 16 appointed an official committee to represent unsecured creditors in the Chapter 11 case of Beverly Community Hospital Association. The committee is represented by Tania Moyron, Esq. Tamar Terzian is the patient care ombudsman appointed in the Debtors' Chapter 11 cases. BF MANAGEMENT: Seeks to Hire John P. Forest as Bankruptcy Counsel ----------------------------------------------------------------- BF Management LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Virginia to hire the John P. Forest, II, Esq., an attorney practicing in Fairfax, Va., to handle its Chapter 11 case. Mr. Forest will be compensated at his hourly rate of $400. In a court filing, Mr. Forest disclosed that he is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The attorney can be reached at: John P. Forest, II, Esq. 11350 Random Hills Rd., Suite 700 Fairfax, VA 22030 Telephone: (703) 691-4940 Email: john@forestlawfirm.com About BF Management LLC BF Management LLC owns and operates a fitness center. BF Management LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No. 23-10919) on June 1, 2023. The petition was signed by Raymond Rahbar as manager. At the time of filing, the Debtor estimated $1 million to $10 million in both assets and liabilities. John P. Forest, II, Esq. at the LAW OFFICE OF JOHN P. FOREST, II represents the Debtor as counsel. BITTREX INC: Withdraws Chapter 11 Bid Against Fla. Agency Sanctions ------------------------------------------------------------------- Alex Wittenberg of Law360 reports that crypto exchange Bittrex told a Delaware bankruptcy judge Wednesday, September 20, 2023, it will stop pursuing sanctions against Florida's Office of Financial Regulation after reaching a settlement with the agency it had accused of violating automatic stay protections of its Chapter 11 case. About Bittrex Inc. Bittrex is a regulated digital assets exchange platform. Desolation Holdings and three of its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del., Lead Case No. 23-10597) on May 8, 2023. Desolation Holdings' debtor affiliates are Bittrex, Inc., Bittrex Malta Holdings Ltd. and Bittrex Malta Ltd. At the time of filing, the Debtors estimated consolidated assets of $500 million to $1 billion in assets and $500 million to $1 billion in liabilities. The Hon. Brendan Linehan Shannon presides over the cases. Quinn Emanuel Urquhart & Sullivan, LLP, led by partner Patricia B. Tomasco, is the Debtors' counsel. Berkeley Research Group, LLC, is the Debtors' restructuring advisor. Omni Agent Solutions is the claims agent. BLOCKFI INC: FTX Slashes Claim to $500 Million from $5 Billion -------------------------------------------------------------- Hilary Russ of Law360 reports that bankrupt cryptocurrency lender BlockFi has been negotiating with fellow bankrupt crypto fintech firms FTX and Three Arrows Capital over the size of their potential claims, reducing FTX's roughly $5 billion of asserted claims to less than $500 million so far, attorneys said in a New Jersey bankruptcy court Wednesday, September 20, 2023. About BlockFi Inc. BlockFi is building a bridge between digital assets and traditional financial and wealth management products to advance the overall digital asset ecosystem for individual and institutional investors. BlockFi was founded in 2017 by Zac Prince and Flori Marquez and in its early days had backing from influential Wall Street investors like Mike Novogratz and, later on, Valar Ventures, a Peter Thiel-backed venture fund as well as Winklevoss Capital, among others. BlockFi made waves in 2019 when it began providing interest-bearing accounts with returns paid in Bitcoin and Ether, with its program attracting millions of dollars in deposits right away. BlockFi grew during the pandemic years and had offices in New York, New Jersey, Singapore, Poland and Argentina. BlockFi worked with FTX US after it took an $80 million hit from the bad debt of crypto hedge fund Three Arrows Capital, which imploded after the TerraUSD stablecoin wipeout in May 2022. BlockFi had significant exposure to the companies founded by former FTX Chief Executive Officer Sam Bankman-Fried. BlockFi received a $400 million credit line from FTX US in an agreement that also gave FTX the option to acquire BlockFi through a bailout orchestrated by Bankman-Fried over the summer. BlockFi also had collateralized loans to Alameda Research, the trading firm co-founded by Bankman-Fried. BlockFi is the latest crypto firm to seek bankruptcy amid a prolonged slump in digital asset prices. Lenders Celsius Network LLC and Voyager Digital Holdings Inc. also filed for court protection this year. Kirkland & Ellis is also advising Celsius and Voyager in their separate Chapter 11 cases. BlockFi Inc. and eight affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 22-19361) on Nov. 28, 2022. In the petitions signed by their chief executive officer, Zachary Prince, the Debtors reported $1 billion to $10 billion in both assets and liabilities. Judge Michael B. Kaplan oversees the cases. The Debtors taped Kirkland & Ellis and Haynes and Boone, LLP as general bankruptcy counsels; Walkers (Bermuda) Limited as special Bermuda counsel; Cole Schotz, P.C., as local counsel; Berkeley Research Group, LLC as financial advisor; Moelis & Company as investment banker; and Street Advisory Group, LLC, as strategic and communications advisor. Kroll Restructuring Administration, LLC, is the notice and claims agent. BLOCKFI INC: Judge to Likely Stop DOJ's Bid for Money Seizure ------------------------------------------------------------- Hilary Russ of Law360 reports that a New Jersey bankruptcy judge has said he will likely block the federal government's attempts to seize money that alleged scammers deposited with BlockFi because the seizure unfairly puts the criminals' victims ahead of the fallen crypto lender's other investors. About BlockFi Inc. BlockFi is building a bridge between digital assets and traditional financial and wealth management products to advance the overall digital asset ecosystem for individual and institutional investors. BlockFi was founded in 2017 by Zac Prince and Flori Marquez and in its early days had backing from influential Wall Street investors like Mike Novogratz and, later on, Valar Ventures, a Peter Thiel-backed venture fund as well as Winklevoss Capital, among others. BlockFi made waves in 2019 when it began providing interest-bearing accounts with returns paid in Bitcoin and Ether, with its program attracting millions of dollars in deposits right away. BlockFi grew during the pandemic years and had offices in New York, New Jersey, Singapore, Poland and Argentina. BlockFi worked with FTX US after it took an $80 million hit from the bad debt of crypto hedge fund Three Arrows Capital, which imploded after the TerraUSD stablecoin wipeout in May 2022. BlockFi had significant exposure to the companies founded by former FTX Chief Executive Officer Sam Bankman-Fried. BlockFi received a $400 million credit line from FTX US in an agreement that also gave FTX the option to acquire BlockFi through a bailout orchestrated by Bankman-Fried over the summer. BlockFi also had collateralized loans to Alameda Research, the trading firm co-founded by Bankman-Fried. BlockFi is the latest crypto firm to seek bankruptcy amid a prolonged slump in digital asset prices. Lenders Celsius Network LLC and Voyager Digital Holdings Inc. also filed for court protection this year. Kirkland & Ellis is also advising Celsius and Voyager in their separate Chapter 11 cases. BlockFi Inc. and eight affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 22-19361) on Nov. 28, 2022. In the petitions signed by their chief executive officer, Zachary Prince, the Debtors reported $1 billion to $10 billion in both assets and liabilities. Judge Michael B. Kaplan oversees the cases. The Debtors taped Kirkland & Ellis and Haynes and Boone, LLP as general bankruptcy counsels; Walkers (Bermuda) Limited as special Bermuda counsel; Cole Schotz, P.C., as local counsel; Berkeley Research Group, LLC as financial advisor; Moelis & Company as investment banker; and Street Advisory Group, LLC, as strategic and communications advisor. Kroll Restructuring Administration, LLC, is the notice and claims agent. BOY SCOUTS: Abuse Victims Start Receiving Settlement Payouts ------------------------------------------------------------ Dietrich Knauth of Reuters reports that the Boy Scouts of America's $2.46 billion settlement trust has begun sending payments to men who were abused as children by troop leaders, under a bankruptcy settlement still facing appeals from a minority group of abuse survivors. The initial payments are being sent to 7,000 claimants who chose a "quick pay" option under the Boy Scouts of America's bankruptcy plan, with the first 70 claimants paid on Tuesday. Those claimants will receive $3,500 without going through the lengthier evaluation process that awaits 75,000 others who filed claims. The Boy Scouts of America's $2.46 billion settlement trust has begun sending payments to men who were abused as children by troop leaders, under a bankruptcy settlement still facing appeals from a minority group of abuse survivors. The initial payments are being sent to 7,000 claimants who chose a "quick pay" option under the Boy Scouts of America's bankruptcy plan, with the first 70 claimants paid on Tuesday. Those claimants will receive $3,500 without going through the lengthier evaluation process that awaits 75,000 others who filed claims. "We know that this day has been a long time coming for these survivors," Houser said Tuesday, September 20, 2023. The settlement process will take years, as Houser and her team evaluate and pay claims based on factors like the severity of the alleged abuse and when and where it occurred. Individual abuse survivors are expected to receive between $3,500 to $2.7 million, depending on how their claims are assessed, according to the Boy Scouts' bankruptcy plan. The Boy Scouts organization filed for bankruptcy in February 2020 in Delaware after several U.S. states enacted laws allowing people to sue over decades-old sex abuse allegations, prompting a wave of litigation that threatened the 113-year-old organization's continued existence. Two groups of abuse survivors have appealed the settlement, arguing that it improperly cuts off their claims against churches and organizations that sponsored scouting programs, but that have not themselves filed for bankruptcy. The Boy Scouts bankruptcy settlement releases claims against such organizations that were alleged to be partially responsible for abuse and made contributions to the settlement. Those abuse claimants argue that their appeals should stop the settlement from moving forward until the U.S. Supreme Court decides a related case on how far bankruptcy courts can go to protect non-debtors in a case involving Purdue Pharma. The judge overseeing the Boy Scouts bankruptcy, Chief U.S. Bankruptcy Judge Laurie Selber Silverstein, said last week that she would continue to hear disputes related to the Boy Scouts settlement without waiting for the Supreme Court decision in Purdue Pharma, because the settlement had been finalized. About Boy Scouts of America The Boy Scouts of America -- https://www.scouting.org/ -- is a federally chartered non-profit corporation under title 36 of the United States Code. Founded in 1910 and chartered by an act of Congress in 1916, the BSA's mission is to train youth in responsible citizenship, character development, and self-reliance through participation in a wide range of outdoor activities, educational programs, and, at older age levels, career-oriented programs in partnership with community organizations. Its national headquarters is located in Irving, Texas. The Boy Scouts of America and affiliate Delaware BSA, LLC, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on Feb. 18, 2020, to deal with sexual abuse claims. Boy Scouts of America was estimated to have $1 billion to $10 billion in assets and at least $500 million in liabilities as of the bankruptcy filing. The Debtors have tapped Sidley Austin LLP as their bankruptcy counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel, and Alvarez & Marsal North America, LLC, as financial advisor. Omni Agent Solutions is the claims agent. The U.S. Trustee for Region 3 appointed a tort claimants' committee and an unsecured creditors' committee on March 5, 2020. The tort claimants' committee is represented by Pachulski Stang Ziehl & Jones, LLP, while the unsecured creditors' committee is represented by Kramer Levin Naftalis & Frankel, LLP. BROW BAR: Unsecureds to Get Share of Income for 3 Years ------------------------------------------------------- Brow Bar Inc. and AHR Inc., filed with the U.S. Bankruptcy Court for the Southern District of Indiana a Small Business Disclosure Statement and Plan of Reorganization dated September 28, 2023. Brow Bar is a Florida corporation that was created in 2009 to operate retail eyebrow threading locations across the state of Florida. Its affiliate, AHR, is an Ohio corporation that was created in 2017 to operate retail eyebrow threading locations across the state of Ohio. In March 2020, when Covid19 shut down malls across the United States, Debtors operations were impacted in ways they never expected. Debtors navigated the uncharted waters of having increasing obligations while being unable to operate their single source of revenue – their retail operations. As Debtors worked with their landlords through these challenges, Debtors experienced difficultly with Simon Property Group, Inc., with whom Debtors had a large number of leases. After Simon Property Group, Inc., filed four lawsuits against Debtors for failing locations, Debtors attempted to resolve their issues with Simon Property Group, Inc., but were unable to do so on reasonable terms. Debtors determined that filing these Bankruptcy Cases would be the best way to ensure their ability to operate on a going forward basis and allow them to resolve all pending claims and litigation in a single forum. In mid-2021, each of Debtors restructured their operations. Debtors began using management companies (AAQ Management LLC, AIZA Q Management LLC, Pace Management LLC, and Brow Art 23 Inc. (collectively, the "Management Companies")) to run the day-to-day operations of their eyebrow threading locations. By utilizing the Cash Management Company, Debtors were able to capitalize on discounts for expenses such as insurance, supplies, and payroll while being able to maintain the separate operations and identities of each of the individual locations under the larger "Brow Bar" umbrella. At the end of each month, the Cash Management Company reconciles the sales for the previous month and then remits a licensing fee to Debtors for each of Debtors' respective retail locations pursuant to various licensing/management agreements between Debtors and the Management Companies each month. It is these monthly licensing fees that Debtors will use to make their payments to creditors during the Plan Term as set forth more specifically in this Plan and the AHR Plan. The length of the Plan is three years. Class 8 shall consist of Allowed Unsecured Claims asserted against Debtor. The members of this class shall receive quarterly payments of Debtor's disposable income during the term of this Plan. Each Plan Payment shall be shared by the holders of Allowed Unsecured Claims on a pro rata basis from the net disposable income of Debtor for the prior quarter, subject first to payment of all Allowed Administrative Expenses and all priority claims then due, including but not limited to those claims in Classes 1 through 7. Class 8 is impaired. Class 9 shall consist of the equity interest of Rafi Qureshi in Debtor. Rafi Qureshi shall maintain his interest in the Reorganized Debtor. Class 9 is not impaired and is not entitled to vote on the Plan. The source of funds used in this Plan for payments to creditors shall be the net quarterly income of Debtor for three years from the Effective Date resulting from Debtor's continued ordinary course operations. Debtor shall contribute all net disposable income toward Plan Payments. A full-text copy of the Disclosure Statement dated September 28, 2023 is available at https://urlcurt.com/u?l=ahqOty from PacerMonitor.com at no charge. Counsel for Debtors: Sarah L. Fowler, Esq. Blackwell, Burke & Ramsey, P.C. 101 W. Ohio St., Suite 1700 Indianapolis, IN 46204 Tel: (317) 533-7869 Fax: (317) 634-2501 Email: sfowler@bbrlawpc.com About Brow Bar Inc. Brow Bar, Inc., is a Florida corporation that was created in 2009 to operate retail eyebrow threading locations across the state of Florida. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Ind. Case No. 23-02821) on June 30, 2023, with as much as $50,000 in assets and $100,001 to $500,000 in liabilities. Judge Robyn L. Moberly oversees the case. Sarah L. Fowler, Esq., at Blackwell Burke and Ramsey, PC, is the Debtor's counsel. BUFFALO DIOCESE: Unsecureds Want Insurance Companies' Records ------------------------------------------------------------- Rick Archer of Law360 reports that the unsecured creditors in the Roman Catholic Diocese of Buffalo's Chapter 11 case asked a New York bankruptcy judge Thursday, September 21, 2023, for permission to subpoena insurance companies for decades-old policy information the diocese says it can't find itself. About The Diocese of Buffalo N.Y. The Diocese of Buffalo, N.Y., is home to nearly 600,000 Catholics in eight counties in Western New York. The territory of the diocese is co-extensive with the counties of Erie, Niagara, Genesee, Orleans, Chautauqua, Wyoming, Cattaraugus, and Allegany in New York State, comprising 161 parishes. There are 144 diocesan priests and 84 religious priests who reside in the Diocese. The diocese through its central administrative offices (a) provides operational support to the Catholic parishes, schools, and certain other Catholic entities that operate within the territory of the Diocese "OCE"; (b) conducts school operations through which it provides parish schools with financial and educational support; (c) provides comprehensive risk management services to the OCEs; (d) administers a lay pension trust and a priest pension trust for the benefit of certain employees and priests of the OCEs; and (e) provides administrative support for St. Joseph Investment Fund, Inc. Dealing with sexual abuse claims, the Diocese of Buffalo sought Chapter 11 protection (Bankr. W.D.N.Y. Case No. 20-10322) on Feb. 28, 2020. The diocese was estimated to have $10 million to $50 million in assets and $50 million to $100 million in liabilities as of the bankruptcy filing. The Honorable Carl L. Bucki is the case judge. Bond, Schoeneck & King, PLLC, led by Stephen A. Donato, Esq., is the diocese's counsel; Connors LLP and Lippes Mathias Wexler Friedman LLP are its special litigation counsel; and Phoenix Management Services, LLC is its financial advisor. Stretto is the claims agent, maintaining the page: https://case.stretto.com/dioceseofbuffalo/docket The Office of the U.S. Trustee appointed a committee of unsecured creditors on March 12, 2020. The committee is represented by Pachulski Stang Ziehl & Jones, LLP and Gleichenhaus, Marchese & Weishaar, PC. CABALLERO SAND: Case Summary & 12 Unsecured Creditors ----------------------------------------------------- Debtor: Caballero Sand & Gravel, Inc 266 County Road Rhome, TX 76078 Chapter 11 Petition Date: October 4, 2023 Court: United States Bankruptcy Court Northern District of Texas Case No.: 23-43032 Judge: Hon. Mark X. Mullin Debtor's Counsel: Eric A. Liepins, Esq. ERIC A. LIEPINS 12770 Coit Road Suite 850 Dallas, TX 75251 Tel: 972-991-5591 Fax: 972-991-5788 Email: eric@ealpc.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Jose Caballero as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 12 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/LJSJWDI/Caballero_Sand__Gravel_Inc__txnbke-23-43032__0001.0.pdf?mcid=tGE4TAMA CAPROCK LAND: Seeks to Hire Mullin Hoard & Brown as Legal Counsel ----------------------------------------------------------------- Caprock Land Company, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Mullin Hoard & Brown, L.L.P. as its legal counsel. The firm will render these legal services: (a) prepare legal papers; (b) advise the Debtor regarding the preparation of operating reports, motions for use of cash collateral, and development of a Chapter 11 Plan; and (c) provide all other necessary legal services. The hourly rates of the firm's counsel and staff are as follows: Partners/Associates $250 - $520 Paralegals $175 In addition, the firm will seek reimbursement for expenses incurred. The firm requested a retainer of $100,000. Steven Hoard, Esq., a partner at Mullin Hoard & Brown, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Steven L. Hoard, Esq. MULLIN HOARD & BROWN, LLP P.O. Box 2585 Lubbock, TX 79408 Telephone: (806) 765-7491 Facsimile: (806) 765-0553 Email: shoard@mhba.com About CapRock Land Company, LLC CapRock Land Company, LLC is a global logistics company that manages organic feed ingredients around the world to the benefit of its end customers. CapRock operates seven storage facilities across the U.S. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 23-20172) on August 25, 2023. In the petition signed by Thomas Bunkley, owner, the Debtor disclosed up to $10 million in assets and $50 million in liabilities. Judge Robert L. Jones oversees the case. Steven L. Hoard, Esq., at Mullin Hoard & Brown, LLP, represents the Debtor as legal counsel. StoneX Commodity Solutions LLC, as lender, is represented by Polsinelli PC. CAPSTONE GREEN: Unsecureds Will Get 100% of Claims in Plan ---------------------------------------------------------- Capstone Green Energy Corporation and its debtor affiliates filed with the U.S. Bankruptcy Court for the District of Delaware a Joint Prepackaged Chapter 11 Plan and a Disclosure Statement dated September 28, 2023. Headquartered in Van Nuys, California, Capstone is a leading provider of customized microgrid solutions and on-site energy technology systems focused on helping customers around the globe meet their environmental, energy savings, and resiliency goals. The Debtors file these prepackaged Chapter 11 Cases with the support of the holder of PrePetition Secured Claims to implement a comprehensive restructuring within 42 days and emerge from chapter 11 in a position to continue Capstone's legacy as a meaningful provider in the energy industry. Specifically, after extensive diligence and arms' length negotiations with the holder of the PrePetition Secured Claims, the Debtors reached an agreement with the holder of 100 percent of the outstanding Pre-Petition Secured Claims on the terms of the restructuring transactions set forth in that certain transaction support agreement, dated as of September 28, 2023, (the "Transaction Support Agreement," and the transactions contemplated thereby, the "Restructuring"). The Restructuring is the result of extensive collaboration among the Debtors and the PrePetition Secured Parties to develop a solution that seeks to maximize recovery for all stakeholders in the Chapter 11 Cases, absent this agreement memorialized through the Transaction Support Agreement with the Pre-Petition Secured Parties, the alternative for which would have been foreclosure and liquidation. The Pre-Petition Secured Parties have agreed to the terms of the Restructuring, including ensuring that existing equity holders receive a recovery in the form of 100% of equity in Reorganized PublicCo and agreeing that all trade creditors will be paid in full in the ordinary course, to achieve a consensual process. The Restructuring represents months of support from the Pre Petition Secured Parties where, in support of the Debtors' restructuring efforts, the Pre-Petition Secured Parties have amended the Pre-Petition NPA multiple times to (i) provide necessary covenant relief to the Debtors, and (ii) advance an additional $3 million to further support the Debtors' operations prior to the Petition Date (the "Prefunding Amendment"). The Prefunding Amendment was necessary to enable to the Debtors to effectuate an orderly chapter 11 filing and preserve value in their estates, where the alternative may have been foreclosure or a chapter 7 liquidation. The Pre-Petition Secured Parties have also agreed to, among other things, fund the DIP Facility and permit the Debtors to use cash collateral on a consensual basis to enable the Debtors to implement the Restructuring through Confirmation of the Plan. Absent a consensual process, the Pre Petition Secured Parties could have chosen a second option, a liquidation of Capstone, that would result in no recovery for unsecured creditors and equity. The Debtors, with the support of the holder of Pre-Petition Secured Claims, believe the deleveraging and liquidity enhancing Restructuring embodied in the Transaction Support Agreement represent the most value-maximizing path forward. Among other things, consummation of the Restructuring will eliminate a significant portion of the Debtors' funded prepetition debt obligations and provide the Debtors with access to the New Debt Facility. Class 5 consists of General Unsecured Claims. Each holder of an Allowed General Unsecured Claim shall receive Cash in an amount equal to such Allowed General Unsecured Claim on the later of the Effective Date or in the ordinary course of business in accordance with the terms and conditions of the particular transaction giving rise to such Allowed General Unsecured Claim. The allowed unsecured claims total $27,000,000. This Class will receive a distribution of 100% of their allowed claims. Each shareholder in Capstone shall have its Equity Interest fully extinguished and discharged and shall receive its Pro Rata share of 100% of the Reorganized PublicCo Equity, subject to dilution from any shares issued pursuant to the EIP in accordance with this Plan. All other Equity Interests, except as otherwise set forth in the Plan, including, without limitation, all warrants, including the Pre-Petition Warrants, and restricted stock units or similar contractual equity rights shall be cancelled and terminated and receive no distribution. The Debtors and the Reorganized Debtors, as applicable, shall fund distributions under the Plan with Cash on hand, including Cash from operations, and the New Debt Facility. The Transaction Support Agreement provides for the reorganization of the Debtors as a going concern with a substantially deleveraged capital structure and sufficient liquidity to implement the Debtors' go-forward business plan. Consummation of the Restructuring will reduce the Debtors' debt obligations by approximately $33 million and reduce annual cash interest expenses by approximately $7.7 million in the first year after emergence. The portion of Capstone's cash no longer servicing the debt obligations thus would become available to support Capstone's business plan. This represents the successful culmination of months of restructuring efforts and a significant compromise and continued commitment to the Debtors' future by their key creditor constituency. A full-text copy of the Disclosure Statement dated September 28, 2023 is available at https://urlcurt.com/u?l=7hBkbl from PacerMonitor.com at no charge. Proposed Co-Counsel for the Debtors: Peter A. Siddiqui, Esq. Ethan D. Trotz, Esq. Kenneth N. Hebeisen, Esq. KATTEN MUCHIN ROSENMAN LLP 525 W. Monroe Street Chicago, IL 60661 Tel: (312) 902-5200 Fax: (312) 902-1061 E-mail: peter.siddiqui@katten.com ethan.trotz@katten.com ken.hebeisen@katten.com Proposed Co-Counsel for the Debtors: Matthew Lunn, Esq. Shane M. Reil, Esq. YOUNG CONAWAY STARGATT & TAYLOOR, LLP Rodney Square, 1000 N. King Street Wilmington, DE 19801 Tel: (302) 571-6600 Fax: (302) 571-1253 E-mail: mlunn@ycst.com sreil@ycst.com About Capstone Green Capstone Green Energy Corporation and two affiliated debtors build microturbine energy systems and battery storage systems that allow customers to produce power on-site in parallel with the electric grid or stand- alone when no utility grid is available. The Debtors offer Microturbines designed for commercial, oil and gas, and other industrial applications. On Sept. 28, 2023, Capstone Green Energy Corporation and two affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-11634), with $104,000,000 in assets and $111,000,000 in liabilities. John Juric, chief financial officer, signed the petitions. Judge Laurie Selber Silverstein oversees the case. Katten Muchin Rosenman LLP and Young Conaway Stargatt & Tayloor, LLP serve as legal counsel. CASA SYSTEMS: Falls Short of Nasdaq Minimum Bid Price Requirement ----------------------------------------------------------------- Casa Systems, Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission that it received a notification letter from the Nasdaq Listing Qualifications Staff of The Nasdaq Stock Market LLC notifying the Company that the bid price for the Company's common stock, par value $0.001 had closed below $1.00 per share for 30 or more consecutive business days (Aug. 8, 2023 through Sept. 25, 2023) and that the Company therefore is not in compliance with the minimum bid price requirement for continued inclusion on the Nasdaq Global Select Market under Nasdaq Listing Rule 5550(a)(2). The notification has no immediate effect on the listing of the Company's common stock on Nasdaq. In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has a period of 180 calendar days to regain compliance with the Bid Price Requirement, which will expire on March 25, 2024. To regain compliance, the closing bid price of the Company's common stock must be at least $1.00 or higher for a minimum of 10 consecutive business days, and in such case, the Staff will provide the Company with written confirmation that it has regained compliance with the Bid Price Requirement. The Staff has the discretion to extend the 10-business day period to up to 20 consecutive business days pursuant to Nasdaq Listing Rule 5810(c)(3)(H). In accordance with Nasdaq Listing Rule 5810(c)(3)(A)(i), if the Company does not regain compliance by the Compliance Date, the Company may be eligible for an additional 180 calendar day compliance period. To qualify, the Company would need to transfer the listing of the Company's common stock to the Nasdaq Capital Market, provided the Company meets the continued listing requirement for market value of publicly held shares and all other initial listing standards, with the exception of the Bid Price Requirement. To effect such a transfer, the Company would also need to pay an application fee to Nasdaq and provide written notice to the Staff of its intention to cure the deficiency during the additional compliance period. If the Company is not eligible or it appears to Nasdaq that the Company will not be able to cure the deficiency during the additional compliance period, Nasdaq will provide written notice to the Company that the Company's common stock will be subject to delisting. In the event of such notification, the Company may appeal Nasdaq's determination to delist its securities. However, there can be no assurance that, if the Company receives a delisting notice and appeals the delisting determination by the Staff, such appeal would be successful. The Company intends to monitor the closing bid price of its common stock and will take all reasonable measures available to the Company to regain compliance with the Bid Price Requirement. There can be no assurance that the Company will be able to regain compliance for continued listing on Nasdaq. About Casa Systems Inc. Casa Systems, Inc. (Nasdaq: CASA) -- http://www.casa-systems.com-- delivers the core-to-customer building blocks to speed 5G transformation with future-proof solutions and cutting-edge bandwidth for all access types. Casa Systems creates disruptive architectures built specifically to meet the needs of service provider networks. The Company's suite of open, cloud-native network solutions unlocks new ways for service providers to build networks without boundaries and maximize revenue-generating capabilities. Commercially deployed in more than 70 countries, Casa Systems serves over 475 Tier 1 and regional communications service providers worldwide. Boston, Massachusetts-based Ernst & Young LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated March 15, 2023, citing that the Company has insufficient financial resources to meet its obligation related to debt maturing in 2023 and has stated that substantial doubt exists about the Company's ability to continue as a going concern. * * * As reported by the TCR on July 10, 2023, S&P Global Ratings upgraded Casa Systems Inc. to 'CCC+' from 'CCC' to reflect its overall view of its improved credit prospects following the Transaction Support Agreement (TSA), despite the company's reliance on favorable supply chain conditions and exposure to volatile telecom capex patterns. Moody's Investors Service upgraded Casa Systems, Inc.'s ratings, including the Corporate Family Rating to Caa1 from Caa2, the TCR reported on July 3, 2023. The rating actions follow Casa's completion of the exchange offer, which extends the maturity of 98% of the company's debt to December 2027 and thus greatly enhances the financial viability of the company. CELSIUS NETWORK: Gets Court Okay to Pay Employee Witness in Ch.11 ----------------------------------------------------------------- Vince Sullivan of Law360 reports that bankrupt cryptocurrency platform Celsius Network Ltd. can cover the legal expenses of employees and officers who cooperate with investigations into the company's prepetition operations after a New York judge found Wednesday, September 20, 2023, that the safeguards included in the reimbursement procedures were adequate. 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. COLLEGE OF SAINT ROSE: Fitch Affirms and Withdraws 'BB' Bond Rating ------------------------------------------------------------------- Fitch Ratings has affirmed the 'BB' Issuer Default Rating (IDR) and the 'BB' bond rating on the City of Albany Capital Resource Corporation bonds issued on behalf of the College of Saint Rose (the College, or CSR): - $48,150,000 revenue refunding bonds, series 2021. The Rating Outlook remains Negative. Fitch is also withdrawing CSR's ratings because Fitch will no longer have access to management-provided information necessary to maintain the ratings following this rating action. Entity/Debt Rating Prior ----------- ------ ----- The College of Saint Rose (NY) LT IDR BB Affirmed BB LT IDR WD Withdrawn BB The College of Saint Rose (NY) /General Revenues /1 LT LT BB Affirmed BB The College of Saint Rose (NY) /General Revenues /1 LT LT WD Withdrawn BB The affirmation of CSR's 'BB' IDR and bond ratings reflect CSR's maintenance of Fitch-calculated leverage ratios at Dec. 31, 2022 (6 month interim, unaudited) at levels consistent with FYE June 30, 2022, despite sizable deficits budgeted for the full fiscal 2023 year. The ratings consider publicly-available budgets for fiscal years 2023 and 2024 and an understanding that management has been executing on strategies related to expense rationalization, asset sales, fundraising, academic program enhancements and partnerships with area institutions to increase enrollment and reduce budgeted deficits. Despite these efforts, however, CSR to date has faced declines in net student revenues and structural deficits that, unless reversed, will erode resources over time to levels consistent with lower ratings. CSR has chosen to stop participation in the ratings process in September 2023. Fitch has also withdrawn CSR's ratings because following this rating action, Fitch will no longer have access to management-provided information necessary to maintain the ratings. Fitch will no longer provide ratings or analytical coverage for CSR's IDR or bonds. SECURITY The series 2021 bonds are secured by a gross revenue pledge, a mortgage on selected campus facilities appraised at $78 million in September 2021, and a bond-funded debt service reserve. KEY RATING DRIVERS Revenue Defensibility - 'bb' Pressured Enrollment in Unfavorable Demographic Market The 'bb' revenue defensibility assessment reflects CSR's pressured enrollment trends, combined with historical selectivity near 80%, thin matriculation around 10%, and a concentrated regional draw in New York State, within the demographically unfavorable Northeast region. First-year matriculation trends in some of CSRs signature teacher education programs, and enrollment initiatives from new partnerships with area institutions to increase transfer, MBA and other populations appear somewhat favorable, but as of yet have not been enough to compensate for the effects of significantly smaller, pandemic-era incoming classes replacing larger graduating cohorts. Fall 2022 FTE enrollment of around 2,200 represents a sharp decline from CSR's recent high of over 3,500 FTEs in Fall 2019. CSR's enrollment trajectory is critical to improved revenue generation, as CSR's historical reliance on student generated revenues is over 80%. Gifts, grants, and endowment distributions comprise the bulk of CSR's remaining revenue base. Operating Risk - 'bbb' Modest Cash Flows Dependent on Non-Recurring Items, Fundraising for Capital and Operations The 'bbb' operating risk assessment reflects Fitch's expectation that CSR will make significant operating changes in fiscal 2024 and beyond to maintain cash flow margins above 5%. Fitch-calculated cash flow margins in recent years has hovered around a very modest 5%, and buoyed by non-recurring revenue items, including asset sales used for operations and extraordinary endowment draws. Fitch believes that CSR maintains flexibility to further reduce its expense base on a recurring basis. With an average age of plant approaching 20 years, and a trend of capital spending well below that of annual depreciation expense, Fitch characterizes the College's capital requirements as elevated, but also notes that CSR's spending plans are modest. CSR's current fundraising campaign includes a capital component that will support the College's capital needs. The College has a track record of successful fundraising, raising $23 million in its First 100 Years campaign (2014-2020), and $8.1 million in fiscal 2021 during CSR's 100th Year campaign. A third phase of this campaign called Second Century is to raise at least $24 million through 2025. Financial Profile - 'bb' Limited financial resources relative to debt; moderate decline expected The 'bb' financial profile assessment reflects CSR's limited Available Funds (AF: Cash and investments less unrestricted net assets) against debt obligations. Total adjusted leverage has trended downward from CSR's exit of an operating lease for excess student housing and the reduction of its unfunded defined benefit pension liability on a closed plan. However, AF is expected to trend downward as well. At mid-fiscal 2023 (12/31/2022 unaudited), leverage was maintained at 64% AF-to-adjusted debt, consistent with FYE 2022. Future ratios will be highly dependent on CSRs ability to right-size operations in accordance with revenues and increase balance sheet resources through fundraising and asset sale proceeds retained on the balance sheet. In a Fitch-modeled forward-looking scenario, leverage ratios deteriorate to roughly 50%, consistent with a lower rating, and forms the basis for the continued Negative Outlook. Financial covenants of the series 2021 bonds include 1x annual debt service coverage ratio (DSCR) (for which 51% of par amount of bondholders can call an event of default for noncompliance starting at FYE 2022), and a liquidity ratio (20% liquid assets to debt, tested semi-annually). The College reported to be in full compliance of both covenants for fiscal 2022 and with the liquidity covenant at 6/30/23; FYE 2023 DSCR calculations are pending. Asymmetric Additional Risk Considerations Given management's decision to discontinue participation in the ratings process in September 2023, limitations on information quality may exist and will be insufficient to maintain ratings going forward. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade Not applicable as the ratings have been withdrawn. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade Not applicable because the ratings have been withdrawn. PROFILE The College of Saint Rose is a private, co-educational institution with 2,215 FTE students as of fall 2022. Approximately 70% of students are undergraduates, and about 80% of headcount enrollment is at the College's main campus in Albany, NY. The remaining 20% of CSR's headcount is enrolled in primarily part-time, professional development and certification programs for teachers through partnerships with organizations in metro New York other New York locations. The College considers teacher education and forensic psychology among their hallmark programs, has launched new nursing programs consistent with their service mission, and also maintains academic programs in arts and humanities, business, and math and science. Founded by the Sisters of St. Joseph of Carondelet (Sisters of St. Joseph) in 1920, CSR has been led by an independent board since 1970. Fitch notes that The College of Saint Rose board of trustees includes George R. Hearst III, who is also a current Board Member of the Hearst Corporation, which is the sole owner of Fitch Group and Fitch Ratings. CSR's Board appointed Marcia White as President in July 2020. President White previously led the Saratoga Performing Arts Center during which time the institution turned from deficit to surplus operations and completed successful fundraising, according to management. The College of Saint Rose is accredited by the Middle States Commission on Higher Education (MSCHE), which affirmed CSR's accreditation in 2014 for 10 years. Since 2020, MSCHE has required that CSR include evidence of improved financial viability and sustainability in their annual institutional updates. MSCHE issued a notification of noncompliance action to CSR in June 2023, requesting a report in January 2024 demonstrating evidence of compliance with standards relating to "sufficiency of resources" and "financial planning and budgeting practices." CSR has committed to work with MSCHE in this process and remains accredited during the MSCHE review. ESG CONSIDERATIONS The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. DESOLATION HOLDINGS: Fine-Tunes Plan Documents ---------------------------------------------- Desolation Holdings LLC and Its Affiliated Debtors submitted an Amended Joint Chapter 11 Plan of Liquidation and a Disclosure Statement. This Plan is being proposed as a joint chapter 11 plan of the Debtors for administrative purposes only and constitutes a separate chapter 11 plan for each Debtor. The SEC Action The Court has entered an order approving the SEC 9019 Motion. Payments to the SEC contemplated in the SEC 9019 Motion shall be treated as a $24 million Allowed GUC Claim. Notwithstanding any other provision of the Disclosure Statement, Plan or Confirmation Order, such SEC Allowed GUC Claim will not be subject to reclassification as a Subordinated Claim by the Debtors, or the Wind Down Entity, as applicable. Payments to the SEC contemplated in the SEC 9019 Motion will not be made from insurance proceeds. Nothing herein shall modify the terms of the settlement in the SEC 9019 Motion that was approved by order of the Bankruptcy Court on September 7, 2023. The Debtors received from state governmental entities ten proofs of claims for customer unclaimed property amounting to approximately $1.3 million. The governmental bar date is November 4, 2023. The Debtors have performed analysis of these and other potential unclaimed property claims and, with respect to BUS' customers, they estimated such U.S. law claims at less than $25 million. This approximation of up to $25 million in potential state unclaimed property claims has already been accounted for in the Liquidation Analysis and estimated in the Plan as reserves built in Classes 2A. As of September 26, 2023, the Debtors have received a total of 3,726 proofs of claim, including (i) 3,673 that have been filed by customers; and (ii) 53 that have been filed by non-customers. Litigation Matters Although the review of claims in ongoing, the Debtors are aware of several litigation claims that have been filed against one or more of the Debtors. Several of these claims have been made by customers who have asserted litigation claims in addition to claims for assets that were associated with their Bittrex accounts. Four of these claims relate to individuals who are or were Iranian citizens and whose accounts, therefore, were frozen in or around 2017 as required by federal law, specifically OFAC sanctions. In order to allow these and similarly situated customers to withdraw funds from the platform, Bittrex sought and received various licenses from OFAC, including one for residents of Iran, which includes these four claimants. Despite indicating otherwise in his proof of claim, one of these individuals took advantage of this process and withdrew all funds from his account during the license period. Another of these individuals (Azim Ghader) submitted to Bittrex the actual form necessary to utilize the license process during the license period. However, when prompted to submit additionally necessary documentation and identification materials during that process, he failed to respond and never completed the process. Each of these individuals asserts claims for damages substantially beyond the assets (if any) that remain in their accounts, under the theory that they lost potential profits by being deprived access to those assets. Debtors believe that these claims are without merit, because (i) each of these claimants had the opportunity to withdraw those funds during the OFAC license period, (ii) allowing the claimants to access the funds without a license (circumstance that includes any claimants' access to funds outside of the license period) would have resulted in Bittrex violating federal law, and (iii) Bittrex's terms of service, to which each of these individuals (and any similarly situated claimants) agreed in order to use the Bittrex platform, expressly disclaim any consequential, punitive, or special damages along the lines of what these claimants now seek. The Debtors are unaware of any other potential litigation claims that could materially impact their ability to pay the creditors. The Debtors believe the Plan is in the best interests of all stakeholders and urge the holders of Claims in the voting classes to vote in favor thereof. In accordance with section 1141 of the Bankruptcy Code, the Wind Down Assets shall automatically be assigned, transferred, and vest in the Wind Down Entity upon the occurrence of the Effective Date, free and clear of all Claims, Liens, and other interests, subject only to the Allowed Claims and Class 5 Interests, and the expenses of the Plan Administrator, for Distribution in accordance herewith. For the avoidance of doubt, to the extent not otherwise waived in writing, released, settled, assigned or sold pursuant to a prior Order or the Plan, the Wind Down Entity specifically retains and reserves the right to assert, after the Effective Date, any and all of the claims, Causes of Action (including but not limited to those Causes of Action listed on the Causes of Action List, but excluding the Avoidance Actions released pursuant to Article VIII herein) and related rights, whether or not asserted as of the Effective Date, and all proceeds of the foregoing. The Confirmation Order shall be deemed to, pursuant to sections 363 and 1123 of the Bankruptcy Code, authorize, among other things, all actions as may be necessary or appropriate to effect any transaction described in, approved by, contemplated by, or necessary to effectuate the Plan. The Debtors' attorney-client privilege shall be transferred to the Wind Down Entity. A full-text copy of the Amended Plan dated September 28, 2023 is available at https://urlcurt.com/u?l=KSnv10 from Omni Agent Solutions, claims agent. Counsel to the Debtors: Susheel Kirpalani, Esq. Patricia B. Tomasco, Esq. Daniel Holzman, Esq. Alain Jaquet, Esq. Razmig Izakelian, Esq. Valerie Ramos, Esq. Joanna Caytas, Esq. QUINN EMANUEL URQUHART & SULLIVAN, LLP 51 Madison Avenue, 22nd Floor New York, NY 10010 Telephone: 212-849-7000 Facsimile: 212-849-7100 E-mail: susheelkirpalani@quinnemanuel.com pattytomasco@quinnemanuel.com razmigizakelian@quinnemanuel.com danielholzman@quinnemanuel.com alainjaquet@quinnemanuel.com valerieramos@quinnemanuel.com joannacaytas@quinnemanuel.com - and - Robert S. Brady, Esq. Kenneth Enos, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP 1000 North King Street Wilmington, DE 19801 Telephone: 302-571-6600 Facsimile: 302-571-1253 Email: rbrady@ycst.com kenos@ycst.com About Desolation Holdings Bittrex is a regulated digital assets exchange platform. Desolation Holdings and three of its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10597) on May 8, 2023. Desolation Holdings' debtor-affiliates are Bittrex, Inc., Bittrex Malta Holdings Ltd. and Bittrex Malta Ltd. At the time of filing, the Debtors estimated consolidated assets of $500 million to $1 billion in assets and $500 million to $1 billion in liabilities. The Hon. Brendan Linehan Shannon presides over the cases. Quinn Emanuel Urquhart & Sullivan, LLP, led by partner Patricia B. Tomasco, is the Debtors' counsel. Berkeley Research Group, LLC, is the Debtors' restructuring advisor. Omni Agent Solutions is the claims agent. DIAMOND SPORTS GROUP: Sinclair, JPMorgan Wants Lawsuits Tossed -------------------------------------------------------------- Reshmi Basu and Erin Hudson of Bloomberg News report that JPMorgan Chase & Co. and Sinclair Broadcast Group Inc. asked a bankruptcy court to dismiss two lawsuits from broadcaster Diamond Sports Group alleging they worked together to raid the troubled local sports television unit. Diamond—America's largest owner of local sports channels—sued in July 2023 to unwind at least $922 million funneled to a JPMorgan affiliate to repay preferred equity financing. The broadcaster also accused its parent, Sinclair, of siphoning more than $1.5 billion from Diamond before it filed for bankruptcy in March 2023, when it was likely insolvent. About Diamond Sports Group Diamond Sports Group, LLC and its affiliates own and/or operate the Bally Sports Regional Sports Networks, making them the nation's leading provider of local sports programming. DSG's 19 Bally Sports RSNs serve as the home for 42 MLB, NHL, and NBA teams. DSG also holds joint venture interests in Marquee, the home of the Chicago Cubs, and the YES Network, the local destination for the New York Yankees and Brooklyn Nets. The RSNs produce about 4,500 live local professional telecasts each year in addition to a wide variety of locally produced sports events and programs. DSG is an unconsolidated and independently run subsidiary of Sinclair Broadcast Group. Diamond Sports Group and 29 of its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 23-90116) on March 14, 2023. In the petition filed by David F. DeVoe, Jr., as chief financial officer and chief operating officer, Diamond Sports Group listed $1 billion to $10 billion in both assets and liabilities. Judge Christopher M. Lopez oversees the cases. The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP and Porter Hedges, LLP as bankruptcy counsels; Wilmer Cutler Pickering Hale, Dorr, LLP and Quinn Emanuel Urquhart & Sullivan, LLP as special counsels; AlixPartners, LLP as financial advisor; Moelis& Company, LLC and LionTree Advisors, LLC as investment bankers; Deloitte Tax, LLP as tax advisor; Deloitte Financial Advisory Services, LLP as accountant; and Deloitte Consulting, LLP as consultant. Kroll Restructuring Administration, LLC is the claims agent. The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped Akin Gump Strauss Hauer& Feld LLP as counsel; FTI Consulting, Inc. as financial advisor; and Houlihan Lokey Capital, Inc. as investment banker. DURANGO RV RENTAL: Files for Chapter 11 Bankruptcy -------------------------------------------------- Durango RV Rental Inc. filed for Chapter 11 protection in the District of Colorado. The Debtor reported assets of $1 million to $10 million and liabilities of the same range. The petition states funds will be available to Unsecured Creditors. A telephonic meeting of creditors under 11 U.S.C. Section 341(a) is slated for October 11, 2023, at 10:00 AM. About Durango RV Rental Inc. Durango RV Rental, Inc., is a provider of RV Motorhomes and travel trailer rental services. Durango RV Rental sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bakr. D. Colo. Case No. 23-14083) on September 11, 2023. In the petition signed by Eleanore Radoslovich, CEO, the Debtor disclosed up to $10 million in both assets and liabilities. Stephen Berken, Esq., at Berken Cloyes, PC, is the Debtor's legal counsel. DURANGO RV RENTAL: Hires Berken Cloyes as Bankruptcy Counsel ------------------------------------------------------------ Durango RV Rental, Inc. seeks to hire the U.S. Bankruptcy Court for the District of Colorado to hire Berken Cloyes P.C. as its bankruptcy counsel. The firm will render these services: (a) advise the Debtor with respect to its powers and duties; (b) advise the Debtor with respect to its responsibilities to comply with the U.S. Trustee's Operating Guidelines and Reporting Requirements as well as the rules of the court; (c) prepare motions, pleadings, orders, applications, complaints, and other legal documents necessary in the administration of the case; (d) protect the interests of the Debtor in all matters pending before the court; (e) represent the Debtor in negotiation with its creditors to prepare a plan of reorganization or other exit plan; (f) negotiate with third-parties expressing interest in purchasing the assets of the Debtor as a going-concern; and (g0 assist the Debtor in preparation of reports of operation and other relevant financial disclosures. The hourly rates of the firm's counsel and staff are as follows: Stephen Berken $375 Sean Cloyes $375 Paralegals $125 In addition, the firm will seek reimbursement for expenses incurred. Pre-petition, the firm received $10,000 from the Debtor as retainer fee. Stephen Berken, Esq., an attorney at Berken Cloyes, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Stephen E. Berken, Esq. Sean Cloyes, Esq. BERKEN CLOYES PC 1159 Delaware Street Denver, CO 80202 Telephone: (303) 623-4359 Email: stephenberkenlaw@gmail.com sean@berkencloyes.com About Durango RV Rental, Inc. Durango RV Rental, Inc. is a provider of RV Motorhomes and travel trailer rental services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bakr. D. Colo. Case No. 23-14083) on September 11, 2023. In the petition signed by Eleanore Radoslovich, CEO, the Debtor disclosed up to $10 million in both assets and liabilities. Stephen Berken, Esq., at Berken Cloyes, PC, represents the Debtor as legal counsel. EARL FREDDY: Gina Klump Named Subchapter V Trustee -------------------------------------------------- The U.S. Trustee for Region 17 appointed Gina Klump, Esq., at the Law Office of Gina R. Klump, as Subchapter V trustee for Earl Freddy Invest C, LLC. Ms. Klump will be paid an hourly fee of $490 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Klump declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Gina Klump, Esq. Law Office of Gina R. Klump 11 5th Street, Suite 102 Petaluma, CA 94952 Phone: (707) 778-0111 Email: gklump@klumplaw.net About Earl Freddy Earl Freddy Invest C, LLC filed Chapter 11 petition (Bankr. N.D. Calif. Case No. 23-41179) on Sept. 18, 2023, with $1 million to $10 million in both assets and liabilities. The petition was filed pro se. Judge William J. Lafferty oversees the case. ELECTRONICS FOR IMAGING: BlackRock Fund Marks $683,000 Loan at 32% ------------------------------------------------------------------ BlackRock Debt Strategies Fund, Inc has marked its $683,000 loan extended to Electronics for Imaging, Inc to market at $461,255 or 68% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a Term Loan to Electronics for Imaging, Inc. The loan accrues interest at a rate of 10.21% (1-mo. LIBOR US + 5.00%) per annum. The loan matures on July 23, 2026. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. Electronics for Imaging is a worldwide provider of products, technology and services leading the transformation of analog to digital imaging. ENDO INTERNATIONAL: Skadden Cleared to Get $19 Million Fee Payment ------------------------------------------------------------------ Emily Lever of Law360 reports that Skadden Arps Slate Meagher & Flom LLP was cleared September 21, 2023, by a New York judge to be paid over $19 million for its work from January to April 2023 on the Chapter 11 bankruptcy of pharmaceutical company Endo International PLC. 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. ENVISION HEALTHCARE: BlackRock Fund Marks $1.3MM Loan at 79% Off ---------------------------------------------------------------- BlackRock Debt Strategies Fund, Inc has marked its $1,390,000 loan extended to Envision Healthcare Corp to market at $293,818 or 21% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a 2022 Second Out Term Loan to Envision Healthcare Corp. The loan accrues interest at a rate of 9.49% (3-mo. CME Term SOFR at 1.00% Floor + 4.25%) per annum. The loan matures on March 31, 2027. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. Envision Healthcare Corporation provides health care services. The Hospital offers surgery, pharmacy, medical imaging, emergency care, and other related health care services. Envision Healthcare serves patients in the United States. ESCALON MEDICAL: Delays Annual Report for Fiscal Year Ended June 30 ------------------------------------------------------------------- Escalon Medical Corp. said via Form 12b-25 filed with the Securities and Exchange Commission that its Annual Report on Form 10-K for the year ended June 30, 2023 could not be filed by the filing date without unreasonable effort and expense because the Company encountered delays in completing the financial statements and finalizing the review of such financial statements for inclusion in the Form 10-K due to staffing limitations. The Company expects to file its Form 10-K no later than the extended due date. About Escalon Headquartered in Wayne, Pennsylvania, Escalon Medical Corp. operates in the healthcare market, specializing in the development, manufacture, marketing and distribution of medical devices for ophthalmic applications. Marlton, New Jersey-based Friedman LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated Sept. 28, 2022, citing that the Company's significant accumulated deficit and recurring losses from operations and negative cash flows from operating activities in the current year and prior years raise substantial doubt about the Company's ability to continue as a going concern. EXPRESS ELECTRIC: Neema Varghese Named Subchapter V Trustee ----------------------------------------------------------- The U.S. Trustee for Region 11 appointed Neema Varghese of NV Consulting Services as Subchapter V trustee for Express Electric Supply, LLC. Ms. Varghese will be paid an hourly fee of $400 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Varghese declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Neema T. Varghese NV Consulting Services 701 Potomac, Ste. 100 Naperville, IL 60565 Tel. (630) 697-4402 Email: nvarghese@nvconsultingservices.com About Express Electric Supply Express Electric Supply, LLC, a company in Orland Park, Ill., provides electrical supplies to the construction and building trades. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-12317) on Sept. 17, 2023, with up to $10 million in both assets and liabilities. Rodney J. Thompson, manager, signed the petition. Judge Donald R. Cassling oversees the case. Ariel Weissberg, Esq., at Weisberg and Associates, Ltd., represents the Debtor as legal counsel. EYECARE PARTNERS: BlackRock Fund Marks $1.9MM Loan at 27% Off ------------------------------------------------------------- BlackRock Debt Strategies Fund, Inc has marked its $1,925,000 loan extended to EyeCare Partners LLC to market at $1,410,533 or 73% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a 2020 Term Loan to EyeCare Partners LLC. The loan accrues interest at a rate of 9.25% (3-mo. CME Term SOFR at 1.00% Floor + 4.25%) per annum. The loan matures on February 18, 2027. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. EyeCare Partners, LLC, headquartered in St. Louis, Missouri, is a medically focused eye care services provider. EyeCare Partners is vertically integrated, providing optometry, ophthalmology and retail products EYECARE PARTNERS: BlackRock Fund Marks $465,000 Loan at 29% Off --------------------------------------------------------------- BlackRock Debt Strategies Fund, Inc has marked its $465,000 loan extended to EyeCare Partners LLC to market at $332,218 or 71% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a 2021 Incremental Term Loan to EyeCare Partners LLC. The loan accrues interest at a rate of 9.25% (3-mo. CME Term SOFR at 0.50% Floor + 3.75%) per annum. The loan matures on November 15, 2028. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. EyeCare Partners, LLC, headquartered in St. Louis, Missouri, is a medically focused eye care services provider. EyeCare Partners is vertically integrated, providing optometry, ophthalmology and retail products FELIX BRACE: Seeks to Hire Rozier McKay & Willis as Tax Preparer ---------------------------------------------------------------- Felix Brace & Limb Co. seeks approval from the U.S. Bankruptcy Court for the Western District of Louisiana to employ Steven McKay, CPA with Rozier, McKay & Willis as its accounting firm for the preparation of the Arkansas 2021 federal and state tax returns. Steven McKay, CPA will charge $350 per hour to prepare the tax returns. Rozier, McKay & Willis has no connection with the Debtor, the creditors or any other party in interest, their respective attorneys and accountants, the Bankruptcy Judge assigned to this case, according to court filings. The firm can be reached through: Steven McKay, CPA Rozier, McKay & Willis 1407 Peterman Dr. Alexandria, LA 71301 Telephone: (318) 442-1608 About Felix Brace & Limb Co. Felix Brace & Limb Co. filed a Chapter 11 bankruptcy petition (Bankr. W.D. La. Case No. 22-80585) on Nov. 16, 2022, with as much as $1 million in both assets and liabilities. Judge Stephen D. Wheelis oversees the case. Bradley L. Drell, Esq., at Gold Weems Bruser Sues & Rundell, APLC and Whitehall Advisors, LLC serve as the Debtor's bankruptcy counsel and financial advisor, respectively. FILE STORAGE: Unsecureds Recovery "TBD" in Liquidating Plan ----------------------------------------------------------- File Storage Partners, LLC, and its debtor-affiliates filed with the U.S. Bankruptcy Court for the District of Delaware a Subchapter V Plan of Liquidation dated September 28, 2023. The Debtors' businesses began with a non-debtor entity known as DLTx ASA ("ASA"). ASA was the first publicly traded company to monetize token rewards produced by building out the infrastructure of public, permissionless blockchains (often referred to as "mining"). The Debtors' financial challenges caused the Debtors to explore other ways to leverage their assets (the FIL production and the hardware in particular), to raise the short-term capital needed to meet emergent operational needs. While the Debtors approached numerous institutions and equipment financers in this regard, none were willing to take uncollateralized counterparty risk against the Debtors and NewDLTx, and there was no cash or digital assets available to post as security for short-term working capital. In addition, it became clear that without a significant restructuring of operations involving multiple technology challenges and a complex rework of the corporate structure of the Debtors and their affiliates, there would be no going concern. Certain principals of the Debtors entered into discussions with Silvermine, a consulting and investment firm with extensive experience in technology company capitalizations and restructurings, including (significantly) digital asset infrastructure and mining operations. This experience includes investments in companies with operations similar to the Debtors, which positioned Silvermine to be a valuable resource to the Debtors on account of Silvermine's familiarity with NewDLTx' business and the unique challenges it faced. Silvermine structured the Purchaser, an SPV, to fund the Debtors' chapter 11 cases and acquire the Debtors' assets via a credit bid of the DIP Facility obligations in order to ensure the Debtors' continuous operation as a going concern. Given (a) the absence of other viable liquidity, operational or restructuring options, (b) the absence of any other entities showing interest in financing these cases or acquiring the Debtors' assets (in part due to the difficulty in locating parties that understood the Debtors' assets and business model in the first place), and (c) the looming threats issued by the Debtors' data center providers, the Debtors strongly believed that a sale of their assets to the Purchaser was the best possible option for the companies and their estates, especially in the context of a broader restructuring occurring outside of this Court. "Purchaser" shall mean KB Silver Funding, LLC and its successors, assignees, and designees. Class 3 consists of General Unsecured Claims. Except to the extent that a Holder of an Allowed Class 3 General Unsecured Claim and the Debtors or Liquidation Trustee, as applicable, agree to less favorable treatment of such Claim, each Holder of an Allowed Class 3 General Unsecured Claim shall receive, in Cash, a Pro Rata share of the Liquidation Trust Assets as soon as reasonably practicable following the later of the Effective Date or the date on which such Allowed Class 3 General Unsecured Claim becomes Allowed. Distributions to Holders of Allowed Class 3 General Unsecured Claims shall be made in full and complete satisfaction, settlement, discharge, and release of the Allowed Class 3 General Unsecured Claims. Class 3 is Impaired. The Subchapter V Plan still has blanks as to the estimated allowed amount and percentage recovery for holders of unsecured claims. Holders of Interests are parties who hold an ownership interest (i.e., equity interest) in a Debtor. On the Effective Date, all Interests shall be deemed canceled, extinguished and discharged and of no further force or effect, and the Holders of Interests shall not be entitled to receive or retain any property on account of such Interests. Payments required or permitted under the Plan shall be made from: (a) cash on hand; (b) proceeds of Avoidance Actions; (c) proceeds of the Tortious Interference Claims in accordance with the APA; and (d) proceeds of any other Liquidation Trust Assets. The Liquidation Trust shall be established for the purpose of pursuing or liquidating the Liquidation Trust Assets and making distributions to the Liquidation Trust Beneficiaries, with no objective to continue or engage in the conduct of a trade or business. On and after the Effective Date, the initial Liquidation Trustee shall become and serve as Liquidation Trustee. The Liquidation Trustee will receive compensation as set forth in the Liquidation Trust Agreement. A full-text copy of the Subchapter V Plan dated September 28, 2023 is available at https://urlcurt.com/u?l=VkzG3b from PacerMonitor.com at no charge. Counsel to Debtors: SAUL EWING LLP Evan T. Miller, Esq. Monique B. DiSabatino, Esq. Paige N. Topper, Esq. 1201 N. Market Street, Suite 2300 P.O. Box 1266 Wilmington, DE 19899 Telephone: (302) 421-6800 Email: Evan.miller@saul.com monique.disabatino@saul.com paige.topper@saul.com About File Storage Partners 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., is the Debtor's 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. FLUID CONSTRUCTION: Seeks to Hire BransonLaw PLLC as Counsel ------------------------------------------------------------ Fluid Construction, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire BransonLaw, PLLC as legal counsel. The Debtor requires the firm to: a. assist in the formulation of a Chapter 11 plan of reorganization; b. prosecute and defend any causes of action on behalf of the Debtor; c. prepare reports and legal papers; and d. provide all other services of a legal nature. The hourly rates of the firm's attorneys and staff range from $495 to $175. Prior to its Chapter 11 filing, the Debtor paid an advance fee of $8,352.50 for the firm's post-petition services and expenses and the filing fee of $1,738. Jeffrey Ainsworth, Esq., an attorney at BransonLaw, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. BransonLaw can be reached through: Jeffrey S. Ainsworth, Esq. BRANSONLAW, PLLC 1501 E. Concord St. Orlando, FL 32803 Telephone: (407) 894-6834 Facsimile: (407) 894-8559 Email: jeff@bransonlaw.com jacob@bransonlaw.com About Fluid Construction Fluid Construction Inc. is a company in Clermont, Fla., which offers construction and repair or restoration services. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-03376) on Aug. 18, 2023, with $142,852 in assets and $2,339,979 in liabilities. Charles Tirri, chief executive officer, signed the petition. Judge Lori V. Vaughan oversees the case. Jeffrey S. Ainsworth, Esq., at Bransonlaw, PLLC represents the Debtor as bankruptcy counsel. FOLEY BUILDING: Gets OK to Hire J. D. Graham as Bankruptcy Counsel ------------------------------------------------------------------ Foley Building Maintenance LLC received approval from the U.S. Bankruptcy Court for the Southern District of Illinois to hire J. D. Graham P.C. as its bankruptcy counsel. The firm will provide these services: a. advising Debtor with respect to their rights, power, and duties in this Chapter 11 Case; b. assisting and advising Debtor in their consultations with any appointed committee related to the administration of this Chapter 11 Case; c. assisting Debtor in analyzing the claims of creditors and negotiating with such creditors; d. assisting Debtor with investigation of the assets, liabilities, and financial condition of Debtor and reorganizing Debtor business in order to maximize the value of Debtor assets for the benefit of all creditors; e. advising Debtor in connection with the sale of assets or business; f. assisting and advising Debtor with respect to any communications with the general creditor body regarding significant matters in this Chapter 11 Case; g. commencing and prosecuting necessary and appropriate actions and/or proceedings on behalf of Debtor; h. reviewing, analyzing, or preparing, on behalf of Debtor, all necessary applications, motions, answers, orders, reports, schedules, pleadings, and other documents; i. representing Debtor at all hearings and other proceedings; j. conferring with other professional advisors retained by Debtor in providing advice to Debtors; k. performing all other necessary legal services in this Chapter 11 Case as may be requested by Debtors; and l. assisting and advising Debtors regarding pending arbitration and litigation matters in which Debtor may be involved, including continued prosecution or defense of actions and/or negotiations on Debtors' behalf. The firm's hourly billing rates are as follows: Partners $300 Associates $300 Paralegals $150 The firm is currently holding the sum of $1,979 as a retainer. As disclosed in the court filings, J. D. Graham is a "disinterested person" as that phrase is defined in section 101(14) of the Bankruptcy Code, as modified by section 1107(b) of the Bankruptcy Code. The firm can be reached through: Jerry D Graham, Jr., Esq. JD GRAHAM PC #1 Eagle Center; Suite 3A O'Fallon, IL 62269 Telephone: (618) 235-9800 Facsimile: (618) 235-9805 Email: court@jdgrahamlaw.com About Foley Building Maintenance LLC Foley Building Maintenance LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (S.D. Ill. Case No. 23-30596) on August 29, 2023, listing up to $50,000 in assets and $100,001 to $500,000 in liabilities. Jerry D Graham, Jr, Esq. at Jd Graham PC serves as the Debtor's counsel. FRANK STOLLER: Case Summary & 15 Unsecured Creditors ---------------------------------------------------- Debtor: Frank Stoller Construction, Inc. 1401 Perry Street Algoma, WI 54201-1641 Business Description: The Debtor is an excavating contractor in Algoma, Wisconsin. Chapter 11 Petition Date: October 3, 2023 Court: United States Bankruptcy Court Western District of Wisconsin Case No.: 23-24505 Debtor's Counsel: Virginia E. George, Esq. SWANSON SWEET LLP 759 N. Milwaukee St. Suite 305 Milwaukee, WI 53202 Tel: 414-877-1555 Fax: 414-269-8479 Email: vgeorge@steinhilberswanson.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Russell L. Stoller as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 15 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/WBKZ7OI/Frank_Stoller_Construction_Inc__wiebke-23-24505__0001.0.pdf?mcid=tGE4TAMA FTX GROUP: Appeals Court Denies SBF Jail Release Bid ---------------------------------------------------- Patricia Hurtado and Ava Benny-Morrison of Bloomberg News report that Sam Bankman-Fried's request to be released from jail ahead of his October 3, 2023 fraud trial was denied by a federal appeals court, hours after he lost a separate ruling that blocks him from calling expert witnesses for his defense. The former FTX co-founder has been dealt a series of setbacks as he gears up for his trial, which is scheduled in two weeks. He had his $250 million bail revoked in August 2023, after the judge in his case ruled he likely tried to tamper with two government witnesses. 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 GROUP: Coinbase Plans to Purchase FTX Europe Despite Bankruptcy ------------------------------------------------------------------- Oluwapelumi Adejumo of CryptoSlate reports that crypto exchange Coinbase reportedly showed interest in acquiring the European subsidiary of bankrupt FTX, Fortune reported on September 22, 2023. Coinbase reportedly considered acquiring FTX Europe following its collapse last November 2022 and continued to explore this possibility even into this month. This interest was part of Coinbase's strategy to expand its global presence in the crypto derivatives market. A Coinbase spokesperson told Fortune that the Brian Armstrong-led platform was always looking for "opportunities to strategically expand" its businesses around the globe. The exchange has yet to respond to CryptoSlate's request for additional commentary. Meanwhile, other prominent crypto ventures, such as Crypto.com, Trek Labs, and FTX FDM (the Bahamian entity of FTX currently undergoing liquidation proceedings), have also expressed a keen interest in acquiring FTX Europe. FTX Europe gained a significant advantage by obtaining a coveted derivatives trading license following the grant of a Cypriot regulatory license. The license allowed the firm to be the only one to offer a popular form of crypto derivates called perpetual futures in the European market This positioned FTX Europe ahead of competitors, particularly those facing regulatory uncertainties in the United States. Earlier this year, Coinbase and Gemini found it necessary to launch international crypto derivatives platforms catering to traders outside the U.S. This underscores the growing importance of derivatives trading for crypto exchanges' business strategies. FTX Europe is still for sale as its bankrupt parent company, FTX, reportedly said it was exploring the possibility of the "sale of some or all of the assets of the FTX Europe business." It should be noted that FTX Europe is facing legal proceedings from the John Ray III-led parent company, which is trying to recover assets for the estate creditors. 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 GROUP: Diameter, Silver Point Buy Cheap Lehman Redux Claims --------------------------------------------------------------- Jeremy Hill of Bloomberg News reports that top distressed-debt investors are scooping up FTX Group claims on the cheap, betting that the company's lengthy bankruptcy process will uncover additional valuable assets. Silver Point Capital,Diameter Capital Partners and Attestor Capital are among investors who have bought more than $250 million worth of FTX debts since the beginning of the year, according to a Bloomberg analysis of court records. One recent trade saw Hudson Bay Capital Management buy a $23 million claim from a fortune cookie distributor, and sell about half of it to Diameter shortly after, court papers show. 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 GRP: Sued Former Employees to Target $153M Withdrawals ---------------------------------------------------------- Alex Wolf of Bloomberg Law reports that FTX Trading Ltd. sued to claw back transfers valued at $153 million received by former employees of an FTX affiliate just before the cryptocurrency trading platform collapsed into bankruptcy. Four former employees of Salameda Ltd., a Hong Kong-incorporated affiliate of FTX, used their personal connections to prioritize withdrawals of their funds and digital assets from FTX when it became clear last November 2022 that the company was in trouble, according to a complaint filed Thursday in the US Bankruptcy Court for the District of Delaware. 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. GAUCHO GROUP: Reaches Deal to Suspend Operations of LVH Holdings ---------------------------------------------------------------- Gaucho Group Holdings, Inc., through its wholly owned subsidiary, Gaucho Ventures I - Las Vegas, LLC, has executed a Letter Agreement regarding LVH Holdings LLC by and between the Company, SLVH LLC, a Delaware limited liability company, and Timberline Development Partners LLC, a Texas limited liability company, to suspend its business operations, terminate the development agreement with Timberline, distribute all of its available cash in excess of an agreed reserve, waive the provision requiring dissolution of LVH if no ground lease is signed, and release and terminate certain obligations of the members or their affiliates to contribute capital or perform services to or for the benefit of LVH. A copy of the Letter Agreement is available for free at: https://www.sec.gov/Archives/edgar/data/1559998/000149315223034924/ex10-1.htm On June 16, 2021, the Company, through GVI, entered into the Amended and Restated Limited Liability Company Agreement of LVH; on Nov. 16, 2022, entered into the First Amendment to the Amended and Restated Limited Liability Company Agreement of LVH; on June 7, 2022, entered into the Second Amendment to the Amended and Restated Limited Liability Company Agreement of LVH; on Dec. 12, 2022, entered into the Third Amendment to the Amended and Restated Limited Liability Company Agreement of LVH; and on June 30, 2023, entered into the Fourth Amendment to the Amended and Restated Limited Liability Company Agreement of LVH. As of the date of the Letter Agreement, GVI and SLVH LLC comprise all of the members of LVH. About Gaucho Group Headquartered in New York, NY, Gaucho Group Holdings, Inc. -- http://www.algodongroup.com-- was incorporated on April 5, 1999. Effective Oct. 1, 2018, the Company changed its name from Algodon Wines & Luxury Development, Inc. to Algodon Group, Inc., and effective March 11, 2019, the Company changed its name from Algodon Group, Inc. to Gaucho Group Holdings, Inc. Through its wholly owned subsidiaries, GGH invests in, develops and operates real estate projects in Argentina. GGH operates a hotel, golf and tennis resort, vineyard and producing winery in addition to developing residential lots located near the resort. In 2016, GGH formed a new subsidiary and in 2018, established an e-commerce platform for the manufacture and sale of high-end fashion and accessories. The activities in Argentina are conducted through its operating entities: InvestProperty Group, LLC, Algodon Global Properties, LLC, The Algodon - Recoleta S.R.L, Algodon Properties II S.R.L., and Algodon Wine Estates S.R.L. Algodon distributes its wines in Europe through its United Kingdom entity, Algodon Europe, LTD. Gaucho Group reported a net loss of $21.83 million for the year ended Dec. 31, 2022, compared to a net loss of $2.39 million for the year ended Dec. 31, 2021. As of March 31, 2023, the Company had $21.01 million in total assets, $8.60 million in total liabilities, and $12.40 million in total stockholders' equity. New York, NY-based Marcum LLP, the Company's auditor since 2013, issued a "going concern" qualification in its report dated April 17, 2023, citing that the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. GENESIS CARE: Updates SFA & Swap Claims Pay Details --------------------------------------------------- Genesis Care Pty Limited, et al., submitted a First Amended Disclosure Statement for First Amended Joint Plan dated September 28, 2023. Since the commencement of these chapter 11 cases, the Debtors have stabilized their business with the liquidity provided by the DIP Facility, developed a post-emergence business plan for the ROW Debtors, engaged in productive conversations with the official committee of unsecured creditors (the "Committee"), continued to pursue the robust marketing process for the business of GC U.S., and formulated what they believe to be a value-maximizing plan structure that implements the sale of GC U.S. and reorganizes around Reorganized ROW TopCo. Sale of Palette Life Sciences Non-Debtor entity GenesisCare Ventures Pty Ltd. ("GC Ventures"), an indirect wholly-owned subsidiary of the Company, owns a 10% stake of Palette Life Sciences AB, corp. reg. no. 556785-1158. On July 25, 2023, Teleflex Incorporated, a Delaware Corporation, entered into a stock purchase agreement with certain seller parties, pursuant to which Teleflex will acquire all issued and outstanding shares of common stock of Palette. Pursuant to the transaction with Teleflex, GC Ventures expects to sell all shares that it holds in Palette through the stock purchase agreement. If successfully consummated, the sale of the Company's shares in Palette Life Sciences AB is anticipated to result in gross proceeds to GenesisCare of approximately $50 million. This closing is anticipated to occur in the fourth quarter of 2023. Class 3 consists of SFA Claims and Swap Claims. Except to the extent that a Holder of an Allowed SFA Claim or Allowed Swap Claim agrees in writing to less favorable treatment, in exchange for the full and final satisfaction, settlement, release, and discharge of its SFA Claim or Swap Claim, each Holder of an Allowed SFA Claim or Allowed Swap Claim shall receive its Pro Rata share of (i) the New Warrants, and (ii) Distributable Cash allocated to the SFA Claim or Swap Claim, if any, pursuant to the Waterfall Recovery. The amount of claim in this Class total $1,098.5 million. This Class will receive a distribution of up to 1% of their allowed claims. Class 5B consists of General Unsecured Claims Against the GC U.S. Debtors. Subject to section 1129(a)(7)(A)(ii) of the Bankruptcy Code, on the Effective Date each General Unsecured Claim against the GC U.S. Debtors shall be discharged and released, and each Holder of a General Unsecured Claim against the GC U.S. Debtors shall not receive or retain any distribution, property, or other value on account of such General Unsecured Claim against the GC U.S. Debtors. The amount of claim in this Class total $42.5 million. This Class will receive a distribution of 0% of their allowed claims. If the U.S. Equitization Restructuring occurs with respect to the GC U.S. Debtors, the Debtors shall fund distributions under the Plan, as applicable, with: (1) the proceeds from the New Money Exit Facilities and Takeback Facilities; (2) the New Equity Investment; (3) the issuance of ROW New Equity Interests, AUS Holdco New Equity Interests, EUR Holdco New Equity Interests, and GC U.S. New Equity Interests; and (4) the Rights Offering (if any). If the Sale Transaction Restructuring occurs, the Debtors shall fund distributions under the Plan, as applicable, with: (1) the proceeds from the New Money Exit Facilities and Takeback Facilities; (2) Cash on hand; (3) the issuance of ROW New Equity Interests, AUS Holdco New Equity Interests, and EUR Holdco New Equity Interests; and (4) the issuance of New Warrants. As currently contemplated, it is expected that the Sale Transaction Restructuring will occur and the Plan provides that any continuing U.S. operations or assets will be limited to a wind-down following the sale of substantially all of the assets comprising the Debtors' U.S. business. The disposition of the U.S. business is currently contemplated to be treated as an asset sale for U.S. federal income tax purposes, with taxable income or loss resulting from such sales and any proceeds thereof being used to satisfy Claims. No U.S. tax attributes are expected to survive the restructuring. It is further expected that Reorganized ROW TopCo will be taxable as a corporation for U.S. federal income tax purposes. A copy of the First Amended Disclosure Statement dated September 28, 2023, is available at https://urlcurt.com/u?l=XJvV97 from Stretto, the claims agent. Co-Counsel to the Debtors: Matthew D. Cavenaugh, Esq. Jennifer F. Wertz, Esq. Genevieve M. Graham, Esq. JACKSON WALKER LLP 1401 McKinney Street, Suite 1900 Houston, TX 77010 Telephone: (713) 752-4200 Facsimile: (713) 752-4221 E-mail: mcavenaugh@jw.com jwertz@jw.com ggraham@jw.com Co-Counsel to the Debtors: Joshua A. Sussberg, P.C. Steven N. Serajeddini, P.C. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 601 Lexington Avenue New York, NY 10022 Telephone: (212) 446-4800 Facsimile: (212) 446-4900 E-mail: joshua.sussberg@kirkland.com steven.serajeddini@kirkland.com - and - Jaimie Fedell, Esq. 300 North LaSalle Chicago, IL 60654 Telephone: (312) 862-2000 Facsimile: (312) 862-2200 E-mail: jaimie.fedell@kirkland.com 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 Ltd. and its 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 counsel; PJT Partners, LP as investment banker; Alvarez and Marsal North America, LLC as restructuring advisor; Herbert Smith Freehills, LLP as foreign legal counsel; Teneo as communications advisor; and Clayton Utz as special investigation counsel. Kroll Restructuring Administration, LLC is the notice and claims agent. On June 15, 2023, the U.S. Trustee for the Southern District of Texas appointed an official committee of unsecured creditors in these Chapter 11 cases. The trustee tapped Kramer Levin as its counsel, Locke Lord LLP as local counsel, and Berkeley Research Group, LLC as financial advisor. GILBERT BARBEE: Seeks to Tap JLL Valuation & Advisory as Appraiser ------------------------------------------------------------------ Gilbert, Barbee, Moore & McIlvoy, P.S.C., d/b/a Graves-Gilbert Clinic, seeks approval from the U.S. Bankruptcy Court for the Western District of Kentucky to employ JLL Valuation & Advisory Services, LLC as its appraiser. The services of an appraiser are necessary for the Debtor to develop its plan of reorganization with appropriate classification and treatment of claims and interests in accordance with Bankruptcy Code Secs 1123 and 1129. The Debtor also anticipates that one or more professionals from JLL VA may be called upon to offer expert testimony in support of confirmation of Debtor's chapter 11 plan. Subject to further order of the Court, JLL VA will review Debtor's records, inspect Debtor's real property as deemed necessary and appropriate, and analyze relevant market data to render an opinion report as to the "as is" market and liquidation values of Debtor's real property. JLL VA shall earn a fee of $13,900 for development and production of a written appraisal report. Additionally, JLL VA has agreed to charge the Debtor rates ranging from $80 - $450 per hour. JLL is a "disinterested person" as defined by Bankruptcy Code Sec. 101(14), according to court filings. The firm can be reached through: Trevor Miller, MAI JLL Valuation & Advisory Services, LLC 121 East Thurman Avenue, Floor 1 Columbus, OH 43206 Phone: (614) 460-4417 Email: Trevor.Miller@jll.com About Gilbert, Barbee, Moore & McIlvoy Gilbert, Barbee, Moore & McIlvoy P.S.C. -- https://www.gravesgilbert.com/ -- is a multi-specialty clinic in Bowling Green, KY. Graves Gilbert Clinic was founded in 1937 by Dr. G.Y. Graves and Dr. Tom Gilbert. Gilbert, Barbee, Moore & McIlvoy filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Ky. Case No. 22-10763) on Dec. 29, 2022. In the petition filed by Steven K. Sinclair, as chief financial officer, the Debtor reported assets and liabilities between $10 million and $50 million. The Debtor hires STITES & HARBISON PLLC, and KAPLAN JOHNSON ABATE & BIRD LLP as counsels. GLAD ENTERPRISES: Hits Chapter 11 Bankruptcy Protection ------------------------------------------------------- G.L.A.D Enterprises LLC filed for chapter 11 protection in the Southern District of New York. According to court filing, the Debtor reports between $10 million and $50 million in debt owed to 1 and 49 creditors. The petition states funds will not be available to unsecured creditors. A teleconference meeting of creditors under 11 U.S.C. Section 341(a) is slated for October 19, 2023, at 1:00 PM. About G.L.A.D Enterprises G.L.A.D Enterprises LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-22660) on September 11, 2023. In the petition filed by Glenn L. Manigault, as member, the Debtor reports estimated assets between $1 million and $10 million and estimated liabilities between $10 million and $50 million. Honorable Bankruptcy Judge Sean H. Lane oversees the case. The Debtor is represented by: Kenneth A. Beck, Esq. BECK & BECK LLC 83 Booth St. Stratford, CT 06614 Tel: 203-375-2222 Email: kabecesq@yahoo.com GLOBAL AIRCRAFT: Creditors Organize Prior to Anticipated Debt Talks ------------------------------------------------------------------- Reshmi Basu and Erin Hudson of Bloomberg News report that a group of creditors to Global Aircraft Leasing Co. has organized with law firm Davis Polk & Wardwell in anticipation of debt extension talks, according to people with knowledge of the situation. The company has nearly $2 billion of unsecured notes coming due in September 2024 and has been working with Morgan Stanley to help manage its debt load, said the people, who asked not to be identified because the matter is private. Global Aircraft owns a 70% stake in Avolon Holdings Ltd., one of the world's largest global aircraft leasing companies. About Global Aircraft Leasing Co. Global Aircraft Leasing Co., Ltd. provides commercial finance services. The Company offers commercial and industrial leasing of aircrafts. Global Aircraft Leasing serves customers in the Cayman Islands. GLOBAL FERTILITY: PCO Reports No Change in Patient Care Quality --------------------------------------------------------------- David Crapo, the court-appointed patient care ombudsman, filed a report regarding the quality of patient care provided by Global Fertility & Genetics New York, LLC. The report covers the period from July 19 to Sept. 14. The PCO inspected the facility operated by Global Fertility on Aug. 11. The facility was clean and well maintained subject to a minimal amount of wear and tear. Clinical and non-clinical staff appeared to treat patients respectfully. There was no indication of understaffing. The safety measures were adequate. In addition to being clean and well-stocked, the embryology lab has automatic locks on the door, thereby reducing the possibility of contamination or unauthorized entry. The exam rooms are clean and are fully equipped. The operating rooms are clean, fully equipped and sufficiently spacious to permit the procedures conducted there. The PCO has not received any information indicating that quality of care provided to patients (including patient safety) is not acceptable and is currently declining or is otherwise being materially compromised, but reserves making an actual finding in that regard upon receipt of the information described that has been requested from Global Fertility. In light of the lack of any negative information about Global Fertility and its clinical staff, the oversight and supervision provided by the clinical staff appears to sufficient to uncover quality of care deficits as they arise. The PCO awaits receipt of further documents and information requested from Global Fertility to make an actual finding on this point. A preliminary analysis of the publicly available sources of information, as well as information provided by Global Fertility, regarding the current performance of the healthcare provider and its existing structures reveals a facility that apparently continues to provide the same level of patient care and safety it historically provided since before the bankruptcy filing. The PCO has found no evidence of a decline in the quality of patient care and safety at the facility. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=8cjXVr from PacerMonitor.com. The ombudsman may be reached at: David N. Crapo GIBBONS P.C. One Gateway Center Newark, New Jersey 07102-5310 Telephone: (973) 596-4523 Facsimile: (973) 639-6244 Email: dcrapo@gibbonslaw.com About Global Fertility & Genetics Global Fertility & Genetics, New York, LLC is a reproductive endocrinology and fertility center in New York. The Debtor filed Chapter 11 petition (Bankr. S.D.N.Y. Case No. 23-10905) on June 6, 2023, with $289,407 in assets and $1,123,740 in liabilities. Jun Jing Liu, also known as Annie Liu, director, signed the petition. Judge Philip Bentley oversees the case. Michael J. Kasen, Esq., at Kasen & Kasen, P.C. is the Debtor's legal counsel. David Crapo is the patient care ombudsman appointed in the Debtor's Chapter 11 case. GOLYAN ENTERPRISES: Updates Liquidating Plan Disclosures -------------------------------------------------------- Golyan Enterprises LLC submitted a Third Amended Disclosure Statement describing Second Amended Plan of Liquidation dated September 28, 2023. The Plan is a liquidating plan as all assets of the Debtor will be liquidated to pay Allowed Claims against the Estate. This will be accomplished by both the sale of various assets, and the litigation and monetization of causes of action. As emphasized throughout the Plan, the Debtor's primary goal is to market and sell the Debtor's real property commonly known as 99-44 62nd Avenue, Rego Park, New York 11374, in the Borough of Queens, Block: 2107, Lot 24 (the "Premises"). The State Court Action On June 10, 2022, Joseph, individually and as Trustee of the SGJ Trust and derivatively on behalf of the Debtor and others, commenced an action in the Supreme Court of the State of New York, County of Queens entitled Golyan v. Golyan, et al., Index No. 712287/2022 (the "State Court Action"). Joseph brought the State Court Action seeking to protect and enforce his rights, title and interest, and his rights of possession, use and enjoyment in and to valuable mixed-use and residential real estate (including the Premises). Certain defendants filed an answer and counter claims to the complaint filed in the State Court Action. Joseph's counsel asserts that the allegations made in the State Court Action involve claims of wrongdoing and conversion of the Debtor's funds by insiders. Daniel has alleged that Joseph wrongfully took monies rightfully belonging to the Debtor. Joseph has alleged that Pari Golian (Joseph's mother) Daniel and others put cash rental payments paid by tenants of the Property which rightfully belong to the Debtor in safe deposit boxes owned by Pari, Daniel and/or others, and in the pipes, walls and basements of their homes. He has further alleged that multiple ledgers were maintained and kept with Shahram Kashanian, a family attorney, and Daniel Tubian, Choice Management's bookkeeper and filed copies of handwritten typed copies documenting misappropriated funds. The claims and allegations are serious and are hotly contested, and are being diligently and zealously pursued by the parties. Likelihood of success is unclear. Daniel, Pranses, NDBE Trust, MARA Trust and SGJ Trust assert that in the index No. 607639/2020 action, Joseph has not asserted a claim of conversion relating to Golyan Enterprises. Rather, Joseph has alleged, as part of his Order to Show Cause, in the State Court Action, that Daniel, et al., converted funds. In response to the OSC, Daniel, Kouroush and Pranses have alleged that Joseph is the one who converted funds from Golyan Enterprises. Prior to the Petition Date, Joseph, Daniel, Pranses, NDBE Trust, MARA Trust and SGJ Trust entered into an agreement, which: (i) reserved all rights with respect to the claims; and (ii) agreed that all claims shall be prosecuted in the State Court Action by each respective party alleging such claims therein by their designated counsel. Like in the prior iteration of the Plan, the Debtor anticipates that General Unsecured Claims, when and if to the extent Allowed, shall receive a pro rata distribution of the Net Sale Proceeds from the sale of the Premises after payment of all Allowed Administrative, Priority and Secured Claims to be paid by the Debtor within 60 days after the Effective Date, with interest at the federal judgment rate in effect on the Confirmation Date, if the Claims are paid in full. The Plan shall be funded through a combination of: (i) sale proceeds from the sale of the Premises; (ii) rents and other amounts that may be collected during the Bankruptcy Case, and (iii) proceeds recovered from any causes of action. A full-text copy of the Third Amended Disclosure Statement dated September 28, 2023 is available at https://urlcurt.com/u?l=CQHTOF from PacerMonitor.com at no charge. Counsel to the Debtor: Nico G. Pizzo, Esq. Avrum J. Rosen, Esq. The Law Offices of Avrum J. Rosen, PLLC 38 New Street Huntington, NY 11743 Telephone: (631) 423-8527 Email: npizzo@ajrlawny.com arosen@ajrlawny.com About Golyan Enterprises Golyan Enterprises, LLC, owns a residential apartment building located at 99-44 62nd Ave., Rego Park, N.Y. The property is valued at $12 million. Golyan Enterprises filed its voluntary petition for Chapter 11 protection (Bankr. E.D.N.Y. Case No. 23-41647) on May 11, 2023, with $12,000,500 in assets and $10,472,736 in liabilities. Faraidoon Golyan, co-managing member, signed the petition. Judge Nancy Hershey Lord oversees the case. The Law Offices of Avrum J. Rosen, PLLC, serves as the Debtor's bankruptcy counsel. GRS RESTAURANT: Class 5 Unsecureds to Recover 10% over 60 Months ---------------------------------------------------------------- GRS Restaurant Group, Inc., filed with the U.S. Bankruptcy Court for the Northern District of California a Plan of Reorganization for Small Business dated September 28, 2023. The Debtor operates a well-known French sidewalk café in Burlingame, California known as "Stacks". The Debtor incorporated with the California Secretary of State on January 22, 2004 as GRS Restaurant Group, Inc. Pre-petition, the Debtor attempted a private workout through pre petition litigation counsel but the burden of three (3) concurrent litigation matters became too much. As detailed in the statement of financial affairs, the Debtor was a defendant in a lawsuit filed by secured lienholder Comerica Bank, N.A., well as one (1) wage and hour lawsuit pending and (1) PAGA class action case based on employment law, in addition to other pre-petition liabilities. Debtor elected to reorganize through Chapter 11 as the post expeditious workout of all pre-petition matters. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of $9,868.00 The final Plan payment is expected to be paid on December 1, 2028. This Plan of Reorganization proposes to pay creditors of the Debtor from: 1) the Debtor's monthly income generated from rental income and elder care income; 2) social security payments; and 3) the refinance and/or sale of the Subject Property. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 10 cents on the dollar. This Plan also provides for the payment of administrative and priority claims Class 3 consists of all critical vendor general unsecured claims paid at 100% dividend to ensure continued supply of food and extension of short-term credit for vendor payment due dates necessary to continue restaurant operations. Class 3 shall receive a 100% dividend and shall be paid a total amount that does not exceed $70,557.19. Class 4 consists of all non-priority unsecured claims of the landlord the Sabatini Family Trust. Tenant on pre-petition lease is Mr. Geoffrey Swenson but the Debtor used commercial space and pays lease amount as subtenant. Debtor shall promptly cure 100% arrears prior to the plan confirmation hearing. Debtor's prompt cure of lease arrearage will result in the Sabatini Family Trust pre petition claim to be at $0.00 by the Plan Effective Date. Class is impaired due to time Debtor need to cure prepetition lease arears. Pre-Petition lease arrearage total $184,832.25. This Class is impaired. Class 5 consists of all non-priority unsecured claims. Class 5 shall receive a 10% dividend and shall be paid a total amount that does not exceed $96,819.56. A detailed breakdown of each creditor within Class 5 and related payment schedule of 60 monthly payments is attached. This Class is impaired. Class 6 consists of Equity security holders of the Debtor. Geoffrey R. Swenson shall retain 100% of all equity security rights in the Debtor's personal property. In the event that, prior to confirmation, the Court approves the Debtor's issuance of a dilution of shares to an equity investor in exchange for an equity investment, any new equity investor shall retain any court-approve equity security rights that partially dilute Mr. Swenson's 100% equity security rights. The Debtor will retain possession of the property of the estate. A full-text copy of the Plan of Reorganization dated September 28, 2023 is available at https://urlcurt.com/u?l=pNFFts from PacerMonitor.com at no charge. Attorney for the Plan Proponent: Matthew D. Metzger, Esq. Belvedere Legal, PC 1777 Borel Place, Suite 314 San Mateo, CA 94402 Telephone: (415) 513-5980 Facsimile: (415) 513-5985 Email: mmetzger@belvederelegal.com About GRS Restaurant GRS Restaurant Group, Inc., doing business as Stacks, operates in the restaurant industry. It is based in Burlingame, Calif. The Debtor filed a Chapter 11 petition (Bankr. N.D. Cal. Case No. 23-30430) on June 30, 2023, with $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Gina Klump, Esq., at the Law Office of Gina R. Klump, has been appointed as Subchapter V trustee. Judge Hannah L. Blumenstiel oversees the case. Matthew D. Metzger, Esq., at Belvedere Legal, PC, is the Debtor's counsel. GUNTHER CHARTERS: Business Income & New Contribution to Fund Plan ----------------------------------------------------------------- Gunther Charters, Inc., filed with the U.S. Bankruptcy Court for the District of Maryland a Disclosure Statement in support of Chapter 11 Plan. The Debtor was formed in 1989 by Martin and Laurie Gunther, the sole owners of its stock. It started with five motor coaches and has built its business to 40 motor coaches. A key component of its operations and growth has been package tours. The revenue for 2020 and the majority of 2021 was decimated by the pandemic. Charter rentals and tours stopped. Although business began to slowly improve in late 2021 and 2022, Gunther's ability to resume full operations was restricted by a national driver shortage, resulting it its being only to operate 25 out of its 40 busses while making payments for all 40. Facing the inability to service its debt and to avoid the repossession of its busses, Gunther consulted with counsel about the possible filing of a Chapter 11 case. The Plan provides for payment of administrative expenses, priority claims, and secured claims in full or in part, either in cash or in deferred cash payments, and provides for payments on allowed general unsecured claims in an amount equal to or greater than they would receive in the event of a Chapter 7 liquidation. Funds for implementation of the Plan will be derived from the Debtor's income from its business operations. Class C consists of all allowed general unsecured claims against the Debtor. Holders of Class C claims shall be paid in full, as follows: (a) If the provisions of Section XII apply, $10,000.00 on the Effective Date, and (b) such sum per quarter, for 20 quarters, beginning on the GUC Payment Date, as shall be sufficient to pay all allowed Class C claims in full, without interest. The Effective Date payment, if required, shall be paid from the funds contributed. Any creditor that has already filed a timely Proof of Claim wishing to assert an amended claim as a general unsecured creditor, except for the Class B-13 creditor, whose rights hereunder are governed by the treatment stated infra, shall file an amended Proof of Claim asserting a claim as a general unsecured creditor within 60 days following the Confirmation of the Plan or it shall be barred from doing so (the "GUC Bar Date"). Following the latest to occur (the "GUC Date") of the GUC Bar Date, the date the Class B-13 creditor files an amended Proof of Claim as a general unsecured creditor, or the termination of the time period for the Class B-13 creditor to file an amended Proof of Claim as a general unsecured creditor without such amended claim being filed, the Debtor shall determine the total general unsecured debt to be paid through this Plan based on such timely amended Proofs of Claim and shall, within 30 days of the GUC Date, file a Notice to that effect with the Court (the "GUC Notice"). Payments to such creditors pursuant to the GUC Notice shall begin on the date which is 90 days after the GUC Date (the "GUC Payment Date"). With the end of Covid restrictions and the public's retirement and recreation activities returning to normal, sales volume has returned to a healthy level, allowing Gunther to manage and operate a somewhat reduced fleet. Revenue has substantially increased. 2023 bookings are looking good and Gunther expects to return to profitability. As indicated by the Affidavit of Martin Gunther, it is believed that the anticipated income and expenses of the Debtor will enable it to make all payments required. Accordingly, Gunther shall fund this Plan with income from its business operating, and from the new value contribution. A full-text copy of the Disclosure Statement dated September 28, 2023 is available at https://urlcurt.com/u?l=RhN0FU from PacerMonitor.com at no charge. Counsel to the Debtor: Brett Weiss, Esq. THE WEISS LAW GROUP, LLC 8843 Greenbelt Road, Suite 299 Greenbelt, MD 20770 Telephone: (301) 924-4400 Facsimile: (240) 627-4186 E-mail: brett@BankruptcyLawMaryland.com - and - Daniel A. Staeven, Esq. FROST LAW 839 Bestgate Road, Suite 400 Annapolis, MD 21401 Telephone: (410) 497-5947 E-mail: Daniel.Staeven@frosttaxlaw.com About Gunther Charters Since 1985, Gunther Charters, Inc., has been providing motor coach transportation services, specializing in a variety of professional transportation services. Based in Harmans, Md., Gunther Charters provides corporate and business transportation, convention shuttle service, airport transfers, military reunion tours, school groups, group charters, and tour operator transportation services. Gunther Charters filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 23-10416) on Jan. 20, 2023, with $9,677,008 in assets and $13,495,288 in liabilities. Martin Gunther, president of Gunther Charters, signed the petition. Judge Michelle M. Harner oversees the case. Daniel Alan Staeven, Esq., at Frost & Associates, LLC, and The Weiss Law Group, LLC, represent the Debtor. H20 COMMERCIAL: Case Summary & 17 Unsecured Creditors ----------------------------------------------------- Debtor: H2O Commercial Cleaning, LLC 803 Osage Avenue Kansas City, KS 66105 Business Description: The Debtor is a locally-owned, Kansas City- based commercial construction, and commercial window cleaning company. Chapter 11 Petition Date: October 4, 2023 Court: United States Bankruptcy Court District of Kansas Case No.: 23-21182 Debtor's Counsel: Colin Gotham, Esq. EVANS & MULLINIX, P.A. 7225 Renner Road, Suite 200 Shawnee, KS 66217 Tel: (913) 962-8700 Fax: (913) 962-8701 Email: cgotham@emlawkc.com Total Assets: $58,675 Total Liabilities: $1,055,619 The petition was signed by Nicholas A. Verdi as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 17 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/JWVRVUY/H2O_Commercial_Cleaning_LLC__ksbke-23-21182__0001.0.pdf?mcid=tGE4TAMA HACIENDA CO. LLC: Chapter 11 Approved Despite US Trustee's Protest ------------------------------------------------------------------ Alex Wittenberg of Law360 reports that a California bankruptcy judge has rejected the Office of the U.S. Trustee's second attempt to dismiss the Chapter 11 case of cannabis company The Hacienda Co. , saying the watchdog's claims that the case is a conspiracy to pay creditors using funds from criminal activity shouldn't prevent Hacienda from using bankruptcy to liquidate assets. About The Hacienda Company The Hacienda Company, LLC is a Beverly Hills, Ca.-based company engaged in therapeutic product manufacturing. Hacienda Company filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-15163) on Sept. 21, 2022, with between $1 million and $10 million in both assets and liabilities. Susan Seflin has been appointed as Subchapter V trustee. Judge Neil W. Bason oversees the case. The Debtor tapped David L. Neale, Esq., at Levene, Neale, Bender, Yoo & Golubchik, LLP as bankruptcy counsel; Eisner, LLP as special corporate counsel; Fisher Phillips, LLP as litigation counsel; and Eisner Advisory Group, LLC, as accountant. HACIENDA CO: Wins Wind-Down Fight Against Government ---------------------------------------------------- Alex Wolf of Bloomberg Law reports that a former marijuana grower and distributor can wind down its estate in bankruptcy, a judge concluded in a rare decision overruling efforts by the Justice Department to dismiss the proceedings. The US Trustee, the Justice Department's bankruptcy monitoring division, argued that The Hacienda Company can't avail itself of bankruptcy protections because its cannabis-related business dealings and assets are illegal under the Controlled Substances Act. Judge Neil W. Bason of the US Bankruptcy Court for the Central District of California rejected that argument Wednesday, September 20, 2023. About The Hacienda Company The Hacienda Company, LLC is a Beverly Hills, Ca.-based company engaged in therapeutic product manufacturing. Hacienda Company filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-15163) on Sept. 21, 2022, with between $1 million and $10 million in both assets and liabilities. Susan Seflin has been appointed as Subchapter V trustee. Judge Neil W. Bason oversees the case. The Debtor tapped David L. Neale, Esq., at Levene, Neale, Bender, Yoo & Golubchik, LLP as bankruptcy counsel; Eisner, LLP as special corporate counsel; Fisher Phillips, LLP as litigation counsel; and Eisner Advisory Group, LLC as accountant. HANDPICKED INC: Unsecureds Will Get 1.05 Cents on Dollar in Plan ---------------------------------------------------------------- HandPicked, Inc., filed with the U.S. Bankruptcy Court for the District of South Carolina a Plan of Reorganization for Small Business dated September 28, 2023. The Debtor is a South Carolina domestic corporation that was incorporated on August 31, 1989. Since its inception, the Debtor has operated as a retail boutique specializing in jewelry made from sterling silver and semi-precious stones and other fashion merchandise. Like many other "brick and mortar" retail boutiques, the Debtor's operations has declined since 2016. The COVID-19 Pandemic caused further disruption to the Debtor's business. During this time the Debtor was required to close its doors for a period as a non essential business. In response to this closure, the Debtor availed itself to various government supported loan programs. The Debtor borrowed under the Payroll Protection Program ("PPP"), which has been forgiven. The Debtor also obligated itself to a second EIDL from the SBA under its COVID-19 EIDL program. Following the Covid-19 Pandemic, consumers have not returned to brick-and-mortar shopping at pre-pandemic levels. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of $112,130. The final Plan payment is expected to be paid on January 31, 2029. This Plan of Reorganization proposes to pay creditors of the Debtor from cash flow from operations and future income. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 1.05 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. Class 4 consists of all general unsecured claims. The Debtor projects Class 4 claims are as follows: BDC ($1,820,559); CCA ($454,859); SBA COVID ($400,000); SBA EIDL ($224,500); AMEX – 1002 ($16,645); Bank of America ($45,046); Melanie Mauldin ($700,000); and PayPal ($5,886). General Unsecured $6,384 paid annually for 60 months beginning on Effective Date and repeated on the anniversary of the effective date for a total of 5 payments. The equity interests in the form of 100% of the shares of HandPicked, Inc. stock shall remain intact with Sonya M. Ingram the sole stockholder. The Debtor shall fund the plan from earnings generated from its business operations. Due to the nature of the Debtor's business, profitability is achieved in the months of November and December during the Holiday Season. Therefore, the Debtor will be required to maintain a cash reserve to fund its operations during the slow months of the year. In order to fund its operation without need for further reorganization, the Debtor requires $125,000 in cash reserves at the start of each year. The Debtor will contribute any funds in excess of the necessary $125,000 to its Plan obligations. A full-text copy of the Plan of Reorganization dated September 28, 2023 is available at https://urlcurt.com/u?l=XXdZ0i from PacerMonitor.com at no charge. Attorney for the Debtor: W. Harrison Penn, Esq. Penn Law Firm, LLC P.O. Box 11332 Columbia, SC 29211 Telephone: (803) 771-8836 Email: hpenn@mccarthy-lawfirm.com About HandPicked Inc. HandPicked, Inc. has operated as a retail boutique specializing in jewelry made from sterling silver and semi-precious stones and other fashion merchandise. The Debtor filed a Chapter 11 petition (Bankr. D.S.C. Case No. 23-01923) on June 30, 2023, with $500,001 to $1 million in assets and $1 million to $10 million in liabilities. Judge Elisabetta Gasparini oversees the case. William Harrison Penn, Esq., at Penn Law Firm, LLC represents the Debtor as counsel. HAYS MECHANICAL: Holly Miller Named Subchapter V Trustee -------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 appointed Holly Miller, Esq., at Gellert Scali Busenkell & Brown, LLC, as Subchapter V trustee for Hays Mechanical, LLC. Ms. Miller will be paid an hourly fee of $400 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Miller declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Holly S. Miller, Esq. Gellert Scali Busenkell & Brown, LLC 1628 John F. Kennedy Boulevard, Suite 1901 Philadelphia, PA 19103 Phone: (215) 238-0012 Fax: (215) 238-0016 Email: hsmiller@gsbblaw.com About Hays Mechanical Hays Mechanical, LLC is a manufacturer of construction machinery, surface mining machinery, and logging equipment. The company is based in Camden, N.J. The Debtor filed Chapter 11 petition (Bankr. D.N.J. Case No. 23-18041) on Sept. 14, 2023, with $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Michael L. Hays, managing member and principal, signed the petition. Judge Andrew B. Altenburg, Jr. oversees the case. David Stevens, Esq., at Scura, Wigfield, Heyer, Stevens & Cammarota, LLP represents the Debtor as legal counsel. HCIC HOLDINGS: Case Summary & Six Unsecured Creditors ----------------------------------------------------- Debtor: HCIC Holdings LLC 999 18th Street, Suite 3000 Denver, CO 80202 Chapter 11 Petition Date: October 4, 2023 Court: United States Bankruptcy Court District of Colorado Case No.: 23-14505 Judge: Hon. Kimberley H. Tyson Debtor's Counsel: K. Jamie Buechler, Esq. BUECHLER LAW OFFICE, LLC 999 18th Street, Suite 1230 S Denver, CO 80202 Tel: 720-381-0045 Email: Jamie@kjblawoffice.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Greg Harrington as manager. A copy of the Debtor's list of six unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/IJIEP6Q/HCIC_Holdings_LLC__cobke-23-14505__0003.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/IBNCKSI/HCIC_Holdings_LLC__cobke-23-14505__0001.0.pdf?mcid=tGE4TAMA HDRMP LLC: $5.4M Sale to Embry Development to Fund Plan ------------------------------------------------------- HDRMP, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Georgia a Disclosure Statement for Chapter 11 Plan dated September 28, 2023. The Debtor is a Georgia limited liability company formed in 2016 to invest in real estate. The Debtor owns real property located at consisting of 16.29 acres of undeveloped property in Villa Rica, Carroll County, Georgia. Debtor is owned by James W. Davis, III (the "HDRMP Property"). The HDRMP Property is one of a three parcel planned unit development (or, "PUD"), The two adjacent parcels in the three parcel PUD is owned by Debtor’s affiliate Winchester Real Estate Investment Company, LLC. Winchester owns real property consisting of 204 acres of undeveloped property located at 55 Goldworth Road and 63 Goldworth Road, Villa Rica, Carroll County, Georgia (the "Winchester Property") together with the HDRMP Property, the "Property." Prior to the Filing Date, the Debtor and Winchester experienced delays in development and construction of the PUD due to the COVID-19 pandemic and then subsequently due to the tightening of credit that followed the pandemic. On the Filing Date, the Property was facing foreclosure. Class 6 consists of General Unsecured Claims. The IRS filed proof of claim 1 asserting an estimated general unsecured tax claim in the amount of $3,500.00 (the "Class 6 Claim"). Debtor does not owe any amounts to the IRS as Debtor is a disregarded pass-through entity for tax purposes. Debtor anticipates the IRS will amend its proof of claim to $0.00 or Debtor will object to same. However, in the event the Court determines the IRS holds an Allowed General Unsecured Claim, James W. Davis, III, as sole member of Debtor, shall pay such Class 6 Claim on the later of, (i) the Effective Date, and (ii) 30 days after allowance of said claim. The Class 6 Claims are unimpaired by the Plan. James W. Davis, III shall retain 100% of the interest in the Debtor. The holders of Class 7 Claims are unimpaired. The source of funds for Creditor Payments is the sale of the Property, less and except the commercial, retail, and office lot number RT-015 ("Lot RT-015"), for the purchase price of $5,400,000.00 (the "Purchase Price") as described in Debtor's Emergency Motion to for Authority to Sell Property Free and Clear of Liens or Interests, filed on September 22, 2023 and as evidenced by that certain Real Estate Purchase and Sale Agreement (as modified, the "Sale Agreement") between Debtor and Embry Development Company LLC (the "Sale") with a closing date of September 28, 2023, or such other day as required by the Bankruptcy Court, but no later than 30 days from execution of the Agreement (i.e. October 21, 2023), or as extended pursuant to the Agreement (the "Closing"). At the Closing, in addition to the amounts set forth in the Sale Agreement, Debtor will additionally be responsible for paying as Closing Costs:(i) the United States' Trustee's quarterly fees associated with the Sale (the "Quarterly Fees") and (ii) a broker's commission to Rock River Realty of 2% of the Purchase Price. At Closing, Debtor will pay from the Purchase Price all Closing Costs, the Carroll Tax Class 3 Secured or Priority Tax Claims (of Debtor and of Winchester) and the Avemore Class 4 Secured Debt with the remaining proceeds (the "Net Sale Proceeds") held in Jones & Walden LLC's Interest On Lawyers Trust Account ("IOLTA") until further Order of this Court, including pursuant to the Confirmation Order. The Plan provides that Debtor shall act as the Disbursing Agent to make payments under the Plan unless Debtor appoints some other entity to do so. Debtor may maintain bank accounts under the confirmed Plan in the ordinary course of business. Debtor may also pay ordinary and necessary expenses of administration of the Plan in due course. A full-text copy of the Disclosure Statement dated September 28, 2023 is available at https://urlcurt.com/u?l=t5k6S1 from PacerMonitor.com at no charge. Attorney for Debtor: Leslie M. Pineyro, Esq. Jones & Walden, LLC 699 Piedmont Ave. NE Atlanta, GA 30308 Phone: (404) 564-9300 Email: lpineyro@joneswalden.com About HDRMP LLC HDRMP, LLC, is a single asset real estate (as defined in 11 U.S.C. Section 101(51B)). The company is based in Villa Rica, Ga. HDRMP filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 23-10775) on June 30, 2023, with $1 million to $10 million in both assets and liabilities. James W. Davis, III, manager, signed the petition. Judge Paul Baisier oversees the case. The Debtor tapped Leslie Pineyro, Esq., at Jones & Walden, LLC as bankruptcy counsel and Victor J. Harrison, Esq., at Harrison Law, LLC as special counsel. HEALTHEQUITY INC: Moody's Ups CFR to Ba3 & Unsecured Notes to B2 ---------------------------------------------------------------- Moody's Investors Service upgraded HealthEquity, Inc.'s corporate family rating to Ba3 from B1, probability of default rating to Ba3-PD from B1-PD and senior unsecured notes due 2029 to B2 from B3. The speculative grade liquidity rating remains unchanged at SGL-1. The outlook is stable. On September 19, HealthEquity announced that they have entered into a definitive agreement to acquire Conduent Incorporated's (B1 stable) BenefitWallet health savings account ("HSA") portfolio. The agreement contemplates a purchase price of approximately $425 million for the transition of all BenefitWallet HSA accounts, including approximately 665,000 customer accounts and their approximately $2.7 billion of HSA assets to HealthEquity. Management expects the transfer to close in multiple tranches during the first half of 2024. The purchase is subject to regulatory approval and the satisfaction of certain other customary closing conditions. Moody's anticipates HealthEquity will fund the purchase price with equal parts cash and revolving credit facility loans. "Moody's consider the BenefitWallet purchase a positive credit development since HealthEquity will add billions in HSA assets, thereby boosting Moody's expectations for revenue, earnings and free cash flow," said Edmond DeForest, Moody's Senior Vice President. RATINGS RATIONALE The upgrade of the CFR to Ba3 from B1 reflects HealthEquity's strong financial and operating results in 2022 and 2023 and Moody's expectations for debt to EBITDA less capitalized software costs to remain below 4.5 times, interest coverage, as measured by EBITDA less capital expenditures over interest expense, above 3.0 times, solid EBITDA margins in a high 20s percent range and free cash flow of about $150 million in FY2025 (ends January 31). Anticipated high-single digit organic revenue growth is supported by Moody's expectation for high-deductible employer-sponsored medical benefit plans to continue to gain market share, driving demand for HSAs, which create a tax-advantaged path for consumers to finance annual deductibles and co-payments. Higher interest rates have contributed to higher income from HSA cash balances as custodial revenue is directly affected by average daily custodial balances for HSA assets. Unless otherwise noted, all financial metrics cited reflect Moody's standard adjustments. Still-high financial leverage, with debt to EBITDA less capitalized software costs of about 4.8 times as of July 31, 2023, pro forma for the BenefitWallet purchase and $213.5 million of additional debt, and the company's modest revenue scale, with less than $1 billion in the LTM period, are weaker than many other services issuers also rated in the Ba3 category. HealthEquity has been and Moody's expects it will remain acquisitive. The company has a short history operating with its current roster of products and services. A decline in prevailing interest rates would pressure both custodial revenue and profit margins. Moody's considers the HSA and consumer-directed benefits ("CDBs") markets competitive and evolving. HealthEquity competes with much larger companies, including Fidelity Investments, Inc. (unrated) and Optum (a subsidiary of UnitedHealth Group Incorporated, A2 stable). HealthEquity sells directly to employee benefit sponsor companies, as well as indirectly through health plans, benefits administrators, benefits brokers and consultants, and retirement plan recordkeepers. HealthEquity HSA and CDB are offered through approximately 120,000 employers and 200 network partners in the US, providing a strong base from which to compete with the larger players. HealthEquity's credit profile is supported by the company's position as the largest non-bank custodian of HSAs in the US, with approximately 9.0 million HSA members and custody of over $25 billion in HSA assets, pro-forma for the BenefitWallet purchase. The company's leadership position administering HSAs and other CDBs offered by employers creates very good revenue visibility and stability since HSAs and CDBs provide a highly-recurring source of service revenue. HealthEquity's revenue sources include service fees paid by employers on a per employee basis, subject to multi-year contacts, custody fees that grow with account balances and interchange fees based upon account transactions and usage. Therefore, increases in HSA account balances driven by return on assets and growth in members and higher average balances per member provide revenue growth support. Likewise, the tax-advantaged nature of many CDBs supports growth in adoption of these benefits by employees. Demand for both HSAs and CDBs should grow as consumers become educated about the tax-advantaged nature of the products, which is a compelling economic rationale for many individuals to adopt them. Moody's considers HealthEquity's liquidity profile very good, reflected in the SGL-1 liquidity rating. Cash balance was $254 million as of July 31, 2023. Moody's anticipates free cash flow of at least $150 million a year in FY 2024 and 2025 (ending January 31). The unrated $1 billion revolver was largely undrawn at July 31, 2023; Moody's anticipates the revolver will be used to fund about half of the BenefitWallet purchase price, leaving well over $700 million available over the next 12 to 15 months. The company may use the revolver to fund additional acquisitions, which is likely given the company's history and growth strategy. The unrated secured credit facility agreement, which includes a $341.25 million (remaining balance) term loan A and the revolver, includes two financial covenants, including maximum gross leverage (as defined in the agreement) of 5.0 times or less and minimum interest coverage of 3.0 times. Moody's expects HealthEquity will maintain a comfortable cushion for both covenants. Required term loan amortization payments of about $18 million in FY2023 and $20 million in FY2024 should be easily paid from internally generated free cash flow. The upgrade of the unsecured notes to B2 from B3, two notches below the Ba3 CFR, reflects the upgrade of the PDR to Ba3-PD from B1-PD and the unsecured notes subordination to the large amount of secured claims in Moody's hierarchy of claims at default. The stable outlook reflects Moody's expectations for high-single digit range organic revenue growth, debt to EBITDA less capitalized software costs below 4.5 times and about $150 million of free cash flow. The outlook also anticipates that HealthEquity will maintain opportunistic financial strategies, emphasizing acquisitions of other HSA and CDB businesses and portfolios funded with a range of sources, including incremental debt. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if HealthEquity: 1) expands its revenue scale; 2) sustains EBITDA margins above 30%; and 3) maintains debt to EBITDA less capitalized software costs below 4.0 times. The ratings could be downgraded if Moody's anticipates: 1) revenue growth will slow; 2) meaningful market share losses; 3) EBITDA margins will decline substantially; 4) free cash flow to debt falls and will remain below 8%; or 5) debt to EBITDA less capitalized software costs will be maintained above 5.0 times. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. HealthEquity, Inc. (NYSE:HQY), based in Draper, UT, provides technology-enabled services that help consumers manage tax-advantaged HSAs and other CDBs offered by their employers. Moody's expects FY2025 (ends January) revenue of about $1 billion. HICKAM HARBOR: Seeks to Hire Till Law Group as Bankruptcy Counsel ----------------------------------------------------------------- Hickam Harbor LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Till Law Group as its bankruptcy counsel. The firm's services include: 1) advising the Debtor regarding its powers and duties with respect to the administration of the Bankruptcy Case; 2) representing the Debtor in proceedings or hearings before this Court unless the Debtor is represented in such proceeding or hearing by other special counsel; 3) attending meetings and negotiating with creditors and other parties-in-interest; 4) taking necessary actions to protect and preserve the estate, including the prosecution of actions on the Debtor's behalf, the defense of any action commenced against the Debtor or the estate in the Bankruptcy Case, negotiating on behalf of the Debtor with respect to all litigation in which the Debtor is involved, and objecting to claims that are filed against the Debtor's estate; 5) preparing all motions, applications, answers, orders, reports, and papers on behalf of the Debtor that are necessary to the administration of this Bankruptcy Case; 6) representing the Debtor in connection with any proceedings relating to dispositions and use of assets; 7) advising and assisting the Debtor in connection with the preparation, confirmation, and consummation of a plan of reorganization; and 8) performing such other and further services as typically may be rendered by counsel for a debtor in a subchapter V case. The firm received a retainer in the amount of $45,000. The firm will be paid at these rates: James E. Till, Esq. Partner $700 Brett H. Ramsaur Of Counsel $500 Martha Araki Paralegal $250 Myrtle John Paralegal $350 James Till, Esq., a partner at Till Law Group, assured the court that his firm is a "disinterested person" within the meaning of Section 101(14). The firm can be reached through: James E. Till, Esq. TILL LAW GROUP 120 Newport Center Drive Newport Beach, CA 92660 Telephone: (949) 524-4999 Email: james.till@till-lawgroup.com About Hickam Harbor LLC Hickam Harbor LLC is a restaurant in Hawaii specializing on signature craft burgers, local style cuisines, and American food. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-15131) on August 10, 2023. In the petition signed by Edmund Cutting, sole shareholder, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Julia W. Brand oversees the case. James E. Till, Esq., at Till Law Group, represents the Debtor as legal counsel. HOLIDAY ERIN: Seeks Approval to Sell Assets by Public Auction ------------------------------------------------------------- Holiday Erin, LLC asked the U.S. Bankruptcy Court for the Western District of Tennessee to approve the sale of its assets by public auction. The assets up for sale include personal property used by the company to operate two Holiday stores in Erin Drive and Germantown in Tennessee; inventory; food recipes and non-exclusive rights to use such recipes; and intellectual property rights. The assets will be sold "free and clear" of liens, claims and interests. Holiday Erin has tapped Jeff Morris and his firm, Morris Realty and Auction, to market and sell the assets by a public auction scheduled for Oct. 25. The winning bidder at the auction will pay the auctioneer a 10% buyer's premium. Toni Campbell Parker, Esq., Holiday Erin's attorney, said the sale is in the "best interest" of the company and its creditors. "A public auction of the assets will enable [Holiday Erin] to obtain the highest or otherwise best offer," the attorney said in a motion filed in the bankruptcy court. The sale motion is on the court's calendar for Oct. 18. About Holiday Erin Holiday Erin, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Tenn. Case No. 23-23685) on July 28, 2023, with as much as $50,000 in assets and $100,001 to $500,000 in liabilities. Craig Geno, Esq., a practicing attorney in Ridgeland, Miss., has been appointed as Subchapter V trustee. Judge M. Ruthie Hagan oversees the case. Toni Campbell Parker, Esq., at the Law Firm of Toni Campbell Parker is the Debtor's bankruptcy counsel. HOLIDAY HAM: Seeks Court Approval to Auction Off Assets ------------------------------------------------------- Holiday Ham Holdings, LLC asked the U.S. Bankruptcy Court for the Western District of Tennessee for authority to sell its assets by public auction. The company owns and operates grocery stores and restaurants in the Mid-South region. After obtaining court approval to sell its grocery business to Lift SPV 231, LLC in July, the company is now working to sell its remaining assets as well as those of its subsidiaries, including Holiday Erin, LLC. The assets up for sale include tangible and intangible personal property used to operate the company's restaurant businesses; intellectual property rights; inventory; and food recipes and non-exclusive rights to use such recipes. Holiday Ham is selling its assets "free and clear" of liens, claims and interests, subject to court approval. The company has tapped Jeff Morris and his firm, Morris Realty and Auction, to market and sell the assets by a public auction. The auctioneer will be paid a 10% buyer's premium by the winning bidder at the auction scheduled for Oct. 25. Toni Campbell Parker, Esq., Holiday Ham's attorney, said a public auction of the assets will enable the company to obtain the "highest or otherwise best offer" for the assets. The bankruptcy court is set to hold a hearing on Oct. 18 to consider approval of the sale. About Holiday Ham Holdings Holiday Ham Holdings, LLC filed Chapter 11 petition (Bankr. W.D. Tenn. Case No. 23-23313) on July 7, 2023, with up to $10 million in both assets and liabilities. Lucius D. Jordan, III, president and managing member, signed the petition. Judge M. Ruthie Hagan oversees the case. Toni Campbell Parker, Esq., at the Law Firm of Toni Campbell Parker, represents the Debtor as bankruptcy counsel. Pinnacle Bank, as lender, is represented by Matthew R. Murphy, Esq., at Smythe Huff & Murphy, PC. HOMESERVE USA: Moody's Assigns First Time 'B1' Corp. Family Rating ------------------------------------------------------------------ Moody's Investors Service assigned to HomeServe USA Holding Corp. (d/b/a HomeServe North America, "HomeServe"), a provider of service plans, repair and energy efficiency services in the United States and Canada, a first-time B1 Corporate Family Rating and a B1-PD Probability of Default Rating. Concurrently, Moody's assigned B1 ratings to HomeServe's proposed first lien senior secured credit facilities consisting of a $150 million revolver expiring 2028 and an $1.05 billion term loan due 2030. The outlook is stable. Proceeds from the term loan, along with $19 million of cash, will be used to refinance its existing $559 million term loan A, fund a distribution to shareholders and pay fees and expenses for the transaction. Moody's expects the revolver to be undrawn at transaction close. The assigned ratings and outlook are subject to review of final documentation and no material change to the size, terms and conditions of the transaction as advised to Moody's. ESG considerations reflect the company's governance risk primarily arising from initially high financial leverage and a tolerance for financial risk in its financial strategy including debt-funded acquisitions that may slow down the company's deleveraging trajectory. Moody's also anticipates opportunistic shareholder distributions over time funded through existing cash balances and free cash flow. Whilst management track record has been good thus far, there are no independent board members. RATINGS RATIONALE HomeServe's B1 CFR is supported by (1) its established US market-leading position as a third-party administrator of service plans for essential interior and exterior systems to individual home owners, (2) a track record of creating revenue and EBITDA growth supported by membership growth and annual increases in price per service plan above inflation, (3) its cash generative model and ability to reduce financial leverage, (4) strong interest coverage and cash flow metrics supported by Moody's expectations of around 3x EBITA to interest expense and about 7% free cash flow (excluding potential shareholder distributions) to debt for 2024, (5) predictable and stable revenue and earnings supported by high customer and affinity partner retention rates and long-term relationships with its three insurance carriers; and (6) very good liquidity supported by strong free cash flow generation and a fully available $150 million revolver. The CFR is constrained by (1) high financial leverage that Moody's expects to decline to around 4.5x by year-end 2023 and the potential for further debt-funded acquisitions that may impact HomeServe's deleveraging path, (2) a high concentration of customers by affinity partner with top 10 affinity partners comprising about 45% of revenue for the LTM period ended March 31, 2023, (3) its position in the highly fragmented and competitive HVAC industry with low barriers to entry, with the industry being subject to weather seasonality and high labor turnover rates; and (4) a heavy reliance on the three insurance underwriters to assume insurance risk, though Moody's expects the lack or loss of suitable underwriters is unlikely. All financial metrics cited reflect Moody's standard adjustments. Debt capital is comprised of a $150 million senior secured revolving credit facility expiring in 2028 and a $1.05 billion senior secured term loan due 2030. The B1 credit facility ratings, the same as the B1 CFR, reflect the preponderance of debt represented by the term loan and revolver. The term loan and revolver are guaranteed by Hestia AcquirerCo Ltd. and wholly-owned U.S. restricted subsidiaries of HomeServe USA Holding Corp. other than any excluded subsidiary as defined by the credit agreement. The term loan and revolver also have a first priority security interest in substantially all assets of the borrower and guarantors. As proposed, the new credit facilities are expected to provide covenant flexibility that if utilized could negatively impact creditors. Notable terms include the following: Incremental debt capacity up to the greater of $236 million and 100% of Consolidated EBITDA, plus unused capacity reallocated from the general debt basket, plus unlimited amounts on a pari passu basis subject to the greater of the closing date First Lien Net Leverage Ratio and the First Lien Net Leverage Ratio immediately prior to the incurrence of such debt. Incremental amounts up to the greater of $236 million and 150% of Consolidated EBITDA, plus the incremental dollar basket, along with the reallocated debt amount and any amounts incurred in connection with permitted acquisitions and investments, may be incurred with an earlier maturity than the initial term loans. The credit agreement is expected to permit the transfer of assets to unrestricted subsidiaries, up to the carve-out capacities, subject to "blocker" provisions which prohibit the designation of such subsidiary if it owns material intellectual property. Non-wholly-owned subsidiaries are not required to provide guarantees; dividends or transfers resulting in partial ownership of subsidiary guarantors could jeopardize guarantees subject to protective provisions which only permit guarantee releases if made (i) to a non-affiliate, or (ii) to an affiliate, for a bona fide business purpose and not for the primary purpose of releasing liens or guarantees. The credit agreement provides some limitations on up-tiering transactions, including the requirement that each lender directly and adversely affected consents to any amendment or waiver that would result in: (i) any subordination of the liens on substantially all of the collateral; or (ii) any contractual subordination in right of payment to any other debt, except for DIP or any other financing if each lender is offered the opportunity to participate on a pro rata basis. The general restricted payment basket, the general restricted debt payment basket and the general investments basket capacities may be reallocated to incur debt. The proposed terms and the final terms of the credit agreement may be materially different. Moody's expects HomeServe will maintain very good liquidity supported by $40 million of cash on hand as of June 30, 2023 pro-forma for the transaction, full access to its $150 million revolver and Moody's expectation of over $70 million free cash flow (excluding potential shareholder distributions) in 2024. Free cash flow (excluding potential shareholder distributions) to debt is projected to be 7% in 2024. Moody's also expects any strategic acquisitions the company executes would be funded primarily with internally generated cash. The revolver will be subject to a maximum springing first lien net leverage ratio test when drawings exceed 40% of availability. The covenant is expected to be set at a ratio that reflects at least a 40% cushion with no step-downs. Over the next 12 months, Moody's does not expect HomeServe to draw down on the revolver such that the covenant would be tested, but Moody's expects the company will maintain ample cushion with this financial covenant. The stable outlook reflects Moody's expectations that HomeServe will generate at least mid-single digit revenue growth over the next 12 months sustained by the company's continuing ability to grow membership customers and policies while attaining price increases, reduce financial leverage driven by EBITDA growth and mandatory debt payments such that financial leverage approaches 4x by the end of 2024 and maintain a very good liquidity profile supported by strong free cash flow generation. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if the company demonstrates conservative financial policies, such that Moody's expects financial leverage to remain below 4x and EBITA/Interest sustained above 3x, with very good liquidity and free cash flow/debt sustained above 10%. The ratings could be downgraded if the company's operating performance or liquidity materially deteriorates, or if financial strategies become more aggressive. Quantitatively, the rating could be downgraded if financial leverage rises above 5x or EBITA/Interest declines below 1.5x. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. HomeServe USA Holding Corp. (d/b/a HomeServe North America, "HomeServe"), based in Norwalk, CT, is the largest national provider of service plans, repair and energy efficiency services. The company has been majority owned by Brookfield Infrastructure, alongside institutional partners, since January 2023 when it acquired HomeServe plc, the former parent company of HomeServe North America. Post-acquisition of HomeServe plc, Brookfield separated and spun-off HomeServe North America into a standalone entity. HOMESERVE USA: S&P Assigns 'BB-' ICR, Outlook Stable ---------------------------------------------------- S&P Global Ratings assigned its 'BB-' issuer credit rating to HomeServe USA Holding Corp (HomeServe). S&P also assigned its 'BB-' issue rating and '3' recovery rating to the proposed revolver and first-lien term loan. This indicates S&P's expectations of meaningful recovery (50%-70%; rounded estimate: 50%) in the event of a payment default. The stable outlook reflects expectation for sustained top line growth (organically derived) with modest EBITDA margin expansion and no incremental debt issuance. S&P expects improved cash flow generation to bolster balance sheet liquidity and drive meaningful improvement in key credit metrics (through net debt reduction) through 2024. HomeServe's key strengths include its leading presence in the U.S. residential home services marketplace (plans, repair, energy efficiency services), well-established distribution relationships, and steady growth with strong and stable profitability. HomeServe maintains an approximate 40% share of an estimated 8% penetrated addressable market (U.S. and Canada households), making it the established leader compared with its next largest competitor (~20% share) and remaining peers. Its core home service plans are more targeted to specific needs (with less focus on bundling), which supports a lower price point for its programs. The company markets its products and services primarily through exclusive relationships with local and regional utility companies. It focuses on marketing and administering its programs with associated claim risk born by a group of insurance carriers. S&P thinks its steady growth has come from both organic development and acquisitions. Customer satisfaction has been favorable and customer retention has been strong. S&P thinks this has enhanced brand value for the company and its partners, contributed to operational efficiency, and an approximate 20% 10-year compound annual growth rate (CAGR) through 2023, to about $950 million. This top line development and steady EBITDA margin resulted in relatively strong profitability and sequentially improved cash flow generation. HomeServe's key weaknesses include its limited scale, scope, and diversity as reflected by its concentration in a niche segment reflecting modest market penetration and elevated pro-forma financial leverage at deal launch. S&P said, "We think the scaling nature of its business makes it relatively more sensitive to revenue and margin shortfalls. It also heightens potential disruption to its operations as it further develops its market presence while transitioning to a stand-alone enterprise after spinning-off from a larger organization in January 2023. "We note HomeServe's top 10 distribution relationships account for a substantial portion of its customer base, and price actions are expected to account for a meaningful portion of its top line revenue growth. "We consider pro-forma financial leverage of 4.6x (last 12 months through second quarter of 2023) to be elevated for the range at deal launch, with improvement to the upper end of the range (3.5x – 4.0x) by year-end 2023. "Our analysis includes a negative comparable rating modifier. "HomeServe receives a negative comparable rating analysis due to a business risk assessment on the lower end of the range, combined with a financial risk profile at the higher end of the range. This, in our view, is supported by factors like its low penetration within its industry and narrow focus of its target base, combined with out of the box leverage slightly elevated for the financial risk profile assessment. "The stable outlook reflects our expectation that HomeServe will focus on scaling its presence to become more competitive. We expect sustained top line growth (organically derived) near 10% with stable EBITDA margins in the 25%-26% for 2023 and 2024. If the company meets our expectations, we'd expect financial leverage (net of accessible cash) and interest coverage to be ~3.5x and 3.0x - 3.5x, respectively. We expect a near-term trend of reducing debt by increasing cash flow generation and strengthening balance sheet liquidity, inclusive of growth initiatives. Our 'run-rate' financial leverage expectation is 3.0x - 3.5x. "We could lower our ratings in the next 12 months if the company's competitive position were to meaningfully weaken or if its credit metrics were to weaken, resulting in debt-to-EBITDA above 4x or coverage below 3x on a sustained basis. This could occur if operating performance were to deteriorate in connection with revenue and margin contraction linked to strained growth and retention, diminished operational efficiency, or more aggressive financial policy. "While unlikely, we could raise our ratings in the next 12 months if HomeServe were to meaningfully enhance its competitive position by having significantly stronger and sustainable top line growth along with improving EBITA margins and significantly higher absolute cash flow generation. We could also raise our ratings if the company were to have a less aggressive financial policy resulting in financial leverage and interest coverage sustainably below 3x and above 6x, respectively." S&P's Base-case Scenario Assumptions -- Real U.S. GDP to expand 1.7% in 2023, and 1.3% in 2024. -- Revenue to increase by about 10% per year through 2024, due to combination of pricing, modest organic customer growth, and strong retention of existing customers. -- S&P Global Ratings-adjusted EBITDA margins to be essentially stable at 25%-26%, reflecting gradual underlying margin expansion because of scaling efficiencies. -- Capital expenditure of about $35 million in 2023, and 2024. -- No material acquisition activity through 2024 -- No incremental debt issuance through 2024 -- Dividends to common equity holders of $487 million in 2023 Based on the above assumptions, S&P forecasts the following credit metrics: -- S&P Global Ratings-adjusted debt-to-EBITDA ratio of 4.1x for 2023, and 3.5x for 2024; -- S&P Global Ratings-adjusted EBITDA Coverage of 3.0x for 2023, (proforma basis) and 4.0x for 2024 -- S&P said, "Pro forma for the proposed transaction, we assess HomeServe's liquidity as adequate, supported by its cash, credit facility availability, and operating cash flow. We expect the company's sources of liquidity will be more than 1.2x its uses over the next 12 months and anticipate its net sources will remain positive, even if its EBITDA declines by 15%." Principal liquidity sources include: -- New term loan debt of $1.05 billion -- $150 million revolver (undrawn) -- Unrestricted cash balance of $46 million as of June 30, 2023 -- Cash from funds from operations about $180 million per year for 2023/2024 Principal liquidity uses include: -- Refinance existing debt ($559 million as of June 30, 2023) -- Required mandatory amortization of debt ($10.5 million annually) -- Capital expenditure of about $30 million per year through 2024 -- Discretionary principal repayment -- Dividend distribution of $487 million in 2023 Covenants Term Facility: None Revolving Facility: Limited to a maximum net leverage ratio at a single level, providing at least a 40% cushion to consolidated EBITDA for the most recent four fiscal quarter period ending prior to the closing date for which financial statements of the borrower are internally available. -- S&P assigned its 'BB-' issue-level ratings with '3 (50%)' recovery rating to $150 million revolver and $1.05 billion first lien term loan. -- S&P has valued the company on a going concern basis using a 5.5x multiple over our projected emergence EBITDA. -- S&P's simulated default scenario contemplates a payment default in 2027, stemming from significantly lower revenue, and/or higher-than-expected operating costs. -- S&P thinks lenders would have the greatest recovery value through reorganization rather than liquidation of business. -- Year of default: 2027 -- Emergence EBITDA: $92.4 million -- Multiple: 5.5x -- Gross Recovery Value: $635.3 million -- Net recovery value after 5% administrative expenses: $603.5 million -- Obligor/ Non-obligor valuation split: 100%/0% -- Estimated first lien claims: $1165.1 million. -- Value available for first lien claims: $603.5 million -- Recovery: 52% (rounded down to 50%) IAERO AIRWAYS: Swift Air Files for Chapter 11 Bankruptcy -------------------------------------------------------- Alexei Ziemkiewicz of PLT Traveled reports that IAero Group, formerly Swift Air, has voluntarily filed for Chapter 11 bankruptcy protection in Florida. The company, based in Greensboro, North Carolina and Miami, said on September 19, 2023 that it made the move "in order to implement a restructuring transaction and assure long-term viability." According to Cirium fleets data, IAero Airways operates a fleet of 39 Boeing 737s and one 767. "Our customers remain our top priority and they can continue to depend on us for the same safe, reliable travel and high-quality service they know and expect from us," Timothy Rainey, president of iAero Airways, said. "After careful consideration, our board determined it was necessary to take this step now to address our financial strength and restructure certain of our contractual relationships and legacy balance sheet liabilities." "We believe this Chapter 11 filing provides the most effective means to restructure with minimal impact on the business and our customers and we are committed to moving through this process as expeditiously as possible so the company can emerge from Chapter 11 well-positioned to maximise our long-term prospects for the benefit of our customers, employees and other stakeholders," he adds. It's seeking the protection to be able to continue to conduct normal operations, including the ability to pay employees their wages as well as healthcare and other benefits and to "honour pre-petition obligations to critical vendors and provide continued safe and reliable flight service." IAero was created in 2019 when it took over Swift Air, which had been established in 1997. It says it is "the largest B2B passenger charter and cargo air carrier in the US." It offers aircraft, crew, maintenance and insurance (ACMI) charters and cargo flights. According to the court filing, the company has up to 49 creditors and estimated liabilities of between $500,000 and $1 million. It claims assets of less than $50,000. The company says it is "optimistic" about its long-term future. It’s seeking the protection "to [stabilise] its businesses following a global pandemic that placed unprecedented pressures on the airline industry." In May 2020 the airline had been in the news after one of its 737-800s landed at San Diego International airport missing its vertical fin root, parts of its vertical stabiliser and a damaged horizontal stabiliser. The aircraft, registered N820TJ, was photographed landing in San Diego at around 15:55 on May 19, 2023, after arriving from Southern California Logistics airport near Victorville. Its vertical fin root appeared entirely absent while a number of panels were also missing between spar attachment points on the left side of the fin. Later examination also found that the left-hand horizontal stabiliser, as well as the fuselage crown skin, sustained "substantial damage" as the structures detached during flight. Following that incident, in 2022 Boeing amended removal and installation maintenance instructions for Boeing 737 dorsal fins. About iAero Airways iAero Airways is a B2B passenger charter and cargo service provider. AeroTech Miami Inc. and several affiliates, including Swift Air LLC, sought Chapter 11 protection (Bankr. S.D. Fla. Lead Case No. 23-bk-17503) on Sept. 19, 2023. The Debtors' counsel: Paul Steven Singerman, Esq 305-755-9500 singerman@bergersingerman.com JDI DATA: Trustee Gets OK to Hire Baradat Group as IT Consultant ---------------------------------------------------------------- Scott Brown, the Chapter 11 trustee for JDi Data Corporation, received approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ The Baradat Group, LLC as his IT consultant. The Baradat Group will provide the IT services necessary for the trustee to obtain complete copies of all of the requisite data that he and his professionals will need in the future for Estate administration, investigation and litigation at a rate of $220/hour. The firm estimates that it will take between 42 and 53.5 hours to complete the project. The Engagement Letter also references a second phase entitled "eDiscovery Services," which services The Baradat Group can provide at $285/hour plus other associated costs. As disclosed in the court filings, The Baradat Group is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code; does not hold or represent an interest adverse to the Trustee or the Estate, and has no connections to the Trustee, the Debtor, its creditors, or any related or interested parties. The firm can be reached through: Carlos A. Baradat The Baradat Group 2255 Glades Rd., 324A Boca Raton, FL 33431 Phone: (239) 221-6359 Email: cbaradat@thebaradatgroup.com About JDi Data Corporation JDi Data Corporation has developed innovative solutions for professionals within the insurance, risk, and legal communities. Its software solutions are designed to allow organizations to invest in tools that truly transform their day-to-day processes. The company is based in Fort Lauderdale, Fla. JDi Data sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-11322) on Feb. 17, 2022, with $1 million to $10 million in both assets and liabilities. John Heller, chief restructuring officer, signed the petition. Judge Scott M. Grossman oversees the case. Moffa & Bierman represents the Debtor as legal counsel. Scott N. Brown is the Chapter 11 trustee appointed in the Debtor's bankruptcy case. The trustee tapped Bast Amron, LLP as bankruptcy counsel; Bilzin Sumberg Baena Price & Axelrod, LLP as special counsel; and KapilaMukamal, LLP as accountant. LE POUF LLC: Seeks Chapter 11 Bankruptcy Protection --------------------------------------------------- Le Pouf LLC filed for chapter 11 protection in the Southern District of Texas. According to court filings, the Debtor reported between $1 million and $10 million in debt owed to 100 and 199 creditors. The petition states funds will be available to unsecured creditors. About Le Pouf LLC Le Pouf LLC -- https://www.lepoufhome.com -- is a company that produces modern eco-friendly bean bags and other soft home essentials. They offer reliable and affordable products that are made in the USA and delivered right to your door. Le Pouf LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-90772) on Sept. 12, 2023. In the petition filed by Gayla Bella, as chief financial officer, the Debtor reported assets and liabilities between $1 million and $10 million. The Honorable Bankruptcy Judge Christopher M Lopez oversees the case. The Debtor is represented by: Michael D Warner, Esq. Pachulski Stang Ziehl & Jones LLP 700 Milam Street Suite 1300 Houston, TX 77002 LEARFIELD COMMS: BlackRock Fund Marks $745,000 Loan at 20% Off -------------------------------------------------------------- BlackRock Debt Strategies Fund, Inc has marked its $745,000 loan extended to Learfield Communications LLC to market at $576,508 or 80% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a 2016 First Lien Term Loan B to Learfield Communications LLC. The loan accrues interest at a rate of 9.58% (3-mo. LIBOR US at 1.00% Floor + 3.25%) per annum. The loan matures on December 1, 2023. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. Learfield Communications, LLC, dba Learfield IMG College, is an operator in the collegiate sports multimedia rights and marketing industry. Atairos Group, Inc. acquired the company in December 2016 from Providence Equity Partners, Nant Capital, and certain members of management. LEGACY CARES: Ombudsman Taps Burgess Law Group as Local Counsel --------------------------------------------------------------- Michael St. Patrick Baxter, the consumer privacy ombudsman of Legacy Cares, Inc., seeks approval from the U.S. Bankruptcy Court for the District of Arizona to employ The Burgess Law Group as his local counsel. The firm will assist the ombudsman and provide such services, as appropriate and needed, to enable the ombudsman to discharge his duties. Lindsi Weber's hourly rate for the services proposed in this matter is $600/hour. BLG is a "disinterested person," as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Lindsi M. Weber, Esq. THE BURGESS LAW GROUP 3131 E. Camelback Road, Ste. 224 Phoenix, AZ 85016 Phone: (602) 806-2100 Email: Lindsi@theburgesslawgroup.com About Legacy Cares Legacy Cares, Inc. is a 501c3 non-profit organization dedicated to providing athletes and non-athletes of all ages, economic backgrounds and levels of athletic proficiency the opportunity to participate in sports and e-sports while fostering the enjoyment and camaraderie of teamwork and perseverance, key components in athletic competition and lifetime success. The organization is based in Mesa, Ariz. Legacy Cares sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 23-02832) on May 1, 2023, with $242,329,104 in assets and $366,719,676 in liabilities. Douglas Moss, president of Legacy Cares, signed the petition. Judge Daniel P. Collins oversees the case. The Debtor tapped Henk Taylor, Esq., at Warner Angle Hallam Jackson Formanek, PLC as bankruptcy counsel; Papetti Samuels Weiss McKirgan, LLP and Slania Law, PLLC as special counsels; and Miller Buckfire & Co., LLC and its affiliate, Stifel, Nicolaus & Co., Inc., as investment banker. Epiq Corporate Restructuring, LLC is the noticing, claims and balloting agent. The U.S. Trustee for Region 14 appointed an official committee to represent unsecured creditors in the Debtor's Chapter 11 case. Pachulski Stang Ziehl & Jones, LLP and AlixPartners, LLP serve as the committee's legal counsel and financial advisor, respectively. LEGACY CARES: Ombudsman Taps Covington & Burling as Counsel ----------------------------------------------------------- Michael St. Patrick Baxter, the consumer privacy ombudsman of Legacy Cares, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Arizona to employ Covington & Burling LLP as his counsel. Covington will assist the ombudsman and provide such services, as appropriate and needed, to enable the Ombudsman to discharge his duties. Covington's currently hourly rates range from $690 for junior associates to $2,675 for senior partners; and for legal assistants from $305 to $685. The standard hourly rates of the Covington's partners and associates expected to perform significant work in this case are as follows: Michael St. Patrick Baxter, Senior Counsel $1,425 Elizabeth Canter, Partner $1,275 Hensey Fenton III, Associate $835 Michael St. Patrick Baxter, 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: Michael St. Patrick Baxter, Esq. COVINGTON & BURLING LLP One CityCenter, 850 Tenth Street, NW Washington, DC 20001-4956 Telephone: (202) 662-5164 Email: mbaxter@cov.com About Legacy Cares Legacy Cares, Inc. is a 501c3 non-profit organization dedicated to providing athletes and non-athletes of all ages, economic backgrounds and levels of athletic proficiency the opportunity to participate in sports and e-sports while fostering the enjoyment and camaraderie of teamwork and perseverance, key components in athletic competition and lifetime success. The organization is based in Mesa, Ariz. Legacy Cares sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 23-02832) on May 1, 2023, with $242,329,104 in assets and $366,719,676 in liabilities. Douglas Moss, president of Legacy Cares, signed the petition. Judge Daniel P. Collins oversees the case. The Debtor tapped Henk Taylor, Esq., at Warner Angle Hallam Jackson Formanek, PLC as bankruptcy counsel; Papetti Samuels Weiss McKirgan, LLP and Slania Law, PLLC as special counsels; and Miller Buckfire & Co., LLC and its affiliate, Stifel, Nicolaus & Co., Inc., as investment banker. Epiq Corporate Restructuring, LLC is the noticing, claims and balloting agent. The U.S. Trustee for Region 14 appointed an official committee to represent unsecured creditors in the Debtor's Chapter 11 case. Pachulski Stang Ziehl & Jones, LLP and AlixPartners, LLP serve as the committee's legal counsel and financial advisor, respectively. LEGACY-XSPIRE: Has $8-Mil. Deal to Sell Assets to Blue Water ------------------------------------------------------------ Legacy-Xspire Holdings, LLC asked the U.S. Bankruptcy Court for the Middle District of Florida for authority to sell assets of its subsidiaries to Blue Water Biotech, Inc. Blue Water made an $8 million offer for the assets, which is the only offer received by Legacy-Xspire, the operating parent company of WraSer, LLC and Xspire Pharma, LLC, after almost six months of marketing the assets. The assets up for sale include personal property used to operate WraSer's and Xspire's businesses; inventory; intellectual property; accounts receivable; and the sellers' rights and interests in certain contracts. Under the deal, Blue Water agreed to pay $8 million in cash in immediately available funds to the sellers, and another $500,000 to Plexus Fund IV-A, L.P. on the first anniversary of the closing date. Blue Water also agreed to assume certain liabilities of the sellers and issue to Plexus Fund IV-A, as collateral agent on behalf of the sellers' secured creditors, one million shares of the buyer's common stock. Moreover, the sale agreement provides for the assignment of the sellers' pre-bankruptcy contracts to Blue Water. Valley National Bank, a senior secured creditor, will be paid in full from the proceeds of the sale while Plexus Fund IV-A and two other subordinate secured creditors will not receive full payment. The subordinate secured creditors, however, consented to the proposed sale. Steven Berman, Esq., attorney for Legacy-Xspire, said the sale agreement represents the "highest and best offer" for the assets. "The sale is the best manner in which to maximize value for the estate. Having gone through the marketing process, the [sale agreement] represents fair and reasonable consideration for the sale of the assets," Mr. Berman said in a motion filed in court. About Legacy-Xspire Holdings Legacy-Xspire Holdings, LLC, a company in Tampa, Fla., filed Chapter 11 petitions (Bankr. M.D. Fla. Lead Case No. 23-04251) on Sept. 26, 2023. At the time of the filing, Legacy-Xspire reported $50 million to $100 million in assets and $10 million to $50 million in liabilities. Judge Roberta A. Colton oversees the cases. Steven M. Berman, Esq., at Shumaker, Loop & Kendrick, LLP is the Debtors' legal counsel. LET'S TALK INTERACTIVE: Hits Chapter 11 Bankruptcy Protection ------------------------------------------------------------- Symone Graham of Charlotte Business Journal reports that Charlotte telehealth firm Let's Talk Interactive has filed for Chapter 11 bankruptcy protection, according to records at the U.S. Bankruptcy Court for the Western District of North Carolina. Let's Talk Interactive filed the voluntary bankruptcy petition on September 21, 2023. The company's secured and unsecured debt — excluding debts owed to insiders or affiliates — is less than $7.5 million, the filing shows. As a result, the firm was eligible to file for bankruptcy under subchapter five, which doesn't require it to receive creditors' approval for its repayment plan. The company estimated its assets and liabilities totaled between $1 million and $10 million, with an estimated creditors count between 1 and 49. Let's Talk Interactive's attorney did not respond before deadline to a request for more details about the company's decision to file for bankruptcy. Let's Talk Interactive officials declined to comment. The creditors with the largest claims include: Your Next Agency, a Dutch digital design company ($124,562.50); California-based Zoom Video Communications Inc. ($130,832.65); Wisconsin-based retail display company Frank Mayer and Associates, ($161,320.53); and Linkedin Corp., ($31,200). Founded in 2001 by CEO Art Cooksey, Let's Talk Interactive's customizable telehealth solutions give health-care and mental health professionals the ability to provide to services in a way that helps eliminate problems with patient accessibility. The company has also partnered with hospitals, assisted living facilities, prisons, rural community centers and disaster relief zones to install its telehealth kiosk machines. These kiosks can help facilitate virtual therapy sessions, videoconferencing, and check-in uses, among other things. Cooksey is listed as a creditor in the bankruptcy filing with an unsecured claim of $385,000 for a promissory note. Let's talk Interactive landed at No. 496 on the 2022 Inc. 5000 list, which highlights the fastest-growing private companies in America. Additionally, the business was recognized as a Charlotte Inno 2021 Fire Award honoree and an honoree under CBJ's Fast 50 2022 Awards program, among other recognitions. A filing by the bankruptcy court in the case today requested several items, including a statement of financial affairs and a schedule of secured claims. The clerk's filing added that "if the above−referenced items are not filed with the Clerk of this Court within the time set forth in the Federal Rules of Bankruptcy Procedure and the Local Bankruptcy Rules of this Court, this case will be subject to dismissal by the Court." An exact timeline for the next steps in the Chapter 11 case has not yet been filed by the court. About Let's Talk Interactive Let's Talk Interactive is engaged in providing computer programming services on a contract or fee basis. Let's Talk Interactive sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. N.C. Case No. 23-30655) on September 21, 2023. In the petition filed by Arthur Cooksey, as president, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Laura T. Beyer oversees the case. The Debtor is represented by: Steven E. Wallace, Esq. WARD DAMON PL 4420 Beacon Circle West Palm Beach, FL 33407 Tel: (561) 842-3000 Fax: (561) 842-3626 Email: swallace@warddamon.com LIGADO NETWORKS: Moody's Withdraws 'Ca' Corporate Family Rating --------------------------------------------------------------- Moody's Investors Service has withdrawn all credit ratings of Ligado Networks LLC, including the Ca corporate family rating, Ca-PD probability of default rating, Caa3 rating on the company's 15.5% senior secured first lien notes due November 1, 2023 and the C rating on its senior secured second lien notes due May 1, 2024. The outlook at the time of withdrawal was negative. RATINGS RATIONALE Moody's has decided to withdraw the ratings for its own business reasons. COMPANY PROFILE Ligado Networks LLC is focused on bringing additional lower mid-band spectrum to market and accelerating the deployment of next generation mobile networks that deliver advanced and innovative connectivity services using the 35 MHz of terrestrial spectrum it currently controls. The company's plans include enhancing its MSS offerings for satellite IoT and developing 5G terrestrial public and private network solutions for a diverse customer base supporting consumer markets and key industries within the transportation, public safety, energy, utilities and agriculture sectors. LORDSTOWN MOTORS: Taps Winston & Strawn as Litigation Counsel ------------------------------------------------------------- Lordstown Motors Corp. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Winston & Strawn, LLP as their special litigation counsel. The firm's services include: a) assisting and advising the Debtors in investigating, determining the nature and extent of the Derivative Claims. Such investigation may include, without limitation: (1) engaging in examination and analysis of the conduct giving rise to such Derivative Claims; (2) participating in such examinations (domestic and extraterritorial) of the Debtors and other witnesses as may be necessary in the pursuit of the Derivative Claims; (3) assisting the Debtors in preparing such applications, motions, memoranda, proposed orders, and other pleadings as may be required in support of positions taken by the Debtors relating to the Derivative Claims, including all trial preparation as may be necessary; (4) representing the Debtors at certain hearings to be held before this Court and any appellate courts relating to the Derivative Claims; and (5) communicating with the Debtors regarding the matters heard and the issues raised, as well as the decisions and considerations of this Court relating to the Derivative Claims; and b) taking all necessary actions in furtherance of providing such investigatory services, including, without limitation: (1) advising and consulting on the conduct of these Chapter 11 Cases in connection with the Derivative Claims; (2) attending meetings and otherwise communicating with Debtors' other professionals; (3) attending meetings and negotiating with representatives of creditors and other parties in interest; (4) preparing and/or commenting on pleadings in connection with these Chapter 11 Cases, to the extent they implicate the Derivative Claims, including motions, applications, answers, orders, reports, and papers necessary or otherwise beneficial to the administration of the Debtors' estates; (5) appearing before the Court and any appellate courts to represent the interests of the Debtors' estates with respect to the Derivative Claims; and (6) advising the Debtors in connection with any disclosure statement and chapter 11 plan and all documents related thereto to the extent they relate to the Derivative Claims. Winston's current range of standard hourly rates are: Partners $1,095 - $2,040 Of Counsel $800 - $1,645 Associates $695 - $1,140 Paralegals $320 - $415 As disclosed in court filings, Winston & Strawn is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Winston & Strawn disclosed that: -- The firm has provided the Debtors with a 10 percent discount since prior to the Petition Date, and will continue to do so if this application is approved. -- None of the professionals included in the engagement vary their rate based on the geographic location of the bankruptcy case. -- In the 12 months prepetition, Winston charged for its legal services on an hourly basis in accordance with the ordinary and customary hourly rates in effect on the date that services are rendered and sought reimbursement of actual and necessary out-of-pocket expenses. -- The Debtors have approved Winston's prospective budget and staffing plan for the initial stages of its charge as special litigation counsel. The firm can be reached through: Carrie V. Hardman, Esq. WINSTON & STRAWN LLP 200 Park Avenue New York, NY 10166-4193 Phone: (212) 294-5391 Email: chardman@winston.com About Lordstown Motors Corp. 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, Mich. 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 Judge Mary F. Walrath. The Debtors tapped White & Case, LLP and Richards, Layton & Finger, P.A. as bankruptcy counsels; Baker & Hostetler, LLP as special counsel; Jefferies, LLC as investment banker; KPMG, LLP as auditor; and Silverman Consulting as restructuring advisor. Kurtzman Carson Consultants, LLC is the Debtors' claims and noticing agent and administrative advisor. The U.S. Trustee for Regions 3 and 9 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped Troutman Pepper Hamilton Sanders, LLP as legal counsel and Huron Consulting Group Inc. as financial advisor. LUCIRA HEALTH: Chapter 11 Assets Liquidation Okayed --------------------------------------------------- Alex Wittenberg of Law360 reports that COVID-19 testing company Lucira Health Inc. received approval Sept. 19, 2023, from a Delaware bankruptcy judge to liquidate its remaining assets in Chapter 11 after the company struck a $36. 4 million deal in April to sell its business to Pfizer Inc. About Lucira Health Lucira Health is a medical technology company founded in 2013 focused on the development and commercialization of transformative and innovative infectious disease test kits. Lucira Health sought relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 23-10242) on February 22, 2023. In the petition filed by Richard Narido, as chief financial officer, the Debtor reported total assets as of Dec. 31, 2022 amounting to $145,897,301 and total debts as of Dec. 31, 2022 amounting to $84,720,814. Lawyers at Young Conaway Stargatt & Taylor, LLP and Cooley LLP serve as counsel to the Debtor, Armanino LLP as its financial advisors, and Donlin, Recano & Company, Inc. as its claims and noticing agent. LUMEN TECHNOLOGY: BlackRock DSF Marks $1.6MM Loan at 23% Off ------------------------------------------------------------ BlackRock Debt Strategies Fund, Inc has marked its $1,616,000 loan extended to Lumen Technologies, Inc to market at $1,240,197 or 77% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a 2020 Term Loan B to Lumen Technologies, Inc. The loan accrues interest at a rate of 7.47% (1-mo. CME Term SOFR + 2.25%) per annum. The loan matures on March 15, 2029. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. Lumen Technologies, Inc., headquartered in Monroe, Louisiana, is an integrated communications company that provides an array of communications services to large enterprise, mid-market enterprise, government and wholesale customers in its larger Business segment. The company's smaller Mass Markets segment primarily provides broadband services to its residential and small business customer base. MAGENTA BUYER: BlackRock Fund Marks $1.9MM Loan at 36% Off ---------------------------------------------------------- BlackRock Debt Strategies Fund, Inc has marked its $1,907,000 loan extended to Magenta Buyer LLC to market at $1,229,952 or 64% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a 2021 USD Second Lien Term Loan to Magenta Buyer LLC. The loan accrues interest at a rate of 13.53% (3-mo. LIBOR US at 0.75% Floor + 8.25%) per annum. The loan matures on July 27, 2029. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. Magenta Buyer LLC is a provider of cybersecurity software that derives revenue from the sale of security products, subscriptions, SaaS, support and maintenance, and professional services. MAGENTA BUYER: BlackRock Fund Marks $2.08MM Loan at 25% Off ----------------------------------------------------------- BlackRock Debt Strategies Fund, Inc has marked its $2,084,000 loan extended to Magenta Buyer LLC to market at $1,561,915 or 75% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a 2021 USD First Lien Term Loan to Magenta Buyer LLC. The loan accrues interest at a rate of 10.03% (3-mo. LIBOR US at 0.75% Floor + 4.75%) per annum. The loan matures on July 27, 2028. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. Magenta Buyer LLC is a provider of cybersecurity software that derives revenue from the sale of security products, subscriptions, SaaS, support and maintenance, and professional services. MAISON DRAKE: L. Todd Budgen Named Subchapter V Trustee ------------------------------------------------------- The U.S. Trustee for Region 21 appointed L. Todd Budgen, Esq., as Subchapter V trustee for Maison Drake, LLC. Mr. Budgen will be paid an hourly fee of $400 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Budgen declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: L. Todd Budgen, Esq. P.O. Box 520546 Longwood, FL 32752 Tel: (407) 232-9118 Email: Todd@C11Trustee.com About Maison Drake Maison Drake, LLC, a company in Longwood, Fla., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-03825) on Sept. 15, 2023, with $74,058 in assets and $3,827,597 in liabilities. David Lanxner, managing member, signed the petition. Judge Lori V. Vaughan oversees the case. Jeffrey S. Ainsworth, Esq., at BransonLaw, PLLC represents the Debtor as bankruptcy counsel. MALLINCKRODT PLC: $250 Million Chapter 11 Financing Approved ------------------------------------------------------------ Emily Lever of Law360 reports that drugmaker Mallinckrodt received final approval Sept. 20, 2023, in Delaware bankruptcy court for $250 million of Chapter 11 financing from its prepetition secured lenders, despite one creditor's objection over proposed management bonuses. About Mallinckrodt plc Mallinckrodt plc is global business consisting of multiple wholly owned subsidiaries that develop, manufacture, market and distribute specialty pharmaceutical products and therapies. Areas of focus include autoimmune and rare diseases in specialty areas like neurology, rheumatology, nephrology, pulmonology and ophthalmology; immunotherapy and neonatal respiratory critical care therapies; analgesics and gastrointestinal products. Mallinckrodt plc and certain of its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 23-11258) on August 28, 2023. Mallinckrodt plc disclosed $5,106,900,000 in assets and $3,512,000,000 in liabilities as of June 30, 2023. Bryan M. Reasons, authorized signatory, signed the petition. Judge John T. Dorsey oversees the cases. The Debtors tapped Latham & Watkins, LLP and Richards, Layton & Finger, P.A. as their bankruptcy counsel; Arthur Cox and Wachtell, Lipton, Rosen & Katz as corporate and finance counsel; Guggenheim Securities, LLC as investment banker; and AlixPartners, LLP, as restructuring advisor. MALLINCKRODT PLC: Begins Ireland Examinership Process ------------------------------------------------------ Leroy Leo of Reuters reports that drugmaker Mallinckrodt said on Thursday, September 21, 2023, it had initiated examinership proceedings in the High Court of Ireland, as it seeks protection from actions taken by creditors during the Chapter 11 bankruptcy process. The Ireland-based company filed for its second bankruptcy in the United States last month, with a restructuring plan that would cut $1 billion from what it owes to victims of the U.S. opioid crisis. About Mallinckrodt PLC Mallinckrodt -- http://www.mallinckrodt.com/-- is a global business consisting of multiple wholly-owned subsidiaries that develop, manufacture, market and distribute specialty pharmaceutical products and therapies. The company's Specialty Brands reportable segment's areas of focus include autoimmune and rare diseases in specialty areas like neurology, rheumatology, nephrology, pulmonology and ophthalmology; immunotherapy and neonatal respiratory critical care therapies; analgesics; and gastrointestinal products. Its Specialty Generics reportable segment includes specialty generic drugs and active pharmaceutical ingredients. On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates sought Chapter 11 protection in Delaware (Bankr. D. Del. Lead Case No. 20-12522) to seek approval of a restructuring that would reduce total debt by $1.3 billion and resolve opioid-related claims against them. Mallinckrodt in mid-June 2022 successfully completed its reorganization process, emerged from Chapter 11 and completed the Irish Examinership proceedings. Mallinckrodt Plc said in a regulatory filing in early June 2023 that it was considering a second bankruptcy filing and other options after its lenders raised concerns over an upcoming $200 million payment related to opioid-related litigation. Mallinckrodt plc and certain of its affiliates again sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 23-11258) on Aug. 28, 2023. Mallinckrodt plc disclosed $5,106,900,000 in assets and $3,512,000,000 in liabilities as of June 30, 2023. Judge John T. Dorsey oversees the new cases. In the prior Chapter 11 cases, the Debtors tapped Latham & Watkins, LLP and Richards, Layton & Finger, P.A. as their bankruptcy counsel; Arthur Cox and Wachtell, Lipton, Rosen & Katz as corporate and finance counsel; Ropes & Gray, LLP as litigation counsel; Torys, LLP as CCAA counsel; Guggenheim Securities, LLC as investment banker; and AlixPartners, LLP, as restructuring advisor. In the new Chapter 11 cases, The Debtors tapped Latham & Watkins, LLP and Richards, Layton & Finger, P.A., as their bankruptcy counsel; Arthur Cox and Wachtell, Lipton, Rosen & Katz as corporate and finance counsel; Guggenheim Securities, LLC as investment banker; and AlixPartners, LLP, as restructuring advisor. Kroll is the claims agent. MALLINCKRODT PLC: Pomerantz Chosen Lead Counsel in Investor Suit ---------------------------------------------------------------- Emlyn Cameron of Law360 reports that Pomerantz LLP has been appointed lead counsel in a suit asserting insolvent drugmaker Mallinckrodt PLC tricked investors into thinking it had recovered from bankruptcy and would make a $200 million payment to an opioid fund, a New Jersey federal judge said in an order. About Mallinckrodt PLC Mallinckrodt -- http://www.mallinckrodt.com/-- is a global business consisting of multiple wholly-owned subsidiaries that develop, manufacture, market and distribute specialty pharmaceutical products and therapies. The company's Specialty Brands reportable segment's areas of focus include autoimmune and rare diseases in specialty areas like neurology, rheumatology, nephrology, pulmonology and ophthalmology; immunotherapy and neonatal respiratory critical care therapies; analgesics; and gastrointestinal products. Its Specialty Generics reportable segment includes specialty generic drugs and active pharmaceutical ingredients. On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates sought Chapter 11 protection in Delaware (Bankr. D. Del. Lead Case No. 20-12522) to seek approval of a restructuring that would reduce total debt by $1.3 billion and resolve opioid-related claims against them. Mallinckrodt in mid-June 2022 successfully completed its reorganization process, emerged from Chapter 11 and completed the Irish Examinership proceedings. Mallinckrodt Plc said in a regulatory filing in early June 2023 that it was considering a second bankruptcy filing and other options after its lenders raised concerns over an upcoming $200 million payment related to opioid-related litigation. Mallinckrodt plc and certain of its affiliates again sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 23-11258) on Aug. 28, 2023. Mallinckrodt plc disclosed $5,106,900,000 in assets and $3,512,000,000 in liabilities as of June 30, 2023. Judge John T. Dorsey oversees the new cases. In the prior Chapter 11 cases, the Debtors tapped Latham & Watkins, LLP and Richards, Layton & Finger, P.A. as their bankruptcy counsel; Arthur Cox and Wachtell, Lipton, Rosen & Katz as corporate and finance counsel; Ropes & Gray, LLP as litigation counsel; Torys, LLP as CCAA counsel; Guggenheim Securities, LLC as investment banker; and AlixPartners, LLP, as restructuring advisor. In the new Chapter 11 cases, The Debtors tapped Latham & Watkins, LLP and Richards, Layton & Finger, P.A., as their bankruptcy counsel; Arthur Cox and Wachtell, Lipton, Rosen & Katz as corporate and finance counsel; Guggenheim Securities, LLC as investment banker; and AlixPartners, LLP, as restructuring advisor. Kroll is the claims agent. MERIDIAN RESTAURANTS: Burger King Will Buy 29 Restaurants --------------------------------------------------------- James Nani of Bloomberg Law reports that Burger King Co. LLC is set to take over at least 29 restaurant locations from a bankrupt Utah-based franchisee, Meridian Restaurants Unlimited LC. The fast food giant's offer was among $17.6 million in qualified bids that Meridian received for 67 of its restaurants from several different bidders, according to a filing Wednesday in the US Bankruptcy Court for the District of Utah. Burger King would pay about $4.4 million for 12 locations in Montana and 17 locations in Utah, Meridian said. The bids come amid larger headwinds in the fast food industry. About Meridian Restaurants Unlimited Meridian Restaurants Unlimited, LC, owner and operator of restaurants in Utah, and its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Utah Case No. 23-20731) on March 2, 2023. At the time of the filing, Meridian Restaurants Unlimited disclosed $10 million to $50 million in both assets and liabilities. Judge Kevin R. Anderson oversees the cases. The Debtors tapped Markus Williams Young & Hunsicker, LLC, as bankruptcy counsel; Ray Quinney & Nebeker P.C. as local and litigation counsel; Peak Franchise Capital, LLC as financial advisor; Hilco Corporate Finance, LLC as investment banker; and Keen-Summit Capital Partners, LLC as real estate advisor. BMC Group, Inc. is the noticing agent. The U.S. Trustee for Region 19 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee is represented by Foley & Lardner, LLP. MISSISSIPPI ORTHOPAEDIC: Hires Sheehan & Ramsey as Legal Counsel ---------------------------------------------------------------- Mississippi Orthopaedic Institute, PLLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Mississippi to hire Sheehan & Ramsey, PLLC as their legal counsel. The Debtor requires legal counsel to: (a) consult with any appointed committee concerning the administration of the Debtors' Chapter 11 cases; (b) investigate the acts, conduct, assets, liabilities, and financial condition of the Debtors and other matters relevant to the cases; (c) formulate a Chapter 11 plan; and (d) prepare legal papers and reports necessary in the bankruptcy cases. Sheehan & Ramsey will be paid at these rates: Patrick A. Sheehan $350 per hour Associate Attorneys $250 per hour Paralegals $125 per hour Patrick Sheehan, Esq., an attorney at Sheehan & Ramsey, 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: Patrick A. Sheehan, Esq. SHEEHAN & RAMSEY, PLLC 492 Porter Avenue Ocean Springs, MS 39564 Telephone: (228) 875-0572 Facsimile: (228) 875-0895 Email: Pat@sheehanramsey.com About Mississippi Orthopaedic Mississippi Orthopaedic Institute, PLLC specializes in the diagnosis and treatment of all conditions and injuries of the musculoskeletal system. It offers, among other procedures, revision knee, complex hip and knee, computer assisted robotic joint replacement, total shoulder replacement, hip replacement, knee arthroscopy, and total knee replacement. Mississippi Orthopaedic Institute filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Miss. Case No. 23-51229) on Sept. 1, 2023, with as much as $50,000 in assets and $1 million to $10 million in liabilities. Dr. Lance Johansen, manager, signed the petition. Judge Katharine M. Samson oversees the case. Patrick Sheehan, Esq., at Sheehan and Ramsey, PLLC represents the Debtor as legal counsel. MOLEKULE GROUP: Preps Up for Chapter 11 Bankruptcy Filing --------------------------------------------------------- Elaine Mendonça of BestStocks reports that on September 20, 2023, Molekule Group, Inc. made a significant announcement through an 8K filing, revealing that their board had granted management the authority to initiate preparations for a voluntary petition under Chapter 11 of the U.S. Bankruptcy Code. This decision had an immediate impact on the company's stock prices, causing them to decline. Chapter 11 of the U.S. Bankruptcy Code serves as a legal framework that enables companies to restructure their debts and assets under the guidance and supervision of the court. This particular form of bankruptcy allows companies to continue their operations while they strive to repay their outstanding debts. Molekule Group, Inc. is widely recognized for its production of air purifiers and other air quality products. The company adheres to the standards set by U.S. GAAP when preparing its financial statements, which necessitates management to make various estimates and assumptions. Additionally, Molekule Group, Inc. has submitted other essential filings to the SEC, including a Form S-8 and a 10-Q. About Molekule Group Inc. Molekule Group, Inc., operates as an air purification technology company. The Company offers proprietary technology that safely optimizes UV exposure to effectively remove and destroy organic airborne pathogens. Molekule Group serves customers worldwide. MOLEKULE INC: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Two affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Molekule, Inc. (Lead Case) 23-18093 10455 Riverside Drive, Suite 100 Palm Beach Gardens, FL 33410 Molekule Group, Inc. 23-18094 10455 Riverside Drive, Suite 100 Palm Beach Gardens, FL 33410 Business Description: Molekule manufactures air purifiers. Chapter 11 Petition Date: October 3, 2023 Court: United States Bankruptcy Court Southern District of Florida Judge: Hon. Mindy A. Mora Debtors' Counsel: Bradley S. Shraiberg, Esq. SHRAIBERG PAGE PA 2385 NW Executive Center Dr Suite 300 Boca Raton, FL 33431 Tel: 561-443-0800 Email: bss@slp.law Molekule, Inc.'s Total Assets: $11,592,471 Molekule, Inc.'s Total Liabilities: $46,952,909 The petitions were signed by Ryan Tyler as chief financial officer. Full-text copies of the petitions are available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/A4N6KJA/Molekule_Inc__flsbke-23-18093__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/6KNBRUY/Molekule_Group_Inc__flsbke-23-18094__0001.0.pdf?mcid=tGE4TAMA List of Debtors' 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. ALOM Technologies Corp $242,067 ALOM - Fremont 44660 Osgood Rd Fremont, CA 94539 2. Amazon Advertising, LLC $149,619 P.O. Box 81207 Seattle, WA 98108-1207 3. Capgemini America, Inc. $428,400 79 Fifth Ave Third Floor New York, NY 10003 4. Citrin Cooperman $255,500 529 Fifth Ave New York, NY 10017 5. Columbus Industries Texas, $822,709 LLP Columbus Industries Inc 2938 State Route 752 P.O. Box 257 Amanda, OH 43102 6. Dandelion, Inc $727,239 211 Yonge St Suite 400 Toronto, ON M5B 1M4 7. Employee Wages $614,847 8. Fenwick & West, LLP $87,049 P.O. Box 742814 Los Angeles, CA 90074-2814 9. Goldfarb Gross $117,153 Seligman & Co. 98 Yigal Alon Street Tel Aviv, Israel 6789141 10. Inventec Appliances Corporation $65,520 37 Wugong 5th Rd,Industrial Park Wugu Di New Taipei, 24890 Taiwan 11. Mack Molding $3,529,065 Company, Inc 608 Warm Brook Rd Arlington, VT 05250 12. Marbury Law Group $47,149 11800 Sunrise Valley Dr Floor 15 Reston, VA 20191 13. Meta Platforms, Inc $396,636 Facebook, Inc Attn: Accounts Receivable 15161 Collections Center Dr Chicago, IL 60693 14. Mirriad, Inc $100,000 96 Great Suffolk St London, SE1 0BE England 15. Narvar, Inc $58,250 50 Beale St 7th Floor San Francisco, CA 94105 16. Oracle $92,019 500 Oracle Pkwy Redwood City, CA 94065 17. PricewaterhouseCoopers, LLP $415,000 4040 West Boy Scout Blvd Tampa, FL 33607 18. Silicon Valley Bank, $25,935,697 a Division of First Citizens Bank and Trust 3003 Tasman Dr, HF150 Santa Clara, CA 9505 19. TELUS International $91,128 (US) Corp TELUS Customer Payments 2251 South Decatur Las Vegas, NV 89102 20. Toppan Merrill $126,170 P.O. Box 74007295 Chicago, IL 60674 MORVATT ENTERPRISES: Seeks to Hire Herron Auction as Broker ----------------------------------------------------------- Morvatt Enterprises, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Kentucky to hire Herron Auction and Realty Company to sell its assets. The assets of the Debtor consists of 50 chicken houses located on various farms in McLean and Webster Counties, Kentucky. The compensation is 7 percent of the sale price of any of the Debtor's assets which are sold. Herron Auction and Realty is a "disinterested person" within the meaning of 11 U.S.C. 101(14), according to court filings. The firm can be reached through: Whitney Herron Herron Auction and Realty 431 Second Street, Henderson, KY 42420 Phone: (270) 826-6216 About Morvatt Enterprises, LLC Morvatt Enterprises, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Ken. Case No. 23-40488) on August 22, 2023. The petition was signed by Charles H. Morris, Jr. owner and sole member. At the time of filing, the Debtor estimated up to $50,000 in assets and $1 million to $10 million in liabilities. Sandra D. Freeburger, Esq. at DEITZ SHIELDS & FREEBURGER, LLP represents the Debtor as counsel. MV REALTY PBC: Seeks Chapter 11 Bankruptcy Protection ----------------------------------------------------- Diane Wilson of abc 11 reports that MV Realty filed for bankruptcy amid an investigation of accusations of deceptive practices. The company, MV Realty is accused of tricking homeowners into signing deceptive contracts. Friday, September 22, 2023, Troubleshooter learned the company has filed for bankruptcy. The voluntary bankruptcy petition comes while MV Realty is facing suit by several attorney generals, including here in North Carolina. ABC11 first told you about the company and its practices last 2022. MV Realty pays you as low as $300 for the exclusive right to sell your home for 40 years. After our investigation, North Carolina Attorney Josh Stein filed a lawsuit against MV Realty and a judge has ordered the company to temporarily halt its services here in the state. Besides this action, the Unfair Real Estate Agreement Act became law here in North Carolina, which prohibits agreements such as MV Realty's. While the company has said it's paused its Homeowner Benefit Program, members of Congress are stepping in to ask what happens to those customers who still have deals with MV Realty. As for the bankruptcy, MV Realty did not get back to us for comment. About MV Realty PBC LLC MV Realty PBC LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. ase No. 23-17590) on September 22, 2023. In the petition filed by Antony Mitchell, as authorized party, the Debtor reports estimated assets between $10 million and $50 million and estimated liabilities between $50 million and $100 million. The Debtor is represented by: Michael D. Seese, Esq. 815 Broken Sound Parkway Suite 140 Boca Raton, FL 33487 MY THREE AMIGOS: Case Summary & One Unsecured Creditor ------------------------------------------------------ Debtor: My Three Amigos LLC 5544 N. Quail Place Paradise Valley, AZ 85253 Business Description: My Three Amigos owns a 1.1 acre parcel in Paradise Valley, Arizona having a comparable sale value of $2.5 million. Chapter 11 Petition Date: October 3, 2023 Court: United States Bankruptcy Court District of Arizona Case No.: 23-07008 Debtor's Counsel: Chris D. Barski, Esq. BARSKI LAW PLC 9332 N. 95th Way, Suite 109 Scottsdale, AZ 85258 Tel: (602) 441-4700 Fax: (602) 680-4305 Email: cbarski@barskilaw.com Total Assets: $2,500,000 Total Liabilities: $2,047,295 The petition was signed by Lori Weathers as authorized representative of the Debtor. The Debtor listed Maricopa County Treasurer as its sole unsecured creditor holding a claim of $1,993. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/HPQSPRA/MY_THREE_AMIGOS_LLC__azbke-23-07008__0001.0.pdf?mcid=tGE4TAMA NEW AMI LLC: BlackRock Debt Strategies Marks Term Loan at 16% Off ----------------------------------------------------------------- BlackRock Debt Strategies Fund, Inc has marked its $731,000 loan extended to New AMI I LLC to market at $614,110 or 84% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a Term Loan B to New AMI I LLC. The loan accrues interest at a rate of 11.10% (1-mo. CME Term SOFR at 0.50% Floor + 6.00%) per annum. The loan matures on March 8, 2029. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. NEW AMI I LLC provides building products. NEW HORIZON RE LLC: Starts Subchapter V Bankruptcy Proceeding ------------------------------------------------------------- On September 11, 2023 New Horizon RE LLC commences Subchapter V bankruptcy protection in the Northern District of New York. According to court filing, the Debtor reports between $500,000 and $1 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About New Horizon RE New Horizon RE LLC is a limited liability company in New York. New Horizon RE LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.N.Y. Case No. 23-60667) on Sept. 11, 2023. In the petition filed by Courtney Williams, as member, the Debtor reported assets and liabilities between $500,000 and $1 million each. The Debtor is represented by: Peter Alan Orville, Esq. Orville & McDonald Law, PC 524 Kossuth Ave. Utica, NY 13501 NORDAM GROUP: BlackRock DSF Marks $758,000 Loan at 15% Off ---------------------------------------------------------- BlackRock Debt Strategies Fund, Inc has marked its $758,000 loan extended to NORDAM Group, Inc to market at $644,589 or 85% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a Term Loan B to NORDAM Group, Inc. The loan accrues interest at a rate of 10.70% (1-mo. CME Term SOFR + 5.60%) per annum. The loan matures on April 9, 2026. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as closed-end management investment company. The NORDAM Group Inc. provides aerospace components manufacturing and repair services. The Company custom cabinetry, integrated interiors, monuments, flat panels, composite structures and radomes, integrated propulsion systems, liners, exhaust components, airframes, and flight control surfaces. NORDAM Group serves clients worldwide. OMNI NOLAN: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Omni Nolan Storage, L.P. 160 Lookout Ridge Georgetown TX 78626 Business Description: Omni Nolan is engaged in activities related to real estate. Chapter 11 Petition Date: October 4, 2023 Court: United States Bankruptcy Court Western District of Texas Case No.: 23-10842 Debtor's Counsel: Todd Headden, Esq. HAYWARD PLLC 7600 Burnet Road, Suite 530 Austin TX 78757 Tel: (737) 881-7100 Email: theadden@haywardfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $100,000 to $500,000 The petition was signed by Drew Hall as Debtor representative. The Debtor filed an empty list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/VRPXLBA/Omni_Nolan_Storage_LP__txwbke-23-10842__0001.0.pdf?mcid=tGE4TAMA OPYS HOLDINGS: Hires Duvall & Fall as Ordinary Course Counsel ------------------------------------------------------------- OPYS Holdings Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Indiana to hire Duvall & Fall, P.C. as their ordinary course counsel. The Debtors required the legal services of Duvall & Fall to assist them in running their businesses, including, but not limited to, drafting and reviewing contracts (including the Debtors' independent contractor agreements with physicians and other providers), representing the Debtors in litigation, and providing legal advice regarding the Debtors' day-to-day operations. The Debtors require the ongoing assistance of Duvall & Fall as ordinary course counsel to assist with non-bankruptcy legal matters. The firm will charge these hourly rates: Stephanie L. Fall $385 Paralegals $190 While these chapter 11 cases are pending, Duvall & Fall has agreed that it shall not be paid more than $5,000 per month for its fees, expenses and other charges. As disclosed in the court filings, Duvall & Fall is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code. The firm can be reached through: Stephanie L. Fall, Esq. DUVALL & FALL, P.C. 4911 E. 56th Street Indianapolis, IN 46220 Telephone: (317) 634-9100 Facsimile: (317) 634-0615 Email: sfall@duvallfall.com About OPYS Holdings OPYS Holdings, Inc. is a hospital physician management group providing physician outsourcing services for ER, hospitalists and telemedicine. OPYS Holdings and its affiliates filed petitions under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Ind. Lead Case No. 23-03909) on Sept. 5, 2023, with $19,701 in assets and $18,500,568 in liabilities. Andre T. Creese, M.D., president and chief executive officer, signed the petitions. Judge Robyn L. Moberly oversees the case. Meredith R. Theisen, Esq., at Rubin & Levin, P.C. represents the Debtor as legal counsel. ORBCOMM INC: BlackRock DSF Marks $759,000 Loan at 20% Off --------------------------------------------------------- BlackRock Debt Strategies Fund, Inc has marked its $758,000 loan extended to Orbcomm, Inc to market at $607,547 or 80% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a Term Loan B to Orbcomm, Inc. The loan accrues interest at a rate of 9.58% (3-mo. LIBOR US at 0.75% Floor + 4.25%) per annum. The loan matures on September 1, 2028. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. ORBCOMM, Inc. offers wireless messaging services. The Company operates low earth orbit satellites and ground infrastructure that enable customers to track, monitor, control, and communicate with fixed and mobile assets located anywhere in the world. ORBITAL: Court Okays $15 Million DIP, Chapter 11 Auction in October ------------------------------------------------------------------- Rick Archer of Law360 reports that a Texas bankruptcy judge Wednesday, September 20, 2023, gave Orbital Infrastructure Group final permission to take out $15 million in Chapter 11 financing and set the bidding deadline for the energy services company's two remaining subsidiaries for October 3, 2023. About Orbital Infrastructure Group Orbital offers a comprehensive suite of infrastructure solutions, providing engineering, design, construction, maintenance, and disaster recovery services to electric power, telecommunications, and renewable energy customers, of which electric power and telecommunication segments are still active. Orbital Infrastructure sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 23-90763) on Aug. 23, 2023. In the petition filed by James F. O'Neil III, as chief executive officer, the Debtor reported total assets as of June 30, 2023 amounting to $24,185,668 and total debt of $225,850,276. The case is overseen by the Honorable Bankruptcy Judge David R. Jones. The Debtors tapped HAYNES AND BOONE, LLP as counsel, and MOELIS & COMPANY as investment banker. DONLIN, RECANO & COMPANY, INC., is the claims agent. ORETEST INTERNATIONAL: Files for Chapter 11 Bankruptcy ------------------------------------------------------ Oretest International LLC filed for Chapter 11 protection in the District of Arizona. According to court filing, the Debtor reports $605,033 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for October 26, 2023, at 10:30 AM. About Oretest International Oretest International LLC owns a commercial real property located at 1108 West 4th Street, Benson, Arizona valued at $450,000 based on Debtor's opinion. Oretest International LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 23-06280) on September 11, 2023. In the petition filed by David John Clare, as managing member, the Debtor reports total assets of $1,331,500 and total liabilities of $605,033. Honorable Bankruptcy Judge Scott H. Gan handles the case. The Debtor is represented by: Allan D. NewDelman, Esq. ALLAN D. NEWDELMAN, P.C. 80 East Columbus Avenue Phoenix, AZ 85012 Tel: 602-264-4550 Fax: 602-277-0144 Email: anewdelman@adnlaw.net PACKERS HOLDINGS: BlackRock DSF Marks $818,000 Loan at 31% Off -------------------------------------------------------------- BlackRock Debt Strategies Fund, Inc has marked its $818,000 loan extended to Packers Holdings LLCto market at $564,048 or 69% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a 2021 Term Loan B to Packers Holdings LLC. The loan accrues interest at a rate of 8.44% (1-mo. CME Term SOFR at 0.75% Floor + 3.25%) per annum. The loan matures on March 9, 2028. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. Packers Holdings, LLC, known as PSSI, founded in 1972 and headquartered in Kieler, Wisconsin, is a provider of contract sanitation services to the food processing industry in the U.S. and Canada. PACKERS HOLDINGS: S&P Downgrades ICR to 'CCC', Outlook Negative --------------------------------------------------------------- S&P Global Ratings lowered all of its ratings on U.S.-based food-processing sanitation services provider Packers Holdings LLC, including its issuer credit rating, to 'CCC' from 'CCC+'. S&P said, "The negative outlook reflects our expectation that Packers' operating performance will continue to be negatively impacted by the fallout from its labor law violations, including persistent revenue declines, weaker profitability, and limited FOCF generation after debt amortization payments in 2023 and 2024, which heightens the risk of a liquidity shortfall or a distressed debt restructuring that we deem tantamount to a default under our criteria." The early effects of the contract cancellations by Packers' major customers have strained its operating performance and liquidity. Amid the fallout from its child labor law violations, the company faced a rising number of contract cancellations from its major customers. Over the three- and six-month periods ended June 30, 2023, Packers' revenue contracted by roughly $42 million and $60 million (or 13.2% and 9.7%), respectively, relative to the same periods a year earlier. The company's S&P Global Ratings-adjusted EBITDA margins were 8.6% and 9.7%, respectively, during these periods, which represented approximately 350 basis point (bps) and 300 bps declines over the same periods from the previous year due to one-time incident-related expenses, restructuring costs (mainly severance), increased difficulties raising prices, and decreased operating leverage from lower revenues. Packers generated FOCF deficits of approximately negative $32 million and negative $64 million, for these three- and six-month periods, which compares with positive FOCF of $10 million and $20 million, respectively, in the same periods a year earlier respectively. These cash flow deficits, have weakened the company's liquidity position. Packers' liquidity sources as of June 30, 2023, included cash balances of $32.9 million and about $15.7 million of availability under its revolving credit facility, which compares with $105.2 million of cash on hand and roughly $54 million of revolver availability as of Dec. 31, 2022. It take a few more quarters before Packers' financial results reflect all of the revenues losses stemming from known contract cancellations. Disengaging from the customers that have already cancelled their contracts takes time given the nature of the agreements. S&P said, "We also believe that the revenue declines that Packers has reported over the first six months of 2023, account for only a portion of the annualized revenue it has lost from these cancellations, (which we estimated at aroundabout $250 million). Reputational harm may also challenge its ability to attract new business and enact price increases to offset inflation. There are also some indications of unionization efforts at some of the company's plants, which could lead to higher costs, even though we think this could alleviate some customer concerns regarding the labor violations and potentially avert further service cancellations. It also does not capture the efforts by some customers to bring their sanitation services back in-house, which would likely disintermediate some of Packers' operations and amplify the risks from additional contract terminations. Accordingly, we expect the known contract losses will lead to a sequential deterioration in the company's performance for at least the next few quarters." Expiring interest-rate hedges and needing to address its mezzanine notes maturity prior to their Sept. 4, 2025, increases default risk. Beyond the operational challenges the company is contending with, it will also face the expiration of interest hedges covering roughly $500 million of notional debt principal on March 31, 2024. S&P said, "Considering that the rates under the hedges were set well below current market interest rates, we expect Packers' interest expense will rise by roughly $30 million, which will place an even greater strain on its cash flow generation prospects. The company also has $250 million of mezzanine unsecured notes outstanding that mature on Dec. 4, 2025, which it lacks the capacity to repay internally. It will also need to address this maturity prior to Sept. 4, 2025, to avoid an acceleration of the maturity of its term loans to September 2025 (under the credit agreement, having more than $100 million outstanding on these mezzanine notes as of Sept. 4, 2025, would trigger the immediate maturity of its term loan borrowing). Considering Packers' operating headwinds, , these incremental challenges, and the deep discounts its debt currently trades at, we believe there is a heightened risk it could undertake a debt restructuring that we would likely deem distressed and tantamount to a default under our criteria." S&P said, "The negative outlook reflects our expectation that Packers' operating performance will continue to be negatively impacted by the fallout from its labor law violations, including persistent revenue declines, weaker profitability, and limited FOCF generation after debt amortization payments in 2023 and 2024, which heightens the risk of a liquidity shortfall or a distressed debt restructuring that we deem tantamount to a default under our criteria." PAD SILVERTHORNE: Case Summary & 11 Unsecured Creditors ------------------------------------------------------- Debtor: The Pad Silverthorne, LLC 491 Rainbow Drive Silverthorne, CO 80498-7000 Business Description: The Debtor owns an improved real property located at 491 Rainbow Drive, Silverthorne, CO valued at $20.25 million. Chapter 11 Petition Date: October 4, 2023 Court: United States Bankruptcy Court District of Colorado Case No.: 23-14516 Judge: Hon. Joseph G. Rosania Jr. Debtor's Counsel: Jonathan M. Dickey, Esq. KUTNER BRINEN DICKEY RILEY PC 1660 Lincoln Street, Suite 1720 Denver, CO 80264 Tel: 303-832-2400 Email: jmd@kutnerlaw.com Total Assets: $21,085,885 Total Liabilities: $16,652,147 The petition was signed by Robert Baer as manager. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/HLDRDSQ/The_Pad_Silverthorne_LLC__cobke-23-14516__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 11 Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Steve Caragol $475,000 PO Box 772428 Steamboat Springs, CO 80477 2. Tracy Naggy $225,000 PO Box 405 Silverthorne, CO 80498 3. Ashley Parrish $200,000 8910 N. May Ave. Oklahoma City, OK 73120 4. Colorado Department of Sales Taxes $99,485 Revenue 1881 Pierce Street Attn: Bankruptcy Dept., RM 104 Lakewood, CO 80215 5. Miller & Law, P.C. Attorney Fees $58,088 1900 West Littleton Blvd. Littleton, CO 80120 6. Kevin Bowen Unpaid $46,000 358 Blue River Severance Pkwy, Unit E-110 Payments Silverthorne, CO 80498 7. Stephanie Strauss $20,000 PO Box 251 Silverthorne, CO 80498 8. American Express Business $17,703 P.O. Box 640448 Credit Card Dallas, TX 75265-0448 9. Schindler Elevator Trade Debt $4,774 Corporation 6950 W Jefferson Ave Ste 210 Lakewood, CO 80235-2334 10. Colorado Mechanical Trade Debt $4,183 Systems, LLC 7094 S. Revere Pkwy, #100 Centennial, CO 80112 11. Liberty Mutual Insurance $3,267 175 Berkeley Street Boston, MA 02116 PECF USS INTERMEDIATE: BlackRock DSF Marks Term Loan B at 18% Off ----------------------------------------------------------------- BlackRock Debt Strategies Fund, Inc has marked its $648,000 loan extended to PECF USS Intermediate Holding III Corp to market at $557,946 or 82% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a Term Loan B to PECF USS Intermediate Holding III Corp. The loan accrues interest at a rate of 9.52% (3-mo. LIBOR US at 0.50% Floor + 4.25%) per annum. The loan matures on December 15, 2028. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. PECF USS Intermediate Holding III Corporation is the issuing entity for a debt extended to United Site Services Inc., a provider of portable sanitation and related site services. PEGASUS HOME: DIP Loans from Webster Bank, Blue Torch Win Final OK ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware authorized Pegasus Home Fashions, Inc. and affiliates to use cash collateral and obtain up to $25 million in senior secured superpriority postpetition financing, on a final basis. The Debtor obtained a senior secured super-priority asset-based revolving credit facility from a group of lenders led by Webster Business Credit, a division of Webster Bank, N.A., as administrative agent and collateral agent, in an aggregate principal amount of up to $20 million. The revolving commitments are subject to the applicable Borrowing Base and include a roll-up of all outstanding Prepetition ABL Obligations owed under the Prepetition ABL Facility into DIP Revolving Loans on a dollar-for-dollar basis. The Debtor also obtained a senior secured super-priority term loan facility from a consortium of lenders syndicated by Blue Torch Finance, LLC, as administrative agent and collateral agent, in an aggregate principal amount of up to $5 million. The term loan commitments will be available to the Borrowers upon entry of the Final Order and satisfaction of other conditions set forth therein and in the DIP Term Documents. About $1 million in term loans was made available upon entry of the Interim Order. The remainder of the DIP Term Loan Facility will be available upon entry of the Final Order to the extent set forth therein. The DIP facility is due and payable through the earliest to occur of (i) January 2024, or if such date is not a Business Day the immediately following Business Day, (ii) 2023, if the Final DIP Order has not been entered by the Bankruptcy Court on or prior to such date, or if such date is not a Business Day the immediately following Business Day, (iii) the consummation of a sale of all or substantially of the Debtors' assets pursuant to the Sale Motion or otherwise, (iv) the substantial consummation of a plan of reorganization filed in the Chapter 11 Cases that is confirmed pursuant to an order of the Bankruptcy Court, and (v) the date on which the Revolving Loans are accelerated. The Debtors are required to comply with these milestones: (a) No later than three Business Days after the Petition Date, the Interim DIP Order approving the Note will be entered by the Bankruptcy Court; (b) No later than three Business Days after the Petition Date, the Loan Parties will file one or more motions seeking entry of orders authorizing and approving bid and sale procedures for all or substantially all of the Loan Parties' assets, in form and substance acceptable to the Administrative Agent; (c) No later than 35 days after the Petition Date, the Final DIP Order approving the Agreement and the adequate protection of the Prepetition Liens will be entered by the Bankruptcy Court; (d) No later than 35 days after the Petition Date the Bankruptcy Court will have entered one or more orders, in form and substance reasonably acceptable to the Administrative Agent, approving the bid and sale procedures requested in the Sale Motion, which procedures will establish a bid deadline of not later than 60 days following the Petition Date; (e) No later than 70 days after the Petition Date, the Bankruptcy Court will have entered one or more orders authorizing and approving the sale of all or substantially all of the Loan Parties' assets pursuant to one or a series of related or unrelated transactions; and (f) No later than 80 days after the Petition Date the sale(s) of all or substantially all of the Debtors' assets approved by the Bankruptcy Court will have been consummated. Pegasus Home Fashions Purchaser Inc., Pegasus Home Fashions Intermediate Inc., and other affiliates are parties to a Revolving Loan Agreement dated August 5, 2021. The agreement provides an asset-based revolving credit facility with $30 million of maximum aggregate availability to borrowers. As of the Petition Date, approximately $15 million in principal was outstanding under the Prepetition ABL Facility in the form of advances, plus interest accrued and accruing at the rates set forth in the Prepetition ABL Credit Agreement. The Prepetition ABL Facility is secured by first priority security interests in and liens on certain of the Debtors' property. The agreement also includes supporting obligations, letter-of-credit rights, books and records, collateral security, and guarantees. Pegasus and affiliates are also parties to a Financing Agreement dated August 5, 2021, which outlines the terms and conditions of the Prepetition Term Loan with Blue Torch. The Prepetition Term Loans were made in the aggregate principal amount of $63.205 million, with approximately $64.2 million of indebtedness as of the Petition Date. The Prepetition Term Loans are secured by first priority security interests in and liens on the Prepetition Term Primary Collateral and second priority security interests in and liens on the Prepetition ABL Primary Collateral. The Prepetition Term Loans are secured by liens and security interests on the Prepetition Priority Collateral. Webster and Blue Torch are parties to a Second Amended and Restated Intercreditor Agreement, dated March 30, 2023. The agreement is a valid and enforceable subordination agreement under 11 U.S.C. section 510(a) and other nonbankruptcy law, binding on the parties involved as of the Petition Date. The Prepetition Term Loan Secured Parties were, by the Interim Order, and are granted on a final basis, valid and perfected postpetition replacement security interests in and liens upon the DIP Collateral. The Prepetition Lenders on the first business day of each calendar month after the entry of the Interim Order, will be paid an amount equal to all accrued and unpaid prepetition or postpetition interest (at the nondefault rate), fees, and costs under the Prepetition Documents. The Prepetition Secured Parties are granted on a final basis allowed superpriority administrative expense claims pursuant to 11 U.S.C. sections 503(b), 507(a), and 507(b), which will be allowed claims against each of the Debtors, with priority over any and all administrative expenses and all other claims against the Debtors now existing or hereafter arising, of any kind specified in 11 U.S.C. sections 503(b) and 507(b), and all other administrative expenses or other claims arising under any other provision of the Bankruptcy Code. A copy of the order is available at https://urlcurt.com/u?l=QTwRJv from PacerMonitor.com. About Pegasus Home Fashions Pegasus Home Fashions Inc. manufactures house furnishing products. The Company offers pillows, memory foam, quilts, bedspreads, blankets, throws, sheet sets, pet beds, furniture protectors, and mattress pads. Pegasus Home Fashions serves customers in the U.S. Pegasus Home Fashions and three affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-11236) on August 24, 2023. In the petition filed by Timothy Boates, as chief executive officer, the Debtor reports estimated assets and liabilities between $100 million and $500 million each. Judge Mary F. Walrath oversees the case. The Debtors are represented by Michael R. Nestor, Esq., at Young Conaway Stargatt & Taylor. Schulte Roth & Zabel LLP, and Landis Rath & Cobb LLP, advise Blue Torch Finance, LLC. Thompson Coburn LLP advise Webster Business Credit. PESTO 1 INC: Christopher Simpson Named Subchapter V Trustee ----------------------------------------------------------- The U.S. Trustee for Region 14 appointed Christopher Simpson, Esq., at Osborn Maledon P.A. as Subchapter V trustee for Pesto 1, Inc. Mr. Simpson will be paid an hourly fee of $450 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Simpson declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Christopher C. Simpson Osborn Maledon, P.A. 2929 N. Central Avenue, 21st Fl. Phoenix, AZ 85012 Phone: (602) 640-9349 Fax: (602) 640-9050 Email: csimpson@omlaw.com About Pesto 1 Inc. Pesto 1, Inc. filed Chapter 11 petition (Bankr. D. Ariz. Case No. 23-06473) on Sept. 18, 2023, with as much as $1 million in both assets and liabilities. Cosmo Magliozzi, president, signed the petition. Judge Eddward P. Ballinger Jr. oversees the case. Allan D. NewDelman, Esq., at Allan D. NewDelman, PC represents the Debtor as legal counsel. PRC 717: Voluntary Chapter 11 Case Summary ------------------------------------------ Debtor: PRC 717 LP 7500 Derry Street Harrisburg, PA 17111 Business Description: PRC 717 is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: October 4, 2023 Court: United States Bankruptcy Court Middle District of Pennsylvania Case No.: 23-02285 Debtor's Counsel: Robert E. Chernicoff, Esq. CUNNINGHAM, CHERNICOFF & WARSHAWSKY PC 2320 N. Second St. Harrisburg, PA 17110 Phone: (717) 238-6570 Email: rec@cclawpc.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Patrick R. Connaghan as member of the General Partner. The Debtor stated it has no unsecured creditors. https://www.pacermonitor.com/view/KMKI2OY/PRC_717_LP__pambke-23-02285__0003.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/F3PIYPI/PRC_717_LP__pambke-23-02285__0001.0.pdf?mcid=tGE4TAMA PREFERRED CARE: Seeks to Hire Foley & Lardner as Counsel -------------------------------------------------------- Preferred Care Developmental Centers of MS I, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Foley & Lardner LLP as its counsel. The firm will render these services: (a) advise the Debtor of its powers and duties in the management of its business; (b) attend meetings and negotiate with representatives of creditors and other parties in interest; (c) assist the Debtor in the preparation of all administrative documents required to be filed or prepared, and to prepare, on behalf of the Debtor, all necessary applications, motions, answers, responses, orders, reports, and other legal documents; (d) take such action as is necessary to preserve and protect the Debtor's assets and interests therein, including prosecuting actions on the Debtor's behalf, defending any action commenced against the Debtor, and representing the Debtor's interests in negotiations concerning litigation in which the Debtor is involved, including objections to claims filed against the estate; (e) advise the Debtor in connection with any potential sale of assets; (f) assist the Debtor in the formulation of a disclosure statement and in the formulation, confirmation, and consummation of a chapter 11 plan; (g) appear before the Court, any appellate courts, and the United States Trustee and protect the interests of the Debtor and the assets in its estate before such courts and the United States Trustee; (h) consult with the Debtor regarding tax matters; and (i) perform any and all other legal services that may be necessary to protect the rights and interests of the Debtor and its estate in this proceeding and any actions hereafter commenced in the Chapter 11 Case. The hourly rates of the firm's attorneys and staff are as follows: Stephen A. McCartin, Of Counsel $975 Stephen A. Jones, Associate $565 Janelle C. Harrison, Paralegal $275 In addition, the firm will seek reimbursement for expenses incurred. The firm paid Foley $31,480, which includes $1,738 for the chapter 11 filing fee Ann Marie Uetz, Esq., a partner at Foley & Lardner, 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: Stephen A. McCartin, Esq. Stephen A. Jones, Esq. FOLEY & LARDNER LLP 2021 McKinney Avenue, Suite 1600 Dallas, TX 75201 Telephone: (214) 999-3000 Facsimile: (214) 999-4667 Email: smccartin@foley.com About Preferred Care Developmental Centers of MS I, Inc. Preferred Care Developmental Centers of MS I, Inc. operates nursing care facilities (skilled nursing facilities). Preferred Care Developmental Centers of MS I, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 23-40659) on March 7, 2023. The petition was signed by Robert J. Riek, vice president. At the time of filing, the Debtor estimated up to $50,000 in assets and $1 million to $10 million in liabilities. Judge Edward L. Morris oversees to case. Stephen A. McCartin, Esq. at FOLEY & LARDNER LLP represents the Debtor as counsel. PREFERRED CARE: Seeks to Tap Focus Management as Financial Advisor ------------------------------------------------------------------ Preferred Care Developmental Centers of MS I, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Focus Management Group, USA, Inc. as its financial advisor. The firm will render these services: (a) review and assist in connection with the Debtor's Chapter 11 filing including review or preparation of cash forecasts, budgets, projections and filing documents; (b) review and assist the Debtor in preparing SOFAs, Schedules and Monthly Operating Reports to be filed in connection with the Chapter 11 Case; (c) review, evaluate, assist and analyze the financial ramifications of proposed transactions for which the Debtor seeks Bankruptcy Court approval, including, but not limited to, DIP Financing and cash management, assumption/rejection of real property leases and other contracts, asset sales, management compensation and/or retention and severance plans; (d) review, evaluate and analyze the Debtor's internally prepared financial statements and related documentation, in order to evaluate the performance of the Debtor as compared to projected results on an ongoing basis; (e) attend and advise at meetings with the Debtor, its counsel and other financial advisors; and, (f) assist and advise the Debtor and its counsel in the development, evaluation and documentation of any plan(s) of reorganization or strategic transaction(s), including developing, structuring and negotiating the terms and conditions of potential plan(s) or strategic transaction(s) i.e. a "363 Auction" and the consideration that is to be provided to unsecured creditors thereunder; (g) render testimony in connection with procedures (a) through (f) above, as required, on behalf of the Debtor; (h) coordinate operations of the Debtor with Debtor's management and counsel, and assist management with monitoring and reporting thereon to the Bankruptcy Court and all interested parties; and (i) provide such other services, as specifically requested by the Debtor and agreed by Focus. As of the Petition Date, Focus applied all outstanding fees and expenses to its then-existing retainer paid by Thomas Scott, the Debtor's sole shareholder and principal, resulting in a remaining retainer amount of $7,864.09. Michael Dolan, chief operating officer at Focus Management Group, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Michael Doland Focus Management Group USA, Inc. 30725 US HWY 19N PMB 330 Palm Harbor, FL 34684 Tel: (813) 281-0062 Fax: (813) 281-0063 Email: m.doland@focusmg.com About Preferred Care Developmental Centers of MS I, Inc. Preferred Care Developmental Centers of MS I, Inc. operates nursing care facilities (skilled nursing facilities). Preferred Care Developmental Centers of MS I, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 23-40659) on March 7, 2023. The petition was signed by Robert J. Riek, vice president. At the time of filing, the Debtor estimated up to $50,000 in assets and $1 million to $10 million in liabilities. Judge Edward L. Morris oversees to case. Stephen A. McCartin, Esq. at FOLEY & LARDNER LLP represents the Debtor as counsel. PROG HOLDINGS: Moody's Affirms 'B1' CFR, Outlook Remains Stable --------------------------------------------------------------- Moody's Investors Service has affirmed PROG HOLDINGS, INC.'s (Prog) B1 corporate family rating and B1 senior unsecured rating. Moody's maintained the stable outlook. The rating action follows Prog's announcement [1] that its Progressive Leasing subsidiary experienced a cybersecurity incident affecting certain of its systems, and that it believes that a substantial amount of its customers' personally identifiable information, including social security numbers, may have been breached. RATINGS RATIONALE The ratings affirmation reflects Prog's quick identification and mitigation of the cybersecurity incident, limiting its dwell time, and indicating that Prog has a well-developed cybersecurity framework and response plan. Moody's said that the direct costs associated with the incident, such as professional consulting fees, will likely be mostly covered by the firm's cyber insurance, and not materially affect its results. Prog's heightened social risk was a key driver of the ratings affirmation, and an important consideration in Moody's assessment of social risk under its General Principles for Assessing Environmental, Social and Governance Risks methodology. Heightened social risk, such as risks related to data security and customer privacy, are inherent in any consumer finance business like Prog, and the occurrence of a cybersecurity event is not uncommon. However, there is a risk that Prog's franchise will weaken if it experiences repeated cybersecurity incidents, or if the current situation worsens in a way that jeopardizes Prog's relationships with its retail partners. The firm is inherently reliant on these relationships for its continued success, and its merchant partner locations are highly concentrated in a small number of key national and regional brands. During 2022, 49% and 77% of Progressive Leasing segment revenues derived from customers of its top three and top ten retail partners, respectively. The ratings affirmation also reflects Prog's solid origination volumes, steady revenue, and good profitability. Prog operates the largest virtual lease-to-own (LTO) provider in the country and has developed a leading origination platform with substantial speed and flexibility. Moody's said that Prog's business model and focus on serving non-prime/subprime customers create inherent asset risk and consistently weak asset quality. However, the company has shown the willingness and ability to tighten its decisioning and originations in response to economic challenges and worsening customer payment behavior. The company responded to weaking asset quality and higher delinquencies in 2022 by tightening its decisioning and origination models, actively forgoing volume and revenue growth for the sake of reducing provisions and charge-offs. This has led to improvements in its asset quality since late 2022. The B1 senior unsecured rating is based on the volume and priority of unsecured notes compared to other debt obligations in the company's liability structure. As of June 30, 2023, Prog had $600 million senior unsecured notes outstanding and no outstanding balance on its $350 million senior secured revolving credit facility. Prog has not drawn on its secured revolver since Q4 2021, and Moody's assumes that the company has minimal appetite for issuing secured debt, which supports the B1 senior unsecured rating. Any indication that Prog plans to issue a significant amount of secured debt on a sustained basis could lead to a downgrade of the senior unsecured rating. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's could upgrade Prog's ratings if the firm diversifies its income sources while maintaining strong profitability and improving capitalization without increasing its risk appetite. Moody's could downgrade Prog's ratings if the company's franchise deteriorates due to a loss of retail partnerships, reputational damage, or other incidents that materially affect Prog's financial condition or operating results. Prog's ratings could be downgraded if there is a material deterioration in capital, profitability and/or liquidity, or if regulatory change threatens the profitability or viability of its business model. Furthermore, issuance of secured debt could reduce availability of unencumbered assets for unsecured note holders and lead to a downgrade of Prog's senior unsecured rating. The principal methodology used in these ratings was Finance Companies Methodology published in November 2019. PROPPANT TECH: Unsecured Claims Under $2K to Recover 100% in Plan ----------------------------------------------------------------- I.M. Investments, LLC, a creditor in the chapter 11 cases for debtors Proppant Tech Services, LLC and NA Land Investments, LLC, submitted a Disclosure Statement describing Joint Chapter 11 Plan for the Debtors dated September 28, 2023. The Debtors operated a sand mine and sold sand that is used in the oil business.NA owns the sand mine, and Proppant generated sales of sand from the mine pursuant to a lease agreement. Currently, each of the Debtors have three members: Ignacio Martinez, Murray Moran, and Anirban Haldar. Each of the Debtors have Company Agreements that are executed by each of the Members (the "Company Agreements"). Substantially all of the liquidity that was necessary for the Debtors to operate were made available by Martinez, as a result of his financial statements, or from entities owned or controlled by Martinez, including I.P.E. Aggregate, LLC, which leased equipment to Proppant. On June 2, 2023, I.M. purchased the Debt, and all liens securing the Debt, from ANB, and succeeded to all of ANB's rights as a secured creditor. I.M. initiated litigation in the State District Court of Bexar County, Texas and sought and obtained a temporary restraining order against Haldar and Moran from exercising financial control over the Debtors and their assets. I.M. provided notice to the Debtors of its intent to exercise control over the assets of the Debtors pending foreclosure pursuant to the loan documents that it had been assigned by ANB. During the course of this bankruptcy case, the Debtors have ceased operations. Through the Plan, I.M. proposes to reorganize the Debtors, resume operations, and pay creditors in full. Class 3 consists of the General Unsecured Claims. Within 90 days of the Effective Date, each Holder of an Allowed General Unsecured Claim will receive a pro-rata distribution of 75% of the Reorganized Debtors' Net Disposable Income. Thereafter, the Reorganized Debtor will make prorata Distributions to the Holders of Allowed General Unsecured Claims every 90 days in an amount equal to 75% of the Reorganized Debtors' Net Disposable Income, until the Holders of Allowed General Unsecured Claims are paid in full. Allowed General Unsecured Claims shall not include interest from and after the Petition Date or include any penalty on such Claim. Class 3 is Impaired by the Plan. The amount of claim in this Class total $3,000,000. Class 4 consists of the Allowed Convenience Claims. Holders of Allowed General Unsecured Claims whose claims are at or below $2,000.00 or who agree by reflection on the Ballot to reduce their General Unsecured Claim to $2,000, will receive 100% of their Allowed Claim in 2 equal monthly payments on the 30th and 60th day following the Effective Date. This Class is impaired. The amount of claim in this Class total $25,000. Class 5 consists of all Existing Equity Interests in the Debtors. Existing Equity Interests shall be canceled immediately upon the Effective Date of the Plan, and new equity shall be issued to I.M. Investments, LLC or an entity designated by it, in return for the satisfaction of $50,000 of I.M.'s Class 2 claim. The cancellation of the Existing Equity Interests shall not terminate the Company Agreements, including any amendments thereto, of the Debtors. The Reorganized Debtors shall fund distributions and satisfy Administrative Expense Claims and Class 1 Claims pursuant to the terms of the Plan with (i) Available Cash; and (ii) the proceeds of the Exit Facility. The remaining Allowed Claims will be paid in Cash, which shall be funded by operations of the Reorganized Debtors. The "Exit Facility" means the amounts advanced to the Reorganized Debtors by I.M. in an amount sufficient to fund (a) necessary and appropriate operating expenses of the Reorganized Debtors, (b) Allowed Professional Fee Claims; and (c) any other expenses necessary for the consummation of the Plan. The Exit Facility will be effectuated through amendments to the existing I.M. Loan Documents in a form reasonably acceptable to I.M. and the Reorganized Debtors. A full-text copy of the Disclosure Statement dated September 28, 2023 is available at https://urlcurt.com/u?l=AC8amP from PacerMonitor.com at no charge. Counsel to I.M Investments: HOLLAND & KNIGHT, LLP Eric J. Taube, Esq. Mark C. Taylor, Esq. William R. "Trip" Nix, Esq. 100 Congress Avenue, Suite 1800 Austin, Texas 78701 (512) 685-6400 (512) 685-6417 (FAX) Email: eric.taube@hklaw.com mark.taylor@hklaw.com trip.nix@hklaw.com About Proppant Tech Services Proppant Tech Services, LLC, is a sand mining business in San Antonio that produces and sells special silica sands, otherwise known as "frac sand." The frac sand, which is produced through the wet sand method, is sold to oil and gas businesses engaged in hydraulic fracturing, or "fracking." The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 23-50734) on June 11, 2023. In the petition signed by Anirban Haldar, member, the Debtor disclosed $8,622,400 in assets and $8,770,018 in liabilities. Judge Michael M. Parker oversees the case. Brandon J. Tittle, Esq., at Glast, Phillips and Murray, PC, is the Debtor's legal counsel. RACHEL ONE: Seeks Approval to Tap Dahiya Law Offices as Counsel --------------------------------------------------------------- Rachel One Holding Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Dahiya Law Offices LLC as its bankruptcy counsel. The firm will render these services: (a) assist and advise the Debtor relative to the administration of its Chapter 11 proceeding; (b) represent the Debtor before the bankruptcy court and advise the Debtor on all pending litigations, hearings, motions, and of the decisions of the court; (c) review and analyze all applications, orders, and motions filed with the bankruptcy court by third parties in this proceeding and advise the Debtor thereon; (d) attend all meetings conducted pursuant to Section 341(a) of the Bankruptcy Code and represent the Debtor at all examinations; (e) communicate with creditors and all other parties in interest; (f) assist the Debtor in preparing all necessary applications,motions, orders, supporting positions taken by the Debtor, and preparing witnesses and reviewing documents in this regard; (g) confer with all other professionals; (h) assist the Debtor in its negotiations with creditors or third parties concerning the terms of any proposed plan of reorganization; (i) prepare, draft, and prosecute the plan of reorganization and disclosure statement; (j) prosecute such claims including those under 18 U.S.C. Sec. 1964(c) and civil right acts a deemed appropriate including declarative lawsuits; and (k) perform all other legal services required by the Debtor. The hourly rates of the firm's counsel and staff are as follows: Karamvir Dahiya, Principal $700 Counsel $550 Associates $200 - $350 Paralegals $75 - $125 In addition, the firm will seek reimbursement for expenses incurred. The firm received a retainer of $25,000 from the Debtor. Mr. Dahiya disclosed in a court filing that his firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. Dahiya Law Offices can be reached through: Karamvir Dahiya, Esq. DAHIYA LAW OFFICES, LLC 75 Maiden Lane Suite 506 New York, NY 10038 Telephone: (212) 766-8000 Email: law@dahiya.law About Rachel One Rachel One Holding Inc. filed Chapter 11 petition (Bankr. E.D.N.Y. Case No. 23-42184) on June 22, 2023, with as much as $50,000 in assets and $100,001 to $500,000 in liabilities. Judge Elizabeth S. Stong oversees the case. Karamvir Dahiya, Esq., at Dahiya Law Offices, LLC represents the Debtor as bankruptcy counsel. RADIATE HOLDCO: BlackRock DSF Marks $2.3MM Loan at 17% Off ---------------------------------------------------------- BlackRock Debt Strategies Fund, Inc has marked its $2,388,000 loan extended to Radiate Holdco LLC to market at $1,985,821 or 83% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a 2021 Term Loan B to Radiate Holdco LLC. The loan accrues interest at a rate of 8.47% (3-mo. CME Term SOFR at 0.75% Floor + 3.25%) per annum. The loan matures on September 25, 2026. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as closed-end management investment company. Radiate Holdco LLC, also known as Astound Broadband, and backed by Stonepeak, is a broadband communications services provider and cable operator doing business via regional providers RCN, Grande Communications, Wave Broadband and enTouch Systems. RED APPLE: Case Summary & Two Unsecured Creditors ------------------------------------------------- Debtor: Red Apple Investments LLC 661 Sherwood Dr E7 Jonesboro, GA 30236 Business Description: Red Apple is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: October 3, 2023 Court: United States Bankruptcy Court Northern District of Georgia Case No.: 23-59726 Debtor's Counsel: Paul Reece Marr, Esq. PAUL REECE MARR, P.C. 6075 Barfield Road Suite 213 Sandy Springs, GA 30328-4402 Phone: (770) 984-2255 Email: paul.marr@marrlegal.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Jouval Zive as manager. 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/3LOZSFI/Red_Apple_Investments_LLC__ganbke-23-59726__0001.0.pdf?mcid=tGE4TAMA RESONETICS LLC: Moody's Rates New $390MM Incremental Loan 'B2' -------------------------------------------------------------- Moody's Investors Service assigned a B2 rating to Resonetics, LLC's $390 million incremental senior secured first lien term loan due April 2028. There are no changes to Resonetics' existing ratings including the B3 Corporate Family Rating, the B3-PD Probability of Default Rating, B2 ratings on the senior secured first lien revolving credit facility and existing first lien term loan, and Caa2 rating on the senior secured second lien term loan. The outlook is stable. Proceeds from the $390 million incremental term loan along with $663 million of new equity were used to fund the acquisition of Memry Corporation and SAES Smart Materials, Inc. ("Memry"), which closed October 2, 2023. Capital raised will also go to cover transaction fees and expenses, pay down the outstanding $40 million balance on Resonetics' revolver ahead of the deal close, and add cash to the balance sheet. Memry is a vertically integrated provider of nitinol components with a focus on medical applications. Memry's capabilities are focused solely on nitinol, from raw material sourcing to component manufacturing. The acquisition adds scale in a fast growing market and expands Resonetics' existing nitinol capabilities and supports supply chain inputs. The acquisition also improves diversification, with new program offerings and a reduction in customer concentration. That said, there is integration risk as this is a much larger acquisition than the company's typical tuck-ins. Pro forma the transaction, adjusted debt/EBITDA falls by approximately 0.9x to 7.5x for the twelve months ending July 1, 2023. Moody's expects leverage will remain relatively stable over the next 12-18 months. Moody's expects Resonetics to continue to have good liquidity with breakeven to slightly positive free cash flow over the next 12-18 months. RATINGS RATIONALE Resonetics' B3 Corporate Family Rating reflects its high financial leverage, modest scale, high customer concentration and integration risk related to the company's acquisition strategy. Moody's estimates that the company's debt/EBITDA is 7.5x pro forma the Memry acquisition on a Moody's adjusted basis. Moody's expects leverage to remain relatively elevated at around 7x over the next 12-18 months. The company has high customer concentration with the top five customers accounting for approximately 40% of revenues pro forma the Memry acquisition. The rating also reflects risks associated with Moody's view that the company is likely to pursue additional acquisitions. The rating is supported by the high barriers to entry and switching costs in contract manufacturing business involving laser-based processes and precision grinding/machining. The high switching costs are due to the significant amount of time and investment required for its customers to obtain product regulatory approvals. The rating also benefits from above industry average growth in demand for many of the company's services focused on interventional, diabetes care, surgical and ophthalmic surgery products, as the US population ages. The stable outlook reflects Moody's expectation that the company's operating earnings will grow at a moderate pace organically and leverage will remain relatively stable. Moody's anticipates that Resonetics will maintain good liquidity over the next 12-18 months. This reflects Moody's expectations of breakeven to slightly positive free cash flow over the next 12 months, approximately $90 million in cash, and full availability under the $65 million revolver at the close of the acquisition and capital raise. ESG CONSIDERATIONS Resonetics' CIS-4 indicates the rating is lower than it would have been if ESG risk exposure did not exist. Resonetics has exposure to both social risks (S-4) and governance considerations (G-4). The social risk arises from responsible production as a majority of the company's products are subject to similar regulations as its large original equipment manufacturer customers. Many of the company's products are implanted inside the human body and are exposed to severe regulatory actions or product liability litigations. Resonetics' exposure to governance risks reflects the company's aggressive financial strategy and risk management which have contributed to the company's high leverage. Governance risk is also associated with board structure, which is dominated by members representing the company's private equity sponsors. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING Ratings could be downgraded if Resonetics' liquidity and/or operating performance deteriorates, including sustained negative free cash flow. The ratings could also be downgraded if the company experiences operational disruptions, including challenges related to the integration of recent acquisitions. Ratings could be upgraded if Resonetics maintains its good liquidity position, demonstrates solid revenue and EBITDA growth and successfully integrates recent acquisitions. Quantitatively, adjusted debt/EBITDA sustained below 6.0 times could support an upgrade. Resonetics, LLC is a high technology manufacturer supplying manufacturing services to the medical industry. The Company's primary business operations include thin wall metal tubing, laser-based and precision grinding/machining, metal fabrication, and nitinol processing for medical device components beginning at the prototyping phase through contract manufacturing. Resonetics is owned by private equity firms Carlyle Group, Inc. and GTCR LLC. Pro-forma revenues for the twelve months ending July 1, 2023 were approximately $560 million. The principal methodology used in this rating was Medical Products and Devices published in October 2021. ROCHESTER DIOCESE: Filed Amended Chapter 11 Reorganization Plan --------------------------------------------------------------- Will Astor of Rochester Beacon reports that the Roman Catholic Diocese of Rochester filed an amended reorganization plan in its Chapter 11 bankruptcy, which is inching toward a final settlement with hundreds of survivors of decades-old sexual abuse by priests and other church officials. The filing represents a significant move forward in the case. Plans of reorganization are a key step in resolving any Chapter 11. The amended plan adds $51.75 million to the $75.6 million trust amount stated in the plan the diocese filed in March. The added amount reflects sums two insurers agreed to contribute months after the first plan was drafted. It also makes technical changes intended to head off insurance-company objections in how payments to survivors would be made. There is a complication, however. The diocese plan will face off against a rival plan filed by the Continental Insurance Co. Continental, known as CNA, is one of several liability carriers that the diocese has long made clear it expects to pay for much of any settlement that might be worked out. Whether CNA has standing to file its own plan is a question still to be decided by court. At stake is how much and how soon compensation will be doled out to some 485 sexual abuse survivors who have so far waited four years to see the case resolved. The diocese asked for court protection in September 2019, a month after the New York Child Victims Act took effect. The CVA opened a temporary window for victims of childhood sexual abuse to go after abusers, temporarily nullifying a statute of limitations that had protected abusers. With the CVA in place, thousands of men and women across New York filed state court actions accusing Catholic dioceses around the state of allowing priests and other church officials to sexually abuse them as children. The Rochester diocese was first in the state to seek court protection. Several other dioceses have since followed. None have yet been resolved. CNA is the only one of several insurers involved in the Rochester diocese bankruptcy that has refused to sign on to a settlement painfully worked out after years of court-ordered negotiations among the diocese, other insurers and a committee representing the interests of abuse survivors with claims in the bankruptcy. While it is unusual for third parties like CNA to preempt debtors’ reorganization plans, it is not unheard of. The survivors committee has asked the court to disallow CNA’s plan. Bankruptcy Judge Paul Warren has scheduled an Oct. 5 hearing to sort out the dispute. The diocese plan calls for a trust to be created out of which survivors would be paid. The diocese and its 15 parishes would put $55 million into the trust. Insurers that have come to terms with the survivors committee would contribute $71.35 million, for a total of $126.35 million. Put forward jointly with the survivors committee, the diocese plan also proposes to assign the diocese’s right to collect from non-settling insurers to survivors with claims in the bankruptcy. In practice, that could pit hundreds of individual abuse survivors against the lone non-settling carrier, CNA, in state court actions. Such cases could be fraught for survivors and CNA. The insurer might be able to get some claims thrown out. But the insurance company could also see some juries grant greater awards than it would have paid in a bankruptcy settlement. CNA's reorganization plan calls for it to add $75 million to the trust proposed by the diocese, bringing it to a total of $203.35 million. The plan also calls for CNA to be armored against any further legal action. CNA describes its plan as a boon for survivors that would quickly settle the bankruptcy, allowing "abuse claimants to speak for themselves regarding whether they prefer to accept the certainty of CNA's $75 million contribution to the trust, without the risks, costs, and delays of litigation, or instead want to bear the risks, burdens, and delay they would face to obtain payment from CNA under the diocese-committee plan." Survivors committee attorney Ilan Scharf strongly disagrees, arguing in a brief that after it unreasonably stalled any settlement, CNA is now trying “to leverage the difficult position it created for the (diocese) by presenting the (diocese) with a binary choice: either accept CNA's misleading valuations of the underlying claims or contest these valuations and draw out the bankruptcy process.” CNA is responsible for paying a far larger share of the cases claims, Scharf notes in another filing. On a per-claimant basis, Scharf asserts, CNA’s $75 million offer falls woefully short of sums settling insurers have agreed to pay, While CNA presents its $75 million offer as a boon that would offer survivors a certain resolution, Scharf maintains in court papers that CNA is trying to lowball survivors with an offer that is "clearly insufficient … and is clearly designed to confuse survivors." For a Chapter 11 reorganization plan to move forward, a presiding judge has to say the plan can go to a vote by creditors. Creditor approval is not final, however. Presiding judges have final say and can accept a creditor-approved plan as written, order modifications to it or reject it outright. How Warren will handle the dispute between the competing plans is not yet clear. He could let either the diocese's or CNA's plan go to a vote. Or he could say that both plans—or neither—can move forward. About The Diocese of Rochester The Diocese of Rochester in upstate New York provides support to 86 Roman catholic parishes across 12 counties in upstate New York. It also operates a middle school, Siena Catholic Academy. The diocese has 86 full-time employees and six part-time employees and provides medical and dental benefits to an additional 68 retired priests and two former priests. The diocese generated $21.88 million of gross revenue for the fiscal year ending June 30, 2019, compared with a gross revenue of $24.25 million in fiscal year 2018. The Diocese of Rochester filed for Chapter 11 bankruptcy protection (Bankr. W.D.N.Y. Case No. 19-20905) on Sept. 12, 2019, amid a wave of lawsuits over alleged sexual abuse of children. In the petition, the diocese was estimated to have $50 million to $100 million in assets and at least $100 million in liabilities. Bond, Schoenec & King, PLLC and Bonadio & Co. serve as the diocese's legal counsel and accountant, respectively. Stretto is the claims and noticing agent. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors in the diocese's Chapter 11 case. Pachulski Stang Ziehl & Jones, LLP and Berkeley Research Group, LLC serve as the committee's legal counsel and financial advisor, respectively. S&R AFFORDABLE: Gets OK to Hire Owen Tucker as Accountant --------------------------------------------------------- S&R Affordable Towing, LLC received approval from the U.S. Bankruptcy Court for the District of Colorado to employ Owen, Tucker and Bechtholt, P.C. to perform professional accounting and advisory services. The accountant will charge an hourly rate for its services -- $200 per hour for work performed by accountants, and $100 per hour for work performed by support staff. Stacie Tucker, managing partner of Owen Tucker and Bechtholt, assured the court that her firm is a "disinterested person" within the meaning of 11 U.S.C. 101(14). The firm can be reached through: Stacie Tucker Owen, Tucker and Bechtholt, PC. 960 East 2nd Avenue Durango, CO 81301 Phone: (970) 385-2518 About S&R Affordable Towing S&R Affordable Towing, LLC filed Chapter 11 petition (Bankr. D. Colo. Case No. 23-13732) on Aug. 21, 2023, with $100,001 to $500,000 in both assets and liabilities. Judge Michael E. Romero oversees the cases. Jonathan M. Dickey, Esq., at Kutner Brinen Dickey Riley, PC serves as the Debtors' legal counsel. SAN MARINO CAFE: Seeks to Hire Terzian Law as Bankruptcy Counsel ---------------------------------------------------------------- San Marino Cafe & Marketplace, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Terzian Law Group as its bankruptcy counsel. The firm will render these services: a. advise the Debtor with regard to the Bankruptcy Court, Bankruptcy Code, Bankruptcy Rules and assistance regarding compliance with the requirements of the Office of the United States Trustee; b. advise the Debtor with regards to certain rights and remedies of their bankruptcy estate and rights, claims and interest of creditors; c. represent the Debtor in any proceedings or hearings in the Bankruptcy Court involving their estates unless the Debtor is represented in such proceeding or hearing by other special counsel; d. conduct examinations of witnesses, claimants or adverse parties and to prepare and assist in the preparation of reports, accounts and pleadings; e. prepare and assist the Debtor in the preparation of reports, applications, pleadings and other including, but not limited to, applications to employ professionals, interim statements, operating reports, initial filing requirements, schedules and statement of financial affairs, lease pleadings, cash collateral pleadings, financial pleadings; f. assist the Debtor in negotiation, formulation, confirmation and implementation of a Chapter 11 plan and implementation of a plan or reorganization; g. perform any other services which may be appropriate of the firm's representation of the Debtor during his bankruptcy case. Terzian Law's regular hourly rates are: Tamar Terzian $425 Law clerks $125 Paralegals $95 Tamar Terzian, Esq., founder and President of Terzian Law Group, attests that his firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Tamar Terzian, Esq. TERZIAN LAW GROUP 315 W. Arden Avenue Suite 28 Glendale, CA 91203 Phone: (818) 242-1100 E-mail: terzbklaw@gmail.com About San Marino Cafe and Marketplace LLC San Marino Cafe and Marketplace LLC operates a bakery and tortilla manufacturing business. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-15814) on September 7, 2023. In the petition signed by Linda Grace Zadoian, managing member, the Debtor disclosed $26,845 in assets and $1,184,311 in liabilities. Judge Vincent P. Zurzolo oversees the case. Tamar Terzian, Esq., at Terzian Law Group, PC, represents the Debtor as legal counsel. SANDY HOOK INVESTMENTS: Case Summary & Four Unsecured Creditors --------------------------------------------------------------- Debtor: Sandy Hook Investments, LLC 7710 Banyan Terrace Fort Lauderdale, FL 33321 Business Description: The Debtor owns four real properties in Florida having a total value of $1.05 million. Chapter 11 Petition Date: October 2, 2023 Court: United States Bankruptcy Court Southern District of Florida Case No.: 23-18071 Judge: Hon. Peter D. Russin Debtor's Counsel: Adam I. Skolnik, Esq. LAW OFFICE OF ADAM I. SKOLNIK, PA 1761 West Hillsboro Boulevard Suite 207 Deerfield Beach, FL 33442 Tel: 561-265-1120 Email: askolnik@skolniklawpa.com Total Assets: $1,071,009 Total Liabilities: $804,000 The petition was signed by Cecelia Gail Ramos as managing member. A full-text copy of the petition containing, among other items, a list of the Debtor's four unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/TVE6WRI/Sandy_Hook_Investments_LLC__flsbke-23-18071__0001.0.pdf?mcid=tGE4TAMA SAS AB: Castlelake Named Winning Consortium in Exit Financing ------------------------------------------------------------- SAS has reached a major milestone in its ongoing chapter 11 process in the U.S. and has selected Castlelake, L.P., on behalf of certain funds or affiliates ("Castlelake"), Air France-KLM S.A. ("Air France-KLM") and Lind Invest ApS ("Lind Invest"), together with the Danish state (collectively, the "Investors") as the winning bidder consortium in its exit financing solicitation process. The agreed transaction structure includes a total investment in the reorganized SAS corresponding to USD1,175 million (SEK12.925 billion[1]), including USD475 million (SEK5.225 billion) in new unlisted equity and USD700 million (SEK7.7 billion) in secured convertible debt, as well as a USD 500 million (SEK5.5 billion) refinancing by Castlelake of SAS' current debtor-in-possession ("DIP") term loan. As part of the transaction, SAS is intended to eventually join the SkyTeam Alliance ("SkyTeam"), of which Air France-KLM is a founding member, and exit the Star Alliance, subject to any relevant approvals and emergence from the chapter 11 process. The details and final documentation for the agreed transaction structure remain to be finalized between the Investors and SAS. The transaction will also need to be approved as part of SAS' chapter 11 plan of reorganization (the "Chapter 11 Plan"). The confirmation and effectiveness of the Chapter 11 Plan remain subject to various conditions precedent, including approval by the U.S. Bankruptcy Court for the Southern District of New York (the "U.S. Court"), which will require the solicitation of votes on the Chapter 11 Plan from certain creditors, approvals from various regulatory authorities and the completion of a Swedish company reorganization (as described below). No approval is expected to be required from the existing shareholders of SAS AB for the transaction. SAS will continue to operate and serve its customers as usual throughout the implementation of the transaction, which is likely to entail a filing by SAS AB (i.e., the listed parent company for the SAS group) for a company reorganization in Sweden (Sw. företagsrekonstruktion) (the "Swedish Reorganization") in 2024. As a result of that process, all of SAS AB's common shares and listed commercial hybrid bonds are expected to be cancelled, redeemed and delisted (currently expected to occur during the second quarter of 2024). Consequently, no value is expected for existing shareholders in SAS AB and only a modest recovery is expected for the holders of commercial hybrid bonds. In parallel to the transaction, and further to its joining of SkyTeam, SAS AB will seek to establish a commercial cooperation with Air France-KLM and its airlines (subject to customary approvals), to the benefit of Scandinavian customers through increased connectivity. Carsten Dilling, Chairman of the Board of SAS, says: "This is a significant achievement of our transformation plan, SAS FORWARD. We have carried out a broad, competitive and thoroughly evaluated equity solicitation process, and we are confident that the selected bid is the most favourable for SAS, its creditors and other stakeholders. Securing new capital is one of the key pillars in the SAS FORWARD plan and will provide a strong financial foundation to help drive our airline forward and facilitate our emergence from the U.S. chapter 11 process. While there is still work remaining, I am pleased to see the great progress we are making to be a competitive and financially strong company." Anko van der Werff, President & Chief Executive Officer of SAS, says: "The agreed investment is a key milestone in our SAS FORWARD plan, and it shows that our new investors believe in SAS and our potential to remain at the forefront of the airline industry for years to come. Further, our move towards a partnership with SkyTeam determines a clear path forward for the company. Through the completion of this process and the opportunities presented by being part of SkyTeam, we will be able to further enhance SAS' offerings for the benefit of our colleagues, customers and communities. We look forward to building a bright future for SAS together." Joe McConnell, Partner and Deputy Co-Chief Investment Officer of Castlelake, says: "Castlelake is pleased to lead this investment in SAS' future through a tailored financing solution that demonstrates our 18 years of aviation experience, creative structuring capabilities and relationship-focused approach. With an iconic brand, great people and strong service offerings, we believe SAS is well-positioned as Scandinavia's leading airline. We look forward to being part of SAS' continued journey." Benjamin Smith, CEO of Air France-KLM, says: "This is an important day for SAS and for Air France-KLM. We are pleased to be part of the winning bidding consortium selected by the board of SAS. Air France-KLM looks forward to establishing strong commercial ties with SAS. With its well-established position in Scandinavia and strong brand, SAS offers tremendous potential to Air France-KLM. This cooperation will allow Air France-KLM to enhance its position in the Nordics and improve connectivity for Scandinavian and European travellers. We look forward to being a part of this new chapter in SAS' history and thank the board of SAS for their trust." Henrik Lind, CEO of Lind Invest, says: "SAS is making substantial progress with its transformation plan SAS FORWARD and we see great opportunities for the company ahead. We are proud to be part of this new much needed transformative step for SAS, and look forward to support the company as owners going forward." Overview of key terms and conditionality of the transaction The transaction structure agreed by SAS and the Investors is expected to include, among other things and subject to final documentation, the following key features: a total investment in the reorganized SAS corresponding to USD 1,175 million (SEK 12.925 billion), including USD 475 million (SEK 5.225 billion) in new unlisted equity and USD 700 million (SEK 7.7 billion) in secured convertible debt, which would result in a shareholder structure post-reorganization (based on total equity, but pre-conversion of the convertible debt) where: (i) Castlelake holds approximately 32.0% of the equity and 55.1% of the convertible debt; (ii) the Danish State holds approximately 25.8% of the equity and 29.9% of the convertible debt; (iii) Air France-KLM holds approximately 19.9% of the equity and 5.0% of the convertible debt; (iv) Lind Invest holds approximately 8.6% of the equity and 10.0% of the convertible debt; and (v) the remaining approximately 13.6% of the equity is most likely to be distributed among and held by certain creditors who may receive recovery in equity.[2] The convertible debt is expected to be secured and have a maturity of seven years and an interest of SOFR[3] + 650bps per year, and may be converted into common shares based upon certain terms and valuation metrics. The convertible debt is further expected to be subject to an upfront fee corresponding to 1.5% of the committed amount, payable to the Investors by the reorganized SAS; refinancing of the existing DIP term loan with a new USD500 million (SEK5.5 billion) DIP loan provided by Castlelake, to be repaid in connection with emergence from the chapter 11 process; implementation of the Chapter 11 Plan in Sweden by way of SAS AB (i.e., the listed parent company for the SAS group) filing for a Swedish Reorganization in 2024, but not in respect of any other entity in the SAS group or the airline as such; and cancellation and redemption of all of SAS AB's common shares (for zero consideration) and all listed commercial hybrid bonds (expected to receive only a modest recovery) and, consequently, a delisting from Nasdaq Stockholm, Nasdaq Copenhagen and Oslo Børs following completion of the Swedish Reorganization (currently expected to occur during the second quarter of 2024). Following an agreement with the Investors on the final terms and conditions of the investment, including the future governance of the reorganized SAS, the confirmation and effectiveness of the Chapter 11 Plan will remain subject to various conditions precedent, including obtaining certain approvals, including from the U.S. Court, antitrust authorities, civil aviation authorities, the European Commission, and EFTA Surveillance Authority (as applicable), SAS leaving Star Alliance, the implementation of a Swedish Reorganization at the SAS AB level, and other customary conditions. There currently remains uncertainty in respect of satisfying such conditions and obtaining required approvals, as well as the terms and timing thereof (particularly in respect of the approval from the European Commission related to State aid and the participation by Denmark and Sweden in the restructuring process). The Investors' winning bid, which is pursuant to the U.S. Court approved equity raise process, is affirmatively supported by the Official Committee of Unsecured Creditors and indicates that USD 325 million (SEK 3.575 billion) is expected to be allocated to general unsecured creditors in cash and equity. Based on initial estimates, which remain subject to material change, this indicates a recovery for the majority of the general unsecured creditors of approximately 5–20% of the nominal value of such claims; however, such recoveries will vary further depending upon (i) which entities such claims are asserted against, (ii) if such claims have any guarantee claims, and (iii) which entities the guarantee claims are to be asserted against. Additional details related to the transaction structure and expected recoveries for creditors, including to which extent (if any) the creditors will receive cash or equity consideration, will be announced separately and be included in the disclosure statement and the Chapter 11 Plan to be filed with the U.S. Court after finalization of the negotiations related to the transaction. Negotiations with stakeholders will continue until emergence from the chapter 11 process. In line with what has been previously communicated, SAS currently expects that there will be no recovery for subordinated unsecured creditors and no value for SAS AB's existing shareholders. SAS currently aims to receive approval from the U.S. Court of the Chapter 11 Plan in early 2024, to be followed by obtaining regulatory approvals and the implementation of a Swedish Reorganization at the SAS AB level during 2024. The effectiveness of the transaction will occur upon the fulfilment of the conditions precedent, including receipt of all relevant regulatory approvals. Effects on SAS AB's listed securities Holders of SAS AB's listed commercial hybrid bonds are expected to receive only a modest recovery on account of such claims (as described above) and the instruments are expected to be delisted from Nasdaq Stockholm following the Swedish Reorganization. The expected dates for payment and last day of trading in the commercial hybrid bonds will be announced in due time before approval of the Swedish plan of reorganization (the "Swedish Plan") (currently expected to occur during the second quarter of 2024). Until then, SAS' expectation is that the trading in the commercial hybrid bonds will continue in the ordinary course. Holders of common shares in SAS AB are expected to receive no value and, by operation of the Swedish Reorganization, all common shares are expected to be cancelled for zero consideration and delisted from Nasdaq Stockholm, Nasdaq Copenhagen and Oslo Bors. This is intended to be carried out through a reduction of SAS AB's share capital, combined with a redemption of all common shares in SAS AB as set out in a Swedish Plan to be approved by the District Court of Stockholm (currently expected to occur during the second quarter of 2024), and will accordingly not require any approval from the general meeting of shareholders in SAS AB. The expected last day of trading in the common shares of SAS AB on the respective exchanges, as well as the expected date of completion of the redemption, will be announced in due time before approval of the Swedish Plan. Until then, SAS' expectation is that trading in the common shares will continue in the ordinary course. Continued operations SAS will continue to operate the business and serve its customers as usual and with due care throughout this process. SAS' operations and services, customer services, corporate benefits, etc., will all continue in the ordinary course. About Castlelake Castlelake is a global alternative investment manager focused on investments in aviation, specialty finance and real assets across the risk spectrum, from value-oriented to income and investment grade credit. Founded in 2005, Castlelake manages approximately $22 billion of assets. The Castlelake team comprises more than 200 experienced professionals, including 90 investment professionals, across seven offices in North America, Europe and Asia. For more information, please visit https://www.castlelake.com/. About Air France-KLM Group A global player with a strong European base, the Air France-KLM Group's main areas of business are passenger transport, cargo transport and aeronautical maintenance. Air France-KLM is a leading airline Group in terms of international traffic on departure from Europe. It offers its customers access to a worldwide network, covering over 300 destinations thanks to Air France, KLM Royal Dutch Airlines and Transavia, mainly from its hubs at Paris-Charles de Gaulle and Amsterdam-Schiphol. Its Flying Blue frequent flyer programme is one of the leaders in Europe with over 20 million members. Air France-KLM is a member of the SkyTeam, the alliance dedicated to providing passengers with a more seamless travel experience at every step of their journey 19 member airlines working together across an extensive global network. About Lind Invest Lind Invest is a single-family office and acts as an independent long-term investor and business owner. Lind Invest was founded by Henrik Lind in 2002, and the company today has $1,2 billion of equity. Part of the investment strategy is to be opportunistic with a strong ability to execute as an active owner and add value in company transformations and in complex company matters. Information Regarding Chapter 11 Cases Additional information regarding SAS' voluntary chapter 11 cases is available on SAS' dedicated restructuring website, https://sasgroup.net/transformation. U.S. Court filings and other documents related to the chapter 11 cases in the U.S. are available on a separate website administered by SAS' claims agent, Kroll Restructuring Administration LLC, at https://cases.ra.kroll.com/SAS. Information is also available by calling (844) 242-7491 (U.S./Canada) or +1 (347) 338-6450 (International), as well as by email at SASInfo@ra.kroll.com. Advisors Weil, Gotshal & Manges LLP is serving as global legal counsel and Mannheimer Swartling Advokatbyrå AB is serving as Swedish legal counsel to SAS. Seabury Securities LLC and Skandinaviska Enskilda Banken AB are serving as investment bankers, and Seabury Securities LLC is also serving as restructuring advisor to SAS. Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel, Rothschild & Co is serving as investment banker, and SkyWorks Holdings LLC is serving as aviation consultants to Castlelake. White & Case LLP is serving as legal counsel to Air France-KLM. Bech-Bruun is serving as legal counsel to Lind Invest. About Scandinavian Airlines SAS SAB -- https://www.sasgroup.net -- Scandinavia's leading airline, with main hubs in Copenhagen, Oslo and Stockholm, is flying to destinations in Europe, USA and Asia. In addition to flight operations, SAS offers ground handling services, technical maintenance, and air cargo services. SAS is a founder member of the Star Alliance, and together with its partner airlines offers a wide network worldwide. SAS AB and its subsidiaries, including Scandinavian Airlines Systems Denmark-Norway-Sweden and Scandinavian Airlines of North America Inc., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 22-10925) on July 5, 2022. In the petition filed by Erno Hilden, authorized representative, SAS AB estimated assets between $10 billion and $50 billion and liabilities between $1 billion and $10 billion. Judge Michael E. Wiles oversees the cases. The Debtors tapped Weil, Gotshal & Manges, LLP as global legal counsel; Mannheimer Swartling Advokatbyra AB as special counsel; FTI Consulting, Inc. as financial advisor; Ernst & Young AB as tax advisor; and Seabury Securities, LLC and Skandinaviska Enskilda Banken AB as investment bankers. Seabury is also serving as restructuring advisor. Kroll Restructuring Administration, LLC, is the claims agent and administrative advisor. The U.S. Trustee for Region 2 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee is represented by Willkie Farr & Gallagher, LLP. SAS AB: Skadden Serves as Legal Counsel to Castlelake ----------------------------------------------------- Skadden is serving as legal counsel to Castlelake, L.P., in connection with the Oct. 3 announcement that SAS has reached a major milestone in its ongoing chapter 11 process in the U.S. and has selected Castlelake, on behalf of certain funds or affiliates, Air France-KLM S.A. and Lind Invest ApS, together with the Danish state (collectively, the "Investors") as the winning bidder consortium in its exit financing solicitation process. The agreed transaction structure includes a total investment in the reorganized SAS corresponding to USD1,175 million (SEK 12.925 billion), including USD475 million (SEK5.225 billion) in new unlisted equity and USD700 million (SEK7.7 billion) in secured convertible debt, as well as a USD500 million (SEK 5.5 billion) refinancing by Castlelake of SAS’ current debtor-in-possession term loan. The details and final documentation for the agreed transaction structure remain to be finalized between the Investors and SAS. The Skadden team includes Corporate Restructuring partner James Mazza, counsel Justin Winerman and associates Robert Fitzgerald and Jackie Dakin (Wilmington); Capital Markets partner Alejandro González Lazzeri (New York); M&A partner Richard Oliver (Washington, D.C.); Antitrust/Competition partner Giorgio Motta (Brussels) and associate Lucia Stefania Stoican (Brussels); Banking counsel Jose Nicolas Perez-Sierra (New York); and Corporate associates Sam Tuttleman and Elvira Perez (New York). All attorneys are located in Chicago unless otherwise noted. About Scandinavian Airlines SAS SAB -- https://www.sasgroup.net -- Scandinavia's leading airline, with main hubs in Copenhagen, Oslo and Stockholm, is flying to destinations in Europe, USA and Asia. In addition to flight operations, SAS offers ground handling services, technical maintenance, and air cargo services. SAS is a founder member of the Star Alliance, and together with its partner airlines offers a wide network worldwide. SAS AB and its subsidiaries, including Scandinavian Airlines Systems Denmark-Norway-Sweden and Scandinavian Airlines of North America Inc., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 22-10925) on July 5, 2022. In the petition filed by Erno Hilden, authorized representative, SAS AB estimated assets between $10 billion and $50 billion and liabilities between $1 billion and $10 billion. Judge Michael E. Wiles oversees the cases. The Debtors tapped Weil, Gotshal & Manges, LLP as global legal counsel; Mannheimer Swartling Advokatbyra AB as special counsel; FTI Consulting, Inc. as financial advisor; Ernst & Young AB as tax advisor; and Seabury Securities, LLC and Skandinaviska Enskilda Banken AB as investment bankers. Seabury is also serving as restructuring advisor. Kroll Restructuring Administration, LLC is the claims agent and administrative advisor. The U.S. Trustee for Region 2 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee is represented by Willkie Farr & Gallagher, LLP. SEMRAD LAW FIRM: Chapter 11 Exit Approved ----------------------------------------- James Nani of Bloomberg Law reports that Semrad Law Firm, a Chicago-based consumer bankruptcy law firm also known as DebtStoppers, received court approval for a Chapter 11 reorganization plan which aims to pay its creditors over several years. The plan, which calls for a third-party administrator to investigate potential claims against company insiders, will be approved after certain minor changes are made, Judge John T. Dorsey of the US Bankruptcy Court for the District of Delaware said at a hearing Tuesday, September 19, 2023. The plan is supported by the firm's creditors. About Semrad Law Firm Semrad Law Firm, LLC, is a debt relief agency, a bankruptcy law firm offering legal relief to families struggling with debt. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10512) on April 26, 2023. In the petition signed by Patrick Semrad, manager, the Debtor disclosed $8,267,344 in assets and $7,809,414 in liabilities. Judge John T. Dorsey oversees the case. Joseph C. Barsalona II, Esq., at Pashman Stein Walder Hayden, PC, is the Debtor's legal counsel. SHERMAN/GRAYSON: PCO Reports No Change in Patient Care Quality -------------------------------------------------------------- Daniel McMurray, the court-appointed patient care ombudsman, filed his first report regarding the quality of patient care provided by Sherman/Grayson Hospital, LLC. The report covers the period from July 21 to Sept. 18. During this reporting period, Sherman/Grayson's operations remain open and functional and continue to provide services to patients and the communities, which it has served and continues to serve. The Ombudsman conducted an initial facility visit from Aug. 9 to 11 at Wilson N. Jones Regional Medical Center to establish a baseline understanding of the current operational status of WNJ and its programs. In addition to the site visits, the Ombudsman conducted interviews with staff and counsel for the buyer, which is also the interim manager, and reviewed various materials to become familiar with the issues and challenges impacting the operations and potentially the quality of care delivered. Based on the facility tours, discussions with departmental leadership and staff members, extensive discussions with WNJ leadership and interface with the staff charged with compliance and with quality and regulatory requirements, notwithstanding the challenges facing the Hospital, in the opinion of the Ombudsman there is a palpable commitment to providing the highest possible quality of care and services to the patients and community. Moreover, the leadership and staff at WNJ have met and strive to continue to meet the prevailing standards set by state and Federal regulators as well as the various accreditation and certification programs, setting the stage for what is considered appropriate and superior care. After careful review, it appears that no significant issues were identified during this initial reporting period regarding the quality of care provided by Sherman/Grayson. Minor suggestions made by the Ombudsman during the review process were addressed and resolved. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=YtOnA4 from PacerMonitor.com. About Sherman/Grayson Hospital Sherman/Grayson Hospital, LLC is the operator of Wilson N. Jones Regional Medical Center, a 207-bed acute care hospital in Sherman, Texas. Sherman/Grayson Hospital sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 23-10810) on June 23, 2023, with $1 million to $10 million in assets and $50 million to $100 million in liabilities. Judge J. Kate Stickles oversees the case. Leonard M. Shulman, Esq., at Shulman Bastian Friedman & Bui, LLP and Rosner Law Group, LLC serve as the Debtor's bankruptcy counsel and Delaware counsel, respectively. The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Debtor's Chapter 11 case. The committee tapped Potter Anderson & Corroon, LLP and RK Consultants, LLC as legal counsel and financial advisor. Daniel T. McMurray is the patient care ombudsman appointed in the Debtor's Chapter 11 case. SINCLAIR TELEVISION: BlackRock Fund Marks $1.5MM Loan at 25% Off ---------------------------------------------------------------- BlackRock Debt Strategies Fund, Inc has marked its $758,000 loan extended to Sinclair Television Group, Inc to market at $607,547 or 75% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a 2022 Term Loan B4 to Sinclair Television Group, Inc. The loan accrues interest at a rate of 8.95% (1-mo. CME Term SOFR + 3.75%) per annum. The loan matures on April 21, 2029. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. Sinclair Television Group, Inc. provides media broadcasting services. The Company offers television broadcasting and programming services. ST. SEBASTIAN'S: Unsecureds to Get Share of Income for 60 Months ---------------------------------------------------------------- St. Sebastian's Hotels, LLC, filed with the U.S. Bankruptcy Court for the Southern District of Texas a Plan of Reorganization for Small Business dated September 28, 2023. The Debtor owns and operates a 98 room Oyo Motel in Alice, Texas, located at 815 S. U.S. Highway 281, Alice, Texas 78332 (the "Motel"). St Sebastian's was organized in 2000 and has owned the Motel since such date. On or about December 6, 2019, the Debtor entered into a Sale and Purchase Agreement with Olympia Hospitality, LLC for the sale of the interests in the Debtor (the "Sale Agreement"). Olympia operating the Motel from approximately December of 2019 until August of 2023. During that time period, Olympia collected all income from the room rentals but did not maintain the Motel, did not make payments for the loans, did not pay taxes, did not properly operate the Motel and caused the Motel to encounter financial problems. As a result of not paying the loans on the Motel, the first lienholder (United Business Bank) posted the Motel for foreclosure. St. Sebastian's filed this case to prevent the foreclosure and obtain operational control of the Motel. After the filing of the bankruptcy, St. Sebastian's was successful in obtaining control and management of the Motel around August 11, 2023. St. Sebastian's has been operating and making repairs and reconstructing to the Motel since such date. This Plan of Reorganization proposes to pay Debtor's creditors from the cash flow generated in the ordinary course of the Debtor's business after confirmation. Class 6 consists of all other non-priority unsecured claims. The aggregate amount of Class 6 claims is approximately $13,675. The Debtor will pay the projected disposable income for 60 months following the Effective Date to creditors in this class with allowed claims in the amount set forth on the projections with this plan. The plan projects payment in full of Class 6. This Class is impaired. Class 7 consists of the equity security holders of the Debtor. The equity holders will retain the interest in the Debtor. The Debtor will retain the property of the bankruptcy estate. The officers and directors of the Debtor are anticipated to remain the same after the Effective Date. Mathew Thottumkal and Benny Thottumkal will continue as the directors and officers of the Debtor after confirmation. The Debtor may establish and maintain a replacement reserve fund for repairs to the Motel (the "Repair Replacement Fund"). The projections may have a Repair Replacement Fund. Any amounts of the Repair Replacement Fund that are unused when the plan payments are completed may be retained by the Debtor for repair replacement of the Motel after the plan completion. A full-text copy of the Plan of Reorganization dated September 28, 2023 is available at https://urlcurt.com/u?l=kSEG9u from PacerMonitor.com at no charge. Attorney for the Debtor: Reese W. Baker, Esq. Baker & Associates 950 Echo Lane, Ste. 300 Houston, TX 770024 Telephone: (713) 869-9200 Facsimile: (713) 869-9100 Email: courtdocs@bakerassociates.net About St. Sebastian's Hotels St. Sebastian's Hotels, LLC owns and operates a 98 room Oyo Motel in Alice, Texas, located at 815 S. U.S. Highway 281, Alice, Texas 78332 (the "Motel"). The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Case No. 23-32399) on June 30, 2023, with $500,001 to $1 million in both assets and liabilities. Sylvia Mayer, Esq., at S. Mayer Law, PLLC has been appointed as Subchapter V trustee. Judge Jeffrey P. Norman oversees the case. Reese W. Baker, Esq., at Baker & Associates represents the Debtor as legal counsel. STAR HARBOR, TX: S&P Rates 2023 Utility System Revenue Bonds BB' ---------------------------------------------------------------- S&P Global Ratings assigned its 'BB' rating to Star Harbor, Texas's $3.0 million series 2023 waterworks and sewer system revenue bonds. The outlook is stable. "The rating reflects our view of the utility's lack of risk-mitigation practices as well as its vulnerable financial profile, which is characterized by low nominal liquidity and thin operating margins that we believe may become further constrained as the utility embarks on financing and constructing a wastewater treatment plant," said S&P Global Ratings credit analyst Andrew Baird. STERLING 40-01LLC: Files for Chapter 11 Bankruptcy -------------------------------------------------- Sterling 40-01LLC filed for Chapter 11 protection in the Eastern District of New York. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A teleconference meeting of creditors under 11 U.S.C. Section 341(a) is slated for Oct. 20, 2023, at 10:00 AM. About Sterling 40-01LLC Sterling 40-01LLC sought relief under Chapter 11 of the U.S. Bankruptcy code (Bankr. E.D.N.Y. Case No. 23-43237) on September 12, 2023. In the petition filed by Nicolas Loaiza, as authorized representative, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $1 million and $10 million. The Honorable Bankruptcy Judge Jil Mazer-Marino oversees the case. The Debtor is represented by: Roberto L Pagan-Lopez, Esq. Pagan Lopez Law Office 4001 Northern Blvd Long Island City, NY 11101-1501 Tel: (646) 216-8881 Fax: (646) 490-2159 Email: rpagan@paganlopezlaw.com STITCH ACQUISITION: BlackRock Fund Marks $951,000 Loan at 26% Off ----------------------------------------------------------------- BlackRock Debt Strategies Fund, Inc has marked its $951,000 loan extended to Stitch Acquisition Corp to market at $703,784 or 74% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a Term Loan B to Stitch Acquisition Corp. The loan accrues interest at a rate of 12.29% (3-mo. LIBOR US at 0.75% Floor + 6.75%) per annum. The loan matures on July 28, 2028. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. Stitch Acquisition Corp. operates as SVP Worldwide, an American private company that designs, manufactures, and distributes consumer sewing machines and accessories around the world under three brands: Singer, Husqvarna Viking, and Pfaff. In 2021, Platinum Equity Partners entered into a definitive agreement to acquire SVP Worldwide from Ares Management for $484 million. Stitch Acquisition Corp. was created to be the financial reporting entity of SVP Worldwide going forward. SUNAC CHINA: Foreign Recognition Hearing Set for Oct. 31 -------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York scheduled a hearing on Oct. 31, 2023, at 10:00 a.m. (Prevailing Eastern Time) before the Hon. Philip Bentley, U.S. Bankruptcy Court, Courtroom No. 601, at One Bowling Green, New York, New York 10004-1408, to consider approval of the recognition motion request s entry of an order recognizing the Hong Kong Proceeding of Sunac China Holdings Limited as a foreign main proceedings or, in the alternative, a foreign non-main proceeding pursuant to Section 1517 of the Bankruptcy Code. Any person or entity that wished to dial in in to the hearing via audio platform must register their appearance in the electronic appearance portal located on the Court's website at https://www.nysb.uscourts.gov/ecourt-appearances. Appearance must be entered no later than 4:00 p.m. (prevailing Eastern Time) on Oct. 30, 2023. Any objection to the recognition motion must be filed electronically with the Court on the Court's electronic case filing system in accordance with and except as provided in the general order M-399 and the Court's procedures for the filing, signing and verification of documents by electronic means, and served upon the foreign representative's counsel, Sidley Austin LLP, 787 Seventh Avenue, New York, New York 10019 (Attn: Anthony Gross), so as to be received by 4:00 p.m. (Prevailing Eastern Time) on Oct. 24, 2023. Copies of the recognition motion and all other documents filed in this case can be accessed from the Court's website, https://ecf.nysb.uscourts.gov or free of charge by visiting the Debtor's noticing and information agent Kroll's website at https://cases.ra.kroll.com/sunac. About Sunac China Sunac China Holdings Limited (SEHK:1918) -- http://www.sunac.com.cn/-- engages in the sales of properties in the People's Republic of China. The Company operates its business through two segments: Property Development and Property Management and Others. The Company's subsidiaries include Sunac Real Estate Investment Holdings Ltd., Qiwei Real Estate Investment Holdings Ltd. and Yingzi Real Estate Investment Holdings Ltd. Sunac is among a string of Chinese property developers that have defaulted on their offshore debt payment obligations since the sector was hit by a liquidity crisis in 2021, roiling global markets, according to Reuters. Creditors of Sunac China Ltd have approved its $9 billion offshore debt restructuring plan, the company said on Sept. 18, marking the first approval of such debt overhaul by a major Chinese property developer. As reported in the Troubled Company Reporter-Asia Pacific on Sept. 21, 2023, Sunac China Holdings Limited sought creditor protection in the United States under Chapter 15 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-11505) on Sept. 19. U.S. Bankruptcy Judge Philip Bentley presides over the Chapter 15 proceedings. Sidley Austin is the Legal Counsel to China Sunac. SUNSET DEBT: BlackRock Fund Marks $720,000 Loan at 19% Off ---------------------------------------------------------- BlackRock Debt Strategies Fund, Inc has marked its $720,000 loan extended to Sunset Debt Merger Sub, Inc to market at $580,000 or 81% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a 2021Term Loan B Sunset Debt Merger Sub, Inc. The loan accrues interest at a rate of 9.58% (1-mo. CME Term SOFR at 0.75% Floor + 4.00%) per annum. The loan matures on October 6, 2028. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. SIWF Holdings Inc. (Sunset Debt Merger Sub Inc.) was formed by AEA Investors LP and British Columbia Investment Management Corporation to facilitate their acquisition of Springs Window Fashions LLC from Golden Gate Capital. Springs Window Fashions supplies retailers and distributors with a line of blinds, shades, specialty treatments and window hardware. TEMPO AUTOMATION: Receives Default Notice from Lenders ------------------------------------------------------ Greg Chang of Bloomberg News reports that Tempo Automation Holdings said it got a default notice from its senior lender consortium, which cited factors including the company's failure to make monthly payments due since July 2023. Principal, interest and fees came to about $29.7m as of September 15, 2023. Tempo said it's not able to repay the debt and that lenders may be able to start foreclosure proceedings. About Tempo Automation Holdings Tempo Automation Holdings, Inc. (NASDAQ: TMPO) manufactures and sells electronic products. The company produces printed circuit board assemblies (PCBAs) for prototype and on-demand production markets; and turnkey PCBA services. It serves space, semiconductor, aviation and defense, and medical device, as well as industrials and e-commerce industries. Tempo Automation Holdings, Inc. was founded in 2013 and is headquartered in San Francisco, California. THOR INDUSTRIES: S&P Raises Unsecured Notes Rating to 'BB' ---------------------------------------------------------- S&P Global Ratings raised the rating on Thor Industries Inc.'s senior unsecured notes to 'BB' from 'BB-' and revised the recovery rating to '3' from '5' to reflect significant debt repayment in the fourth quarter of fiscal 2023 (ended July 31). As a result of the debt repayment, Thor has incremental excess collateral available to unsecured lenders in a recovery scenario. S&P's recovery valuation has not significantly changed. S&P said, "Our '3' recovery rating indicates our expectation of meaningful (50%-70%; rounded estimate: 65%) recovery under a hypothetical default scenario. Thor repaid $300 million of term loans during its fiscal fourth quarter and has made a total of $402.4 million of principal repayments of its term loan during fiscal 2023. As a result, we reduced the amount of secured debt in its capital structure assumed at default, which results in incremental value flowing to unsecured lenders in our recovery scenario following a hypothetical event of default. We generally cap our recovery ratings on the unsecured debt issued by companies we rate in the 'BB' category at '3' to account for the greater risk that their recovery prospects will be impaired by the issuance of additional secured or pari passu debt before default. "Our 'BB' issuer credit rating and stable outlook on Thor Industries are unchanged. Despite anticipated leverage of 1x-2x through 2024, rating upside is constrained by expected variability in the company's operating performance over the next one to two years as demand for recreation vehicles (RVs) has cooled from the very strong levels in fiscals 2021 and 2022, as well as the possibility that Thor can use leverage to complete large acquisitions occasionally given the company's track record and maximum leverage tolerance for acquisitions." ISSUE RATINGS—RECOVERY ANALYSIS Key analytical factors -- S&P's issue-level rating on the company's senior secured term loan due in 2026 is 'BBB-'. Both U.S. dollar- and euro-denominated portions of the term loan have claims to the same collateral package. The '1' recovery rating indicates its expectation of very high (90%-100%; rounded estimate: 95%) recovery for term loan lenders in the event of a payment default. -- S&P's issue-level rating on the $500 million senior unsecured notes due 2029 is 'BB'. The '3' recovery rating indicates its expectation of modest (50%-70%; rounded estimate: 65%) recovery for senior unsecured lenders in the event of a payment default. The senior unsecured notes are guaranteed by all existing and future domestic subsidiaries of Thor that also guarantee the term loan. -- S&P views the senior unsecured notes to be pari passu and share ratably in the value from nonobligor assets, primarily European subsidiary Erwin Hymer Group (EHG) after EHG subsidiary-level debt claims are satisfied. The nonobligor foreign subsidiaries provide a 65% stock pledge to the asset-based lending (ABL) facility, term loan, and senior unsecured notes. -- The term loan is secured by substantially all assets of the loan parties, defined as Thor Industries Inc. and its direct and indirect wholly owned domestic subsidiaries. The liens securing the term loan are first-priority for all collateral, other than the ABL priority collateral, and second-priority for the ABL priority collateral. -- S&P's analysis incorporates Thor's ABL commitment of $1 billion. -- S&P's simulated default scenario contemplates a default in 2028 because of a substantial decline in cash flow due to a prolonged economic downturn and a decline in consumer credit availability, the combination of which significantly reduces demand for the company's RVs. -- S&P assumes a reorganization following default and use a 6x emergence EBITDA multiple to value the company. -- Because there is a euro-denominated portion in the term loan, S&P might periodically adjust its assumed EBITDA at emergence and debt exposure at default for material changes in currency exchange rates. Simulated default scenario: -- Year of default: 2028 -- EBITDA at emergence: $329 million -- EBITDA multiple: 6x -- ABL Facility: 60% drawn at default Simplified waterfall: -- Net enterprise value (after 5% administrative costs): $1.88 billion -- Obligor/nonobligor valuation split: 81%/19% -- Estimated priority ABL claims on the obligor: $612 million -- Estimated European subsidiary-level secured real estate and unsecured debt claims on the nonobligor (primarily EHG assets): $70 million -- Value available to secured term loan claims: $1.10 billion -- Estimated secured term loan claims: $778.9 billion --Recovery expectations: 90%-100% (rounded estimate: 95%) -- Value available to senior unsecured lenders: $416 million -- Estimated senior unsecured claims: $510 million --Recovery expectations: 50%-70% (rounded estimate: 65%) All debt amounts include six months of prepetition interest. TITAN CONCRETE: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Titan Concrete, Inc. 301 Route 52 Carmel, NY 10512 Business Description: Titan provides concrete and ready mix services to commercial, industrial, residential and homeowner customers. Chapter 11 Petition Date: October 4, 2023 Court: United States Bankruptcy Court Southern District of New York Case No.: 23-35835 Debtor's Counsel: Jeremy R. Johnson, Esq. POLSINELLI PC 600 3rd Avenue 42nd Floor New York, NY 10016 Tel: (212) 684-0199 Email: jeremy.johnson@polsinelli.com Debtor's CRO: HBM MANAGEMENT ASSOCIATES, LLC Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Harry Malinowski as co-chief restructuring officer. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/HDVQEKY/Titan_Concrete_Inc__nysbke-23-35835__0001.0.pdf?mcid=tGE4TAMA TMK HAWK: BlackRock Debt Strategies Marks $3.1MM Loan at 40% Off ---------------------------------------------------------------- BlackRock Debt Strategies Fund, Inc has marked its $3,197,000 loan extended to TMK Hawk Parent Corp to market at $1,933,912 or 60% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a 2020 Super Priority Second out Term Loan B to TMK Hawk Parent Corp. The loan accrues interest at a rate of 9% (3-mo. LIBOR US at 1.00% Floor + 3.50%) per annum. The loan matures on August 28, 2024. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. TMK Hawk Parent Corp. is the holding company of TriMark USA, LLC, a foodservice equipment and supplies distributor. UNITED FURNITURE: Phoenix Acquisition to Buy Assets for $30,000 --------------------------------------------------------------- Derek Henderson, the Chapter 11 trustee for United Furniture Industries, Inc. and affiliates, asked the U.S. Bankruptcy Court for the Northern District of Mississippi for approval to sell assets to Phoenix Acquisition, LLC. Phoenix offered the sum of $30,000 for the assets, which consist of imported kits containing pre-cut fabrics used by United Furniture Industries NC, LLC, an affiliate of UFI, to manufacture furniture. The assets are stored in a warehouse in Lexington, N.C., an area designated as Foreign Trade Zones and operated under the supervision of the Bureau of Customs and Border Protection. United Furniture Industries NC leases the warehouse from KepWood, LLC. Under the deal, the bankruptcy trustee agreed to sell the assets to Phoenix for $30,000, "free and clear" of any liens, claims and encumbrances. The trustee will use a portion of the proceeds from the sale to pay the duty on the assets. Once the assets are sold, they will no longer be considered under the jurisdiction of the CBP, allowing Phoenix to dispose of the assets without regard to CBP's regulations and the Foreign Trade Zone Act. In consideration of Phoenix's purchase of the assets, KepWood agreed to withdraw its objection to the rejection of the lease. Moreover, the landlord will not seek to recover from the bankruptcy estate any rent or amount accruing after the lease rejection takes effect other than those amounts that may be asserted as a rejection damages claim. Judge Selene Maddox will hold a hearing on Nov. 21 to consider approval of the sale. About United Furniture Industries United Furniture Industries, Inc. manufactures and sells upholstery. It offers bonded leather and upholstery fabric recliners, reclining sofas and loveseats, sectionals, and sofa sleepers, as well as stationary sofas, loveseats, chairs, and ottomans. United Furniture Industries was subject to an involuntary Chapter 7 bankruptcy petition (Bankr. N.D. Miss. Case No. 22-13422) filed on Dec. 30, 2022. The petition was signed by alleged creditors Wells Fargo Bank, National Association, Security Associates of Mississippi Alabama LLC, and V & B International, Inc. On Jan. 18, 2023, the court entered the order for relief, thereby, converting the case to one under Chapter 11. On Jan. 31, 2023, eight affiliates of United Furniture Industries filed for Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Mississippi. The affiliates are LS Logistics, LLC, Furniture Wood, Inc., UFI Transportation, LLC, United Wood Products, Inc., Associated Bunk Bed Company, FW Acquisition, LLC, UFI Royal Development, LLC, and UFI Exporter, Inc. Their Chapter 11 cases are jointly administered under Case No. 22-13422. Judge Selene D. Maddox oversees the cases. Wells Fargo is represented by R. Spencer Clift, III, Esq., while Security Associates is represented by Andrew C. Allen, Esq., at The Law Offices of Andrew C. Allen. Derek Henderson is the trustee appointed in the Debtors' Chapter 11 cases. The trustee hired McCraney, Montagnet, Quin, Noble, PLLC as bankruptcy counsel; King & Spencer, PLLC, NC Eminent Domain Law Firm and Mullin Hoard & Brown, LLP as special counsels; Harper Rains Knight & Company as financial advisor; and B. Riley Real Estate, LLC as real estate advisor. UPHEALTH HOLDINGS: Hits Chapter 11 Bankruptcy After $31M Judgment ----------------------------------------------------------------- Emily Lever of Law360 reports that digital health care company subsidiary UpHealth Holdings Inc. filed for Chapter 11 protection in Delaware on Tuesday, September 19, 2023, after it lost a legal battle with former financial adviser Needham & Company LLC, which won a $31 million judgment. About UpHealth Holdings UpHealth Holdings Inc. is a global digital health company delivering technology platforms, infrastructure and services to modernize care delivery and health management. UpHealth Holdings Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-11476) on Sept. 19, 2023. In the petition filed by Samuel J. Meckey, as chief executive officer, the Debtor reports estimated assets and liabilities between $100 million and $500 million each. Stuart M. Brown, Esq., at DLA PIPER LLP (US), is the Debtor's counsel. VERITAS US: BlackRock Debt Strategies Marks $2.6MM Loan at 19% Off ------------------------------------------------------------------ BlackRock Debt Strategies Fund, Inc has marked its $2,670,000 loan extended to Veritas U.S., Inc to market at $2,171,146 or 81% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in a 2021 USD Term Loan B to Veritas U.S., Inc. The loan accrues interest at a rate of 10.22% (1-mo. LIBOR US at 1.00% Floor + 5.00%) per annum. The loan matures on April 9, 2026. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. Veritas US Inc. designs and develops enterprise software solutions. VISTAGEN THERAPEUTICS: All Four Proposals Passed at Annual Meeting ------------------------------------------------------------------ Vistagen Therapeutics, Inc. held its 2023 Virtual Annual Meeting of Stockholders during which the stockholders: (1) re-elected Ann M. Cunningham, MBA, Joanne Curley, Ph.D., Margaret M. FitzPatrick, M.A., Jerry B. Gin, Ph.D., MBA, Mary L. Rotunno, J.D., Jon S. Saxe, J.D., LL.M., and Shawn K. Singh, J.D. as directors to serve on the Board until the Company's 2024 Annual Meeting of Stockholders, or until her or his successor is elected and qualified; (2) approved, on an advisory basis, the compensation paid to the Company's named executive officers; (3) approved an amendment to the Company's Amended and Restated 2019 Omnibus Equity Incentive Plan, which Amendment increases the number of shares of the Company's common stock, par value $0.001 per share, authorized for issuance thereunder from 600,000 shares to 1,000,000 shares; and (4) ratified the appointment of WithumSmith+Brown PC as the Company's independent registered public accounting firm for the Company's current fiscal year. About VistaGen Headquartered in San Francisco, California, VistaGen Therapeutics, Inc. -- http://www.vistagen.com-- is a late clinical-stage biopharmaceutical company aiming to transform the treatment landscape for individuals living with anxiety, depression and other CNS disorders. The Company is advancing therapeutics with the potential to be faster-acting, and with fewer side effects and safety concerns, than those that are currently available for treatment of anxiety, depression and multiple CNS disorders. Vistagen reported a net loss and comprehensive loss of $59.25 million for the fiscal year ended March 31, 2023, compared to a net loss and comprehensive loss of $47.76 million on $1.11 million of total revenues for the year ended March 31, 2022. As of March 31, 2023, the Company had $21.09 million in total assets, $9.01 million in total liabilities, and $12.08 million in total stockholders' equity. San Francisco, California-based WithumSmith+Brown, PC, the Company's auditor since 2006, issued a "going concern" qualification in its report dated June 28, 2023, citing that the Company has suffered negative cash flows from operations and recurring losses from operations since inception, resulting in an accumulated deficit of $326.9 million as of March 31, 2023, that raise substantial doubt about its ability to continue as a going concern. WAYSIDE SCHOOLS: S&P Affirms 'BB' Bond Rating, Outlook Positive --------------------------------------------------------------- S&P Global Ratings revised the outlook to positive from stable and affirmed its 'BB' rating on Arlington Higher Education Finance Corp., Texas' series 2021A and 2021B education revenue bonds, and Travis County Cultural Educational Facilities Corp.'s series 2012 qualified zone academy bonds (QZABs) and 2012A bonds, issued for Wayside Schools. "The positive outlook reflects our view of the school's improving demand profile, spurred by two consecutive years of increasing enrollment and maintenance of solid financial metrics," said S&P Global Ratings credit analyst David Holmes. S&P said, "We could raise the rating during the outlook period should Wayside Schools increase enrollment back to pre-pandemic levels and sustain MADS coverage and days' cash on hand (DCOH) similar to current levels, absent one-time stimulus funding. "We could revise the outlook to stable if enrollment declines or operating performance weakens such that maximum annual debt service coverage and DCOH." WINCHESTER REAL: $5.4M Sale to Embry Development to Fund Plan ------------------------------------------------------------- Winchester Real Estate Investment Company, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Georgia a Chapter 11 Plan and a Disclosure Statement dated September 28, 2023. The Debtor is a Georgia limited liability company formed in 2014. Debtor owns real property consisting of 204 acres of undeveloped property located at 55 Goldworth Road and 63 Goldworth Road, Villa Rica, Carroll County, Georgia (the "Winchester Property"). The Winchester Property is two of a three parcel planned unit development (or, "PUD"). The one adjacent parcel in the three parcel PUD is owned by Debtor's affiliate HDRMP, LLC. HDRMP owns real property consisting of 16.29 acres of undeveloped property in Villa Rica, Carroll County, Georgia (the "HDRMP Property") together with the Winchester Property, the "Property." Pre-petition, Debtor and HDRMP obtained secured financing from Avemore Lender, LLC and Groundfloor Finance, Inc. Post-petition, Debtor and HDRMP obtained a renewal of its PUD with the City of Villa Rica, Georgia. The PUD concerns the development of the Property via the construction of multi-family, single-family, senior housing and commercial multiplex for which Debtors hold a Land Disturbance Permit ("LDP"). Prior to the Filing Date, Debtor and HDRMP experienced delays in development and construction of the PUD due to the COVID-19 pandemic and then subsequently due to the tightening of credit that followed the pandemic. On the Filing Date, the Property was facing foreclosure. Class 6 consists of general unsecured claims. Debtor will pay the Holders of Class 6 General Unsecured Claims in accordance with the Plan Payment Procedures set forth in Section 4.10 of the Plan. Debtor anticipates and projects but does not warrant the Holders of Class 6 Claims. The Class 6 Claims are Impaired by the Plan. Class 7 consists of Interest Claims. If the Class 6 General Unsecured Creditors vote to accept the Plan as a class, then James W. Davis, III shall retain 100% of the interest in the Debtor. If the Class 7 Unsecured Creditors do not vote to accept the Plan, as a class, then the following terms shall apply: All pre-petition Interests in Debtor shall be cancelled. James W. Davis, III shall receive 100% of the newly-issued stock in the Debtor upon the Effective Date in exchange for the payment of $5,000.00. The $5,000.00 contribution by the principal of the Debtor shall constitute new value. New value is the vehicle through which current equity holders purchase the equity interest of the Debtor. Efforts of an existing equity holder to purchase the equity interest of the Debtor may be subject to competing bids in the market place under certain circumstances. The source of funds for Creditor Payments is the sale of the Property, less and except the commercial, retail, and office lot number RT-015 ("Lot RT-015") for the purchase price of $5,400,000.00 (the "Purchase Price") as described in Debtor's Emergency Motion to for Authority to Sell Property Free and Clear of Liens or Interests, filed on September 22, 2023 and as evidenced by that certain Real Estate Purchase and Sale Agreement (as modified, the "Sale Agreement") between Debtor and Embry Development Company LLC (the "Sale") with a closing date of September 28, 2023, or such other day as required by the Bankruptcy Court, but no later than 30 days from execution of the Agreement (i.e. October 21, 2023), or as extended pursuant to the Agreement (the "Closing"). At the Closing, in addition to the amounts set forth in the Sale Agreement, Debtor will additionally be responsible for paying as Closing Costs:(i) the United States’ Trustee's quarterly fees associated with the Sale (the "Quarterly Fees") and (ii) a broker's commission to Rock River Realty of 2% of the Purchase Price. At Closing, Debtor will pay from the Purchase Price all Closing Costs, the Carroll Tax Class 3 Secured or Priority Tax Claims (of Debtor and of HDRMP) and the Avemore Class 4 Secured Debt with the remaining proceeds (the "Net Sale Proceeds") held in Jones & Walden LLC's Interest On Lawyers Trust Account ("IOLTA") until further Order of this Court, including pursuant to the Confirmation Order. The Creditors Payments, after payment of the required amounts at closing, shall be disbursed as follows: * First, in the amount necessary to pay the Allowed Class 5 Secured Claim of Groundfloor, with interest accruing on the pre petition principal balance of the Class 5 Secured Claim at the annual rate of 8.5% from the Effective Date to the date of payment; and then * Upon payment in full of the Class 5 Secure Claim, the amount necessary to pay the Allowed Class 9 Secured Claim of United Express, with interest accruing on the pre-petition principal balance of the Class 9 Secured Claim at the annual rate of 8.5% from the Effective Date to the date of payment; and then * Next, the balance of the Creditor Payments will be distributed to any Allowed Administrative Expense Claim until paid in full pro-rata based on a fraction the numerator of which is the particular Allowed Administrative Expense Claim and the denominator of which is all Allowed Administrative Expense Claims. Debtor anticipates and projects the administrative expense of Jones & Walden, LLC, as counsel to the Debtors; and then * Next, the Creditor Payments shall be distributed to Holders of Allowed Priority Claims, including holders of Priority Tax Claims, pro-rata based on a fraction the numerator of which is the particular Allowed Priority Claim and the denominator of which is all Allowed Priority Claims, with interest accruing on the principal balance of said claim at the rate required by Section 511 of the Bankruptcy Code from the Effective Date to the date of payment, provided that the Class 3 Priority or Secured Tax Claim of Clayton County owed by Debtor Winchester and Debtor HDRMP and any additional ad valorem tax on the Property, whether due in full or pro-rated as a closing cost, will be paid at Closing. * Next, Debtor shall commence distributions of the Creditor Payments to holders of General Unsecured Claims pro-rata based on a fraction the numerator of which is the particular Allowed General Unsecured Claim and the denominator of which is all Allowed General Unsecured Claims. A full-text copy of the Disclosure Statement dated September 28, 2023 is available at https://urlcurt.com/u?l=jhDncH from PacerMonitor.com at no charge. Attorney for Debtor: Leslie M. Pineyro, Esq. Jones & Walden, LLC 699 Piedmont Ave. NE Atlanta, GA 30308 Phone: (404) 564-9300 Email: lpineyro@joneswalden.com About Winchester and HDRMP Winchester Real Estate Investment Company, LLC and HDRMP, LLC are single asset real estate (as defined in 11 U.S.C. Section 101(51B)). The companies are based in Villa Rica, Ga. Winchester and HDRMP filed voluntary Chapter 11 petitions (Bankr. N.D. Ga. Case Nos. 23-10773 and 23-10775) on June 30, 2023, with $1 million to $10 million in both assets and liabilities. James W. Davis, III, manager, signed the petitions. Judge Paul Baisier oversees the cases. The Debtors tapped Leslie Pineyro, Esq., at Jones & Walden, LLC as bankruptcy counsel and Victor J. Harrison, Esq., at Harrison Law, LLC as special counsel. ZAYO GROUP: BlackRock Debt Strategies Marks $4.3MM Loan at 22% Off ------------------------------------------------------------------ BlackRock Debt Strategies Fund, Inc has marked its $4,386,000 loan extended to Zayo Group Holdings, Inc to market at $3,432,557 or 78% of the outstanding amount, as of June 30, 2023, according to BlackRock Debt's Form N-CSRS report for the first half of 2023, filed with the Securities and Exchange Commission. BlackRock DSFI is a participant in an USD Term Loan to Zayo Group Holdings, Inc. The loan accrues interest at a rate of 8.22% (3-mo. LIBOR US at 0.75% Floor + 4.25%) per annum. The loan matures on March 9, 2027. BlackRock Debt Strategies Fund, Inc is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. Zayo Group is a privately held company headquartered in Boulder, Colorado, with European headquarters in London, England. The company provides communications infrastructure services. [*] Commercial Chapter 11 Filings Up 61% in First Nine Months ------------------------------------------------------------- The 4,553 total commercial chapter 11 bankruptcies filed during the first nine months of 2023 represented a 61 percent increase over the 2,837 filed during the same period in 2022, according to data provided by Epiq Bankruptcy, the leading provider of U.S. bankruptcy filing data. Small business filings, captured as subchapter V elections within chapter 11, totaled 1,419 in the first nine months of 2023, a 41 percent increase from the 1,009 elections during the same period in 2022. Overall commercial filings registered 18,680 for the first nine months of 2023, representing a 17 percent increase from the commercial filing total of 15,955 during the same period in 2022. Total bankruptcy filings were 332,138 during the first nine months of 2023, also a 17 percent increase from the 284,839 total filings during the same period a year ago. Total individual filings registered a 17 percent increase year-to-date to 313,458 filings up from the 268,884 filings during the first nine months of 2022. The 131,236 individual chapter 13 filings represented a 19 percent increase over the 110,186 filings during the same period in 2022. Individual chapter 7 filings increased 15 percent to 181,719 from the 158,178 filed in the first nine months of 2022. "While still below pre-pandemic levels, the numbers of filings demonstrate the difficult challenges and growing debt loads that financially distressed families and businesses are facing in this current economic environment," said ABI Executive Director Amy Quackenboss. "Struggling individuals and companies have an established lifeline through bankruptcy to help steady themselves amid rising interest rates, inflation and increased borrowing costs." Compared to September 2022, overall commercial filings increased 16 percent to 2,342 from 2022. September commercial chapter 11 increased 29 percent to 573 from 455. Total subchapter V election within chapter 11 increased 25 percent to 171 from 137 in September 2022. All chapters increased in September 2023 compared to September 2022, with the 37,327 total bankruptcy filings representing an increase of 12 percent from the 33,210 filed in September 2022. Total individual filings were up 13 percent, to 35,138 from 31,188. The 19,793 individual chapter 7 filings in September 2023 increased 14 percent over the 17,320 filings in September 2022. Individual chapter 13 were up 11 percent in September 2023 to 15,285 from 13,819 the previous year. "While year-over-year bankruptcy filings increased across the board during the first nine months, comparing 2023 second and third quarters provides a different perspective where shorter term indicators were mixed," said Gregg Morin, Vice President of Business Development and Revenue at Epiq Bankruptcy. "Total quarter three filings were up two percent over quarter two, all commercial chapters were down one percent, and all individual chapters were up two percent, compared to the prior quarter-over-quarter period where all chapters increased in filing volume." ABI has partnered with Epiq Bankruptcy to provide the most current bankruptcy filing data for analysts, researchers, and members of the news media. Epiq Bankruptcy is the leading provider of data, technology, and services for companies operating in the business of bankruptcy. Its Bankruptcy Analytics subscription service provides on-demand access to the industry’s most dynamic bankruptcy data, updated daily. Learn more at https://bankruptcy.epiqglobal.com/analytics. About Epiq Epiq, a global technology-enabled services leader to the legal industry and corporations, takes on large-scale, increasingly complex tasks for corporate counsel, law firms, and business professionals with efficiency, clarity, and confidence. Clients rely on Epiq to streamline the administration of business operations, class action, and mass tort, court reporting, eDiscovery, regulatory, compliance, restructuring, and bankruptcy matters. Epiq subject-matter experts and technologies create efficiency through expertise and deliver confidence to high-performing clients around the world. Learn more at www.epiqglobal.com. About ABI ABI is the largest multi-disciplinary, nonpartisan organization dedicated to research and education on matters related to insolvency. ABI was founded in 1982 to provide Congress and the public with unbiased analysis of bankruptcy issues. The ABI membership includes nearly 10,000 attorneys, accountants, bankers, judges, professors, lenders, turnaround specialists and other bankruptcy professionals, providing a forum for the exchange of ideas and information. For additional information on ABI, visit www.abi.org. For additional conference information, visit http://www.abi.org/calendar-of-events. [*] Kirkland, Foley Co-Chair Nov 29 Distressed Investing Conference ------------------------------------------------------------------- Registration remains open for the 30TH DISTRESSED INVESTING CONFERENCE presented by Beard Group, Inc. This year's conference will be held Wed., Nov. 29, in-person at the Harmonie Club in Manhattan. The event is being sponsored by: * Kirkland & Ellis and Foley & Lardner, as conference co-chairs * Davis Polk * Dechert * Dentons * DSI * Locke Lord * RJReuter * Skadden * SSG * Stein Advisors * Troutman Pepper * Wachtell Lipton Rosen & Katz * Weil Gotshal Top industry experts gather together to discuss the latest topics and trends in the distressed investing industry. Now on its 30th year, this value-packed event features special presentations from keynote speakers, live panel discussions and networking sessions with other insolvency professionals. Visit https://www.distressedinvestingconference.com for more information. For conference sponsorship and speaking opportunities, contact: Will Etchison 305-707-7493 Will@BeardGroup.com [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Top Notch Holdings, LLC Bankr. D. Alaska Case No. 23-00164 Chapter 11 Petition filed September 25, 2023 See https://www.pacermonitor.com/view/4X66ELY/Top_Notch_Holdings_LLC__akbke-23-00164__0001.0.pdf?mcid=tGE4TAMA represented by: Thomas A. Buford, Esq. BUSH KORNFELD LLP E-mail: tbuford@bskd.com In re Wards Cove Packing Company, LLC Bankr. D. Alaska Case No. 23-00163 Chapter 11 Petition filed September 25, 2023 See https://www.pacermonitor.com/view/67ZMSLI/Wards_Cove_Packing_Company_LLC__akbke-23-00163__0001.0.pdf?mcid=tGE4TAMA represented by: Thomas A. Buford, Esq. BUSH KORNFELD LLP E-mail: tbuford@bskd.com In re Alvin Yang Bankr. N.D. Cal. Case No. 23-51089 Chapter 11 Petition filed September 26, 2023 represented by: Arasto Farsad, Esq. FARSAD LAW OFFICE, P.C. E-mail: Farsadlaw1@gmail.com In re Kalabar Transportation, LLLP Bankr. N.D. Ga. Case No. 23-59345 Chapter 11 Petition filed September 26, 2023 See https://www.pacermonitor.com/view/ZQNVP6Q/Kalabar_Transportation_LLLP__ganbke-23-59345__0001.0.pdf?mcid=tGE4TAMA represented by: Cameron M. McCord, Esq. JONES & WALDEN, LLC E-mail: info@joneswalden.com In re 1457 N Prieur St No LLC Bankr. E.D. La. Case No. 23-11657 Chapter 11 Petition filed September 26, 2023 See https://www.pacermonitor.com/view/AA7SDNA/1457_N_PRIEUR_ST_NO_LLC__laebke-23-11657__0001.0.pdf?mcid=tGE4TAMA represented by: James Graham, Esq. THE LAW FIRM OF JAMES GRAHAM E-mail: jgraham@jamesgrahamlaw.com In re TBD Restaurants, LLC Bankr. D. Nev. Case No. 23-14166 Chapter 11 Petition filed September 26, 2023 See https://www.pacermonitor.com/view/XTBLZ6A/TBD_RESTAURANTS_LLC__nvbke-23-14166__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Window Systems of Texas, Inc. Bankr. S.D. Tex. Case No. 23-33685 Chapter 11 Petition filed September 26, 2023 See https://www.pacermonitor.com/view/5ECBV7Y/Window_Systems_of_Texas_Inc__txsbke-23-33685__0001.0.pdf?mcid=tGE4TAMA represented by: Robert C Lane, Esq. THE LANE LAW FIRM E-mail: notifications@lanelaw.com In re Samuel Rodriguez Bankr. D. Ariz. Case No. 23-06765 Chapter 11 Petition filed September 27, 2023 In re 680 North Leadville LLC Bankr. D. Del. Case No. 23-11617 Chapter 11 Petition filed September 27, 2023 See https://www.pacermonitor.com/view/OIVUEXQ/680_North_Leadville_LLC__debke-23-11617__0001.0.pdf?mcid=tGE4TAMA represented by: Sean M. Beach, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP E-mail: sbeach@ycst.com In re Karen Landscaping, Inc. Bankr. N.D. Ga. Case No. 23-11194 Chapter 11 Petition filed September 27, 2023 See https://www.pacermonitor.com/view/VRXL5UI/Karen_Landscaping_Inc__ganbke-23-11194__0001.0.pdf?mcid=tGE4TAMA represented by: William Rountree, Esq. ROUNTREE, LEITMAN, KLEIN & GEER, LLC E-mail: wrountree@rlkglaw.com In re Marc Howell Bankr. D. Idaho Case No. 23-40446 Chapter 11 Petition filed September 27, 2023 represented by: Aaron Tolson, Esq. In re Moore Roofing LLC Bankr. D. Kan. Case No. 23-21139 Chapter 11 Petition filed September 27, 2023 See https://www.pacermonitor.com/view/MIUZUKI/Moore_Roofing_LLC__ksbke-23-21139__0001.0.pdf?mcid=tGE4TAMA represented by: Ryan A. Blay, Esq. WM LAW, PC E-mail: blay@wagonergroup.com In re Alireza Kalantar Hormozi Bankr. D. Md. Case No. 23-16912 Chapter 11 Petition filed September 27, 2023 represented by: Dmitri Chernov, Esq. In re Board of Managers of Dorchester Heights Condominium Bankr. E.D.N.Y. Case No. 23-43451 Chapter 11 Petition filed September 27, 2023 See https://www.pacermonitor.com/view/URUPZDQ/Board_of_Managers_of_Dorchester__nyebke-23-43451__0001.0.pdf?mcid=tGE4TAMA represented by: Rachel S. Blumenfeld, Esq. LAW OFFICE OF RACHEL S. BLUMENFELD PLLC E-mail: rachel@blumenfeldbankruptcy.com In re Bob Elliott's Music Makers LLC Bankr. S.D.N.Y. Case No. 23-11556 Chapter 11 Petition filed September 27, 2023 See https://www.pacermonitor.com/view/77TXU6Q/Bob_Elliotts_Music_Makers_LLC__nysbke-23-11556__0001.0.pdf?mcid=tGE4TAMA represented by: Norma E. Ortiz, Esq. ORTIZ & ORTIZ, LLP E-mail: email@ortizandortiz.com In re Mutschler & Mutschler, LLC Bankr. N.D. Tex. Case No. 23-32146 Chapter 11 Petition filed September 27, 2023 See https://www.pacermonitor.com/view/CMFQYHY/Mutschler__Mutschler_LLC__txnbke-23-32146__0001.0.pdf?mcid=tGE4TAMA represented by: Eric A. Liepins, Esq. ERIC A. LIEPINS E-mail: eric@ealpc.com In re Scott J Edwards Bankr. W.D. Wash. Case No. 23-41650 Chapter 11 Petition filed September 27, 2023 represented by: Faye Rasch, Esq. In re Enviro Kleen, Inc. Bankr. D.N.J. Case No. 23-18500 Chapter 11 Petition filed September 28, 2023 See https://www.pacermonitor.com/view/6MJXOAI/Enviro_Kleen_Inc__njbke-23-18500__0001.0.pdf?mcid=tGE4TAMA represented by: Sam Della Fera, Jr., Esq. CHIESA SHAHINIAN & GIANTOMASI PC E-mail: sdellafera@csglaw.com In re 1422 L Street LLC Bankr. S.D.N.Y. Case No. 23-11558 Chapter 11 Petition filed September 28, 2023 See https://www.pacermonitor.com/view/USBMXOQ/1422_L_Street_LLC__nysbke-23-11558__0001.0.pdf?mcid=tGE4TAMA represented by: Lawrence F. Morrison, Esq. MORRISON TENENBAUM PLLC E-mail: lmorrison@m-t-law.com In re Post Pub Inc. Bankr. S.D.N.Y. Case No. 23-11557 Chapter 11 Petition filed September 28, 2023 See https://www.pacermonitor.com/view/UCETNYQ/Post_Pub_Inc__nysbke-23-11557__0001.0.pdf?mcid=tGE4TAMA represented by: Lawrence F. Morrison, Esq. MORRISON TENENBAUM PLLC E-mail: lmorrison@m-t-law.com In re Transplant Systems, LLC Bankr. M.D.N.C. Case No. 23-10531 Chapter 11 Petition filed September 28, 2023 See https://www.pacermonitor.com/view/VITD5DA/Transplant_Systems_LLC__ncmbke-23-10531__0001.0.pdf?mcid=tGE4TAMA represented by: Erik M. Harvey, Esq. BENNETT GUTHRIE PLLC In re Jose Manuel Serrano Viera Bankr. D.P.R. Case No. 23-03101 Chapter 11 Petition filed September 28, 2023 represented by: Myrna Ruiz Olmo, Esq. In re Joe Donald Wright and Alicia D. Wright Bankr. W.D. Tenn. Case No. 23-11250 Chapter 11 Petition filed September 28, 2023 In re General Pest Solutions LLC Bankr. D.S.C. Case No. 23-02944 Chapter 11 Petition filed September 28, 2023 See https://www.pacermonitor.com/view/BNLVYNY/General_Pest_Solutions_LLC__scbke-23-02944__0001.0.pdf?mcid=tGE4TAMA represented by: Richard A Steadman, Jr., Esq. STEADMAN LAW FIRM, P.A. E-mail: rsteadman@steadmanlawfirm.com In re Healy Chiropractic and Wellness Center LLC Bankr. M.D. Fla. Case No. 23-04091 Chapter 11 Petition filed September 29, 2023 See https://www.pacermonitor.com/view/JX6UYUY/Healy_Chiropractic_and_Wellness__flmbke-23-04091__0001.0.pdf?mcid=tGE4TAMA represented by: Jeffrey S. Ainsworth, Esq. BRANSONLAW, PLLC E-mail: jeff@bransonlaw.com In re Jean Steusloff Bankr. N.D. Ga. Case No. 23-21099 Chapter 11 Petition filed September 29, 2023 represented by: Will Geer, Esq. In re Jody D Lashley Bankr. W.D. Ky. Case No. 23-10735 Chapter 11 Petition filed September 29, 2023 In re James Patrick Tarpey Bankr. D. Mont. Case No. 23-20126 Chapter 11 Petition filed September 29, 2023 represented by: James A. Patten, Esq. Molly S. Considine, Esq. PATTEN, PETERMAN, BEKKEDAHL & GREEN, PLLC In re Konstantinos Tsambounieris Bankr. E.D.N.Y. Case No. 23-43516 Chapter 11 Petition filed September 29, 2023 represented by: Lawrence Morrison, Esq. In re Konstantinos Matsangos Bankr. E.D.N.Y. Case No. 23-43514 Chapter 11 Petition filed September 29, 2023 represented by: Lawrence Morrison, Esq. In re Oksana Olegovna Tuman Bankr. E.D.N.Y. Case No. 23-43531 Chapter 11 Petition filed September 29, 2023 represented by: Alla Kachan, Esq. In re Louisa Ridge Adult Day Services, Inc. Bankr. N.D. Ohio Case No. 23-51350 Chapter 11 Petition filed September 29, 2023 See https://www.pacermonitor.com/view/2XCHJDA/Louisa_Ridge_Adult_Day_Services__ohnbke-23-51350__0001.0.pdf?mcid=tGE4TAMA represented by: Michael A. Steel, Esq. STEEL & COMPANY, LTD E-mail: msteel@steelcolaw.com In re The Learning Curve Academy, LLC Bankr. W.D. Pa. Case No. 23-22067 Chapter 11 Petition filed September 29, 2023 See https://www.pacermonitor.com/view/HIDPK4I/The_Learning_Curve_Academy_LLC__pawbke-23-22067__0001.0.pdf?mcid=tGE4TAMA represented by: Christopher M. Frye, Esq. STEIDL & STEINBERG, P.C. E-mail: chris.frye@steidl-steinberg.com In re Noel Arturo Zamora Bankr. S.D. Tex. Case No. 23-70196 Chapter 11 Petition filed September 29, 2023 represented by: Jose Luis Castillo, Esq. LAW OFFICE OF JOSE LUIS CASTILLO, PC E-mail: jose.castillo@castillo-law.net In re William-Walton, Inc. Bankr. S.D. W.Va. Case No. 23-50082 Chapter 11 Petition filed September 29, 2023 See https://www.pacermonitor.com/view/2FF3RVA/William-Walton_Inc__wvsbke-23-50082__0001.0.pdf?mcid=tGE4TAMA represented by: Paul W. Roop, II, Esq. ROOP LAW OFFICE, LC E-mail: bankruptcy@rooplawoffice.com In re John A. Brymer and Tracy M Brymer Bankr. E.D. Wisc. Case No. 23-24453 Chapter 11 Petition filed September 29, 2023 In re Pita Franchising, LLC Bankr. N.D. Ga. Case No. 23-59597 Chapter 11 Petition filed September 30, 2023 See https://www.pacermonitor.com/view/QW7ZEUY/Pita_Franchising_LLC__ganbke-23-59597__0001.0.pdf?mcid=tGE4TAMA represented by: Paul Reece Marr, Esq. PAUL REECE MARR, P.C. E-mail: paul.marr@marrlegal.com In re TNT Industries, LLC Bankr. D. Utah Case No. 23-24401 Chapter 11 Petition filed October 1, 2023 See https://www.pacermonitor.com/view/NZA6FZI/TNT_Industries_LLC__utbke-23-24401__0001.0.pdf?mcid=tGE4TAMA represented by: Geoffrey L. Chesnut, Esq. RED ROCK LEGAL SERVICES, PLLC E-mail: courtmailrr@expresslaw.com In re Saeed Ghafoori Bankr. N.D. Cal. Case No. 23-30665 Chapter 11 Petition filed October 2, 2023 In re NWR Construction & Exteriors, Inc. Bankr. N.D. Ill. Case No. 23-13173 Chapter 11 Petition filed October 2, 2023 See https://www.pacermonitor.com/view/FKFTLDY/NWR_Construction__Exteriors_Inc__ilnbke-23-13173__0001.0.pdf?mcid=tGE4TAMA represented by: David Freydin, Esq. LAW OFFICES OF DAVID FREYDIN E-mail: david.freydin@freydinlaw.com In re The Toccoa Outpost LLPC Bankr. E.D. Tenn. Case No. 23-12291 Chapter 11 Petition filed October 2, 2023 See https://www.pacermonitor.com/view/PNZIA6Y/The_Toccoa_Outpost_LLPC__tnebke-23-12291__0001.0.pdf?mcid=tGE4TAMA represented by: Kenneth C. Rannick, Esq. KENNETH C. RANNICK E-mail: Rannick@lawyerchattanooga.com In re A Plus Wireless Bankr. N.D. Tex. Case No. 23-42990 Chapter 11 Petition filed October 2, 2023 See https://www.pacermonitor.com/view/2IP3PMI/A_Plus_Wireless__txnbke-23-42990__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Thai Kitchen, LLC Bankr. N.D. Tex. Case No. 23-50184 Chapter 11 Petition filed October 2, 2023 See https://www.pacermonitor.com/view/IEROVWQ/Thai_Kitchen_LLC__txnbke-23-50184__0001.0.pdf?mcid=tGE4TAMA represented by: Brad W. Odell, Esq. MULLIN HOARD & BROWN, L.L.P. E-mail: bodell@mhba.com In re Mykel Shariff Sanders Bankr. N.D. Ga. Case No. 23-59618 Chapter 11 Petition filed October 2, 2023 In re William Thomas Craig Bankr. N.D. Ga. Case No. 23-59644 Chapter 11 Petition filed October 2, 2023 represented by: Todd Hennings, Esq. In re Organic Nails KS LLC Bankr. D. Kan. Case No. 23-21172 Chapter 11 Petition filed October 2, 2023 See https://www.pacermonitor.com/view/R4LFAZA/Organic_Nails_KS_LLC__ksbke-23-21172__0001.0.pdf?mcid=tGE4TAMA represented by: Nancy Leah Skinner, Esq. SKINNER LAW, LLC E-mail: nancy@skinnerlawkc.com In re SamJane Properties, LLC Bankr. E.D. Mo. Case No. 23-43553 Chapter 11 Petition filed October 2, 2023 See https://www.pacermonitor.com/view/OX2FKVI/SamJane_Properties_LLC__moebke-23-43553__0001.0.pdf?mcid=tGE4TAMA represented by: Robert A. Breidenbach, Esq. GOLDSTEIN & PRESSMAN, P.C. E-mail: rab@goldsteinpressman.com In re Madaripur, LLC Bankr. E.D.N.Y. Case No. 23-43559 Chapter 11 Petition filed October 2, 2023 See https://www.pacermonitor.com/view/RFSF2WY/MADARIPUR_LLC__nyebke-23-43559__0001.0.pdf?mcid=tGE4TAMA represented by: Thomas A. Farinella, Esq. LAW OFFICE OF THOMAS A. FARINELLA, PC E-mail: tf@lawtaf.com In re Samia Taxi, LLC Bankr. S.D.N.Y. Case No. 23-11581 Chapter 11 Petition filed October 2, 2023 See https://www.pacermonitor.com/view/4SQDNGQ/Samia_Taxi_LLC__nysbke-23-11581__0001.0.pdf?mcid=tGE4TAMA represented by: Thomas A. Farinella, Esq. LAW OFFICE OF THOMAS A. FARINELLA, PC E-mail: tf@lawtaf.com ********* 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. 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