/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/231010.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, October 10, 2023, Vol. 27, No. 282 Headlines 1741 N WESTERN AVE.: Hits Chapter 11 Bankruptcy 5280 AURARIA: Seeks Cash Collateral Access Thru Oct 31 A FAMILY MEMBER HOMECARE: Dives in Subchapter V Bankruptcy AETIUS COMPANIES: Seeks to Hire Pokorny & Company as Accountant AKUMIN INC: Unit Gets Limited Waiver of $3.9M Note Interest Payment ALASKA LOGISTICS: Seeks to Hire Hagen Kurth Perman as Accountant ALL AMERICA TRADING: Court OKs Cash Collateral Access Thru Oct 24 ALL DAY ACQUISITIONCO: $200MM Bank Debt Trades at 76% Discount AMMACORE INC: Seeks Cash Collateral Access AMPIO PHARMACEUTICALS: CEO Has Indefinite Term Under New Contract ARTERA SERVICES: $135MM Bank Debt Trades at 31% Discount ATENTO SA: Secures Backstop Commitments for Exit Financing AVINGER INC: Schedules 2023 Annual Meeting for Dec. 22 AVISON YOUNG CANADA: $375MM Bank Debt Trades at 60% Discount BAIS YAAKOV: Seeks to Hire Victor Schlesinger as Appraiser BELLE ISLE: Court OKs Cash Collateral Access Thru Nov 29 BEST ROCK: Taps Law Office of Lazaro E. Fernandez as Counsel BITTREX INC: Chapter 11 Disclosure Statement Okayed BLOCKFI INC: Customer Repayment Through Liquidation Plan Okayed BOY SCOUTS: Settlement Trust to Modify Abuse Claims Audit BRIGHT HEALTH: Agrees With Lenders to Increase Loan by $6.4 Million BWH TEXAS: Voluntary Chapter 11 Case Summary BYJU'S ALPHA: $1.20BB Bank Debt Trades at 72% Discount CAIR HEATING: Seeks Approval to Hire Bowden & Wood as Accountant CALIFORNIA WINE: Taps Bachecki, Crom & Co. as Accountant CALIFORNIA WINE: Taps Law Offices of Brian Irion as Counsel CANOPY GROWTH: Completes Sale of Hershey Drive Facility for C$53M CASTLE US: $1.20BB Bank Debt Trades at 25% Discount CASTLE US: $295MM Bank Debt Trades at 25% Discount CELSIUS NETWORK: FTC Says Co-Founders Can't Escape Crypto Lawsuit CENTERPOINT PRODUCTIONS: Hires Cutler-Smith PC as Special Counsel CHOPRA REALTY: Hits Chapter 11 Bankruptcy Protection CHOYDA INC: Taps Moya Robinson of Compass as Real Estate Agent CONGREGATION KHAL: Seeks to Hire Robert S. Lewis as Attorney CONNEXA SPORTS: Posts $847K Net Loss in Quarter Ended July 31 CUENTAS INC: Receives Delisting Notice From Nasdaq CURO GROUP: Updated Investor Presentation Filed DCQW LLC: Case Summary & 13 Unsecured Creditors DIGITAL ALLY: CLOE Files Registration Statement on Proposed Merger DIOCESE OF ROCKVILLE CENTRE: Chapter 11 Discovery Granted EAGLE PROPERTIES: Gets OK to Hire Maurice VerStandig as CRO EAGLE PROPERTIES: Gets OK to Tap Martin Law Group as Legal Counsel EMERGENT BIOSOLUTIONS: Issues Statement on Camden Facility Status EXPRESS ELECTRIC SUPPLY: Commences Subchapter V Bankruptcy EYECARE PARTNERS: $440MM Bank Debt Trades at 31% Discount EYECARE PARTNERS: $750MM Bank Debt Trades at 31% Discount FANJOY CO: Seeks to Hire Turner Dhillon as Special Counsel FINTHRIVE SOFTWARE: $460MM Bank Debt Trades at 39% Discount FULL-CIRCLE ATHLETE: Unsecureds to Split $15K over 48 Months G.I.K. INVESTMENT: Gets OK to Hire Joel M. Aresty as Legal Counsel GABHALTAIS TEAGHLAIGH: Unsecureds to Get Paid from Surplus Proceeds GAINWELL HOLDING: S&P Alters Outlook to Negative, Affirms 'B-' ICR GAUCHO GROUP: Issues $53K Worth of Common Shares to Tumim GAUCHO GROUP: Updates Stakeholders on Argentina Operations HORNBLOWER SUB: $349.4MM Bank Debt Trades at 58% Discount HOVNANIAN ENTERPRISES: Lenders Push Back Maturity of $600MM Debt IDOCKET.COM LLC: Case Summary & 20 Largest Unsecured Creditors IMEDIA BRANDS: Seeks to Hire Ordinary Course Professionals INDUSTRIAL AUTHORITY: U.S. Trustee Appoints Creditors' Committee INN S.F. ENTERPRISE: Gets OK to Hire Bachecki Crom as Accountant JIREH FITNESS SOLUTIONS: Files for Chapter 11 Bankruptcy JIREH FITNESS: Seeks to Hire Gamberg & Abrams as Legal Counsel KNS MOTEL: Seeks to Hire Goldberg Simpson as Legal Counsel LD CONSTRUCTION INC: Seeks Chapter 11 Bankruptcy Protection LEE & MAIN STREET: Seeks to Hire Farthing Legal as Legal Counsel LEXARIA BIOSCIENCE: Closes $1.6 Million Securities Offering LJF INC: Seeks to Hire Calaiaro Valencik as Bankruptcy Counsel LTL MANAGEMENT: Talc Lawyers' Fees Approved in 1st Bankruptcy LUCKY BUCKS: Completes Restructuring Process, Exits Chapter 11 LUNA DAIRY: Gets OK to Hire C. Conde & Assoc. as Legal Counsel LXRANDCO INC: Files Notice of Intention to Make BIA Proposal MERCURITY FINTECH: All Four Proposals Passed at Annual Meeting MIDWEST DOUGH: Gets OK to Hire Blackman & Associates as Accountant MORVATT ENTERPRISES: Taps Deitz Shields & Freeburger as Counsel MOUNTAINEER MERGER: $200MM Bank Debt Trades at 25% Discount NU STYLE LANDSCAPE: Seeks Cash Collateral Access NUZEE INC: Registers for Sale $100M Worth of Securities OMNIQ CORP: Cancels Agreement to Acquire Tadiran Telecom PANACEA LIFE: Completes Acquisition of N7 Enterprises PHUNWARE INC: Director Quits Amid Cost-Cutting Measures PLAYHOUSE SQUARE: S&P Alters Outlook to Pos. Affirms 'BB+' LT ICR POLAR US: $1.48BB Bank Debt Trades at 22% Discount PRIME CORE: Prime Trust Unsecureds to Recover Up to 69% of Claims QLIK PARENT: Fitch Gives B+ First-Time LongTerm IDR, Outlook Stable QUICK TUBE SYSTEMS: Seeks to Hire Lane Law Firm PLLC as Counsel RACKSPACE TECHNOLOGY: Names Investment Banking Exec to Board REPLICEL LIFE: Anticipates Filing Interim Reports by Oct. 27 RINCHEM CO: S&P Downgrades ICR to 'CCC+' on Elevated Leverage ROYAL OAKS: Fitch Lowers Rating on 2016/2020A Bonds to 'BB+' ROYALE ENERGY: Reports Progress on Ares Energy JDA SALEM MEDIA: To Sell Salem Church Product Business to Gloo for $30M SAN MARINO CAFE: Seeks Cash Collateral Access on Final Basis SANUWAVE HEALTH: Investor Presentation for SEPA Merger Filed SAS AB: Scandinavian Airline Weighs Equity Investors' Bids SHIFT TECHNOLOGIES: Case Summary & 30 Largest Unsecured Creditors SHIFT TECHNOLOGIES: Files Chapter 11 Bankruptcy Petition SINCLAIR TELEVISION: $750MM Bank Debt Trades at 32% Discount SIZZLING PLATTER: Fitch Affirms 'B-' LongTerm IDR, Outlook Stable SMI ACQUISITION: $235MM Bank Debt Trades at 36% Discount SPACE SHADOW: Case Summary & Four Unsecured Creditors STANADYNE LLC: Chapter 11 Liquidation Plan Approved STAR INTERMEDIATE: Fitch Assigns Final 'B+' LongTerm IDR TATTOOED CHEF: Hires Gibson Dunn & Crutcher as Special Counsel THIRTEEN FIFTY: Case Summary & 20 Largest Unsecured Creditors THRASIO LLC: $325MM Bank Debt Trades at 28% Discount THRASIO LLC: $740MM Bank Debt Trades at 27% Discount UETEK: Commences Subchapter V Bankruptcy Protection in California UNITED BRANDS: Seeks to Hire Binder & Malter as Bankruptcy Counsel UNITED BRANDS: Seeks to Hire Stephen R. Pappas as Special Counsel US REALM POWDER: Seeks to Hire Kevin Norris as Interim CFO VALCOUR PACKAGING: $160MM Bank Debt Trades at 58% Discount VIASAT INC: 401(k) Profit Sharing Plan Reports $1.04B Net Assets VIASAT INC: BofA et al. Agree to Amend $616MM Term Loan Facility VIASAT INC: Repays JPMorgan Bridge Facility Following Notes Sale VMR CONTRACTORS: Court OKs Cash Collateral Access Thru Oct 30 VOYAGER TRAVEL: Seeks to Hire Buddy D. Ford as Bankruptcy Counsel WELCOME GROUP: Seeks to Hire Thomsen Law Group as Legal Counsel WEWORK COMPANIES: Fitch Lowers LongTerm IDR to 'C' WHEEL PROS INC: $1.18BB Bank Debt Trades at 31% Discount WOOF HOLDINGS: $750MM Bank Debt Trades at 23% Discount WORKSITE LABS: Seeks to Hire Stearns Weaver as Litigation Counsel WWMAJ SYSTEMS: Gets OK to Hire Shell Law & Tax as Accountant [*] Chris Dickerson Joins Ropes & Gray's Chicago Office [*] Herrick Feinstein Partner Advises William Vale Hotel Owner [^] Large Companies with Insolvent Balance Sheet ********* 1741 N WESTERN AVE.: Hits Chapter 11 Bankruptcy ----------------------------------------------- 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 telephonic 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 1741 N Western Ave Acquisitions LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). 1741 N Western Ave Acquisitions 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 N. Lerner, as manager and member, the Debtor reports assets and liabilities between $1 million and $10 million. The Honorable Bankruptcy Judge Timothy A Barnes handles the case. The Debtor is represented by: Matthew E. McClintock, Esq. Goldstein & McClintock LLLP 1415 N. Dayton, #103 Chicago, IL 60642 Tel: (312) 337-7700 Fax: (312) 277-2305 Email: mattm@goldmclaw.com 5280 AURARIA: Seeks Cash Collateral Access Thru Oct 31 ------------------------------------------------------ 5280 Auraria, LLC asks the U.S. Bankruptcy Court for the District of Colorado for authority to use cash collateral in accordance with the budget, with a 15% variance, through October 31, 2023. The Debtor owns and manages the property known as Auraria Student Lofts located at 1051 14th Street and 1405 Curtis Street, Denver, Colorado. The Auraria Student Lofts provide off-campus student housing apartments near the University of Colorado - Denver, Metropolitan State University, Denver Community College, and the University of Denver. The Property has 125 rental units with 438 beds, occupying 153,860 square feet in downtown Denver. DB Auraria LLC asserts a senior security interest in the Debtor's assets pursuant to a Deed of Trust, Assignment of Leases and Rents, Assignment of Management Agreement, Lockbox Deposit Account Control Agreement. The Debtor has objected to DB Auraria's claim, in which DB Auraria claimed an amount of $51.112 million with $48.5 million of that amount being secured. Auraria Stub LLC also asserts a security interest in the Property that is junior to DB Auraria's interest. Auraria Stub asserts it secured its junior loan in the original principal amount of $5.5 million by a second priority deed of trust on the Property and by a pledge of 25% of the equity interests in the Debtor, held by Nelson Partners, LLC. DB Auraria has not yet agreed to the operational expense for temporary help, which is necessary to preserve the value of the Property. The Debtor has an open maintenance supervisor position at the Property and has needed additional temporary help for post-move-in work orders. Until the maintenance supervisor position is filled, the Debtor will require additional temporary help, and the $5,000 budgeted for this expense is reasonable under the circumstances. Because this expense are necessary to protect and preserve the Property, any objections to this line-item should be overruled. The Debtor will continue to provide the Lenders with a complete accounting, on a monthly basis, of all revenue, expenditures, and collections through the filing of the Debtor's Monthly Operating Reports. A copy of the motion is available at https://urlcurt.com/u?l=mTY0yR from PacerMonitor.com. About 5280 Auraria 5280 Auraria, LLC, owns Auraria Student Lofts, a high-rise building in downtown Denver aimed at providing housing for college students. 5280 Auraria's sole member and manager is Nelson Partners, LLC, a Utah limited liability company. The individual principal is Patrick Nelson. 5280 Auraria sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 22-12059) on June 9, 2022. In the petition filed by Patrick Nelson, as managing member, the Debtor listed between $50 million and $100 million in both assets and liabilities. Judge Kimberley H. Tyson oversees the case. Michael J. Pankow, Esq., at Brownstein Hyatt Farber Schreck, LLP is the Debtor's counsel. A FAMILY MEMBER HOMECARE: Dives in Subchapter V Bankruptcy ---------------------------------------------------------- A Family Member HomeCare Holdings Inc. filed for Subchapter V of Chapter 11 protection in the Southern District of Florida. According to court filing, the Debtor reports $2,022,917 in debt owed to 1 and 49 unsecured 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 October 6, 2023, at 9:00 A.M. About A Family Member HomeCare Holdings Inc. A Family Member HomeCare Holdings Inc. -- https://afamilymemberhomecare.com -- is a company that provides quality caregivers, health and support services for older adults and anyone else who needs it in South Florida. A Family Member HomeCare Holdings Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-17322). In the petition filed by Brian Gauthier, as president, the Debtor reported total assets of $159,329 and total liabilities of $2,022,917. The Debtor is represented by: Chad T Van Horn, Esq. 11788 West Sample Road, Suite 105 Coral Springs, FL 33065 AETIUS COMPANIES: Seeks to Hire Pokorny & Company as Accountant --------------------------------------------------------------- Aetius Companies, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Western District of North Carolina to employ Pokorny & Company as their accountants. Pokorny will perform those accounting services that will be necessary during these Chapter 11 cases. Pokorny will be paid at these rates: James R. Pokorny $300/hour Elizabeth J. Shelley $125/hour The Debtors have paid a retainer in the amount of $7,500. James Pokorny, CPA, accountant with Pokorny & Company, assured the court that the firm does not hold or represent any interest adverse to the Debtors' estate. The firm can be reached through: James R. Pokorny, CPA Pokorny & Company 150 Fairview Rd Ste 333 Mooresville, NC 28117-9513 About Aetius Companies, LLC Aetius Companies, LLC and affiliates operate a restaurant chain. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. N.C. Lead Case No. 23-30470) on July 19, 2023. In the petition signed by Mark Cote, president, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Craig Whitley oversees the case. Robert A. Cox, Jr., Esq., at Hamilton Stephens Steele + Martin, PLLC, represents the Debtor as legal counsel. Blystone and Donaldon is the Debtor's financial advisor. AKUMIN INC: Unit Gets Limited Waiver of $3.9M Note Interest Payment ------------------------------------------------------------------- Akumin Operating Corp., a wholly owned indirect subsidiary of Akumin Inc., and Stonepeak Magnet Holdings LP, entered into a temporary waiver agreement in connection with the 11.00% Unsecured PIK Toggle Series A Note, dated as of Sept. 1, 2021 (as amended), between the Issuer and Stonepeak. Under the terms of the Waiver, (i) the Issuer acknowledged that (A) it was obligated to pay Stonepeak $9,311,817.46 in PIK Interest as of the Sept. 29, 2023 PIK Interest Payment Date (each as defined in the Series A Note), (B) that it was obligated to pay Stonepeak $3,939,615.08 in Cash Interest as of the Sept. 29, 2023 Cash Interest Payment Date and (C) that absent the Waiver, the Issuer's failure to make the Cash Interest payment to Stonepeak would have constituted a Trigger Event (as defined in Section 7 of the Series A Note) and would have entitled Stonepeak to certain rights and remedies against the Issuer and the Company under Section 8 of the Series A Note; (ii) Stonepeak extended the due date of the Sept. 29, 2023 Cash Interest payment to Oct. 16, 2023 and agreed that no Trigger Event occurred upon the Issuer's failure to make the Cash Interest payment due on Sept. 29, 2023 and that it would not be entitled as a result thereof to any rights and remedies under Section 8 of the Series A Note; and (iii) the Issuer agreed that except as expressly provided in the Waiver, (A) none of rights and remedies granted to Stonepeak under Section 8 of the Series A Note are invalidated, impaired or otherwise modified and (B) the Waiver does not waive or release the Issuer from any past, existing or future Default, Event of Default or Trigger Event (each as defined in the Series A Note). In the event that the Issuer does not pay Stonepeak $3,939,615.08 in Cash Interest by Oct. 16, 2023, the extension of the Cash Interest Payment Date from Sept. 29, 2023 to Oct. 16, 2023 and the waiver of Stonepeak's rights and remedies under Section 8 of the Series A Note shall be deemed ineffective and Stonepeak shall immediately be entitled to all its rights and remedies under Section 8 of the Series A Note as if the Waiver had never existed. About Akumin Akumin Inc. -- www.akumin.com -- provides (1) fixed-site outpatient diagnostic imaging services through a network of 180 owned and/or operated imaging locations; and (2) outpatient radiology and oncology services and solutions to approximately 1,100 hospitals and health systems across 48 states. Akumin reported a net loss of $151.58 million for the year ended Dec. 31, 2022, compared to a net loss of $34.81 million for the year ended Dec. 31, 2021. * * * As reported by the TCR on Aug. 22, 2023, S&P Global Ratings lowered all of its ratings on Akumin Inc., including its issuer credit rating on the company to 'CCC' from 'B-'. S&P said the negative outlook reflects the risk that, absent a significant operating improvement, the Company's debt might not be sustainable. ALASKA LOGISTICS: Seeks to Hire Hagen Kurth Perman as Accountant ---------------------------------------------------------------- Alaska Logistics, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Washington to hire Hagen, Kurth, Perman & Co. P.S. to serve as accountants. The accountant will assist with the tax preparation and filing, which includes the preparation of Schedule C for the Debtor. The firm will be paid at these rates: Associate $165 per hour Senior Associate $215 per hour Supervisor $260 per hour Manager $365 per hour Owner $450 per hour Hagen, Kurth, Perman & Co. is a disinterested person within the meaning of the Bankruptcy Code and does not hold or represent any interest adverse to this estate, according to court filings. The firm can be reached through: Christopher Thom HAGEN, KURTH, PERMAN & CO. P.S. 1111 3rd Ave #800 Seattle, WA 98101 Telephone: (206) 682-9200 Facsimile: (206) 292-9272 About Alaska Logistics Alaska Logistics LLC transports materials and equipment of all sizes, shapes and types from Seattle to Western Alaska. The Debtor filed Chapter 11 petition (Bankr. W.D. Wash. Case No. 23-11250) on July 7, 2023, with $10 million to $50 million in assets and $1 million to $10 million in liabilities. Allyn Long, general manager and president, signed the petition. Judge Christopher M. Alston oversees the case. Wenokur Riordan, PLLC represents the Debtor as legal counsel. ALL AMERICA TRADING: Court OKs Cash Collateral Access Thru Oct 24 ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Orlando Division, authorized All America Trading, LLC to use cash collateral on an interim basis through October 24, 2023. The Debtor is permitted to use cash collateral to pay: (a) amounts expressly authorized by the Court; and (b) the current and necessary expenses set forth in the budget, plus an amount not to exceed 10% for each line item. Each creditor with a security interest in cash collateral will have a perfected post-petition lien against cash collateral to the same extent and with the same validity and priority as the prepetition lien, without the need to file or execute any document as may otherwise be required under applicable non bankruptcy law. The continued hearing on the matter is set for October 24 at 10:30 a.m. A copy of the court's order and the Debtor's budget is available at https://urlcuhttps://urlcurt.com/u?l=oFLHaW from PacerMonitor.com. The budget provides for total operating expenses, on a monthly basis, as follows: $460,627 for October 2023; $410,142 for November 2023; $424,152 for December 2023; and $358,627 for January 2023. About All America Trading All America Trading LLC is is a Florida limited liability company whose primary place of business is in Orlando, Orange County, Florida. AAT exports bananas globally. It works virtually out of the apartment of the principal of AAT, Joe Mudar, who is the 100% owner of AAT. All America Trading LLC filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-02876) on August 11, 2022. In the petition filed by Mudar Y. Mahmoud, as owner, the Debtor reported assets between $500,000 and $1 million and liabilities between $500,000 and $1 million. Judge Grace E. Robson oversees the case. Aaron R. Cohen has been appointed as Subchapter V trustee. Adina L Pollan, Esq., at McGlinchey Stafford, is the Debtor's counsel. ALL DAY ACQUISITIONCO: $200MM Bank Debt Trades at 76% Discount -------------------------------------------------------------- Participations in a syndicated loan under which All Day AcquisitionCo LLC is a borrower were trading in the secondary market around 23.9 cents-on-the-dollar during the week ended Friday, October 6, 2023, according to Bloomberg's Evaluated Pricing service data. The $200 million facility is a Term loan that is scheduled to mature on December 29, 2025. The amount is fully drawn and outstanding. All Day AcquisitionCo LLC does business as Reorganized 24 Hour Fitness Worldwide Inc., an operator of fitness centers in the US. AMMACORE INC: Seeks Cash Collateral Access ------------------------------------------ Ammacore Inc. asks the U.S. Bankruptcy Court for the Northern District of Georgia, Atlanta Division, for authority to use cash collateral and provide adequate protection. The Debtor requires the use of cash collateral to pay operating expenses including insurance, taxes and compensation for its work force. Advance Financial Corporation, the U.S. Small Business Administration, and Corporation Service Company for National Funding, Inc. may assert a security interest in the Debtor's cash, the proceeds generated from the Debtor's Business operations, and/or certain portions of the Debtor's operating revenues which would constitute cash collateral within the meaning of 11 U.S.C. Section 363. As adequate protection, the Lenders will be granted valid, attached, choate, enforceable, perfected and continuing security interest in, and liens upon all post-petition assets of the Debtor. A copy of the motion is available at https://urlcurt.com/u?l=pxx6ON from PacerMonitor.com. About Ammacore Inc. Ammacore Inc. is a national onsite technology service company for resellers, VARs, manufacturers, distributors, and software vendors. Ammacore partners with its clients to thoroughly understand the technology and service challenges of their customers and employ its proprietary Scope of Service and Event Management Process to identify the very best resources for their customers' needs. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 23-59671) on October 2, 2023. In the petition signed by Chris C. Gaffney, CEO, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Cameron M. McCord, Esq., at Jones & Walden, LLC, represents the Debtor as legal counsel. AMPIO PHARMACEUTICALS: CEO Has Indefinite Term Under New Contract ----------------------------------------------------------------- Ampio Pharmaceuticals, Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission that on Oct. 1, 2023, it entered into an Amendment No. 2 to Employment Agreement with Michael A. Martino, the Company's chief executive officer. The Amendment No. 2 changes the term of the Employment Agreement from a term ending on Nov. 22, 2023 to an indefinite term. No other changes were made in the terms of Mr. Martino's employment as chief executive officer. The Amendment No. 2 to Employment Agreement was approved by the Compensation Committee of the Board of Directors of the Company. About Ampio Pharmaceuticals Headquartered in Englewood, Colorado, Ampio Pharmaceuticals, Inc. -- http://www.ampiopharma.com-- is a pre-revenue stage biopharmaceutical company. Until May 2022 the Company was focused on the clinical development of Ampion and preclinical development of AR-300, a novel, proprietary, small molecule formulation that has (i) demonstrated anti-inflammatory properties in vitro and (ii) protection of cartilage in preclinical rat meniscal tear studies. Denver, Colorado-based Moss Adams LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated March 27, 2023, citing that the Company has suffered recurring losses from operations and cash used in operations that raise substantial doubt about its ability to continue as a going concern. ARTERA SERVICES: $135MM Bank Debt Trades at 31% Discount -------------------------------------------------------- Participations in a syndicated loan under which Artera Services LLC is a borrower were trading in the secondary market around 69.0 cents-on-the-dollar during the week ended Friday, October 6, 2023, according to Bloomberg's Evaluated Pricing service data. The $135 million facility is a Term loan that is scheduled to mature on March 6, 2026. The amount is fully drawn and outstanding. Artera Services, LLC provides utility line construction services. The Company offers installation, repair, and maintenance of gas and electric distribution lines, as well as civil excavation, feasibility studies, horizontal directional drilling, and pollution prevention planning services. ATENTO SA: Secures Backstop Commitments for Exit Financing ---------------------------------------------------------- Atento S.A., one of the world's largest customer relationship management and business process outsourcing (CRM / BPO) service providers and an industry leader in Latin America, on Oct. 3 announced a significant milestone in the implementation of its financial restructuring. The Company has successfully secured backstop commitments for 100% of the $76 million in exit financing required to execute its strategic turnaround conditional on the successful implementation of Atento's Restructuring Plan. This marks a pivotal moment in the Company's journey towards a stronger and more resilient future. The Restructuring Plan, and agreements reached between Atento and its creditors in connection with the Restructuring, will allow Atento to right-size its balance sheet and will provide for the extinguishment of $663 million of Atento's liabilities and for the $76 million in exit financing. If sanctioned by the English court, this combination of a reduction in the Company's debt and the $76 million exit financing will significantly strengthen the Company's financial position and ensure a stable platform for future growth. As a result of these significant milestones, the hearing to convene meetings of Atento's financial creditors in connection with the Restructuring Plan will be heard before the High Court of Justice of England and Wales on October 20, 2023. Atento embarked on this comprehensive restructuring plan with a clear vision to enhance its competitive edge, streamline operations and foster sustainable growth. Today's announcement signifies a substantial step forward in this transformational process. About Atento Atento -- http://www.atento.com/-- is one of the world's largest providers of customer relationship management and business process outsourcing ("CRM, BPO") services in Latin America and one of the world's leading providers. Atento is also a leading provider of nearshoring CRM BPO services for companies operating in the United States. Since 1999, the Company has developed its business model in 17 countries, where it employs approximately 135,000 people. Atento has more than 400 clients to whom it offers a wide range of CRM BPO services through multiple channels. Atento's clients are mainly leading multinational companies in sectors such as telecommunications, banking and financial services, health, retail and public administration, among others. In 2019, Atento was chosen one of the 25 best multinational companies in the world and one of the best multinationals to work for in Latin America by Great Place to Work(R). In addition, in 2021, Everest named Atento as a "star artist." Gartner has named the company for two consecutive years as a leader in its Magic Quadrant beginning in 2021. AVINGER INC: Schedules 2023 Annual Meeting for Dec. 22 ------------------------------------------------------ The Board of Directors of Avinger, Inc. has scheduled the Company's 2023 annual meeting of stockholders for Dec. 22, 2023. The record date for the 2023 Annual Meeting will be Oct. 31, 2023. The Company will provide additional details regarding the exact time, location and matters to be voted on at the 2023 Annual Meeting in the Company's proxy statement for the 2023 Annual Meeting to be filed with the Securities and Exchange Commission prior to the 2023 Annual Meeting. Because the scheduled date of the 2023 Annual Meeting is more than 30 days after the anniversary of the Company's 2022 Annual Meeting of Stockholders, the deadlines for stockholders to propose actions for consideration or to nominate individuals to serve as directors at the 2023 Annual Meeting previously set forth in the Company's 2022 proxy statement are no longer applicable. Pursuant to Rule 14a-5(f) and Rule 14a-18 under the Securities Exchange Act of 1934, as amended, the Company is providing notice of revised deadlines in connection with the 2023 Annual Meeting (i) for the submission of stockholder proposals in compliance with Rule 14a-8 of the Exchange Act and (ii) under the advance notice provisions applicable to stockholders desiring to bring nominations for directors or proposals other than pursuant to Rule 14a-8. To be considered for inclusion in proxy materials for the 2023 Annual Meeting, stockholder proposals submitted pursuant to Rule 14a-8 and intended to be presented at the 2023 Annual Meeting must be received by the Company's Secretary at 400 Chesapeake Drive, Redwood City, California 94063, Attention: Secretary no later than Nov. 10, 2023, which the Company believes to be a reasonable time before it expects to begin to print and send its proxy materials for the 2023 Annual Meeting. Any proposal received after such date will be considered untimely. All Rule 14a-8 proposals must be in compliance with applicable laws and regulations in order to be considered for inclusion in the Company's proxy materials for the 2023 Annual Meeting. The Company's Bylaws include separate advance notice provisions applicable to stockholders desiring to bring nominations for directors or to bring proposals before an annual meeting of stockholders other than pursuant to Rule 14a-8. These advance notice provisions require that, among other things, stockholders give timely written notice to the Company's Secretary regarding such nominations or proposals and provide the information and satisfy the other requirements set forth in the Company's Bylaws. To be timely, a stockholder who intends to present nominations or a proposal at the 2023 Annual Meeting other than pursuant to Rule 14a-8 must provide the information set forth in the Bylaws to the Company's Secretary no later than close of business on Oct. 15, 2023. The Company reserves the right to reject, rule out of order, or take other appropriate action with respect to any nomination or proposal that does not comply with these and other applicable requirements. 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. AVISON YOUNG CANADA: $375MM Bank Debt Trades at 60% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Avison Young Canada Inc is a borrower were trading in the secondary market around 39.7 cents-on-the-dollar during the week ended Friday, October 6, 2023, according to Bloomberg's Evaluated Pricing service data. The $375 million facility is a Term loan that is scheduled to mature on January 31, 2026. About $359.1 million of the loan is withdrawn and outstanding. Avison Young (Canada) Inc. provides real estate services. The Company offers consulting, advisory, lease administration, investment and asset management, and mortgage services. Avison Young (Canada) serves customers worldwide. BAIS YAAKOV: Seeks to Hire Victor Schlesinger as Appraiser ---------------------------------------------------------- Bais Yaakov of Brooklyn, Inc., seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire Victor Schlesinger, an appraiser licensed by the State of New York. The Debtor requires the assistance of Mr. Schlesinger to conduct an appraisal of its real property located at 3025 Avenue L, Brooklyn, N.Y. The appraisal is necessary to the Debtor's Chapter 11 plan, which will propose a sale of the property. Mr. Schlesinger disclosed in a court filing that he is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. About Bais Yaakov of Brooklyn Bais Yaakov of Brookyn, Inc. filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 22-43167) on Dec. 21, 2022, with as much as $1 million in both assets and liabilities. Judge Jil Mazer-Marino oversees the case. Solomon Rosengarten, Esq., a practicing attorney in Brooklyn, N.Y., is the Debtor's bankruptcy counsel. BELLE ISLE: Court OKs Cash Collateral Access Thru Nov 29 -------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Orlando Division, authorized Belle Isle Furniture, LLC to use cash collateral on an interim basis in accordance with the budget through November 29, 2023. The Debtor is permitted to use cash collateral to pay: (a) the amounts expressly authorized by the Court, including payments to the Subchapter V Trustee and payroll obligations incurred post-petition in the ordinary course of business; (b) the current and necessary expenses set forth in the budget plus an amount not to 10% for each line item; and (c) the additional amounts as may be expressly approved in writing by Cogent Bank. On or before September 25, 2023 and continuing on the bi-weekly payment schedule identified on the budget. The Debtor will remit the sum of $8,000 to Cogent Bank on a bi-weekly basis as interim adequate protection payments for the period covering Debtor's authorized use of cash collateral through November 29, 2023. Cogent Bank and the Debtor reserve their respective rights with respect to adequate protection requirements for any period beyond November 29, 2023. The Secured Creditors will have a perfected post-petition lien against cash collateral to the same extent and with the same validity and priority as the prepetition lien, without the need to file or execute any documents as may otherwise be required under applicable non-bankruptcy law. The Debtor will maintain insurance coverage for its property in accordance with the obligations under all applicable loan and security documents. A continued preliminary hearing on the matter is set for November 29 at 2 p.m. A copy of the court's order and the Debtor's budget is available at https://urlcurt.com/u?l=eJU3IY from PacerMonitor.com. The Debtor projects total expenses, on a weekly basis, as follows: $38,200 for the week of October 17, 2023; and $38,270 for the week of October 24, 2023. About Belle Isle Furniture Belle Isle Furniture, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code ((Bankr. M.D. Fla. Case No. 23-02933) on July 24, 2023, with $1 million to $10 million in both assets and liabilities. Judge Tiffany P. Geyer oversees the case. Daniel A. Velasquez, Esq., at Latham, Luna, Eden & Beaudine, LLP is the Debtor's legal counsel. BEST ROCK: Taps Law Office of Lazaro E. Fernandez as Counsel ------------------------------------------------------------ Best Rock Quarry, Inc., seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire the Law Office of Lazaro E. Fernandez, Inc. The Debtor requires legal counsel to: a. Examine claims of creditors; b. Give advice on legal issues related to, among other things, the sale or lease of property of the estate, obtaining credit, requests for security interests, and payment of pre-bankruptcy obligations; c. Negotiate with creditors for a Chapter 11 plan of reorganization; d. Draft a plan of reorganization and disclosure statement; e. Object to claims; and f. Represent the Debtor in all bankruptcy law matters, which may arise in the course of its Chapter 11 case. The firm's attorneys and paralegals will be compensated at $400 per hour and $115 per hour, respectively. The firm received from the Debtor an advance payment of $20,000. Lazaro Fernandez, Esq., disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: Lazaro E. Fernandez, Esq. Law Office of Lazaro E. Fernandez, Inc. 3600 Lime St., Ste. 326 Riverside, CA 92501 Tel: 951-684-4474 Email: lef17@pacbell.net About Best Rock Quarry Best Rock Quarry, Inc. is a company in Barstow, Calif., engaged in the rock mining business. Best Rock Quarry filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-13800) on Aug. 24, 2023, with $1 million to $10 million in both assets and liabilities. Judge Mark D. Houle oversees the case. Lazaro E. Fernandez, Esq., at the Law Office of Lazaro E. Fernandez, Inc. is the Debtor's bankruptcy counsel. BITTREX INC: Chapter 11 Disclosure Statement Okayed --------------------------------------------------- Alex Wittenberg of Law360 reports that a Delaware bankruptcy judge Tuesday, September 26, 2023, approved cryptocurrency exchange Bittrex's Chapter 11 disclosure statement after the company resolved a formal objection from the U. S. Department of Justice over information about customers in sanctioned countries, allowing Bittrex to proceed with a confirmation hearing set for late October 2023. About Bittrex Inc. Bittrex is a regulated digital assets exchange platform. Desolation Holdings and three of its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del., Lead Case No. 23-10597) on May 8, 2023. Desolation Holdings' debtor affiliates are Bittrex, Inc., Bittrex Malta Holdings Ltd. and Bittrex Malta Ltd. At the time of filing, the Debtors estimated consolidated assets of $500 million to $1 billion in assets and $500 million to $1 billion in liabilities. The Hon. Brendan Linehan Shannon presides over the cases. Quinn Emanuel Urquhart & Sullivan, LLP, led by partner Patricia B. Tomasco, is the Debtors' counsel. Berkeley Research Group, LLC, is the Debtors' restructuring advisor. Omni Agent Solutions is the claims agent. BLOCKFI INC: Customer Repayment Through Liquidation Plan Okayed --------------------------------------------------------------- Jonathan Randles of Bloomberg Law reports that failed crypto lender BlockFi Inc. won bankruptcy court approval on its plan for shutting down its business, a milestone that could result in customers getting back a portion of what they're owed by the end of 2023. Judge Michael Kaplan said during a hearing Tuesday, September 26, 2023, he would approve BlockFi's liquidation plan which was supported by a committee representing customer interests and creditors that voted to support it. Some BlockFi creditors are slated to receive partial repayment in Bitcoin or Ethereum, according to court documents. 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 tapped 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: Settlement Trust to Modify Abuse Claims Audit --------------------------------------------------------- Evan Ochsner of Bloomberg Law reports that a Boy Scouts of America settlement trust for abuse survivors must make some modifications to its claims verification process after certain insurers called for more safeguards against fraud, a judge ruled. Insurers had sought five "refinements" to the claims audit procedures for Barbara Houser, the trustee of the BSA Settlement Trust, to follow as she evaluates the abuse claims. Judge Laurie Selber Silverstein of the US Bankruptcy Court for the District of Delaware on Tuesday, September 26, 2023, said she would support some of the insurers' proposed modifications, which will be finalized in a written order. 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. BRIGHT HEALTH: Agrees With Lenders to Increase Loan by $6.4 Million ------------------------------------------------------------------- Bright Health Group, Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission that the Company, NEA 18 Venture Growth Equity, L.P., as the existing lender, and California State Teachers' Retirement System, as an incremental lender, entered into Incremental Amendment No. 1 to the Credit Agreement, dated as of Aug. 4, 2023, between the Company and the Existing Lender to provide for a term loan commitment increase in an aggregate principal amount of $6.4 million by the New Lender under the Amended Credit Agreement. Loans under the Commitment Increase will have the same terms as loans under the original term loan commitments provided by the Existing Lender. The $6.4 million commitment by the New Lender is generally proportional to the amount the New Lender invested in the Company's Series B Convertible Perpetual Preferred Stock financing in October 2022. Warrantholders Agreement On Oct. 2, 2023, the Company and the New Lender entered into a warrantholders agreement setting forth the rights and obligations of the Company and the New Lender as a holder of the warrants to acquire shares of Common Stock at an exercise price of $0.01 per share, and providing for the issuance of the Warrants. Issuance of the Warrants Subject to the satisfaction or waiver of the closing conditions set forth therein, the closing of each issuance of Warrants under the Warrantholders Agreement will take place on the first business day following the date of each Borrowing (as defined in the Warrantholders Agreement) under the Amended Credit Agreement. On each Closing Date, the Company shall deliver electronically to the New Holder a certificate representing the number of Warrants equal to the product of (i) the quotient of (A) the portion of the New Holder's Loans (as defined in the Warrantholders Agreement) that was funded as part of the Borrowing (as defined in the Warrantholders Agreement) applicable to such Closing Date divided by (B) the New Holder's total Commitment (as defined in the Warrantholders Agreement) multiplied by (ii) the Maximum Number of Warrants set forth opposite the New Holder's name on Schedule 1 to the Warrantholders Agreement (rounded to the nearest whole number of Warrants with 0.5 Warrants being rounded up and subject to the aggregate amount of Warrants issued to the New Holder or its permitted assignees not being greater than the Maximum Number of Warrants referred to in the Warrantholders Agreement for the New Holder). Terms of the Warrants The Warrants will be exercisable at any time after issuance and from time to time until on or prior to the close of business on Aug. 29, 2028. The New Holder will not be permitted to transfer its Warrants, except to certain specified affiliates or Approved Funds (as defined in the Warrantholders Agreement), in connection with certain transfers of the loans permitted under the Amended Credit Agreement, certain tender offers, exchange offers, mergers or similar transactions, or as a pledge to a lender under any fund level financing facility, in any event in compliance with federal and state securities laws. The Warrants will include customary net exercise provisions and anti-dilution adjustments, among other customary provisions for instruments of this type. About Bright Health Group Headquartered in Minneapolis, MN, Bright Health Group -- www.brighthealthgroup.com -- is a technology enabled, value-driven healthcare company that organizes and operates networks of affiliate care providers to be successful at managing population risk. The Company focuses on serving aging and underserved consumers that have unmet clinical needs through its Fully Aligned Care Model in Florida, Texas and California. Minneapolis, Minnesota-based Deloitte & Touche LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated March 16, 2023, citing that the Company has a history of operating losses and insufficient cash flow to meet its obligations, that raises substantial doubt about its ability to continue as a going concern. BWH TEXAS: Voluntary Chapter 11 Case Summary -------------------------------------------- Debtor: BWH Texas, LLC fka Breakwater Holding, LLC 3805 Greenbrier Dr. Dallas TX 75225 Chapter 11 Petition Date: October 9, 2023 Court: United States Bankruptcy Court Northern District of Texas Case No.: 23-43085 Debtor's Counsel: Gregory W. Mitchell, Esq. FREEMAN LAW, PLLC 1412 Main Street, Suite 500 Dallas TX 75202 Tel: (972) 463-8417 Email: gmitchell@freemanlaw.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $0 to $50,000 The petition was signed by Matthew Martorello as president of Manager of Debtor. 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/J7SMNKI/BWH_Texas_LLC__txnbke-23-43085__0001.0.pdf?mcid=tGE4TAMA BYJU'S ALPHA: $1.20BB Bank Debt Trades at 72% Discount ------------------------------------------------------ Participations in a syndicated loan under which BYJU's Alpha Inc is a borrower were trading in the secondary market around 27.8 cents-on-the-dollar during the week ended Friday, October 6, 2023, according to Bloomberg's Evaluated Pricing service data. The $1.20 billion facility is a Term loan that is scheduled to mature on November 24, 2026. About $1.18 billion of the loan is withdrawn and outstanding. Think & Learn Private Limited, doing business as Byju’s, provides online educational services. CAIR HEATING: Seeks Approval to Hire Bowden & Wood as Accountant ---------------------------------------------------------------- Cair Heating and Cooling, LLC seeks approval from the the U.S. Bankruptcy Court for the Western District of Kentucky to hire Bowden & Wood, PLLC as its accountants. The firm will be reviewing the Debtor's 2022 income tax returns, getting books ready for and preparing Debtor's 2023 income tax returns, assisting with monthly operating reports and other court reporting requirements, calculating ERTC eligibility, assisting with Quickbooks and Payroll Solutions and providing other accounting services as necessary during the pendency of this case. The firm will charge hourly rates for its services, with Nick Schaefer charging $275 per hour and Jessica Engler charging $190 per hour. Both Mr. Schaefer and Ms. Engler are certified public accountants. Nick Schaefer, a partner of Bowden & Wood, assured the court that his firm is a "disinterested person" within the meaning of 11 U.S.C. 101(14). The firm can be reached through: Nick Schaefer, CPA, CCIFP BOWDEN & WOOD, PLLC 304 Middletown Park Place Louisville, KY 40243 Telephone: (502) 583-0262 Facsimile: (502) 583-0230 Email: info@bowdenandwood.com About Cair Heating and Cooling Cair Heating and Cooling, LLC has historically been engaged in both commercial and residential HVAC installations, and currently maintains warehouses and offices in Louisville, Kentucky, Cincinnati, Ohio; Columbus, Ohio; and Indianapolis, Indiana. The majority of the Debtor's work consists of installing HVAC systems in multi-family residential projects. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr W.D. Ky. Case No. 23-31622) on July 14, 203. In the petition signed by Kevin Clapp, president, the Debtor disclosed up to $10 million in both assets and liabilities. CALIFORNIA WINE: Taps Bachecki, Crom & Co. as Accountant -------------------------------------------------------- California Wine Transport, Inc., seeks approval from the U.S. Bankruptcy Court for the Northern District of California to hire Bachecki, Crom & Co., LLP as its accountant. The Debtor requires an accountant to: a. Prepare and file tax returns; b. Prepare tax projections and perform tax analysis; c. Provide tax consultations; d. Advise the Debtor regarding Chapter 11 plan development; e. Prepare monthly operating reports; f. Analyze claims filed in the Debtor's Chapter 11 case, if necessary; g. Analyze the tax impact of potential transactions, if necessary; and h. Provide other necessary accounting services. The hourly rates charged by the firm for its services are as follows: Partners $495 - $630 per hour Senior Accountant $375 - $480 per hour Junior Accountant $175 - $370 per hour In addition, the firm will seek reimbursement for work-related expenses incurred. Jay Crom, a partner at Bachecki, Crom & Co., disclosed in a court filing that the firm and its members have no connections with the Debtor, creditors or any party involved in the Debtor's bankruptcy case. The firm can be reached at: Jay D. Crom Bachecki, Crom & Co., LLP 400 Oyster Point Boulevard, Suite 106 South San Francisco, CA 94080 Phone: (415)398-3534 Fax: (415)788-0855 Email: bachcrom@bachcrom.com About California Wine Transport California Wine Transport, Inc. stores wine and offers both delivery services and consolidations to the wine industry in California. California Wine Transport filed a Chapter 11 petition (Bankr. N.D. Calif. Case No. 23-51067) on Sept. 19, 2023, with $1,337,383 in assets and $2,784,875 in liabilities. Judge M. Elaine Hammond oversees the case. Brian Irion, Esq., at the Law Offices of Brian Irion and Bachecki, Crom & Co., LLP serve as the Debtor's bankruptcy counsel and accountant, respectively. CALIFORNIA WINE: Taps Law Offices of Brian Irion as Counsel ----------------------------------------------------------- California Wine Transport, Inc., seeks approval from the U.S. Bankruptcy Court for the Northern District of California to hire the Law Offices of Brian Irion. The Debtor requires legal counsel to: a. Represent the Debtor at the initial interview; b. Represent the Debtor at the meeting of creditors; c. Appear and represent the Debtor in various hearings before the bankruptcy court and with the Office of the U.S. Trustee; d. Provide legal advice regarding the powers, duties and financial affairs of the Debtor; e. Represent the Debtor in any adversary proceeding and motion practice before the bankruptcy court related to the resolution of its Chapter 11 case and matters arising in this case; f. Provide services necessary for the Debtor to obtain confirmation of a Chapter 11 plan of reorganization; and g. Perform other necessary legal services directly related to the bankruptcy case. The firm's attorneys and paralegals will be compensated at $450 per hour and $150 per hour, respectively. The Debtor paid the firm an initial deposit of $40,000. As disclosed in court filings, the Law Offices of Brian Irion neither holds nor represents an interest adverse to the Debtor's bankruptcy estate. The firm can be reached at: Brian Irion, Esq. Law Offices of Brian Irion 611 Veterans Blvd. 209 Redwood City, CA 94063 Tel: 650-363-2600 Email: birion@thedesq.com About California Wine Transport California Wine Transport, Inc. stores wine and offers both delivery services and consolidations to the wine industry in California. California Wine Transport filed Chapter 11 petition (Bankr. N.D. Cal. Case No. 23-51067) on Sept. 19, 2023, with $1,337,383 in assets and $2,784,875 in liabilities. Judge M. Elaine Hammond oversees the case. Brian Irion, Esq., at the Law Offices of Brian Irion and Bachecki, Crom & Co., LLP, serve as the Debtor's bankruptcy counsel and accountant, respectively. CANOPY GROWTH: Completes Sale of Hershey Drive Facility for C$53M ----------------------------------------------------------------- Canopy Growth Corporation announced that it has completed the sale of its Hershey Drive facility in Smiths Falls, Ontario, to Hershey Canada, Inc. for cash consideration of approximately C$53 million. As part of its transformation to a simplified, asset-light operating model, Canopy Growth has sold a total of seven properties for aggregate gross proceeds of approximately C$155 million since April 1, 2023. It is anticipated that net proceeds received from the sale of the Facility will be used primarily to pay down the Company's senior secured credit facility. "The closing of the Hershey Drive facility sale further demonstrates our focus and resolve to complete our transformation to a simplified, asset-light operating model while continuing to improve our liquidity position and enhance our balance sheet," said David Klein, chief executive officer of Canopy Growth. "Our ability to be nimble and brand focused has ensured that Canopy Growth is well positioned to succeed in the North American cannabis market." The sale of the Facility follows the centralization of post-harvest manufacturing at the Company's former beverage facility in Smiths Falls, Ontario, as well as the consolidation of all flower cultivation in the Company's purpose-built sites in Kincardine, Ontario and Kelowna, British Columbia. About Canopy Growth Headquartered in Smiths Falls, Ontario, Canopy Growth is a North American cannabis and consumer packaged goods company dedicated to unleashing the power of cannabis to improve lives. Canopy Growth delivers innovative products with a focus on premium and mainstream cannabis brands including Doja, 7ACRES, Tweed, and Deep Space. Canopy Growth's CPG portfolio features targeted 24-hour skincare and wellness solutions from This Works, gourmet wellness products by Martha Stewart CBD, and category defining vaporizer technology made in Germany by Storz & Bickel. Ottawa, Canada-based KPMG LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated June 22, 2023, citing that the Company has material debt obligations coming due in the short-term, has suffered recurring losses from operations and requires additional capital to fund its operations, which raise substantial doubt about its ability to continue as a going concern. CASTLE US: $1.20BB Bank Debt Trades at 25% Discount --------------------------------------------------- Participations in a syndicated loan under which Castle US Holding Corp is a borrower were trading in the secondary market around 75.0 cents-on-the-dollar during the week ended Friday, October 6, 2023, according to Bloomberg's Evaluated Pricing service data. The $1.20 billion facility is a Term loan that is scheduled to mature on January 29, 2027. The amount is fully drawn and outstanding. Castle US Holding Corporation provides database tools and software to public relations and communications professionals. CASTLE US: $295MM Bank Debt Trades at 25% Discount -------------------------------------------------- Participations in a syndicated loan under which Castle US Holding Corp is a borrower were trading in the secondary market around 75.3 cents-on-the-dollar during the week ended Friday, October 6, 2023, according to Bloomberg's Evaluated Pricing service data. The $295 million facility is a Term loan that is scheduled to mature on January 29, 2027. The amount is fully drawn and outstanding. Castle US Holding Corporation provides database tools and software to public relations and communications professionals. CELSIUS NETWORK: FTC Says Co-Founders Can't Escape Crypto Lawsuit ----------------------------------------------------------------- Aislinn Keely of Law360 reports that the U.S. Federal Trade Commission has told a New York federal judge that the co-founders of bankrupt crypto lender Celsius shouldn't be allowed to escape the agency's claims that they misused customer information, saying its complaint shows they had control of the business and directly participated in its downfall. About Celsius Network Celsius Network LLC -- http://www.celsius.network/-- is a financial services company that generates revenue through cryptocurrency trading, lending, and borrowing, as well as by engaging in proprietary trading. Celsius helps over a million customers worldwide to find the path towards financial independence through a compounding yield service and instant low-cost loans accessible via a web and mobile app. Celsius has a blockchain-based fee-free platform where membership provides access to curated financial services that are not available through traditional financial institutions. The Celsius Wallet claims to be one of the only online crypto wallets designed to allow members to use coins as collateral to get a loan in dollars, and in the future, to lend their crypto to earn interest on deposited coins (when they're lent out). Crypto lenders such as Celsius boomed during the COVID-19 pandemic, drawing depositors with high interest rates and easy access to loans rarely offered by traditional banks. But the lenders' business model came under scrutiny after a sharp sell-off in the crypto market spurred by the collapse of major tokens terraUSD and luna in May 2022. New Jersey-based Celsius froze withdrawals in June 2022, citing "extreme" market conditions, cutting off access to savings for individual investors and sending tremors through the crypto market. The list of major crypto firms that have filed for bankruptcy protection in 2022 now includes Celsius Network, Three Arrows Capital and Voyager Digital. Celsius Network, LLC and its subsidiaries sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 22-10964) on July 14, 2022. In the petition filed by CEO Alex Mashinsky, the Debtors estimated assets and liabilities between $1 billion and $10 billion. The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis International, LLP as bankruptcy counsels; Fischer (FBC & Co.) as special counsel; Centerview Partners, LLC as investment banker; and Alvarez & Marsal North America, LLC as financial advisor. Stretto is the claims agent and administrative advisor. On July 27, 2022, the U.S. Trustee appointed an official committee of unsecured creditors. The committee tapped White & Case, LLP as bankruptcy counsel; Elementus Inc. as blockchain forensics advisor; M3 Advisory Partners, LP as financial advisor; and Perella Weinberg Partners, LP as investment banker. Shoba Pillay, Esq., is the examiner appointed in the Debtors' Chapter 11 cases. Jenner & Block, LLP and Huron Consulting Services, LLC serve as the examiner's legal counsel and financial advisor, respectively. CENTERPOINT PRODUCTIONS: Hires Cutler-Smith PC as Special Counsel ----------------------------------------------------------------- Centerpoint Productions, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Cutler-Smith, P.C. as its special counsel. The firm will assist the Debtor on construction law matters including perfecting lien rights. The firm will be paid at these hourly rates: Shareholders $425 Partners $350 Associates $275 to $350 Paralegals $140 Darrell Smith, Esq., a shareholder of Cutler-Smith, assured the court that his firm is a "disinterested person" within the meaning of 11 U.S.C. 101(14). The firm can be reached through: Darrell W. Smith, Esq. CUTLER SMITH PC 12750 Merit Drive, Suite 1450 Dallas, TX 75251 Phone: (214) 219-0800 Email: info@cutler-smith.com About Centerpoint Productions, Inc. Centerpoint Productions, Inc. is a manufacturer of commercial cabinetry. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 23-31716-sgj11) on August 10, 2023. In the petition signed by David Horowitz, president, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Eric A. Liepins, Esq. represents the Debtor as legal counsel. CHOPRA REALTY: Hits Chapter 11 Bankruptcy Protection ---------------------------------------------------- Chopra Realty Inc. filed for chapter 11 protection in the District of New Jersey. According to court filing, the Debtor reports $1,874,714 in debt owed to 1 and 49 creditors. 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 19, 2023, at 11:00 A.M. About Chopra Realty Inc. Chopra Realty Inc. is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Chopra Realty Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 23-18127) on September 18, 2023. In the petition filed by Gagan Chopra and Morhit Chopra, as president and secretary, the Debtor reports total assets of $1,630,800 and total liabilities of $1,874,714. The Debtor is represented by: Geoffrey P. Neumann, Esq. Broege, Neumann, Fischer & Shaver, LLC 135 Lawrenceville Rd Lawrence Township, NJ 08648 Tel: (732) 228-8484x212 Fax: (732) 223-2416 Email: geoff.neumann@gmail.com CHOYDA INC: Taps Moya Robinson of Compass as Real Estate Agent -------------------------------------------------------------- ChoyDa, Inc., received approval from the U.S. Bankruptcy Court for the Northern District of California to hire Moya Robinson, a real estate agent at Compass. The Debtor requires the services of a real estate agent to sell its real property located at 1860 Arrowhead Drive, Oakland, Calif. Ms. Robinson will receive 4.5% of the final sales price of which 2.5% will be paid to the broker of the buyer. As disclosed in court filings, Ms. Robinson is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. Ms. Robinson can be reached at: Moya Robinson Compass Mobile: 415-635-6512 Email: moya.robinson@compass.com About ChoyDa Inc. ChoyDa, Inc., owns two properties in Oakland and Fremont, Calif., valued at $8.2 million. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 23-40753) on June 26, 2023, with $8,200,000 in assets and $4,215,549 in liabilities. Christopher Hayes has been appointed as Subchapter V trustee. Judge Charles Novack oversees the case. E. Vincent Wood, Esq., at The Law Offices E. Vincent Wood, is the Debtor's counsel. CONGREGATION KHAL: Seeks to Hire Robert S. Lewis as Attorney ------------------------------------------------------------ Congregation Khal Yesheos Yakov of Tertzal seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire the Law Offices of Robert S. Lewis, PC, as attorney to the Debtor. The firm will render these services: a. give the Debtor legal advice with respect to its powers and duties in the continued operation of the business and management of the property of the Debtor; b. take necessary action to void liens against the Debtor property; c. prepare, on behalf of the Debtor, necessary petitions, schedules, orders, pleadings and other legal papers; and d. perform all other legal services to the Debtor as debtors which may be necessary. Lewis will charge a flat fee of $5,000. Lewis will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert S. Lewis, partner of the Law Offices of Robert S. Lewis, PC, 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. The firm can be reached at: Robert S. Lewis, Esq. LAW OFFICES OF ROBERT S. LEWIS, PC 53 Burd Street Nyack, NY 10960 Tel: (845) 358-7100 Fax: (845) 353-6943 About Congregation Khal Yesheos Yakov of Tertzal Congregation Khal Yesheos Yakov of Tertzal sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-22622) on August 23, 2023, listing $500,001 to $1 million in both assets and liabilities. Robert S Lewis, Esq. at Robert S Lewis, P.C. represents the Debtor as counsel. CONNEXA SPORTS: Posts $847K Net Loss in Quarter Ended July 31 ------------------------------------------------------------- Connexa Sports Technologies Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $846,765 on $3.12 million of net sales for the three months ended July 31, 2023, compared to a net loss of $4.27 million on $3.58 million of net sales for the three months ended July 31, 2022. As of July 31, 2023, the Company had $6.58 million in total assets, $24.95 million in total liabilities, and a total stockholders' deficit of $18.37 million. Connexa said, "The Company has an accumulated deficit of $152,597,375 as of July 31, 2023, and more losses are anticipated in the development of the business. Accordingly, there is substantial doubt about the Company's ability to continue as a going concern. "The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or being able to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they become due. Management intends to finance operating costs over the next twelve months with existing cash on hand, loans from related parties, and/or private placement of debt and/or common stock. In the event that the Company is unable to successfully raise capital and/or generate revenues, the Company will likely reduce general and administrative expenses, and cease or delay its development plan until it is able to obtain sufficient financing. The Company has begun reducing operating expenses and cash outflows by selling PlaySight, as well as selling 75% of Foundation Sports in November and December 2022, respectively to the former shareholders of those companies. There can be no assurance that additional funds will be available on terms acceptable to the Company, or at all. We have recorded the 25% investment in Foundation Sports at $0." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001674440/000149315223035768/form10-q.htm About Connexa Sports Headquartered in Windsor Mill, Maryland, Connexa Sports -- www.connexasports.com -- is a connected sports company delivering products, technologies, and services across a range of activities in sports. Connexa Sports reported a net loss of $71.15 million for the year ended April 30, 2023, compared to a net loss of $51.77 million for the year ended April 30, 2022. As of April 30, 2023, the Company had $7.11 million in total assets, $25.72 million in total liabilities, and a total stockholders' deficit of $18.61 million. Lagos, Nigeria-based Olayinka Oyebola & Co., the Company's auditor since 2023, issued a "going concern" qualification in its report dated Sept. 14, 2023, citing that the Company suffered an accumulated deficit of $(151,750,610), net loss of $(71,153,685) and a negative working capital of $(18,775,991). These matters raise substantial doubt about the Company's ability to continue as a going concern. CUENTAS INC: Receives Delisting Notice From Nasdaq -------------------------------------------------- Cuentas Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission that it received a Staff Determination Letter from Nasdaq Regulation stating that due to the Company's failure by Oct. 2, 2023, to submit a plan to regain compliance with Nasdaq Listing Rule 5550(b)(1), the $2.5 million stockholders' equity requirement, the Company would be subject to delisting unless it timely requests a hearing before a Nasdaq Hearings Panel. Accordingly, the Company intends to timely request a hearing before the Panel. The hearing request will stay any suspension or delisting action through the hearing and the expiration of any additional extension granted by the Panel following the hearing. In that regard, pursuant to the Nasdaq Listing Rules, the Panel has the discretion to grant the Company an extension not to exceed April 1, 2024. Notwithstanding, there can be no assurance that the Panel will grant the Company an extension or that the Company will ultimately regain compliance with all applicable requirements for continued listing on The Nasdaq Capital Market. About Cuentas Headquartered in Miami, Florida, Cuentas, Inc. -- http://www.cuentas.com-- currently focuses on the business of using proprietary fintech technology to provide e-banking ande-commerce services for delivering mobile banking, prepaid debit and digital content services to the unbanked, underbanked and underserved Latino, Hispanic and immigrant communities. The Company's proprietary software platform enables Cuentas to offer comprehensive financial services and robust functionality that is absent from other Mobile Apps through the use of its Prepaid Debit Mastercard/General-Purpose Reloadable cards. Cuentas reported a net loss attributable to the company of $14.53 million in 2022, a net loss attributable to the company of $10.73 million in 2021, a net loss attributable to the company of $8.10 million in 2020, a net loss attributable to the company of $1.32 million in 2019, and a net loss of $3.56 million in 2018. As of March 31, 2023, the Company had $5.19 million in total assets, $2.31 million in total liabilities, and $2.88 million in total stockholders' equity. Tel-Aviv, Israel-based Yarel + Partners, Certified Public Accountants (Isr.), the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 31, 2023, citing that the Company has incurred net losses since its inception, and has not yet generated sufficient revenues to support its operations. As of Dec. 31, 2022, there is an accumulated deficit of $52,750,000. These conditions, along with other matters, raise substantial doubt about the Company's ability to continue as a going concern. CURO GROUP: Updated Investor Presentation Filed ----------------------------------------------- CURO Group Holdings Corp. filed with the Securities and Exchange Commission a copy of its Investor Presentation. The Company had prepared updated information for use in connection with upcoming investor meetings. This includes certain projections, forecasts, and assumptions about various matters such as future financial and operational performance. A full-text copy of the Investor Presentation is available at https://tinyurl.com/yxy934ds About CURO CURO Group Holdings Corp. (NYSE: CURO) is a consumer credit lender serving U.S. and Canadian customers for over 25 years. The Company's decades of diversified data power a hard-to-replicate underwriting and scoring engine, mitigating risk across the full spectrum of credit products. The Company operates a number of brands including Cash Money, LendDirect, Heights Finance, Southern Finance, Covington Credit, Quick Credit and First Heritage Credit. CURO reported a net loss of $185.48 million for the year ended Dec. 31, 2022. As of June 30, 2023, the Company had $2.74 billion in total assets, $3.01 billion in total liabilities, and a total stockholders' deficit of $268.37 million. * * * As reported by the TCR on May 26, 2023, S&P Global Ratings raised its issuer credit rating on Curo Group Holdings Corp. to 'CCC+' from 'SD'. The outlook is negative. Also in May 2023, Moody's Investors Service downgraded Curo Group Holdings Corp.'s corporate family rating to Caa2 from Caa1. Moody's said the downgrade was driven by deterioration in the company's credit profile over the past year following the acquisitions of Heights Finance and First Heritage, two near prime installment businesses, and the sale of its legacy US deep subprime lending business. DCQW LLC: Case Summary & 13 Unsecured Creditors ----------------------------------------------- Debtor: DCQW LLC 10560 Midnight Gleam Ave Las Vegas, NV 89129 Business Description: The Debtor is primarily engaged in acting as lessors of buildings used as residences or dwellings. Chapter 11 Petition Date: October 9, 2023 Court: United States Bankruptcy Court District of Nevada Case No.: 23-14413 Judge: Hon. Natalie M. Cox Debtor's Counsel: Ryan A. Andersen, Esq. ANDERSEN & BEEDE 3199 E Warm Springs Road Suite 400 Las Vegas, NV 89120 Tel: (702) 522-1992 Fax: (702) 825-2824 Email: ryan@aandblaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Kayvoughn Moradi as authorized signatory. A full-text copy of the petition containing, among other items, a list of the Debtor's 13 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/EV4773A/DCQW_LLC__nvbke-23-14413__0001.0.pdf?mcid=tGE4TAMA DIGITAL ALLY: CLOE Files Registration Statement on Proposed Merger ------------------------------------------------------------------ Digital Ally, Inc. and Clover Leaf Capital Corp. (CLOE), a publicly traded special purpose acquisition company, announced the filing of a registration statement by CLOE on Form S-4 with the U.S. Securities and Exchange Commission, which contains a preliminary proxy statement and prospectus in connection with the proposed business combination, announced June 2, 2023, with Kustom Entertainment, Inc., a wholly-owned subsidiary of Digital Ally. While the Registration Statement has not yet become effective, and the information contained therein is subject to change, it provides important information about the combined company's proposed business and listing of securities, Kustom Entertainment's business, as well as the proposed Business Combination, and the proposals to be considered by CLOE's shareholders. Following the closing of the business combination, CLOE will change its name to Kustom Entertainment and will operate under the same management team as Kustom Entertainment, Inc., which is currently led by Stanton E. Ross, the current CEO of Digital Ally. The transaction contemplates an equity value of $125 million for Kustom Entertainment, Inc. The combined company is expected to have an implied initial pro forma equity value of approximately $222.2 million, with the proposed business combination expected to provide approximately $18.1 million in gross proceeds from the cash held in trust by CLOE (assuming no redemptions). Additionally, Digital Ally will distribute to its shareholders 15% of its shares in the combined company immediately following closing and intends to distribute the balance of such shares following a six-month lock-up period. Maxim Group LLC served as exclusive financial and capital markets advisor to Kustom Entertainment in connection with the business combination. Sullivan & Worcester LLP is serving as legal counsel to Kustom Entertainment and Ellenoff Grossman & Schole LLP is serving as legal counsel to CLOE. About Digital Ally The business of Digital Ally, Inc. (with its wholly-owned subsidiaries, Digital Ally International, Inc., Shield Products, LLC, Digital Ally Healthcare, LLC, TicketSmarter, Inc., Worldwide Reinsurance, Ltd., Digital Connect, Inc., BirdVu Jets, Inc., Kustom 440, Inc., and its majority-owned subsidiary Nobility Healthcare, LLC), is divided into three reportable operating segments: 1) the Video Solutions Segment, 2) the Revenue Cycle Management Segment and 3) the Entertainment Segment. The Video Solutions Segment is its legacy business that produces digital video imaging, storage products, disinfectant and related safety products for use in law enforcement, security and commercial applications. Digital Ally, Inc. (NASDAQ: DGLY) through its subsidiaries, is engaged in video solution technology, human & animal health protection products, healthcare revenue cycle management, ticket brokering and marketing, event production and jet chartering. Digital Ally continues to add organizations that demonstrate the common traits of positive earnings, growth potential, innovation and organizational synergies. New York, NY-based RBSM LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated March 31, 2023, citing that the Company has incurred substantial operating losses and will require additional capital to continue as a going concern. This raises substantial doubt about the Company's ability to continue as a going concern. DIOCESE OF ROCKVILLE CENTRE: Chapter 11 Discovery Granted --------------------------------------------------------- Emily Lever of Law360 reports that a New York bankruptcy judge Tuesday, September 26, 2023, granted a discovery request from the committee of unsecured creditors of the bankrupt Roman Catholic Diocese of Rockville Centre, allowing the committee to find out whether one insurer of the diocese is financially solvent enough to indemnify the diocese's abuse claimants. About The Roman Catholic Diocese of Rockville Centre, New York The Roman Catholic Diocese of Rockville Centre, New York, is the seat of the Roman Catholic Church on Long Island. The Diocese has been under the leadership of Bishop John O. Barres since February 2017. The State of New York established the Diocese as a religious corporation in 1958. The Diocese is one of eight Catholic dioceses in New York, including the Archdiocese of New York. The Diocese's total Catholic population is approximately 1.4 million, roughly half of Long Island's total population of 3.0 million. The Diocese is the eighth largest diocese in the United States when measured by the number of baptized Catholics. To deal with sexual abuse claims, the Roman Catholic Diocese of Rockville Centre, New York, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 20-12345) on Sept. 30, 2020, listing as much as $500 million in both assets and liabilities. Judge Martin Glenn oversees the case. The Diocese tapped Jones Day as legal counsel, Alvarez & Marsal North America, LLC, as restructuring advisor, and Sitrick and Company, Inc., as communications consultant. Epiq Corporate Restructuring, LLC is the claims agent. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors in the Diocese's Chapter 11 case. The committee tapped Pachulski Stang Ziehl & Jones, LLP and Ruskin Moscou Faltischek, PC as its bankruptcy counsel and special real estate counsel, respectively. Robert E. Gerber, the legal representative for future claimants of the Diocese, is represented by the law firm of Joseph Hage Aaronson, LLC. EAGLE PROPERTIES: Gets OK to Hire Maurice VerStandig as CRO ----------------------------------------------------------- Eagle Properties and Investments, LLC received approval from the U.S. Bankruptcy Court for the Eastern District of Virginia to hire Maurice VerStandig, managing partner of The Belmont Firm, as its chief restructuring officer. The CRO will render these services: a. overseeing the preparation and maintenance of the books and records of the Debtor; b. overseeing the Debtor's cash management; c. overseeing the Debtor's budgeting, including budgeting in accord with any cash collateral orders; d. supervising a financial analysist, accountant, and/or bookkeeper, appropriately retained by the Debtor, in furtherance of the foregoing tasks; e. assisting in the management of any litigation incidental to the Debtor's bankruptcy proceeding; f. preparing monthly operating reports; g. testifying in court as needed and as appropriate; h. assessing the Debtor's strategic interests, as they relate to the maximization of value to creditors, and working with counsel to form and execute strategies consistent with those interests; i. negotiating with creditors; and j. managing claims of creditors. Mr. VerStandig has agreed to serve as CRO at the rate of $450 per hour. The Debtor has agreed to furnish Mr. VerStandig with a retainer in the amount of $50,000. Mr. VerStandig assured the court that he does not represent any other person or entity in connection with this case, and is disinterested as that term is used in Section 101(14) of the Bankruptcy Code. Mr. VerStandig can be reached at: Maurice VerStandig THE BELMONT FIRM 1050 Connecticut Avenue, NW, Suite 500 Washington, DC 20036 Toll-Free: (855) 987-3328 Telephone: (202) 991-1101 About Eagle Properties and Investments Eagle Properties and Investments, LLC, is a Vienna Va.-based company engaged in leasing real estate properties. It owns 26 properties valued at $9.37 million. Eagle Properties and Investments filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No. 23-10566) on April 6, 2023, with $9,429,800 in total assets and $14,716,136 in liabilities. Amit Jain, manager, signed the petition. The Debtor tapped the Law Offices of Sris, P.C. and N D Greene, PC. as bankruptcy counsels; Whiteford, Taylor & Preston, LLP as special counsel; and SC&H Group, Inc. as financial advisor and accountant. EAGLE PROPERTIES: Gets OK to Tap Martin Law Group as Legal Counsel ------------------------------------------------------------------ Eagle Properties and Investments, LLC received approval from the U.S. Bankruptcy Court for the Eastern District of Virginia to hire Martin Law Group, P.C. as substitute counsel to handle the Chapter 11 proceedings. The Debtor is currently represented by Nancy Greene, and the Law Offices of SRIS, P.C. and N D Greene PC, whose employment was approved by order entered on May 12, 2023. Martin Law will charge $475 per hour for attorney time. The Debtor has offered payment of a retainer in the amount of $50,000. As disclosed in court filings, Martin Law and its attorneys do not have any connection representing an adverse interest to the Debtor and its estate. The firm can be reached through: Jeffery T. Martin, Jr., Esq. MARTIN LAW GROUP, P.C. 7918 Jones Branch Dr., 4th Floor McLean, VA 22102 Telephone: (703) 223-1822 Facsimile: (703) 474-3436 Email: Jeff@martinlawgroupva.com About Eagle Properties and Investments Eagle Properties and Investments, LLC, is a Vienna Va.-based company engaged in leasing real estate properties. It owns 26 properties valued at $9.37 million. Eagle Properties and Investments filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No. 23-10566) on April 6, 2023, with $9,429,800 in total assets and $14,716,136 in liabilities. Amit Jain, manager, signed the petition. The Debtor tapped the Law Offices of Sris, P.C. and N D Greene, PC. as bankruptcy counsels; Whiteford, Taylor & Preston, LLP as special counsel; and SC&H Group, Inc. as financial advisor and accountant. EMERGENT BIOSOLUTIONS: Issues Statement on Camden Facility Status ----------------------------------------------------------------- Emergent announced it received important communications from the U.S. Food and Drug Administration (FDA) regarding its Camden drug product manufacturing facility in Baltimore, Maryland. This week, FDA sent Emergent a "Warning Letter close-out letter," regarding its Camden facility, stating that "it appears that [Emergent has] adequately addressed the violations contained in the Warning Letter" originally issued in August 2022. FDA has also communicated to Emergent that the inspection classification for its Camden facility is "Voluntary Action Indicated" and that the inspection is considered "closed." This is regarding an FDA inspection from February 2022, which classified the Camden facility as "Official Action Indicated." Emergent said it is committed to ensuring continued compliance with Current Good Manufacturing Practices requirements and remains steadfast in manufacturing and delivering high-quality products across its global network of manufacturing facilities. About Emergent Biosolutions Headquartered in Gaithersburg, MD, Emergent Biosolutions Inc. is a global life sciences company focused on providing innovative preparedness and response solutions addressing accidental, deliberate and naturally occurring public health threat. The Company's solutions include a product portfolio, a product development portfolio, and a contract development and manufacturing ("CDMO") services portfolio. Tysons, Virginia-based Ernst & Young LLP, the Company's auditor since 2004, issued a "going concern" qualification in its report dated March 1, 2023, citing that the Company does not expect to be in compliance with debt covenants in future periods without additional sources of liquidity or future amendments to its Credit Agreement, has a working capital deficiency, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. EXPRESS ELECTRIC SUPPLY: Commences Subchapter V Bankruptcy ---------------------------------------------------------- Express Electric Supply LLC filed for Subchapter V bankruptcy 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 telephonic meeting of creditors under 11 U.S.C. Section 341(a) is slated for October 26, 2023, at 1:30 P.M. About Express Electric Supply LLC Express Electric Supply, LLC is a supplier of electrical supplies to the construction and building trades. Express Electric sought protection under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-12317) on Sept. 17, 2023. In the petition signed by Rodney J. Thompson, manager, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Donald R. Cassling oversees the case. The Debtor is represented by: Ariel Weissberg, Esq. Weissberg and Associates, Ltd. 11535 W. 183rd Place, Unit 108 Orland Park, IL 60467 EYECARE PARTNERS: $440MM Bank Debt Trades at 31% Discount --------------------------------------------------------- Participations in a syndicated loan under which Eyecare Partners LLC is a borrower were trading in the secondary market around 69.4 cents-on-the-dollar during the week ended Friday, October 6, 2023, according to Bloomberg's Evaluated Pricing service data. The $440 million facility is a Term loan that is scheduled to mature on November 15, 2028. The amount is fully drawn and outstanding. EyeCare Partners, LLC, headquartered in St. Louis, Missouri, is a medically focused eye care services provider. EyeCare Partners is vertically integrated, providing optometry, ophthalmology and retail products EYECARE PARTNERS: $750MM Bank Debt Trades at 31% Discount --------------------------------------------------------- Participations in a syndicated loan under which Eyecare Partners LLC is a borrower were trading in the secondary market around 69.4 cents-on-the-dollar during the week ended Friday, October 6, 2023, according to Bloomberg's Evaluated Pricing service data. The $750 million facility is a Term loan that is scheduled to mature on February 20, 2027. The amount is fully drawn and outstanding. EyeCare Partners, LLC, headquartered in St. Louis, Missouri, is a medically focused eye care services provider. EyeCare Partners is vertically integrated, providing optometry, ophthalmology and retail products FANJOY CO: Seeks to Hire Turner Dhillon as Special Counsel ---------------------------------------------------------- Fanjoy Co. seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Turner Dhillon LLP as its counsel. The firm will represent the Debtor in this case regarding the action styled CircleUp Credit Advisors LLC v. Fanjoy Co., Christopher Vaccarino, and DOE 1 through DOE 75, Case No. 23SMCV01956, currently pending in the Superior Court of Los Angeles County, State of California. Turner Dhillon's present fee rate is $450 per hour. Turner Dhillon is a disinterested person as that term is defined in 11 U.S.C. Sec. 101(14). The firm can be reached through: Asha Dhillon, Esq. TURNER DHILLON LLP 777 South Figueroa Street, Suite 1525 Los Angeles, CA 90017 Phone: (213) 373-5407 Email: asha.dhillon@turnerdhillon.com About Fanjoy Co. Fanjoy Co. has been operating since 2014 and was incorporated in Delaware in 2014 to provide platform and merchandise marketplace services to social media content creators. The Debtor operates the fanjoy.co website, which provides end-to-end design, production, fulfillment, customer support, e-mail marketing, photoshoots, product shots, and paid advertisement services for its Content Creators. The business is operated by the Debtor's principal, Christopher Vaccarino, out of his residence in Brookhaven, Georgia. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 23-57565) on August 8, 2023, with up to $500,000 in assets and up to $10 million in liabilities. Christopher Vaccarino, president, signed the petition. Judge Paul W. Bonapfel oversees the case. Leslie Pineyro, Esq., at Jones and Walden, LLC, represents the Debtor as legal counsel. FINTHRIVE SOFTWARE: $460MM Bank Debt Trades at 39% Discount ----------------------------------------------------------- Participations in a syndicated loan under which FinThrive Software Intermediate Holdings Inc is a borrower were trading in the secondary market around 61.3 cents-on-the-dollar during the week ended Friday, October 6, 2023, according to Bloomberg's Evaluated Pricing service data. The $460 million facility is a Term loan that is scheduled to mature on December 17, 2029. The amount is fully drawn and outstanding. FinThrive is a provider of revenue cycle management software solutions to the healthcare sector. FULL-CIRCLE ATHLETE: Unsecureds to Split $15K over 48 Months ------------------------------------------------------------ Full-Circle Athlete, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Florida a Plan of Reorganization for Small Business dated October 3, 2023. The Debtor is a Florida Limited Liability Company that owns and operates a high-end sports training facility in Tallahassee for young athletes, professionals, and other individuals seeking to maximize their fitness and athletic potential. The Debtor is a franchisee of D1 Sports Franchise LLC, with exclusive rights to own and operate D1 Training Facilities in Tallahassee, Florida and surrounding areas. The Debtor's facility operates using the name D1 Tallahassee and is located at 1706 Capital Circle NE, Suite #8, Tallahassee, Florida 32308. The Debtor's facility is leased from Atway Properties, LLC. The Debtor filed this Chapter 11 case to stabilize its operations and to reorganize its debts owing to its creditors. The Debtor's Chapter 11 Plan seeks to maximize the value of its assets and operations by seeking a sale of all assets and operations with several contingencies to maximize the value of the enterprise for all stakeholders in the event a sale is not feasible or workable due to factors beyond the Debtor's control. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of $57,058.56. The final Plan payment is expected to be paid on October 03, 2023. This Plan of Reorganization proposes to pay creditors of the Debtor from the proceeds of the sale of its assets and operations or from the future cash flow of the business from continued operations. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately .02 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. Class 1 consists of priority claims. Class 1 is unimpaired by this Plan, and each holder of a Class 1 Priority Claim will be paid in full, in cash, upon the later of the effective date of this Plan, or the date on which such claim is allowed by a final non-appealable order. Class 2 consists of the secured claim of Celtic Bank. Class 2 is impaired by this Plan. The allowed amount of Celtic Bank's secured claim under Section 506 of the Bankruptcy Code, less the surcharge shall be paid on the effective date or over 48 months with 4% interest. The balance of Celtic's claim will be a Class 4 unsecured claim. Class 3 consists of non-priority unsecured creditors. Class 3 is impaired by this Plan. The Debtor will pay a total of $15,000 with no interest on a pro rata basis to unsecured claims on the effective date over 48 months via quarterly payments of $937.50 starting 3 months after the effective date. Class 4 consists of equity security holders of the Debtor. Class 4 is impaired by this Plan. The class 4 holders will not receive any distributions until the Debtor has fulfilled its obligations to Classes 1-3 holders. Full-Circle Athlete, LLC, will implement its Plan using a multi phased approach intended to ensure that the maximum value is obtained under the Plan for the benefit of its creditors and other constituents. First, the Debtor will make diligent efforts to market its business as a going concern free and clear of all liens, claims, and encumbrances, with any liens attaching only to the proceeds of the sale. To maximize its prospects of selling its business as a going concern, the Debtor has agreed to retain the services of a business broker named the Weeks Auction Group. The marketing phase of the Debtor's restructuring effort will commence immediately upon the filing of the Plan of Reorganization and continue for up to six months. If the Debtor is unable to sell its business as a going concern within the six-month marketing period, or a proposed sale as a going concern is not feasible due to factors beyond the Debtor's control, the next phase of the Debtor's Plan allows the Debtor to continue its business operations. If the Debtor elects to continue its operations at the end of the six-month marketing period, it must pay the Weeks Auction Group an administrative claim on the effective date equal to the greater of $35,000.00 or the quantum meruit value of the time expended by the Broker during the marketing phase, plus the repayment of all of the Broker's out-of pocket expenses. Finally, if the Debtor is both unable to sell its business as a going concern and unable or unwilling to continue operations for any reason, the Debtor may elect to liquidate. In the event the Debtor liquidates, the Weeks Auction Group will be engaged to facilitate a fair and expeditious auction of all or substantially all of the Debtors assets. The proceeds of the sale of assets will be paid in the manner provided for by the Plan. A full-text copy of the Plan of Reorganization dated October 3, 2023 is available at https://urlcurt.com/u?l=fw0XLS from PacerMonitor.com at no charge. Attorney for the Plan Proponent: Michael H. Moody, Esq. Michael H. Moody Law, PA 1881A Northwood Center Blvd. Tallahassee, FL 32303 Telephone: (850) 739-6970 Email: Michael.Moody@MichaelHMoodyLaw.com About Full-Circle Athlete Full-Circle Athlete, LLC, doing business as D1 Training Tallahassee, is a membership-based state-of-the-art training facility in Tallahassee, Fla. It offers one-on-one training, group activities that encourage goal setting, and an environment that promotes achievement. Full-Circle Athlete filed Chapter 11 petition (Bankr. N.D. Fla. Case No. 23-40240) on July 5, 2023, with $100,241 in assets and $1,152,349 in liabilities. John Simmons, manager, signed the petition. Michael Moody, Esq., at Michael H. Moody Law, P.A. is the Debtor's legal counsel. G.I.K. INVESTMENT: Gets OK to Hire Joel M. Aresty as Legal Counsel ------------------------------------------------------------------ G.I.K. Investment, Corp., received approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire the law firm of Joel M. Aresty, P.A. The Debtor requires legal counsel to: (a) Give advice with respect to the powers and duties of the Debtor in the continued management of its business operations; (b) Advise the Debtor with respect to its responsibilities in complying with the U.S. trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (c) Prepare legal documents; (d) Protect the interest of the Debtor in all matters pending before the court; and (e) Represent the Debtor in negotiation with its creditors in the preparation of a Chapter 11 plan. The firm will be compensated at $440 per hour. It has requested a retainer of $5,000, plus costs of $2,000. Joel Aresty, Esq., disclosed in a court filing that he and his firm do not represent any interest adverse to the Debtor and its estate. The firm can be reached at: Joel M. Aresty, Esq. Joel M. Aresty, PA 309 1st Ave. S. Tierra Verde, FL 33715 Tel: (305) 904-1903 Email: aresty@icloud.com About G.I.K. Investment G.I.K. Investment, Corp., a company in Miami Beach, Fla., filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 23-16863) on Aug. 28, 2023. Judge Robert A. Mark oversees the case. Joel Aresty, Esq., at Joel M. Aresty, PA, is the Debtor's legal counsel. GABHALTAIS TEAGHLAIGH: Unsecureds to Get Paid from Surplus Proceeds ------------------------------------------------------------------- Gabhaltais Teaghlaigh LLC submitted an Amended Disclosure Statement describing Amended Chapter 11 Plan dated October 5, 2023. Debtor is a Massachusetts limited liability corporation. Organized in 2017, GabTeag is a real estate rental company that, immediately prior to the petition date, owned 6 residential or commercial properties. The Debtor was forced into bankruptcy through a dispute with second lien holder, Synergy Funding, LLC, which refused to cooperate in the sale of the four properties that secured its debt, due primarily to a dispute regarding the amount owed. Synergy wrongfully foreclosed its mortgage(s), which cross collateralized the four properties, shortly before the bankruptcy petition was filed; the Adversary Proceeding seeks to recover those properties by "avoidance" as defined by the bankruptcy code. The debtor intends to continue to operate and manage its property(ies) in Lowell, Massachusetts, and otherwise continue as an operating entity Absent unforeseen circumstances, the debtor believes that the risks related to completion of the plan are relatively minimal. The debtor currently has sold one property (Torrington), the proceeds of which are separately escrowed from any other of the debtor's funds, and the four so called "Synergy Properties" are under contract to a ready, willing, and able buyer; it is believed that the sale price is well in excess of the amount actually owed on the mortgages. The Torrington, CT, property has already been sold, and the surplus proceeds are being held in a separate Debtor-in-Possession bank account. The surplus proceeds will be used to pay unsecured general claimants. The sum total of general unsecured claims (other than Synergy) is $64,211.91. Any scheduled secured creditors relating to the "Synergy properties" were paid through foreclosure or upon information and belief, assigned their claim to another entity (e.g., Rockland Trust Bank assigned to OHP (a/k/a Raman Singh)). Any creditor scheduled in the amount of $0.00 is not an allowed claim. Gabteag has come to an agreement with the general unsecured claimants for a 50% reduction of monies owed which will be disbursed along with a release of claim 30 days after approval of the Plan of Reorganization by the Court. These monies will be taken from the Torrington Bank Account which currently has a balance of over $100,000. The sum total of the settlement amount to the general unsecured claimants is $30,893. * Eversource's unsecured claim amount of $4,669 shall be reduced to $2,335 with a release of any claim upon payment. * Amguard Insurance Company's unsecured claim amount of $11,328 shall be reduced to $5,664 with a release of any claim upon payment. Amguard shall also dismiss its civil case against the Debtor, with prejudice, upon payment. * Stedronsky & Meter's unsecured claim amount of $8,272 and $3,658 shall be reduced to $4,136 and $1,829 with a release of any claim upon payment. * National Grid's unsecured claim amounts of $31,255 and $2,337 and shall be reduced to $15,627 and $1,168 with a release of any claim upon payment. * Narragansett Electric's unsecured claim amount of $2,690 shall be reduced to $1,345 with a release of any claim upon payment. Payment of all funds owed to unsecured general claimants will be used from the Torrington escrow account. Payment to Enterprise in accordance with the agreement referenced above will come from the refinance or sale of the Lowell property. If necessary, funds from rents collected from the Lowell property will also be used, but only after expenses relating to the Lowell property are paid. A full-text copy of the Amended Disclosure Statement dated October 5, 2023 is available at https://urlcurt.com/u?l=5q3KPv from PacerMonitor.com at no charge. Attorney for the Debtor: David G. Baker, Esq. 236 Huntington Avenue Room 317 Boston, MA 02115 Email: david@bostonbankruptcy.org Telephone: (617) 367-4260 About Gabhaltais Teaghlaigh Gabhaltais Teaghlaigh, LLC, is a real estate rental company that immediately prior to the petition date, owned 6 residential or commercial properties. Gabhaltais Teaghlaigh sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 22-10839) on June 15, 2022. In the petition filed by Virginia Hung, as member, Gabaltais Teaghlaigh LLC listed under $50,000 in both assets and liabilities. The case is assigned to Judge Christopher J. Panos. David G. Baker, Esq., at Baker Law Offices, is the Debtor's counsel. GAINWELL HOLDING: S&P Alters Outlook to Negative, Affirms 'B-' ICR ------------------------------------------------------------------ S&P Global Ratings affirmed its 'B-' issuer credit rating on Veritas capital–backed Gainwell Holding Corp. and revised the outlook to negative from stable. The negative outlook reflects the risk that the company's cash flow generation could be depressed for a prolonged period, potentially leading S&P to view the capital structure as unsustainable. The outlook revision reflects uncertainty stemming from the company's ability to stabilize operational issues related to MES implementations while meaningfully expanding EBITDA margins through cost savings initiatives to grow into its capital structure. S&P said, "Our base case currently assumes Gainwell's revenue will grow organically at a mid-single-digit percent rate. We also expect its S&P Global Ratings-adjusted EBITDA margins will stabilize near 25% in fiscal 2024 and expand more than 350 basis points in fiscal 2025 due to cost-cutting measures. We expect the company to continue executing on its existing MES operations while making changes to the MES implementations process. We anticipate it will manage those with elevated costs and an increasing emphasis on population health, eligibility and enrollment (E&E), and analytics markets." S&P said, "We expect the company to benefit from about 50% of its cost savings plan, which includes workforce redesign, contractor vendor management, and other operational and nonlabor cost savings in fiscal 2024 and expect it to see the remaining savings in fiscal 2025. While we view these as achievable, we believe there is significant execution risk and expect Gainwell's free operating cash flow (FOCF) to remain negative in fiscal 2024, causing the company's cash balance to erode and leaving it reliant on its revolver if it continues seeing operational headwinds or has difficulty implementing savings. "We do not expect material headwinds from the unwinding of the Medicaid Continuous Enrollment provision, which required that Medicaid programs keep people continuously enrolled through the end of the public health emergency, with no redetermination of eligibility, due to the fixed nature of the contracts. However, the company could experience some pressure in its Coordination of Benefits offering, in which it's paid as a percentage of recovery. "The 'B-' rating affirmation reflects our expectation that while Gainwell's credit metrics will be weak in fiscal 2024, the company has sufficient time and liquidity to grow into its capital structure through EBITDA growth. Although we expect an FOCF deficit in fiscal 2024, we expect improvement in subsequent years from EBITDA growth, allowing the company to cover its fixed costs in fiscal 2025. We expect reported EBITDA of about $600 million in fiscal 2024 to be below the company's fixed costs, which include interest near $575 million, capital expenditure (capex) of about $60 million (with software costs), taxes near $45 million, and loan amortization of about $40 million." Nevertheless, the company's $400 million revolving credit facility and approximately $63 million cash on the balance sheet as of June 2023 provide it sufficient liquidity to maintain its capital structure, assuming the implementation costs stabilize and cost savings materialize. S&P expects Gainwell to maintain access to its revolver given the cushion under its 8.2x net first-lien leverage covenant, which is tested when 35% of the revolving credit facility is drawn. Finally, the company has no debt maturities until October 2025, giving it sufficient runway to improve leverage, address the cost structure, and raise cash flow metrics before it seeks to extend the revolver. Despite elevated costs and delays associated with MES implementations, the rating continues to reflect Gainwell's strong competitive position in a mature industry essential for states to run their Medicaid and other Health and Human Services (HHS) programs.All states must operate a Medicaid Management Information System (MMIS) to support Medicaid business functions and maintain information in areas such as provider enrollment, client eligibility, benefit package maintenance, managed care enrollment, claims processing, and prior authorization. Gainwell offers a range of MMIS services to states in the administration of their Medicaid programs. The essential nature of the end market, the mostly fixed-priced and long-term contracts, and the high switching costs provide the company with relatively high revenue and earnings predictability, while the nature of MMIS contracts, in which the majority of the states' spending is reimbursed by the federal government, mitigates risk from state budget shortfalls and price negotiation. The negative outlook reflects the risk that Gainwell's cash flow generation could be depressed for a prolonged period, leading S&P to view the capital structure as unsustainable. S&P said, "We could lower our ratings on Gainwell over the next 12-18 months if the company struggles to execute on its cost savings plan, preserving margins in fiscal 2024 and expanding margins 350-400 basis points in fiscal 2025. This would lead us to conclude that cash flow will remain depressed and its capital structure is unsustainable such that it could pursue sub-par debt exchanges or struggle to refinance its October 2025 maturity. "We could revise the outlook to stable over the next 12 months if Gainwell stabilizes its MES implementations, achieves cost savings, such that we expect that it can produce sustainable free operating cash flow to debt of about 2%." GAUCHO GROUP: Issues $53K Worth of Common Shares to Tumim --------------------------------------------------------- Pursuant to the Common Stock Purchase Agreement with Tumim Capital, Gaucho Group Holdings, Inc. requested a draw-down and issued shares of common stock and received gross proceeds as follows: 29,364 shares of common stock to Tumim for gross proceeds of $52,988. No general solicitation was used, and a commission of 8% of the total gross proceeds was paid to Benchmark Investments, Inc. pursuant to the Underwriting Agreement between the Company and Kingswood Capital Markets, a division of Benchmark Investments, Inc., f/k/a EF Hutton, dated Feb. 16, 2021. As previously reported in the Company's Current Report on Form 8-K as filed with the Securities and Exchange Commission on Feb. 21, 2023, on Feb. 21, 2023, the Company entered into a Securities Purchase Agreement with an institutional investor, pursuant to which the Company agreed to sell to the investor a series of 7% senior secured convertible notes of the Company in the aggregate original principal amount of $5,617,978, and a series of common stock purchase warrants of the Company. On Sept. 26, 2023, at the election of the investor, a total of $73,141 of principal, $5,120 of interest, $11,739 of premium, and $19,467 of cash true up was converted into 33,334 shares of common stock of the Company at a conversion price of $2.70 per share. On Sept. 27, 2023, at the election of the investor, a total of $292,564 of principal, $20,479 of interest, $46,957 of premium, and $132,749 of cash true up was converted into 133,336 shares of common stock of the Company at a conversion price of $2.70 per share. 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. GAUCHO GROUP: Updates Stakeholders on Argentina Operations ---------------------------------------------------------- Gaucho Group Holdings Inc. filed with the Securities and Exchange Commission a copy of updates provided to its stockholders regarding the Company's recent activities in Argentina and its strategies for enhancing stockholder value. Scott L. Mathis, CEO and chairman of the board of directors of the Company, said, "Our companies continue to drive value on a monthly and quarterly basis, and we are pushing for more revenue within each of our business segments. Algodon Mansion completed its renovation and is ready for the 2023-24 holiday season in Argentina. Algodon Wine Estates' lodge has also been renovated, and we are excited about the increased occupancy rates at both hotels. At the winery, we look forward to the 2024 harvest in March and April. Since we've expanded the winery and the capacity of our wine cellar, we are now focused on building and expanding our library of wines. Despite the challenges in Argentina, where it can sometimes take time and some bureaucracy to make things happen, we look with excitement toward 2025, which we anticipate will be the first time we can expect to see revenue from lot sales, to the potential of about USD 10 Million. For Gaucho - Buenos Aires, our flagship Miami store and our online components continue to perform with increased revenue year over year -- and as we're seeing that, it keeps us optimistic for additional growth. On the horizon, we look toward the future to make more strategic land acquisitions both for commercial and for private development in Buenos Aires, so that we may continue to build value." A full-text copy of the Company update is available at https://tinyurl.com/27hxravp 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, the auditor said. HORNBLOWER SUB: $349.4MM Bank Debt Trades at 58% Discount --------------------------------------------------------- Participations in a syndicated loan under which Hornblower Sub LLC is a borrower were trading in the secondary market around 42.3 cents-on-the-dollar during the week ended Friday, October 6, 2023, according to Bloomberg's Evaluated Pricing service data. The $349.4 million facility is a Payment in kind Term loan that is scheduled to mature on April 27, 2025. The amount is fully drawn and outstanding. Hornblower Sub, LLC is a charter yacht and public dining cruise operator. HOVNANIAN ENTERPRISES: Lenders Push Back Maturity of $600MM Debt ---------------------------------------------------------------- Hovnanian Enterprises, Inc. disclosed in a Form 8-K Report filed with the Securities and Exchange Commission that the company had entered into an agreement with existing investors to consummate a refinancing transaction. The refinancing transaction extends the maturities of over $600 million of the Company's secured debt to the fourth quarters of fiscal 2028 and 2029. Additionally, it has entered into an agreement with existing lenders to amend and extend its $125 million secured revolving credit facility to mature in June 2026. "This refinancing significantly enhances our balance sheet and reduces risk," stated Ara K. Hovnanian, Chairman of the Board, President, and Chief Executive Officer. "We have taken significant steps to strengthen our balance sheet, including reducing our total debt by $668 million since the beginning of fiscal 2020. This refinancing transaction will extend maturities of all of our secured debt maturing in fiscal 2026 by a few years, with minimal impact to annual interest incurred. In addition, we will extend the maturity of our revolving credit facility by two years. As we move forward, we will continue to focus on both growing our land position to increase profitability and further repairing our balance sheet by growing equity and reducing debt." The transaction details: * The Company will issue and sell in a private placement $225.0 million aggregate principal amount of new 8.0% Senior Secured 1.125 Lien Notes due 2028 and $430.0 million aggregate principal amount of new 11.75% Senior Secured 1.25 Lien Notes due 2029 (the "New Secured Notes"). * The Company has called for redemption all outstanding amounts of each series of its existing secured notes consisting of 7.75% Senior Secured 1.125 Lien Notes due 2026, 10.5% Senior Secured 1.25 Lien Notes due 2026, 11.25% Senior Secured 1.5 Lien Notes due 2026 and 10.0% Senior Secured 1.75 Lien Notes due 2025. In each case, conditioned upon receipt of the proceeds from the sale of the New Secured Notes. * On September 25, 2023, Hovnanian Enterprises, Inc., K. Hovnanian Enterprises, Inc., a wholly owned subsidiary of the Company, and the Subsidiary Guarantors entered into the Third Amendment to the Credit Agreement, dated as of October 31, 2019, by and among K. Hovnanian, the Company, the other guarantors party thereto, Wilmington Trust, National Association, as administrative agent, and the lenders party thereto, which provides for up to $125.0 million in aggregate amount of senior secured first lien revolving loans. Upon effectiveness, the Third Amendment will (i) extend the final scheduled maturity of the Revolving Credit Facility from June 30, 2024 to June 30, 2026, (ii) increase the interest rate floor applicable to term SOFR loans from 1.00% to 3.00% and (iii) provide for certain other amendments. Borrowings under the Revolving Credit Facility will bear interest, at K. Hovnanian's option, at either (a) a term SOFR rate (subject to a floor of 3.00%) plus an applicable margin of 4.50% or (b) an alternate base rate (subject to a floor of 4.00%) plus an applicable margin of 3.50%. In addition, K. Hovnanian will pay an unused commitment fee on the undrawn revolving commitments at a rate of 1.00% per annum. The foregoing amendments will take effect on or about October 5, 2023, subject to the satisfaction of customary closing conditions. * The transactions are expected to close on October 5, 2023, upon the satisfaction of customary closing conditions. Key Benefits include: * Increased maturity runway: The transaction refinances all of the Company's secured debt maturing in fiscal 2026 and proactively extends these maturities until the fourth quarters of fiscal 2028 and fiscal 2029. * Nominal increase in interest incurred: Given the recent rise in interest rates, we are pleased that the transaction will result in almost no increase in annual interest incurred. * Extending the revolver maturity: The transaction extends the maturity of the revolver, which was the nearest term maturity, from the next fiscal year to the third quarter of fiscal 2026. About Hovnanian Enterprises Hovnanian Enterprises, Inc., founded in 1959 by Kevork S. Hovnanian, is headquartered in Matawan, New Jersey, and, through its subsidiaries, is one of the nation’s largest homebuilders. It has operations in Arizona, California, Delaware, Florida, Georgia, Illinois, Maryland, New Jersey, Ohio, Pennsylvania, South Carolina, Texas, Virginia, and West Virginia. As of July 31, 2023, Hovnanian has $2,393,917,000 in total assets and $1,911,402,000 in total liabilities. In August 2023, S&P Global Ratings affirmed its 'B-' issuer credit rating on Hovnanian Enterprises and at the same time, raised its rating on the Company's series A preferred debt to 'CCC-' from 'CC', commensurate with the rating firm's expectation that the company will maintain a fixed-coverage ratio above 2.0x and secured debt leverage ratio below 4.0x, which are required for HOV to pay the dividend, for the foreseeable future. "The stable outlook reflects our expectation that HOV's leverage at this point in the U.S. housing cycle provides a good buffer to maintain EBITDA to interest coverage of approximately 3x-3.5x over the next 12 months. In late September 2023, S&P assigned its 'B+' issue-level rating and '1' recovery rating to Hovnanian Enterprises Inc.'s $225 million 8% senior secured 1.125-lien notes due 2028 and its 'B' issue-level rating and '2' recovery rating to the company's $430 million 11.75% senior secured 1.25-lien notes due 2029. The '1' recovery rating indicates S&P's expectation for very high (90%-100%; rounded estimate: 95%) recovery in the event of a default. The '2' recovery rating indicates its expectation for substantial (70%-90%; rounded estimate: 75%) recovery in the event of a default. At the same time, S&P lowered its issue-level rating on Hovnanian's existing 1.25-lien notes to 'B' from 'B+' due to their diminished asset coverage from our estimated enterprise recovery value. Although S&P views the refinancing and the extension of its average maturity positively, its 'B-' issuer credit rating and stable outlook on the Company are unchanged. IDOCKET.COM LLC: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: iDocket.com, LLC 447 Hickory Hereford, TX 79045 Business Description: iDocket is a Texas-based, Hispanic- and Woman-Owned S-Corporation headquartered in Amarillo, Texas. iDocket's software improves the electronic and online judicial workflow processes by providing a complete software suite for local governments. iDocket.com also offers access to public services and court case information from an ever-increasing number of the nation's trial courts. Chapter 11 Petition Date: October 9, 2023 Court: United States Bankruptcy Court Northern District of Texas Case No.: 23-20220 Debtor's Counsel: Brad W. Odell, Esq. MULLIN HOARD & BROWN, LLP P.O. Box 2585 Lubbock, TX 79408 Tel: 806-765-7491 Email: bodell@mhba.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $10 million to $50 million The petition was signed by Amelia Balderrama, Esq. as president. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/WLR7NKA/iDocketcom_LLC__txnbke-23-20220__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/WBRD3CI/iDocketcom_LLC__txnbke-23-20220__0001.0.pdf?mcid=tGE4TAMA IMEDIA BRANDS: Seeks to Hire Ordinary Course Professionals ---------------------------------------------------------- iMedia Brands, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ professionals utilized in the ordinary course of business. The OCP's include: Baker Tilly US, LLP Accounting -- Sales Tax, Income Tax (2022 and 2023) Monthly Fee Cap: $100,000 Deloitte Accounting -- Income Tax (2021) Monthly Fee Cap: $75,000 Faegre Drinker Biddle & Reath LLP Corporate Counsel Monthly Fee Cap: $25,000 Gordon Rees Scully Mansukhani LLP Litigation Counsel Monthly Fee Cap: $25,000 Lippes Mathias LLP iMDS Counsel Monthly Fee Cap: $10,000 Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. FCC Counsel Monthly Fee Cap: $25,000 Karam Law Immigration Counsel Monthly Fee Cap: $10,000 About iMedia Brands iMedia Brands, Inc. is an interactive, global media company that offers, manages, and markets merchandise, including men's and women's accessories and apparel, under owned and third-party brands through various entertainment, e-commerce, and digital service platforms. iMedia Brands and 11 of its affiliates filed for bankruptcy protection on June 28, 2023 (Bankr. D. Del., Lead Case No. 23-10852). The petitions were signed by James Alt as chief transformation officer. The Debtors reported as of April 29, 2023, total assets of $272,596,462 and total liabilities of $373,713,748. Judge Karen B. Owens oversees the case. The Debtors tapped Ropes & Gray, LLP and Pachulski Stang Ziehl & Jones, LLP as bankruptcy counsels; Huron Consulting Services, LLC as financial advisor; Lincoln Partners Advisors, LLC as investment banker; and Stretto, Inc. as notice, claims and administrative agent. 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 McDermott Will & Emery, LLP as legal counsel and AlixPartners, LLP as financial advisor. INDUSTRIAL AUTHORITY: U.S. Trustee Appoints Creditors' Committee ---------------------------------------------------------------- The U.S. Trustee for Region 8 appointed an official committee to represent unsecured creditors in the Chapter 11 case of The Industrial Authority of Mayfield-Graves County. The committee members are: 1. Federal Material 2425 Wayne Sullivan Drive Paducah, KY 42003 Phone: (270) 442-5496 Email: bharper@harper1.com 2. Pinnacle Inc. P.O. Box 352 305 Poplar Street Benton, KY 42025 Phone: (270) 527-1720 Email: dennis@pinnacleinc.net 3. R.L. Craig Company 11524 Commonwealth Drive Louisville, KY 40299 Phone: (502) 2441600 Email: debbie@rlcraigco.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About The Industrial Authority of Mayfield-Graves County The Industrial Authority of Mayfield-Graves County filed its Chapter 11 petition (Bankr. W.D. Kentucky Case No. 23-50409) on Sept. 4, 2023, with $10 million to $50 million in both assets and liabilities. Darvin D. Towery, chairman, signed the petition. Judge Alan C. Stout oversees the case. Charity S. Bird, Esq., at Kaplan Johnson Abate & Bird, LLP represents the Debtor as counsel. INN S.F. ENTERPRISE: Gets OK to Hire Bachecki Crom as Accountant ---------------------------------------------------------------- Inn S.F. Enterprise, Inc. received approval from the U.S. Bankruptcy Court for the Northern District of California to employ Bachecki, Crom & Co. LLP as its accountant. The firm will render these services: (a) prepare and file tax returns; (b) analyze tax claims filed in this case; (c) correspond with taxing authorities, if necessary; (d) consult with the Debtor and Debtor's counsel regarding general tax and accounting matters; and (e) consult with Debtor and Debtor's counsel as to those accountancy matters which may arise during the Chapter 11 case. The firm will be paid at these rates: Partners $495 - $630 per hour Senior Accounts $375 - $480 per hour Junior Accountants $175 - $370 per hour As disclosed in court filings, Bachecki, Crom & Co. is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Austin J. Wade, CPA Bachecki, Crom & Co., LLP 400 Oyster Point Blvd Ste 106 South San Francisco, CA 94080 Phone: (415) 398-3534 Email: awade@bachcrom.com About Inn S.F. Enterprise Inn S.F. Enterprise, Inc., a company in San Francisco, Calif, filed its voluntary petition for Chapter 11 protection (Bankr. N.D. Calif. Case No. 22-30477) on Sept. 14, 2022, with up to $500,000 in assets and up to $10 million in liabilities. Martin A. Neely, president of Inn S.F. Enterprise, signed the petition. Judge Dennis Montali oversees the case. Sarah M. Stuppi, Esq., at the Law Offices of Stuppi & Stuppi serves as the Debtor's legal counsel. JIREH FITNESS SOLUTIONS: Files for Chapter 11 Bankruptcy -------------------------------------------------------- Jireh Fitness Solutions Corp. filed for chapter 11 protection in the Southern District of Florida. According to court filing, the Debtor listed between $1 million and $10 million in debt owed to 1 and 49 unsecured creditors. 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 17, 2023, at 3:30 PM. About Jireh Fitness Solutions Corp Jireh Fitness Solutions Corp., doing business as Retrofitness Weillington, operates a Class A Gym and Fitness facility in Wellington, Florida and has been in operation since June 2022. In addition to the cardio and weight operations of the gym, the Debtor has tanning, muscular rejuvenation services and massage chairs. The facility includes full bathroom (change room, lockers and showers) for its members. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (S.D. Fla. Case No. 23-17407) on Sept. 15, 2023. In the petition signed by Eduardo P. Jurado, president, the Debtor disclosed up to $10 million in both assets and liabilities. The Debtor is represented by: Thomas L Abrams, Esq. 21200 NE 38th Ave. Unit 1004 Aventura, FL 33180 JIREH FITNESS: Seeks to Hire Gamberg & Abrams as Legal Counsel -------------------------------------------------------------- Jireh Fitness Solutions Corp seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Gamberg & Abrams as its general bankruptcy counsel. The firm's services include: (a) advising the Debtor with respect to its powers and duties in the continued management and operation of its business and properties; (b) attending meetings and negotiating with representatives of creditors and other parties, and advising the Debtor on the conduct of its case, including all of the legal and administrative requirements of operating in Chapter 11; (c) advising the Debtor on matters relating to the evaluation of the assumption, rejection or assignment of unexpired leases and executory contracts; (f) advising the Debtor regarding legal issues arising in or relating to its ordinary course of business; (g) taking all necessary action to protect and preserve the Debtor's estate, including the prosecution of actions on its behalf, the defense of any actions commenced against the estate, negotiations concerning all litigation in which the Debtor may be involved and objections to claims filed against the estate; (h) preparing legal papers; (i) negotiating and preparing a plan of reorganization, disclosure statement and all related documents, and taking any necessary action to obtain confirmation of such plan; (g) attending meetings with third parties and participating in negotiations; (k) appearing before the bankruptcy court, any appellate courts, and the Office of the U.S. Trustee; and (l) performing all other necessary legal services for the Debtor. The firm will be paid at these rates: Thomas L. Abrams $500 per hour Jared L. Gamberg $450 per hour The firm received a retainer in the amount of $20,000. As disclosed in court filings, Gamberg & Abrams is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Thomas L. Abrams, Esq. GAMBERG & ABRAMS 633 S. Andrews Avenue, #500 Fort Lauderdale, FL 33301 Tel: (954) 523-0900 Fax: (954) 915-9016 Email:tabrams@tabramslaw.com About Jireh Fitness Solutions Corp Jireh Fitness Solutions Corp operates a Class A Gym and Fitness facility in Wellington, Florida and has been in operation since June 2022. In addition to the cardio and weight operations of the gym, the Debtor has tanning, muscular rejuvenation services and massage chairs. The facility includes full bathroom (change room, lockers and showers) for its members. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (S.D. Fla. Case No. 23-17407) on September 15, 2023. In the petition signed by Eduardo P. Jurado, president, the Debtor disclosed up to $10 million in both assets and liabilities. Thomas L. Abrams, Esq., at Gamberg & Abrams, represents the Debtor as legal counsel. KNS MOTEL: Seeks to Hire Goldberg Simpson as Legal Counsel ---------------------------------------------------------- KNS Motel, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Indiana to hire Goldberg Simpson, LLC as its attorneys. The firm will provide these services: a. give legal advice with respect to the Debtor's powers and duties in the continued operations and management of its property; b. take all necessary actions to protect and preserve the Debtor's estate, including the prosecution of actions on behalf of Debtor, the defense of any actions commenced against the Debtor, negotiations concerning all litigation in which the Debtor is involved, if any, and objecting to claims filed against the Debtor's estate; c. prepare legal papers; and d. perform other legal services for the Debtor in connection with its bankruptcy case and the formulation and implementation of its Chapter 11 plan. The firm will be paid at these hourly rates: Michael W. McClain, Attorney $350 Shirley Daniel-Harkins, Paralegal $135 Lori Libich, Paralegal $135 Michael McClain, Esq., at Goldberg Simpson, disclosed in a court filing that his firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael W. McClain, Esq. GOLDBERG SIMPSON, LLC 9301 Dayflower Street Prospect, KY 40059 Tel: (502) 589-4440 Email: mmcclain@goldbergsimpson.com About KNS Motel KNS Motel, Inc. operates in the traveler accommodation industry. It owns in fee simple interest a real property located at 619 N. Shore Drive, Jeffersonville, Ind., valued at $6.1 million. KNS Motel filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Ind. Case No. 23-90897) on Sept. 13, 2023, with $6,193,078 in assets and $5,006,679 in liabilities. Indravadan Patel, president, signed the petition. Judge Andrea K. Mccord oversees the case. Michael W. McClain, Esq., at Goldberg Simpson, LLC represents the Debtor as legal counsel. LD CONSTRUCTION INC: Seeks Chapter 11 Bankruptcy Protection ----------------------------------------------------------- LD Construction Inc. filed for chapter 11 protection in the District of Montana. According to court filing, the Debtor listed between $1 million and $10 million in debt owed to 1 and 49 creditors. The Petition states funds will not be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for October 24, 2023, at 10:00 A.M. About LD Construction LD Construction Inc. is a construction company in Montana. LD Construction Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D Mon. Case No. 23-40063) on September 15, 2023. In the petition filed by Brian D. Larson, as president, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Debtor is represented by: Gary S. DEeschenes, Esq. DESCHENES & ASSOCIATES PO BOX 859 LEWISTOWN, MT 59457 LEE & MAIN STREET: Seeks to Hire Farthing Legal as Legal Counsel ---------------------------------------------------------------- Lee & Main Street LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Virginia to hire Farthing Legal, PC as its counsel. The firm will render these services: a. negotiate and prepare a plan of reorganization and all related documents; and b. take all necessary action to protect and preserve the estate of the Debtor, including the prosecution of actions on the Debtor's behalf, the defense of any actions commenced against the Debtor, the negotiation of disputes in which the Debtor is involved and the preparation and objections to claims filed against the estate; c. prepare legal papers; d. perform all other necessary legal services in connection with the Debtor's Chapter 11 bankruptcy case. The rates charged by the firm's attorneys and paraprofessionals are as follows: Scot Farthing, Esq. $350 per hour Robert Copeland, Esq. $350 per hour Donald Martin, Jr. $350 per hour Associates $200 per hour Paraprofessionals $50 per hour The Debtor paid the firm a retainer of $16,738. Scot Farthing, Esq., a partner at Farthing Legal, 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: Scot Farthing, Esq. FARTHING LEGAL, PC 490 West Monroe St. Wytheville VA 24382 Tel: (276) 625-0222 Email: scotf@sfarthinglaw.com About Lee & Main Street Lee & Main Street, LLC owns real property located at 201 S Main St. and 105 Lee St., Blacksburg, Va. The property consists of redevelopment townhouse lots and a building to be remodeled valued at $1.1 million in the aggregate. Lee & Main Street filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Va. Case No. 23-70603) on Sept. 8, 2023, with $1,307,413 in assets and $1,877,184 in liabilities. Jonathan Butt, co-manager and member, signed the petition. Scot Farthing, Esq., at Farthing Legal, PC represents the Debtor as bankruptcy counsel. LEXARIA BIOSCIENCE: Closes $1.6 Million Securities Offering ----------------------------------------------------------- Lexaria Bioscience Corp. disclosed in a Form 8-K filed with the Securities and Exchange Commission that the Company closed a registered direct offering and the private placement offering, raising gross proceeds of $1,569,780.10 before deducting placement agent fees and other offering expenses payable by the Company. The Company may use the net proceeds from the Offering for research and development studies and the patent and legal costs associated thereto, and for general working capital purposes. Lexaria, on Sept. 28, 2023, entered into a securities purchase agreement with a certain institutional investor, pursuant to which the Company agreed to issue and sell to the investor (i) in a registered direct offering, 889,272 shares of Common Stock, par value $0.001 per share of the Company at a price of $0.97 per share, and pre-funded warrants to purchase up to 729,058 shares of Common Stock at $0.9699 per share, at an exercise price of $0.0001 per share of Common Stock, and (ii) in a concurrent private placement, common stock purchase warrants, exercisable for an aggregate of up to 1,618,330 shares of Common Stock, at an exercise price of $0.97 per share of Common Stock. The Private Placement Warrants (and the shares of Common Stock issuable upon the exercise of the Private Placement Warrants) were not registered under the Securities Act, and were offered pursuant to an exemption from the registration requirements of the Securities Act provided under Section 4(a)(2) of the Securities Act and/or Rule 506 of Regulation D promulgated under the Securities Act. The Private Placement Warrants will become exercisable six months from issuance and will expire five years and six months from the issuance date, and in certain circumstances may be exercised on a cashless basis. If the Company fails for any reason to deliver shares of Common Stock upon the valid exercise of the Pre-Funded Warrants or Private Placement Warrants, subject to its receipt of a valid exercise notice and the aggregate exercise price, by the time period set forth in the Pre-Funded Warrants or Private Placement Warrants, the Company is required to pay the applicable holder, in cash, as liquidated damages as set forth in the Pre-Funded Warrants and Private Placement Warrants. The Pre-Funded Warrants and Private Placement Warrants also include customary buy-in rights in the event the Company fails to deliver shares of common stock upon exercise thereof within the time periods set forth in the Pre-Funded Warrants and Private Placement Warrants. Under the terms of the Pre-Funded Warrants and Private Placement Warrants, a holder will not be entitled to exercise any portion of any such warrant, if, upon giving effect to such exercise, the aggregate number of shares of common stock beneficially owned by the holder (together with its affiliates, any other persons acting as a group together with the holder or any of the holder's affiliates, and any other persons whose beneficial ownership of common stock would or could be aggregated with the holder's for purposes of Section 13(d) or Section 16 of the Securities Exchange Act of 1934, as amended) would exceed, for the Pre-Funded Warrants, 9.99%; and, for the Private Placement Warrants, 4.99% of the number of shares of common stock outstanding immediately after giving effect to the exercise, as such percentage ownership is determined in accordance with the terms of such warrant, which percentage may be increased at the holder's election upon 61 days' notice to the Company subject to the terms of such warrants, provided that such percentage may in no event exceed 9.99%. Pursuant to the terms of the SPA, the Company is required within 45 days of Sept. 28, 2023 to file a registration statement on Form S-1 or other appropriate form if the Company is not then S-1 eligible registering the resale of the shares of Common Stock issued and issuable upon the exercise of the Private Placement Warrants. The Company is required to use commercially reasonable efforts to cause such registration to become effective within 181 days of the closing date of the Offering, and to keep the registration statement effective at all times until no investor owns any Private Placement Warrants or shares issuable upon exercise thereof. Pursuant to the terms of the SPA, from Oct. 3, 2023 until 75 days thereafter, subject to certain exceptions, the Company may not issue, enter into any agreement to issue or announce the issuance or proposed issuance of any shares of common stock or common stock equivalents, or file any registration statement or any amendment or supplement thereto, other than a prospectus supplement for the Offering and the Form S-1 for the registration of the shares of Common Stock issued and issuable upon the exercise of the Private Placement Warrants. Placement Agency Agreement In connection with the Offering, on Sept. 28, 2023, the Company entered into a placement agency agreement with Maxim Group LLC. Pursuant to the terms of the Placement Agency Agreement, the Placement Agent agreed to use its reasonable best efforts to arrange for the sale of the Shares, Pre-Funded Warrants, and Private Placement Warrants. The Company will pay the Placement Agent a cash fee equal to 7.0% of the gross proceeds generated from such sales and will reimburse the Placement Agent for certain of its expenses in an aggregate amount up to $50,000. The Placement Agency Agreement contains customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations of the Company and the Placement Agent, including for liabilities under the Securities Act, other obligations of the parties, and termination provisions. In addition, pursuant to certain "lock-up" agreements that were required to be entered into as a condition to the closing of the SPA, the Company's officers and directors have agreed, for a period of 30 days from Sept. 28, 2023, not to engage in any of the following, whether directly or indirectly, without the consent of the purchaser under the SPA: offer to sell, sell, contract to sell pledge, grant, lend, or otherwise transfer or dispose of our common stock or any securities convertible into or exercisable or exchangeable for Common Stock; enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of the Lock-Up Securities; make any demand for or exercise any right or cause to be filed a registration statement, including any amendments thereto, with respect to the registration of any Lock-Up Securities; enter into any transaction, swap, hedge, or other arrangement relating to any Lock-Up Securities subject to customary exceptions; or publicly disclose the intention to do any of the foregoing. About Lexaria Lexaria Bioscience Corp. -- http://www.lexariabioscience.com-- is a biotechnology company developing the enhancement of the bioavailability of a broad range of fat-soluble active molecules and active pharmaceutical ingredients using its patented DehydraTECH drug delivery technology. DehydraTECH combines lipophilic molecules or APIs with specific long-chain fatty acids and carrier compounds that improve the way they enter the bloodstream, increasing their effectiveness and allowing for lower overall dosing while promoting healthier oral ingestion methods. Lexaria Bioscience reported a net loss and comprehensive loss of $7.38 million for the year ended Aug. 31, 2022, a net loss and comprehensive loss of $4.19 million for the year ended Aug. 31, 2021, a net loss and comprehensive loss of $4.08 million for the year ended Aug. 31, 2020, and a net loss and comprehensive loss of $4.16 million for the year ended Aug. 31, 2019. LJF INC: Seeks to Hire Calaiaro Valencik as Bankruptcy Counsel -------------------------------------------------------------- LJF, Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to employ Calaiaro Valencik as its legal counsel. The firm will render these services: (a) represent the Debtor at the meeting of creditors; (b) represent the Debtor in relation to acceptance or rejection of executory contracts; (c) advise the Debtor of its rights and obligations in connection with its Chapter 11 case; (d) represent the Debtor in relation to any motions to convert or dismiss the case; (e) represent the Debtor in relation to any motions for relief from stay filed by its creditors; (f) prepare a Chapter 11 plan for the Debtor; (g) prepare any objections to claims filed in the Debtor's bankruptcy case; and (h) represent the Debtor in general. The hourly rates of the firm's counsel and staff are as follows: Donald R. Calaiaro $395 David Z. Valencik $350 Andrew K. Pratt $300 Monica L. Locke $250 Emily M. Balla $250 Paralegal $100 Calaiaro Valencik received a retainer of $5,262 from the Debtor. The Debtor also provided the filing fee of $1,738. David Valencik, Esq., an attorney at Calaiaro Valencik, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: David Z. Valencik, Esq. CALAIARO VALENCIK 938 Penn Avenue, Suite 501 Pittsburgh, PA 15222 Telephone: (412) 232-0930 Facsimile: (412) 232-3858 Email: dvalencik@c-vlaw.com About LJF, Inc. LJF, Inc. provides trucking and logistics to the coal industry. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Pa. Case No. 23-70316) on September 14, 2023. In the petition signed by Leo C. Frailey, president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Jeffery A. Deller oversees the case. David Z. Valencik, Esq., at Calaiaro Valencik, represents the Debtor as legal counsel. LTL MANAGEMENT: Talc Lawyers' Fees Approved in 1st Bankruptcy ------------------------------------------------------------- Rick Archer of Law360 reports that the bankruptcy judge okays fees for talc lawyers in Johnson & Johnson's unit, LTL Management, first Chapter 11. A New Jersey bankruptcy judge has told counsel for talc tort claimants in the original Chapter 11 of Johnson & Johnson's talc spinoff they are due hundreds of thousands of dollars in fees and expenses, saying the payment was justified by the "extraordinary" circumstances of the case. About LTL Management LTL Management, LLC, is a subsidiary of Johnson & Johnson (J&J), which was formed to manage and defend thousands of talc-related claims and oversee the operations of Royalty A&M. Royalty A&M owns a portfolio of royalty revenue streams, including royalty revenue streams based on third-party sales of LACTAID, MYLANTA/MYLICON and ROGAINE products. LTL Management filed a petition for Chapter 11 protection (Bankr. W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on Nov. 16, 2021. The Hon. Michael B. Kaplan is the case judge. At the time of the filing, the Debtor was estimated to have $1 billion to $10 billion in both assets and liabilities. The Debtor tapped Jones Day and Rayburn Cooper & Durham, P.A., as bankruptcy counsel; King & Spalding, LLP and Shook, Hardy & Bacon LLP as special counsel; McCarter & English, LLP as litigation consultant; Bates White, LLC as financial consultant; and AlixPartners, LLP as restructuring advisor. Epiq Corporate Restructuring, LLC, is the claims agent. An official committee of talc claimants was formed in the Debtor's Chapter 11 case on Nov. 9, 2021. On Dec. 24, 2021, the U.S. Trustee for Regions 3 and 9 reconstituted the talc claimants' committee and appointed two separate committees: (i) the official committee of talc claimants I, which represents ovarian cancer claimants, and (ii) the official committee of talc claimants II, which represents mesothelioma claimants. The official committee of talc claimants I tapped Genova Burns LLC, Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as its legal counsel. Meanwhile, the official committee of talc claimants II is represented by the law firms of Cooley LLP, Bailey Glasser LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and Sherman Silverstein Kohl Rose & Podolsky P.A. Re-Filing of Chapter 11 Petition On Jan. 30, 2023, a panel of the Third Circuit issued an opinion directing the Court to dismiss the 2021 Chapter 11 Case on the basis that it was not filed in good faith. Although the Third Circuit panel recognized that the Debtor "inherited massive liabilities" and faced "thousands" of future claims, it concluded that the Debtor was not in financial distress before the filing. On March 22, 2023, the Third Circuit entered an order denying the Debtor's petition for rehearing. The Third Circuit entered an order denying LTL's stay motion on March 31, 2023, and, on the same day, issued its mandate directing the Bankruptcy Court to dismiss the 2021 Chapter 11 Case. The Bankruptcy Court entered an order dismissing the 2021 Case on April 4, 2023. Johnson & Johnson on April 4, 2023, announced that its subsidiary LTL Management LLC (LTL) has re-filed for voluntary Chapter 11 bankruptcy protection (Bankr. D.N.J. Case No. 23-12825) to obtain approval of a reorganization plan that will equitably and efficiently resolve all claims arising from cosmetic talc litigation against the Company and its affiliates in North America. In the new filing, J&J said it has agreed to contribute up to a present value of $8.9 billion, payable over 25 years, to resolve all the current and future talc claims, which is an increase of $6.9 billion over the $2 billion previously committed in connection with LTL's initial bankruptcy filing in October 2021. LTL also has secured commitments from over 60,000 current claimants to support a global resolution on these terms. LUCKY BUCKS: Completes Restructuring Process, Exits Chapter 11 -------------------------------------------------------------- Lucky Bucks, LLC, one of the largest Class B coin operated amusement machine ("COAM") route operators in Georgia, has announced the completion of its restructuring process and successful emergence from chapter 11. Lucky Bucks' exit from the bankruptcy process concludes a swift restructuring that received approval of the United States Bankruptcy Court for the District of Delaware through confirmation of its chapter 11 plan of reorganization on July 28, 2023, and approval of the Georgia Lottery Corporation on September 29, 2023. The restructuring enables Lucky Bucks to substantially strengthen its balance sheet, reduce debt by over $500 million, and inject substantial new liquidity. The newly reorganized Lucky Bucks will operate under an experienced long-term ownership group, which has collectively provided significant new capital to support Lucky Bucks' future growth and innovation. The group is also committed to working closely with Lucky Bucks' management to increase market share and create value. Having emerged from chapter 11, Lucky Bucks is onboarding a seasoned new management team and several new board directors, including Byron Boothe, Tripp Lane, Jaymin Patel and Greg Woolard, each of whom brings great experience in convenience stores, gaming, entertainment or finance. The Company is proud to be a valued partner with convenience store and business owners, who are the core of the Company's growth in the COAM industry. Now that its restructuring is complete, Lucky Bucks will be refocusing its efforts on offering its customers the broadest range of existing and new games and bringing new innovations to the market. The Company looks forward to continuing to work with Georgia legislators and regulators in growing the COAM industry in Georgia in a responsible and efficient manner. Lucky Bucks remains committed to continuing to deliver the same innovative and engaging customer experience business owners and game players have come to know well. Additional Information Court filings and additional information regarding Lucky Bucks' prepackaged chapter 11 cases is available on a separate restructuring information website administered by Lucky Bucks' claims, noticing and solicitation agent, Epiq Corporate Restructuring, LLC, which is located at https://dm.epiq11.com/LuckyBucks. Stakeholders with questions about the process may call Epiq at 1-877-621-3093 or +1-503-406-3979 if calling outside the U.S. or Canada. Milbank LLP and Richards, Layton & Finger, P.A. served as the Company's legal counsel, Evercore Group L.L.C. served as its investment banker, and M3 Advisory Partners, LP served as its financial advisor. C Street Advisory Group, LLC served as strategy and communications advisor to Lucky Bucks. Akin Gump Strauss Hauer & Feld LLP and Cole Schotz PC served as legal counsel, Greenhill & Co., LLC served as financial advisor, and OnMessage Public Strategies served as the communications advisor to the ad hoc group of lenders holding term loan secured debt of Lucky Bucks. Latham & Watkins LLP served as legal counsel to certain other lenders holding secured debt of Lucky Bucks. About Lucky Bucks Lucky Bucks, LLC -- https://luckybucksga.com/ -- is a digital skill-based COAM operator based in and incorporated under the laws of the State of Georgia in the U.S. Its team has a combined 45 years of experience in the Georgia COAM industry. After reaching a deal for a plan to equitize substantially all of Lucky Bucks' secured debt, Lucky Bucks and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10758) on June 9, 2023. In the petition signed by James Boyden, executive vice president, Lucky Bucks disclosed up to $500 million in assets and up to $1 billion in liabilities. As of the petition date, the Debtors have outstanding funded debt obligations in the aggregate principal amount of $610 million. Judge Karen B. Owens oversees the case. Dennis F. Dunne, Esq., and Tyson Lomazow, Esq., at Milbank LLP; and Russell C. Silberglied, Esq., at Richards, Layton & Finger P.A., serve as the Debtors' legal counsel. Evercore Group L.L.C. is the Debtors' investment banker while M3 Advisory Partners, L.P., is the financial advisor. Epiq Corporate Restructuring, LLC, serves as the Debtors' claims and noticing agent. LUNA DAIRY: Gets OK to Hire C. Conde & Assoc. as Legal Counsel -------------------------------------------------------------- Luna Dairy, Inc., received approval from the U.S. Bankruptcy Court for the District of Puerto Rico to hire the law firm of C. Conde & Assoc. The Debtor requires legal counsel to: a. Give advice with respect to the duties, powers and responsibilities of the Debtor in its Chapter 11 case under the laws of the United States and Puerto Rico in which the Debtor conducts its operations, do business, or is involved in litigation; b. Assist the Debtor in negotiations with creditors for the purpose of arranging the orderly liquidation of assets or for proposing a viable plan of reorganization; c. Prepare reports and legal papers; d. Appear before the court; e. Perform legal services required in the Debtor's bankruptcy proceedings or in connection with the operation of and involvement with the Debtor's business; f. Provide, if necessary, notary services allowed under Notary Law, which will not constitute or represent any conflict to the law firm or to the Debtor; and g. Provide other professional services, if necessary. The hourly rates charged by the firm are as follows: Carmen Conde Torres, Esq. $350 per hour Associates $300 per hour Junior Attorney $275 per hour Paralegal/In-house Special Clerk/Accounting Analyst $150 per hour In addition, the firm will seek reimbursement for work-related expenses incurred. The retainer fee is $20,000. As disclosed in court filings, C. Conde & Assoc. is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: Carmen D. Conde Torres, Esq. Law Firm of C. Conde & Assoc. 254 De San José Street, Suite 5 Old San Juan, PR 00901-1523 Phone: 787-729-2900 Fax: 787-729-2203 Email: condecarmen@condelaw.com About Lucena Dairy Luna Dairy Inc. is engaged in the production of cows' milk and other dairy products and in raising dairy heifer replacements. The company is based in Hatillo, P.R. Luna Dairy filed Chapter petition (Bankr. D. P.R. Case No. 23-02837) on Sept. 9, 2023, with $4,102,639 in assets and $11,316,130 in liabilities. Jorge Lucena Betancourt, president, signed the petition. Judge Edward A. Godoy oversees the case. Carmen D. Conde Torres, Esq., at C. Conde & Associates, is the Debtor's legal counsel. LXRANDCO INC: Files Notice of Intention to Make BIA Proposal ------------------------------------------------------------ LXRandCo, Inc. (TSX: LXR), a digital-first omni-channel retailer of authenticated pre-owned luxury handbags and accessories, on Oct. 6 disclosed that the Company and each of its Canadian operating subsidiaries, LXR Luxury Products International Inc., Groupe Global LXR Inc., and LXR Canada Inc. have each filed a Notice of Intention to Make a Proposal pursuant to the Bankruptcy and Insolvency Act (Canada), in order to consider and effect, among other things, a sale of all or substantially all of their assets, in consultation with their bank lenders. KPMG Inc. has been appointed as proposal trustee on behalf of the Company and each of its Canadian operating subsidiaries. The Company also announced that each of the directors of the Company and its subsidiaries have resigned as directors. About LXR LXRandCo is a socially responsible, digital-first omni-channel retailer of authenticated pre-owned luxury handbags and personal accessories. Since 2010, it has been providing consumers with authenticated branded luxury products by promoting their reuse and providing an environmentally responsible way for consumers to purchase luxury products. It achieves this through its digital-first strategy by selling directly to consumers through its website at www.lxrco.com and indirectly, by powering the e-commerce and other platforms of key channel partners. Its omni-channel model is also supported by retail 'shop-in-shop' experience centers and by wholesale activities with select retail partners across North America. MERCURITY FINTECH: All Four Proposals Passed at Annual Meeting -------------------------------------------------------------- At the annual meeting of shareholders of Mercurity Fintech Holding Inc., the shareholders: (1) elected Dr. Alan Curtis, Dr. Cong Huang, Mr. Hui Cheng, Mr. Shi Qiu, Mr. Daniel Kelly Kennedy, and Ms. Qian Sun as directors, each to hold office until the next annual shareholders general meeting and shall be eligible for re-election thereat or until their successors are duly elected, appointed and qualified in accordance with the Company's memorandum and articles of association; (2) approved the ratification of the appointment of Onestop Assurance PAC as the Company's independent registered public accountants for the current fiscal year ending Dec. 31, 2023; (3) approved by way of a special resolution, the Fifth Amended and Restated Memorandum and Articles of Association, a copy of which was produced to the Annual Meeting, and adopted as the Fifth Amended and Restated Memorandum and Articles of Association of the Company in substitution for and to the exclusion of the Fourth Amended and Restated Memorandum and Articles of Association of the Company with effect from the close of the Annual Meeting; and (4) approved to increase the authorized share capital of the Company FROM US$250,000 divided into 62,500,000 ordinary shares with a par value of US$0.004 each, TO US$4,000,000 divided into 1,000,000,000 ordinary shares of a par value of US$0.004 each, by the creation of an additional 937,500,000 ordinary shares with a par value of US$0.004 each. About Mercurity Formerly known as JMU Limited, Mercurity Fintech Holding Inc. is a digital fintech group powered by blockchain technology. The Company's primary business scope includes digital asset trading, asset digitization, cross-border remittance and other services, providing compliant, professional, and highly efficient digital financial services to its customers. The Company recently began to narrow in on Bitcoin mining, digital currency investment and trading, and other related fields. This shift has enabled the company to deepen its involvement in all aspects of the blockchain industry, from production to circulation. Mercurity reported a net loss of US$5.63 million in 2022, compared to a net loss of US$21.66 million in 2021. As of Dec. 31, 2022, the Company had US$18.89 million in total assets, US$2.06 million in total liabilities, and US$16.83 million in total shareholders' equity. Singapore-based Onestop Assurance PAC, the Company's auditor since 2023, issued a "going concern" qualification in its report dated April 25, 2023, citing that the Company has incurred recurring operating losses and negative cash flows from operating activities and has an accumulated deficit, which raise substantial doubt about its ability to continue as a going concern. MIDWEST DOUGH: Gets OK to Hire Blackman & Associates as Accountant ------------------------------------------------------------------ Midwest Dough Guys, LLC received approval from the U.S. Bankruptcy Court for the District of Nebraska to hire Blackman & Associates, PC as its accountant. The Debtors require Blackman & Associates to prepare tax returns, all necessary monthly operating reports, and any other financial documents required by the bankruptcy court. Blackman & Associates proposes a fixed flat fee of $2,000/month to bring Debtor's books and records current and to file any and all necessary returns. Any services outside this monthly fixed fee shall be billed at these hourly rates: Dennis Blackman $400 Clinton Wander (associate) $200 Supporting staff $90 - $150 Dennis Blackman, a partner at Blackman & Associates, P.C., 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. Blackman & Associates can be reached at: Dennis Blackman BLACKMAN & ASSOCIATES, P.C. 17445 Arbor Street, Suite 200 Omaha, NE 68130 Tel: (402) 330-1040 Fax: (402) 333-9189 About Midwest Dough Midwest Dough Guys, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Neb. Case No. 23-40758) on Aug. 15, 2023, with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Thomas L. Saladino oversees the case. John A. Lentz, Esq., at Lentz Law represents the Debtor as bankruptcy counsel. MORVATT ENTERPRISES: Taps Deitz Shields & Freeburger as Counsel --------------------------------------------------------------- Morvatt Enterprises, LLC, received approval from the U.S. Bankruptcy Court for the Western District of Kentucky to hire Deitz Shields & Freeburger, LLP as its legal counsel. The firm's services include: (a) Legal advice with respect to the general powers and duties of the Debtor in the continued operation of its business and management of its property; (b) Advice as to the exercise of a trustee's powers of avoidance under Sections 544 through 551; (c) Preparation of bankruptcy schedules, statement of affairs and legal papers; (d) Prosecution or defense of litigation involving the Debtor arising in or related to the Debtor's Chapter 11 case; (e) Formulation of a Chapter 11 plan and disclosure statement and representation through the plan confirmation process; and (f) Other necessary legal services. The hourly rates charged by the firm's attorney and paralegals are as follows: Sandra Freeburger, Esq. $350 per hour Paralegals $125 per hour Sandra Freeburger, Esq., at Deitz Shields & Freeburger, disclosed in a court filing that her firm neither holds nor represents any interest adverse to the Debtor and its estate in the matters upon which it is to be engaged,. The firm can be reached at: Sandra D. Freeburger, Esq. Deitz Shields & Freeburger, LLP 101 First Street, 2nd Floor P.O. Box 21 Henderson, KY 42419-0021 Tel: (270) 830-0830 Fax: (270) 830-9115 Email: sfreeburger@dsf-atty.com About Morvatt Enterprises Morvatt Enterprises, LLC, a company in Henderson, Ky., filed a Chapter 11 petition (Bankr. W.D. Ky. Case No. 23-40488) on Aug. 22, 2023, with up to $50,000 in assets and $1 million to $10 million in liabilities. Charles H. Morris, Jr., owner and sole member, signed the petition. Judge Charles R. Merrill oversees the case. Sandra D. Freeburger, Esq., at Deitz Shields & Freeburger, LLP, is the Debtor's legal counsel. MOUNTAINEER MERGER: $200MM Bank Debt Trades at 25% Discount ----------------------------------------------------------- Participations in a syndicated loan under which Mountaineer Merger Corp is a borrower were trading in the secondary market around 75.5 cents-on-the-dollar during the week ended Friday, October 6, 2023, according to Bloomberg's Evaluated Pricing service data. The $200 million facility is a Term loan that is scheduled to mature on October 26, 2028. About $182.5 million of the loan is withdrawn and outstanding. Mountaineer Merger Corporation, dba Gabe's, owns and operates departmental stores. NU STYLE LANDSCAPE: Seeks Cash Collateral Access ------------------------------------------------ Nu Style Landscape & Development, LLC asks the U.S. Bankruptcy Court for the District of Colorado for authority to use cash collateral and provide adequate protection. The Debtor requires the use of cash collateral to pay operating expenses and make payroll. Pre-petition, the Debtor entered into loan agreements with various lenders and also owe outstanding back taxes, in the following outstanding amounts and as reflected in the Debtor's Chapter 11 Petition: a. Bluevine Capital, Inc. – current balance of $149,765, secured by all present and future assets of the Debtor pursuant to a UCC filing of April 6, 2023. b. CloudFund, LLC d/b/a Delta Bridge Funding, Funding Date February 22, 2023 – current balance of $271,984, secured by all accounts of the Debtor pursuant to UCC filings on May 10, 2023 and September 19, 2023. This loan arises out of an agreement for the purchase and sale of future receivables of the debtor, with an original advanced amount to Debtor of $384,000. c. CloudFund, LLC d/b/a Delta Bridge Funding, Funding Date August 11, 2023 – current balance of $639,323, secured by all accounts of the Debtor pursuant to a UCC filing of September 19, 2023. This loan arises out of an agreement for the purchase and sale of future receivables of the Debtor, with an original advanced amount to Debtor of $265,816. While this lien is almost certainly preferable and avoidable, nevertheless, Debtor is treating CloudFund as secured with respect to this lien for the purposes of the Motion. d. Diesel Funding LLC - current balance of approximately $370,000, secured by all bank accounts, income and accounts receivable of the Debtor pursuant to a UCC filing of March 29, 2023. This loan arises out of an agreement for the purchase and sale of the future receivables of the Debtor, with an original advanced amount to Debtor of $285,000. e. Colorado Department of Revenue, c/o BC Services, Inc. - the Debtor owes state back taxes of approximately $238,000 to the Colorado Department of Revenue, through their apparent collections agent BC Services, Inc. The Colorado Department of Revenue may have a lien, but the involvement of BC Services as a creditor makes it unclear as to who the real party in interest is and what their rights may be with respect to this debt. Nevertheless, the Debtor will treat BC Services as secured. f. Internal Revenue Service - the Debtor owes federal back taxes of approximately $1,567,423 to the Internal Revenue Service. The Debtor will be replacing its accounts, cash, and cash equivalents in the course of its daily operations and therefore the collateral base will remain stable and will improve over time. The Debtor's cash position is projected to be positive after meeting expenses during the term of the Chapter 11 case. The Secured Creditors are adequately protected by the significant value of the Debtor's accounts receivable of $3.3 million, which are worth more than the liens held against them. While some of this amount may be in dispute, ultimately, the Secured Creditors are protected by at least a 2:1 margin of receivables versus loans, excluding personal property and equipment. As adequate protection, the Debtor will provide the Secured Creditors with a post-petition lien on all post-petition accounts receivable and income derived from the operation of the business and assets, to the extent that the use of the cash results in a decrease in the value of the Secured Creditors' interest in the collateral pursuant to 11 U.S.C. section 361(2). All replacement liens will hold the same relative priority to assets as did the pre-petition liens. A copy of the motion is available at https://urlcurt.com/u?l=5Hx0ZN from PacerMonitor.com. About Nu Style Landscape & Development, LLC Nu Style Landscape & Development, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 23-14475) on October 2, 2023. In the petition signed by Michael Moilanen, managing member, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Thomas B. Mcnamara oversees the case. Jeffrey A. Weinman, Esq., at Allen Vellone Wolf Helfrich & Factor, PC, represents the Debtor as legal counsel. NUZEE INC: Registers for Sale $100M Worth of Securities ------------------------------------------------------- NuZee, Inc. filed a Form S-3 registration statement with the Securities and Exchange Commission in connection with the offer and sale, from time to time, in one or more offerings, together or separately, of its common stock, debt securities, warrants or any combination of the foregoing, either individually or as units composed of one or more of the other securities. The Company may also issue rights to purchase the securities offered in this prospectus. The aggregate public offering price of all securities issued by the Company under this prospectus may not exceed $100,000,000. The Company may offer and sell the securities to or through one or more underwriters, dealers and agents, or directly to purchasers, or through a combination of these methods. The Company's common stock is listed on the Nasdaq Capital Market under the symbol "NUZE." On Sept. 28, 2023, the closing sale price of its common stock on the Nasdaq Capital Market was $7.20 per share. A full-text copy of the prospectus is available for free at: https://www.sec.gov/Archives/edgar/data/1527613/000149315223034875/forms-3.htm About NuZee NuZee, Inc. (d/b/a Coffee Blenders) is a co-packing company for single serve coffee formats that partners with companies to help them develop within the single serve and private label coffee category. Nuzee reported a net loss of $11.80 million for the year ended Sept. 30, 2022, a net loss of $18.55 million for the year ended Sept. 30, 2021, a net loss of $9.52 million for the year ended Sept. 30, 2020, and a net loss of $12.21 million for the year ended Sept. 30, 2019. Houston, Texas-based MaloneBailey, LLP, the Company's auditor since 2013, issued a "going concern" qualification in its report dated Dec. 23, 2022, citing that the Company has suffered recurring losses and negative cash flows from operations that raises substantial doubt about its ability to continue as a going concern. OMNIQ CORP: Cancels Agreement to Acquire Tadiran Telecom -------------------------------------------------------- OMNIQ Corp. announced that the Company has terminated its definitive agreement to acquire Tadiran Telecom from Afcon Holdings LTD. On July 10, 2023, the Company announced that it had entered into a definitive agreement to acquire Tadiran Telecom for $15.25M with a 60 day closing period. As a result of certain conditions not being met, the Company along with Afcon Holdings LTD have mutually terminated the agreement. The termination of the agreement releases the Company from its obligations to pay Afcon Holdings LTD $12.5M in cash and $2.75M worth of OMNIQ shares. Shai Lustgarten, CEO of omniQ Corp commented, "Our top priority is always the growth of the Company and the best interest of our valued shareholders. Due to certain unmet conditions and in collaboration with Afcon Holdings, LTD, we have made the decision to terminate the agreement. We remain excited about the future and are looking forward to working with Afcon's management to explore potential business opportunities and collaborations. We firmly believe that this decision paves the way for a bright future for omnQ." About omniQ Corp. Headquartered in Salt Lake City, Utah, omniQ Corp. (OTCQB: OMQS) -- http://www.omniq.com-- provides computerized and machine vision image processing solutions that use patented and proprietary AI technology to deliver data collection, real time surveillance and monitoring for supply chain management, homeland security, public safety, traffic and parking management and access control applications. The technology and services provided by the Company help clients move people, assets and data safely and securely through airports, warehouses, schools, national borders, and many other applications and environments. Omniq Corp reported a net loss of $13.61 million for the year ended Dec. 31, 2022, compared to a net loss of $13.14 million for the year ended Dec. 31, 2021. As of March 31, 2023, the Company had $68.47 million in total assets, $81.31 million in total liabilities, and a total stockholders' deficit of $12.84 million. Salt Lake City, Utah-based Haynie & Company, the Company's auditor since 2019, issued a "going concern" qualification in its report dated March 30, 2023, citing that the Company has a deficit in stockholders' equity, and has sustained recurring losses from operations. This raises substantial doubt about the Company's ability to continue as a going concern. PANACEA LIFE: Completes Acquisition of N7 Enterprises ----------------------------------------------------- Panacea Life Sciences Holdings, Inc. announced it has acquired eight retail locations and one distribution center in the Tampa, Florida area offering Nitro Kava, Kratom, VAPE products and beverages. Operating as N7, the acquisition marks an expansion of the Company's business into retail stores from its historic focus on its branded health and wellness products, ingredient and contract manufacturing. The name of the stores will change to PanaceaDistro for the initial phase of expansion. For the fiscal year ended Dec. 31, 2022, N7 generated approximately $2.6 million of revenues (unaudited). Panacea plans on expanding by adding additional stores and offering new high quality plant-based products, in addition to offering store franchising opportunities. "We are excited to complete the acquisition of this popular retail chain and innovative distribution business as we expand into the billion dollar natural health and wellness market segment. The long-term objective is for Panacea to own and or operate hundreds of stores. We believe there is a massive shift in the minds of consumers away from pharmaceutical lab-driven products toward using natural products as functional remedies to treat and heal the human body. Combined with our recent acquisition of PUR Life Medical longevity clinics, we believe Panacea is well positioned and on the forefront of this movement," said Leslie Buttorff, CEO. "With this acquisition we are able to capture a high value business in the natural beverage retail and wholesale market that includes brand licensing and franchising development for all of our product segments." About Panacea Panacea Life Sciences Holdings, Inc. formerly known as Exactus Inc. (OTCQB:EXDI) -- http://www.exactusinc.com-- is holding company structured to develop and facilitate manufacturing, research, product development and distribution in the high-growth, natural human and animal health & wellness market segment. Its subsidiary, Panacea Life Sciences, Inc. (PLS) is a woman-founded and led company dedicated to manufacturing, distribution, research and production of nutraceutical, cannabinoid, mushroom, kratom and other natural, plant-based ingredients and products. PLS operates out of a 51,000 square foot, state-of-the-art, cGMP facility in Golden Colorado. Panacea Life reported a net loss of $9.14 million for the year ended Dec. 31, 2022, compared to a net loss of $4.78 million for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $19.49 million in total assets, $21.63 million in total liabilities, and a total stockholders' deficit of $2.14 million. Lakewood, CO-based BF Borgers CPA PC, the Company's auditor since 2021, issued a "going concern" qualification in its report dated March 29, 2023, citing that the Company has suffered recurring losses from operations that raises substantial doubt about its ability to continue as a going concern. PHUNWARE INC: Director Quits Amid Cost-Cutting Measures ------------------------------------------------------- As part of on-going cost reduction measures of Phunware, Inc., Eric Manlunas notified Phunware, Inc. of his voluntary resignation from the Company's board of directors and from the Audit Committee and the Nominating and Corporate Governance Committee of the Board, effective immediately, according to a Form 8-K filed by the Company with the Securities and Exchange Commission. Mr. Manlunas served as chairperson of the Company's Nominating and Corporate Governance Committee. The Company said Mr. Manlunas' resignation is not due to any disagreement with the Company, its management, the Board or any committee thereof, or with respect to any matter relating to its operations, policies, or practices. The Company does not plan on replacing Mr. Manlunas. As a result of Mr. Manlunas' resignation, the Board appointed Stephen Chen to the Nominating and Corporate Governance Committee where he will serve as chairperson of said committee and Kathy Tan Mayor was appointed to the Company's Audit Committee. About Phunware Headquartered in Austin, Texas, Phunware, Inc. -- http://www.phunware.com-- offers a fully integrated software platform that equips companies with the products, solutions and services necessary to engage, manage and monetize their mobile application portfolios globally at scale. Phunware reported a net loss of $50.89 million for the year ended Dec. 31, 2022, compared to a net loss of $53.52 million for the year ended Dec. 31, 2021. As of March 31, 2023, the Company had $45.46 million in total assets, $23.55 million in total liabilities, and $21.90 million in total stockholders' equity. Houston, Texas-based Marcum LLP, Phunware Inc.'s auditor since 2018, issued a "going concern" qualification in its report dated March 31, 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. PLAYHOUSE SQUARE: S&P Alters Outlook to Pos. Affirms 'BB+' LT ICR ----------------------------------------------------------------- S&P Global Ratings revised its outlook to positive from stable and affirmed its 'BB+' long-term rating on Cleveland-Cuyahoga County Port Authority, Ohio's $75 million series 2018 fixed-rate cultural facility revenue and refunding bonds, issued for Playhouse Square Foundation (PSF) and subsidiaries. "The revision to positive outlook reflects improved balance sheet metrics as well as the successful refinancing of the construction loan and de-risking of the debt profile with the elimination of covenants and guarantees associated with the construction loan," said S&P Global Ratings credit analyst Gauri Gupta. "Additionally, the surplus operating performance and recovery of attendance and membership is adding to the outlook revision." POLAR US: $1.48BB Bank Debt Trades at 22% Discount -------------------------------------------------- Participations in a syndicated loan under which Polar US Borrower LLC is a borrower were trading in the secondary market around 78.4 cents-on-the-dollar during the week ended Friday, October 6, 2023, according to Bloomberg's Evaluated Pricing service data. The $1.48 billion facility is a Term loan that is scheduled to mature on October 15, 2025. About $1.36 billion of the loan is withdrawn and outstanding. Polar US Borrower, LLC is the pass-through entity of ultimate parent, SK Blue Holdings, LP, an affiliate of private investment firm, SK Capital Partners. SI Group manufactures performance additives for use in polymer, rubber, lubricants, fuels, adhesives applications, surfactants in addition to some specialty chemicals. PRIME CORE: Prime Trust Unsecureds to Recover Up to 69% of Claims ----------------------------------------------------------------- Prime Core Technologies Inc., et al., submitted a Disclosure Statement with respect to the Joint Chapter 11 Plan of Reorganization. The Plan contemplates the simultaneous pursuit of (1) a sale of all or substantially all of (a) the Assets of the Debtors (a "Sale Transaction") pursuant to Bankruptcy Code section 363 or (b) new equity interests in the Reorganized Debtors (the "Reorganization Transaction") or (2) in the event neither the Sale Transaction nor the Reorganization Transaction materialize, the winding down of the Debtors' Estates, the liquidation of the Debtors' Assets, and the distribution of cash (including proceeds of Causes of Action) to the Debtors' creditors as set forth in the Plan. MTL as a Service The Company enabled customers who did not have money transmitter licenses to offer the facilitation of crypto and fiat trading and payments in a business model which is commonly known as "MTL as a Service." The Company would implement its APIs into the website or application of an "Integrator," which is a customer that has its own customers. In this structure, the Company would rely on its trust charter and MTLs and onboard the Integrators and underlying customers and would facilitate transactions. This allowed Integrators to get to market quickly by relying on the Company's regulatory approvals and licenses. Otherwise, Integrators would have to spend significant time and money seeking to obtain state MTLs. The Company employs cutting-edge technology and a broad set of data sources, including watchlists, transaction monitoring systems, and document verification services to deliver effective, automated, and scalable financial crime detection via the Company's API. The Company offers comprehensive KYC and KYB coverage and checks for global sanctions, adverse media, and PEP screenings. These services also include an onboarding identity SDK that allows customers to embed an all-in-one identity solution with ID submission, liveness checking, and automated confirmation. Class 3A consists of Prime Core General Unsecured Claims. Except to the extent a Holder of an Allowed Prime Core General Unsecured Claim agrees to a less favorable treatment, in full and final satisfaction of such Claim, each Holder of an Allowed Prime Core General Unsecured Claim will receive in exchange for such Allowed Prime Core General Unsecured Claim, its Pro Rata share of, in each case: (i) the Cash Allocation attributable to Prime Core; and/or; (ii) the Cryptocurrency Allocation attributable to Prime Core; and (iii) any distribution from the Creditors' Litigation Trust. Class 3B consists of Prime Trust General Unsecured Claims. Except to the extent a Holder of an Allowed Prime Trust General Unsecured Claim agrees to a less favorable treatment, in full and final satisfaction of such Claim, each Holder of an Allowed Prime Trust General Unsecured Claim will receive in exchange for such Allowed Prime Trust General Unsecured Claim, its Pro Rata share of, in each case: (i) the Cash Allocation attributable to Prime Trust; or (ii) the Cryptocurrency Allocation attributable to Prime Trust; and (iii) any distribution from the Creditors' Litigation Trust. The amount of claim in this Class total $180.1 million. This Class will receive a distribution of 0.00% to 69.00% of their allowed claims. Class 3C consists of Prime IRA General Unsecured Claims. Except to the extent a Holder of an Allowed Prime IRA General Unsecured Claim agrees to a less favorable treatment, in full and final satisfaction of such Claim, each Holder of an Allowed Prime IRA General Unsecured Claim will receive in exchange for such Allowed Prime IRA General Unsecured Claim, its Pro Rata share of, in each case: (i) the Cash Allocation attributable to Prime IRA; or (ii) the Cryptocurrency Allocation attributable to Prime IRA; and (iii) any distribution from the Creditors' Litigation Trust. Class 3D consists of Prime Digital General Unsecured Claims. Except to the extent a Holder of an Allowed Prime Digital General Unsecured Claim agrees to a less favorable treatment, in full and final satisfaction of such Claim, each Holder of an Allowed Prime Digital General Unsecured Claim will receive in exchange for such Allowed Prime Digital General Unsecured Claim, its Pro Rata share of, in each case: (i) the Cash Allocation attributable to Prime Digital; or (ii) the Cryptocurrency Allocation attributable to Prime Digital; and (iii) any distribution from the Creditors' Litigation Trust. Class 4 consists of Convenience Claims. Except to the extent a Holder of an Allowed Convenience Claim agrees to a less favorable treatment, in full and final satisfaction of such Claim, each Holder of an Allowed Convenience Claim will receive in exchange for such Allowed Convenience Claim, Cash in an amount equal to 70.00% of the amount of such Allowed Convenience Claim to be paid from the Wind-Down Debtor Assets or the Wind-Down Debtor Assets, as applicable, attributable to the applicable Debtor. The amount of claim in this Class total $774,300. The Distribution Agent shall fund distributions under the Plan with the Wind-Down Debtor Assets. The Wind-Down Debtor Assets shall be used to pay the Wind-Down Debtor Expenses (including the compensation of the Plan Administrator and any professionals retained by the Wind-Down Debtor or the Creditors' Litigation Trust), and to satisfy payment of Allowed Claims and Interests as set forth in the Plan. A full-text copy of the Disclosure Statement dated October 5, 2023 is available at https://urlcurt.com/u?l=PHbEds from PacerMonitor.com at no charge. Counsel to the Debtors: Maris J. Kandestin, Esq. MCDERMOTT WILL & EMERY LLP 1000 N. West Street, Suite 1400 Wilmington, DE 19801 Telephone: (302) 485-3900 Facsimile: (302) 351-8711 E-mail: mkandestin@mwe.com - and - Gregg Steinman, Esq. MCDERMOTT WILL & EMERY LLP 333 SE 2nd Avenue, Suite 4500 Miami, FL 33131 Telephone: (305) 358-3500 Facsimile: (305) 347-6500 E-mail: gsteinman@mwe.com - and - Darren Azman, Esq. Joseph B. Evans, Esq. MCDERMOTT WILL & EMERY LLP One Vanderbilt Avenue New York, NY 10017-3852 Telephone: (212) 547-5400 Facsimile: (646) 547-5444 E-mail: dazman@mwe.com jbevans@mwe.com - and - R. Jacob Jumbeck, Esq. Rebecca E. Trickey, Esq. MCDERMOTT WILL & EMERY LLP 444 W. Lake Street, Suite 4000 Chicago, IL 60606-0029 Telephone: (312) 372-2000 Facsimile: (312) 984-7700 E-mail: jjumbeck@mwe.com rtrickey@mwe.com About Prime Core Technologies Prime Core Technologies, Inc., and three of its affiliates sought Chapter 11 bankruptcy protection (Bankr. D.N.J. Lead Case No. 23-11161) on Aug. 16, 2023. The petitions were signed by Jor Law as interim chief executive officer. The Hon. J. Kate Stickle presides over the Debtors' cases. The Debtors listed $50 million to $100 million in estimated assets and $100 million to $500 million estimated liabilities. McDermott Will & Emery LLP serves as counsel to the Debtors. The Debtors' financial advisor is M3 Advisory Partners, LP; their investment banker is Galaxy Digital Partners LLC; and their claims and noticing agent is Stretto. QLIK PARENT: Fitch Gives B+ First-Time LongTerm IDR, Outlook Stable ------------------------------------------------------------------- Fitch Ratings has assigned a first-time Long-Term Issuer Default Rating (IDR) of 'B+' to Qlik Parent, Inc. and Project Alpha Intermediate Holding, Inc. (collectively dba Qlik Technologies). The Rating Outlook is Stable. Fitch has also assigned a 'BB+'/'RR1' rating to Qlik's $200 million secured revolving credit facility (RCF) and $2.4 billion first-lien secured term loan. Project Alpha Intermediate Holding, Inc. is the issuer of debt. Proceeds from the transaction will be used to fully refinance the outstanding debt of Qlik and Talend. The ratings are supported by Qlik's and Talend's industry-leading software solutions for enterprise data integration, data management, analytics, data visualization, business intelligence and automation applications. The company's growth strategy and private equity ownership could limit deleveraging despite the FCF generation projected for the company. Fitch expects the company to prioritize tuck-in acquisitions as part of its growth strategy over accelerated deleveraging. Fitch estimates Qlik's credit metrics to be consistent with 'B+' enterprise software peers through the forecast period. KEY RATING DRIVERS Industry Tailwind Supports Growth: Qlik's products address enterprise customers' needs to analyze large amounts of real-time operational data and convert to actionable business intelligence. The increasing digitalization of workflow across all industries generates exponential growth in amount of operational data that requires analytics and visualization tools that offer insights. Data analysis and data visualization tools that provide real-time insights could provide customers with actionable business intelligence that improve operating performance. High Levels of Revenue Retention: The company has undergone a transition from perpetual license to subscription revenue structure resulting in greater operating visibility. Subscription revenue contribution increased to over 60% of total revenue in 2022 from approximately 30% in 2020. Aggregated with maintenance revenue, recurring revenue represented over 90% of total revenue since 2021. Gross retention rate of over 90% and net retention rate of over 100% provide significant visibility into future revenue streams. Through the revenue structure transition, Qlik has consistently grown its ARR reflective of a growing recurring revenue base. Significant Customer Diversification: Qlik has a highly diversified customer base of approximately 42,000 that spans industry verticals including pharmaceutical, utilities, financial services, retail, manufacturing, and health care. Fitch estimates approximately 60% of revenue is derived from enterprise customers. The diverse customer base effectively minimizes idiosyncratic risks that are associated with individual industry verticals and should reduce revenue volatility for Qlik. Moderate Financial Leverage: Fitch estimates gross leverage between 4x-5x through the rating horizon with capacity to delever supported by FCF generation. However, given the private equity ownership that is likely to prioritize growth and ROE, Fitch believes accelerated debt repayment is unlikely. Fitch expects capital to be used for acquisitions to accelerate growth or for dividends to equity owners with financial leverage remaining at moderate levels. Subscriptions Reach Critical Mass: Qlik's customers have been transitioning to subscriptions from perpetual licenses in recent years. The transition resulted in short-term revenue weakness and volatility. In conjunction with forex volatility, the revenue model transition resulted in abnormally strong revenue growth in 2021 and subsequent revenue decline in 2022. With over 90% of total revenue recurring in nature, Fitch expects revenue trend to be more in line with consistent ARR growth going forward. Forex Exposure: Approximately 60% of Qlik's revenue is derived from non-U.S. dollars. This exposes the company to forex fluctuations as demonstrated in 2022. While the company has been able to adjust local currency pricing in response to forex fluctuations, short-term impact in a rapidly changing forex environment should be expected. Rebounding Profitability from Temporary Dip: In Fitch's view, the 2022 operating weakness was the result of a combination of revenue model transition and a strong U.S. dollar as an estimated 60% of the company's revenue is derived from foreign currencies. Fitch forecasts Qlik's profitability to return to historical norms as Qlik has executed on operational optimization in recent months. In addition, Qlik has been able to adjust local currency pricing in response to the strong U.S. dollars. This should mitigate the forex impact on revenue. Technology Disruption Risk: While Qlik's product portfolio encompasses the entire data lifecycle within its customers' operating environments, the increasing maturity of generative artificial intelligence (AI) could pose potential risk to Qlik's product offerings. However, as Qlik's products are integrated within customers' operating workflows, replacing Qlik with general-purpose AI may involve significant switching cost. In Fitch's view, such risk may be low in the foreseeable future. M&A Central to Product Strategy: Qlik made a number of acquisitions in its effort to expand technology and product platform. These acquisitions included Industrial CodeBox, Idevio, Podium Data, Attunity, Crunch Data, RoxAI, Knarr, Blendr.io, NodeGraph, and Big Squid. In May 2023, the company completed its acquisition of Talend, a Thoma Bravo portfolio company that provides complementary data integration and data quality services to Qlik's existing product offerings. The company is expected to benefit from synergies and cross sell opportunities as a result of the Talend acquisition. Since the close of the acquisition, Qlik has actioned on a substantial portion of planned operational optimization through 3Q 2023. Fitch believes M&A remains a central growth strategy to acquire new technologies. Despite the acquisitive nature of the company, its gross leverage has historically remained below 5x with the exception of 2022 when the company experienced a number of transitory factors that depressed profitability. DERIVATION SUMMARY Qlik is a leader in the niche market of mission-critical software solutions that provide enterprises with data solutions that encompass the full range of data lifecycle. Products coverage include data aggregation, data analysis, data visualization, and automated response. Product implementation typically involves deep integration within the customers' workflows. Such integration result in a highly sticky customer base due the high switching cost. Qlik's recurring revenue represents over 90% of total revenue and net retention rates have sustained over 100% in recent years. It serves approximately 42,000 customers in over 100 countries with no meaningful customer concentration. The Business Intelligence & Analytic Tools market and the Analytic Data Management & Integration Platforms market are projected to grow in the high-single-digits CAGR. Qlik's strong position within the niche market that extends to include data, insights, and automation should enable the company to maintain growth that is consistent with industry growth. Offsetting the secular growth trajectory, Qlik's global nature of revenue generation exposes its operating performance to forex fluctuations. However, such impact tends to be short-term as the company has the capacity to adjust local currency pricing in response. Qlik's operating environment, market position, recurring revenue, revenue retention and financial structure are consistent with other 'B+' rated enterprise software companies. KEY ASSUMPTIONS Fitch's Key Assumptions Within the Rating Case for the Issuer - Organic revenue growth in the low to mid-single-digits; - EBITDA margins expand to the low-40's due to realized operational optimization from the Talend acquisition; - Capex intensity 1% of revenue; - Debt repayment limited to mandatory amortization; - Aggregate acquisitions of $300 million through 2026; - No dividend payments through 2026. KEY RECOVERY RATING ASSUMPTIONS - The recovery analysis assumes that Qlik would be recognized as a going concern in bankruptcy rather than liquidated; - Fitch has assumed a 10% administrative claim. Going-Concern (GC) Approach - Fitch assumed a distress scenario where capital misallocation results in unsustainable capital structure. This could be a result of significant increase in debt for M&A or dividends; - In such event Fitch expects Qlik's highly recurring revenue base and profitability to only suffer manageable degradation due to the products' deep integration within its customers' operations. Fitch assumes due to competitive pressures, revenue suffers a 10% reduction resulting in a GC EBITDA of $425 million, approximately 20% lower than the 2024 forecasted EBITDA, pro forma for the Talend acquisition. - Fitch assumes that Qlik will receive going-concern recovery multiple of 7.0x. The estimate considers several factors, including the highly recurring nature of the revenue, the high customer retention, the secular growth drivers for the sector, the company's strong FCF generation and the competitive dynamics. The Enterprise Value (EV) multiple is supported by: - The historical bankruptcy case study exit multiples for technology peer companies ranged from 2.6x to 10.8x; - Of these companies, only three were in the Software sector: Allen Systems Group, Inc., Avaya, Inc. and Aspect Software Parent, Inc., which received recovery multiples of 8.4x, 8.1x and 5.5x, respectively; - The highly recurring nature of Qlik's revenue and mission critical nature of the product support the high-end of the range. - Fitch arrived at an EV of $2.98 billion. After applying the 10% administrative claim, adjusted EV of $2.68 billion is available for claims by creditors. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: - Fitch's expectation of EBITDA leverage sustaining below 4.0x; - (CFO-Capex)/Debt ratio sustaining near 10%; - Organic revenue growth sustaining above the high single digits. Factors that could, individually or collectively, lead to negative rating action/downgrade: - Fitch's expectation of EBITDA leverage sustaining above 5.5x; - (CFO-Capex)/Debt ratio sustaining below 7%; - Organic revenue growth sustaining near or below 0%. LIQUIDITY AND DEBT STRUCTURE Adequate Liquidity: The company's liquidity is projected to be ample, supported by its FCF generation and an undrawn $200 million RCF at close, and readily available cash and cash equivalents. Fitch forecasts Qlik's normalized FCF margins to remain above 10% supported by EBITDA margins expanding to the near 40% range. Debt Structure: Pro forma for the transaction, Qlik's debt will consist of a first lien $2.4 billion term loan and an undrawn $200 million first lien secured revolver. Given the recurring nature of the business and ample liquidity, Fitch believes Qlik will be able to make its required debt payments. ISSUER PROFILE Qlik Technologies is a data lifecycle solutions platform for data aggregation, analytics, visualization, and automation applications. The company serves approximately 42,000 customers in over 100 countries. Its products are used by customers to aggregate available data from across the organization and to provide real-time actionable business intelligence to users. Qlik is privately owned by Thoma Bravo. 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. Entity/Debt Rating Recovery ----------- ------ -------- Qlik Parent, Inc. LT IDR B+ New Rating Project Alpha Intermediate Holding, Inc. LT IDR B+ New Rating senior secured LT BB+ New Rating RR1 QUICK TUBE SYSTEMS: Seeks to Hire Lane Law Firm PLLC as Counsel --------------------------------------------------------------- Quick Tube Systems, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire The Lane Law Firm, PLLC as its legal counsel. The firm will provide these services: (a) assist, advise, and represent the Debtor relative to the administration of the Chapter 11 case; (b) assist, advise, and represent the Debtor in analyzing its assets and liabilities, investigating the extent and validity of lien and claims, and participating in and reviewing any proposed asset sales or dispositions; (c) attend meetings and negotiate with representatives of secured creditors; (d) assist the Debtor in the preparation, analysis, and negotiation of any plan of reorganization and disclosure statement; (e) take all necessary action to protect and preserve the interests of the Debtor; (f) appear, as appropriate, before the bankruptcy court, the appellate courts, and other courts in which matters may be heard; and (g) perform all other necessary legal services. The firm will be paid at these rates: Robert C. Lane, Partner $550 per hour Joshua D. Gordon, Partner $500 per hour Associate Attorneys $375 to $425 per hour Bankruptcy Paralegals/Legal Assistants $150 to $190 per hour In addition, the firm will seek reimbursement for expenses incurred. The firm received payments for its retainer in the total amount of $27,500. Robert C. Lane, Esq., a partner at The Lane Law Firm, PLLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Robert C. Lane, Esq. Joshua D. Gordon, Esq. THE LANE LAW FIRM, PLLC 6200 Savoy, Suite 1150 Houston, TX 77036 Telephone: (713) 595-8200 Facsimile: (713) 595-8201 Email: notifications@lanelaw.com joshua.gordon@lanelaw.com About Quick Tube Systems, Inc. Quick Tube Systems, Inc. is a provider of physical security, electronic security, customized drive-up service, and delivery systems. Its products include pneumatic delivery systems, indoor & outdoor kiosks, deal drawers & drive through windows, electronic & mechanical locks, security storage, cash management security, video surveillance, security entrance control & access control, alarm panels & alarm monitoring, biometric access control, intercom audio & video systems, and directional LED signs. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-33570) on September 15, 2023. In the petition signed by Ray Epps, CEO, the Debtor disclosed $2,395,188 in assets and $3,383,980 in liabilities. Judge Jeffrey P Norman oversees the case. Robert C. Lane, Esq., at the Lane Law Firm, represents the Debtor as legal counsel. RACKSPACE TECHNOLOGY: Names Investment Banking Exec to Board ------------------------------------------------------------ Rackspace Technology announced the appointment of Thomas Cole to the Board of Directors. Cole is an experienced finance executive with an illustrious 37-year career on Wall Street. "Tom brings a wealth of executive leadership and financial expertise to the Rackspace Board, making him a valuable addition," said Amar Maletira, chief executive officer Rackspace Technology. "Tom's addition to our board will help further solidify our market position as the leading multicloud solutions company." With extensive experience in investment banking, Cole spent 11 years at Citibank, where he was co-head of their leveraged finance business for the US and Canada. He was responsible for managing the origination, underwriting, and distribution of leveraged loan and high yield bond financings for large corporate issuers as well as liaising with US regulators from the Federal Reserve, the FDIC and the OCC. Before Citibank, Cole spent two and a half years at HSBC and was promoted to Co-Head of their Commercial and Investment banking business for the Americas. Cole also spent a 20-year career with Deutsche Bank in Investmen t Banking, primarily in client service and origination, where he led the US leveraged finance group until his departure at the end of 2007. "I'm excited to join the Rackspace Technology Board of Directors and work with the innovative leaders focusing on building solutions and services to meet customers wherever they are in their digital transformation journey," said Cole. "Rackspace has a bright future, and I look forward to working with Amar and the team as we pursue opportunities to create value for customers and all business stakeholders." Cole currently serves as managing partner and founder of the consulting and advisory firm Narrowgate Partners. He is also on the board of several non-profit organizations. Cole attended the Kelley School of Business at Indiana University, graduating with a BS in Finance. He also received an MBA in Accounting and Finance from The University of Chicago Booth School of Business. About Rackspace Technology Headquartered in San Antonio, Texas, Rackspace Technology, Inc. -- www.rackspace.com -- is an end-to-end multicloud technology services company. The Company designs, builds, and operates its customers' cloud environments across all major technology platforms, irrespective of technology stack or deployment model. The Company partners with its customers at every stage of their cloud journey, enabling them to modernize applications, build new products and adopt innovative technologies. Rackspace reported a net loss of $804.8 million in 2022, a net loss of $218.3 million in 2021, and a net loss of $245.8 million in 2020. As of June 30, 2023, the Company had $4.66 billion in total assets, $4.63 billion in total liabilities, and $31.9 million in total stockholders' equity. * * * As reported by the TCR on May 18, 2023, S&P Global Ratings lowered its issuer credit rating on Rackspace to 'CCC+' from 'B-' and revised the outlook to negative from stable. S&P said the negative outlook reflects the rising risk of distressed exchange by the company from further EBITDA margin degradation and free cash flows sustaining negative. REPLICEL LIFE: Anticipates Filing Interim Reports by Oct. 27 ------------------------------------------------------------ RepliCel Life Sciences Inc. provided a default status report in accordance with the alternative information guidelines set out in National Policy 12-203 - Management Cease Trade Orders ("NP 12-203"). Due to the untimely passing of the Company's CFO at the time, on Aug. 30, 2023 the Company announced that it made an application to the British Columbia Securities Commission (the "BCSC") to approve a temporary management cease trade order ("MCTO") on the basis that it would be unable to file its interim financial statements, accompanying management's discussion and analysis and required certifications for the three and six-month periods ended June 30, 2023 on or before the prescribed filing deadline of Aug. 29, 2023 as required by National Instrument 51-102, Continuous Disclosure Obligations and NI 52-109, Certification of Disclosure in Issuer's Annual and Interim Filings, respectively. The application was approved by the BCSC on Aug. 29, 2023 and the MCTO was issued by the BCSC on Aug. 30, 2023. The MCTO prohibits trading in securities of the Company by certain insiders of the Company, whether direct or indirect. The MCTO requires the Interim Filings to be filed on or before Oct. 30, 2023. The Company anticipates that the Interim Filings will be filed on or before Oct. 27, 2023. The Company is in the process of completing the consolidation of its financial statements. There have been no material changes to the information contained in the Default Announcement or any other changes required to be disclosed under NP 12-203. The Company will continue to provide bi-weekly updates, as required by NP 12-203, until the Interim Filings have been filed. The Company confirms it will continue to satisfy the provisions of the alternative information guidelines set out in Sections 9 and 10 of NP 12-203 so long as it remains in default of the requirement to file the Interim Filings. The Company also announced that at the Company's annual general and special shareholder's meeting held on Sept. 22, 2023, the shareholders approved the Company's Equity Incentive plan. The board of directors approved the Plan on Aug. 28, 2023, subject to regulatory and shareholder approval. The Plan is a "rolling" stock option plan for stock options, whereby the aggregate number of common shares reserved for issuance, together with any other Shares reserved for issuance under any other plan or agreement of the Company, shall not exceed 10% percent of the total number of issued Shares (calculated on a non-diluted basis) at the time an option is granted, and a fixed plan of 5,436,230 common shares for performance-based awards of restricted share units, performance share units and deferred share units. A copy of the Plan was appended to the Company's management information circular dated Aug. 23, 2023, and is available under the Company's profile on SEDAR. About Replicel RepliCel Life Sciences Inc. is a regenerative medicine company focused on developing autologous cell therapies that treat functional cellular deficits. The diseases currently being addressed are chronic tendinosis, skin aging, and androgenetic alopecia (pattern baldness). Vancouver, Canada-based Mao & Ying LLP, the Company's auditor since 2022, issued a "going concern" qualification in its report dated May 1, 2023, citing that the Company has accumulated losses of $42,974,870 since its inception and incurred a loss of $743,288 during the year ended Dec. 31, 2022. These events or conditions, along with other matters, indicate that a material uncertainty exists that may cast substantial doubt about its ability to continue as a going concern. RINCHEM CO: S&P Downgrades ICR to 'CCC+' on Elevated Leverage ------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Rinchem Co. LLC to 'CCC+' from 'B-' and its issue-level rating on its first-lien facilities to 'CCC+' from 'B-'. The negative outlook reflects that the company could face liquidity constraints over the next 12 months if the recovery in semiconductor production is delayed or freight rates remain at current levels, which would constrain its cash flows and lead to a liquidity shortfall. Rinchem's results, particularly in its freight forwarding segment, have been weaker than expected because significant volume and shipping rate declines strained its profitability and cash flow generation. The gross profit contribution from the company's freight forwarding segment declined significantly over the nine months ended June 2023 because ocean container shipping rates, which rose to record levels in 2021 and 2022, fell back to pre-pandemic levels. S&P said, "We expect Rinchem's freight forwarding gross profit will decline to about $20 million in 2023. Ocean container shipping rates have declined because the supply chain disruptions, strong consumer demand, and traffic congestion at ports that previously supported them have moderated since the last quarter of 2022. We believe rates will remain at these more-normalized levels over the next 12-18 months, which will prevent Rinchem from materially recovering its freight forwarding segment's performance toward 2022 levels. The company is also experiencing lower shipment volumes because of the weaker consumer and industrial demand environment, coupled with high semiconductor chip inventory levels at fabricators, which has led its fabricator customers to lower their production (and thus their demand for the chemicals handled by the company). We forecast Rinchem will expand its revenue by the low-double-digit percent area in fiscal year 2024 because we expect the semiconductor production volumes at its key customers will improve after they pare down their excess inventories." That said, the performance of the company's warehousing segment has remained steady. This business has benefitted from its contractual nature, which has enabled it to maintain its utilization levels and implement price increases to offset its volume declines. However, S&P believes the gradual improvement in Rinchem's warehousing segment, due to its recent pricing actions and the incremental contributions from its new facilities, will not fully offset the relatively weaker, but more normalized, performance of its freight forwarding segment. The company is also facing about $7 million of additional interest expense relative to 2022 due to Fed rate increases (after incorporating its interest rate hedges), as well as additional required cash payments in 2023 and 2024 tied to deferred earnouts (related to Stonepeak's purchase of the company in early 2022). S&P now expects it will generate negative reported FOCF in 2023 and 2024. Rinchem began drawing on its revolving credit facility in the fourth quarter of 2022 to offset its negative FOCF ($14 million available as of the end of June 2023 out of $35 million total limit). The limited availability under its revolving facility, as well as its $8 million of cash on hand and negative expected FOCF, led S&P to revise its assessment of its liquidity to less than adequate. Rinchem's multiple ongoing expansion projects will likely cause its capital expenditure (capex) to remain elevated over the near term. S&P said, "We believe the company will benefit from its key customers expanding their domestic semiconductor chip fabrication as they try to take advantage of recent legislation promoting the onshoring of semiconductor manufacturing. Rinchem has won multi-year contracts from these customers to manage the logistics and chemical transportation required in their chip manufacturing process and is investing in several expansion projects located strategically near its customer facilities to support their growth. While it is nearing the completion of its Oregon and Malaysia facilities, which have caused its capex to remain high for most of 2023, we expect the company will likely sustain its high capital spending in 2024 and 2025 as it shifts its focus to its upcoming Arizona and Ohio facilities. Because contractual obligations compel Rinchem to maintain its capital spending at elevated levels, we expect its FOCF will remain negative in 2023 and 2024." S&P said, "We expect the company's credit metrics will remain weak for a protracted period.Rinchem's S&P Global Ratings-adjusted leverage increased to 9.4x as of June 30, 2023 (from 6.5x as of Dec 31, 2022). We do not expect the company will improve its profitability during the remainder of 2023, which will lead it to end the year with leverage in the mid-9.0x area. We also assume incremental revolver draws will be necessary to offset its cash flow shortfalls. We anticipate an expansion in Rinchem's volumes in 2024 will support a slight improvement in its metrics starting in 2024, with its leverage improving to the low 8.0x area. "We do believe that the company's financial sponsor, Stonepeak, could support Rinchem as needed with the latter's growth capital spending requirements, which will partially trim the company's cash flows shortfalls. However, we have not factored in any support from the sponsor in our base-case forecast. "The negative outlook reflects that Rinchem could face liquidity constraints over the next 12 months if the recovery in semiconductor production is delayed or freight rates remain at current levels, which would constrain its cash flows and lead to a liquidity shortfall. We estimate the company will generate negative FOCF in 2023 and 2024, which will require it to draw on a significant portion of its revolving credit facility to fund its operations. "We could lower our ratings on Rinchem if we believe it will default or enter into a distressed exchange offer over the next 12 months in the absence of an unforeseen positive development, likely due to a liquidity crisis." This could occur if: -- Weaker semiconductor demand leads to lower volumes handled or freight rates do not recover from their current levels for a prolonged period, resulting in a larger cash flow shortfall; or -- The availability under its revolving credit facility becomes restricted, either because of a covenant violation or a larger-than-expected draw. S&P said, "We could revise our outlook on Rinchem to stable over the next 12 months if its liquidity position improves beyond our current expectations, sufficiently mitigating our concerns around a potential liquidity crisis. In this scenario, we would expect the company to have greater access to its revolver, most likely due to a lower-than-expected cash flow deficit. "Governance factors are a moderately negative influence on our credit rating analysis of Rinchem. We view financial-sponsor owned companies with highly leveraged financial risk profiles as demonstrating corporate decision-making that prioritizes the interests of their controlling owners, which typically have finite holding periods and focus on maximizing shareholder returns." ROYAL OAKS: Fitch Lowers Rating on 2016/2020A Bonds to 'BB+' ------------------------------------------------------------ Fitch Ratings downgraded the rating on the following bonds issued on behalf of Royal Oaks Life Care Community, AZ (Royal Oaks) to 'BB+' from 'BBB-': - $95,100,000 The Industrial Development Authority of the City of Glendale, Arizona senior living revenue bonds (Royal Oaks - Inspirata Pointe Project) series 2020A; - $32,500,000 The Industrial Development Authority of the City of Glendale, Arizona senior living revenue bonds series 2016. Fitch has also downgraded the Issuer Default Rating to 'BB+' from 'BBB-'. The Rating Outlook is Stable. Entity/Debt Rating Prior ----------- ------ ----- Royal Oaks Life Care Community (AZ) LT IDR BB+ Downgrade BBB- Royal Oaks Life Care Community (AZ) /General Revenues/1 LT LT BB+ Downgrade BBB- The rating downgrade to 'BB+' reflects the substantial deterioration in Royal Oaks' operating performance and financial profile since the launch of Inspirata Pointe, its expansion independent living unit (ILU) project. Construction delays, higher than expected interest expense (due to higher rates on the short-term debt) and softening occupancy in the existing community have prolonged Royal Oaks' cash deterioration. Fitch expects operating losses to continue for the next 12 to 18 months while Royal Oaks finishes construction and fills its expansion, but Fitch expects the community's operating results and financial profile will stabilize at levels consistent with the upper end of the below investment grade rating category. Royal Oaks' financial cushion deteriorated with cash to adjusted debt of 42% at FYE 2023 (from 168% before the project). This does not include an undrawn additional seven million in unsecured, subordinated debt from the foundation for Royal Oaks' Vida Wellness center and dining renovations. Fitch expects these loans to be structured with very favorable terms. However, the additional debt increases pressure on Royal Oaks' already weak financial profile. As of the end of August 2023, 57 of the 156 expansion ILUs were available for occupancy with 72% of the available units occupied. Compared to the original timeline, construction was expected to be complete on all of the units by the end of March 2023, filling to 95% occupancy by May 2025. As of the end of August of 2023, presales for all 156 units were at 83%. Management expects 66 of the 99 remaining ILUs to come online in October and the final 33 in November 2023, though Fitch believes minor delays could potentially delay completion to the end of 2023 or early 2024. Management does not expect any additional costs beyond the projects' original scope. Fitch expects Royal Oaks to fully redeem all temporary (TEMP) debt by FYE 2025 (February year-end). The TEMP debt can be fully redeemed with 85% of the initial entrance fee pool and management has already repaid $6 million and drawn down approximately $18 million of the total $46 million. The Stable Outlook reflects Fitch's expectation that Royal Oaks will successfully fill Inspirata Pointe over the next few years and incrementally rebuild its cash to adjusted debt to stabilize at levels of approximately 50% with maximum annual debt service (MADS) coverage at or above 1.5x which is consistent with a 'BB+' rating. SECURITY The bonds are secured by a gross revenue pledge and mortgage pledge of the obligated group. There is no debt service reserve fund associated with the series 2016 bonds. A fully funded debt service reserve fund is associated with the series 2020A bonds. KEY RATING DRIVERS Revenue Defensibility - bbb Historically Good Occupancy Royal Oaks is a single-site life plan community in Sun City, AZ, approximately 20 miles northwest of Phoenix, AZ. The community faces moderate local competition with three other Type-A/Type-B communities within eight miles of campus. Occupancy in the existing ILUs has been softer than the 94% forecast assumption from the feasibility study over the past several years - 90% in 2023 and 88% at the end of August 2023. Presales for the expansion have also been soft throughout construction, incrementally increasing from 46% in January 2021 to 82% in July 2023. While Royal Oaks faces limited external competition, internally the newer units may siphon demand from the existing units, widening the difference between actual existing occupancy and the forecasted 94% from the feasibility study. Though Fitch does not expect Royal Oaks to achieve forecasted results, the revenue defensibility profile is expected to remain within the midrange assessment as softer demand and pricing flexibility on the existing campus balances against the newer expansion units. Though assisted living unit (ALU) occupancy has only averaged 76% and memory care averaged 84% over the last three fiscal years, weaker occupancy is partially attributable to a lower number of direct admit residents. Royal Oaks does not rely heavily on cash flow from external admissions and does not offer skilled nursing. These areas of care are also below the feasibility forecast assumptions of 98% occupancy in the ALUs and 91% to 97% occupancy in the memory care units. Operating Risk - bb Expansion-Driven Elevated Operating Risk Royal Oaks' operating performance has deteriorated considerably since the launch of Inspirata Pointe. Fitch expects Royal Oaks' operating performance to improve after Inspirata Pointe fills, but remain consistent with the weak assessment. Royal Oaks' operating ratio, net operating margin (NOM) and NOM-adjusted averaged 110%, negative 10.6%, and 13.6% over the past five audited years, reflecting the predominantly Type-A contract and construction. Fitch expects cost management metrics to incrementally improve as the expansion fills with operating ratios approaching105% and NOM approaching 3% in FY 2028. Capital-related metrics are similarly expected to improve but remain weak after stabilization. On average over the past five years, revenue-only MADS coverage averaged 0.2x, debt to net available has averaged 15.1x and MADS has averaged 23.6% of revenue. Fitch expects debt to net available to approach 8x in FY 2028. Management actively invests in maintaining and expanding the campus with capex averaging over 200% of depreciation over the past five years. The average age of plant is midrange at approximately 10 years with expectations for improvement as the Inspirata Pointe project progresses. Financial Profile - bb Weakened Financial Profile Royal Oaks' unrestricted cash and investments amount to $62 million at the audited YE 2023 (Feb. 28), which translates into 809 days cash on hand, 42% cash-to-adjusted debt (excluding $27 million temporary debt and $7 million in unsecured, subordinated debt). Given Royal Oaks' midrange revenue defensibility in the context of increased ongoing operational risk from the expansion project, Fitch expects Royal Oaks will maintain a financial profile that is consistent with the 'bb' assessment throughout the economic and financial volatility assumed in Fitch's stress case scenario. MADS coverage has been consistent with the weak assessment, averaging 1x over the past five years. Construction delays, increased interest expense, increased debt and soft existing occupancy lead Fitch to believe Royal Oaks will not achieve the financial results forecasted in the feasibility study. Fitch expects Royal Oaks to stabilize in 2027 with cash to adjusted debt around 50% and MADS coverage under 2x as compared to the originally forecasted 70% cash to adjusted debt and 2.3x MADS coverage. Asymmetric Additional Risk Considerations No asymmetric risks are relevant to the rating. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Royal Oaks' liquidity position offers limited financial cushion. Continued project execution issues including construction delays beyond the current scope, a prolonged fill-up, cost overruns or extensive service disruptions would likely pressure the rating; - Inability to meet the Inspirata Pointe Project occupancy covenant, cash-to-adjusted debt sustained below 30%; operating ratios sustained above 105% beyond the next 12-18 months; and/or deterioration in ILU occupancy below 86% in the existing community would further pressure the rating. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Unlikely over the Outlook period, but over time, cash to adjusted debt levels sustained above 70%; operating ratios consistently at or below 100%; and/or occupancy in the expansion ILUs at or above 95% could warrant positive rating action. PROFILE People of Faith, Inc. d/b/a Royal Oaks (the corporation) is a Type A life plan community with 403 ILUs (299 apartments and 88 garden homes and 16 villas), 119 ALUs and 56 memory care private suites, located in Sun City, AZ. The obligated group (OG) includes the corporation only. There is a limitation on asset transfers outside the OG under the indenture; they are limited to 10% of total assets. The consolidated financials include two non-OG members, Cactus Sky Holdings, LLC and People of Faith Foundation Inc. (the foundation). Cactus Sky Holdings' purpose is to purchase and hold land for future development. The foundation's primary purpose is to support the corporation. The foundation had cash and investments of $22 million at fiscal YE 2023. The corporation had a development fund (delineated in consolidating statements of the audit and internal financial statements), which maintained funds for capital projects and program enhancements. The corporation's board approved a decision to consolidate philanthropic efforts that resulted in the transfer of the assets and liabilities of the development fund to the foundation in fiscal 2020. Fitch uses the corporation only (obligated group) column in its analysis. Total operating revenue in fiscal 2023 (audited Feb. 28 FYE) for the corporation was $31 million. 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. ROYALE ENERGY: Reports Progress on Ares Energy JDA -------------------------------------------------- Royale Energy, Inc. announced new progress on its Joint Development Agreement (JDA) with Ares Energy LTD, located in the Permian Basin, Texas. This project is a horizontal resource play in the Mississippian interval. Royale and its investors have a 5% Working Interest in the first 2 wells drilled and 7% Working Interest in the third and fourth wells drilled on the 6,900 net acres project located in Ector County, Texas. OPERATIONS To date there have been four wells drilled on this acreage. The first well that was completed in March 2023 demonstrated an initial production rate of 818 BOPD & 1,100 MCFD with expected reserves exceeding 1,400,000 barrels of oil equivalent. The second well was completed in August 2023, and has demonstrated an initial rate of 1,347 BOPD & 1,649 MCFD with expected reserves exceeding 1,500,000 barrels of oil equivalent. The third and fourth wells have been drilled and are currently being completed with production expected to begin in early October 2023. As used in this press release, "BOPD" means barrels of oil per day, "MCFD" means thousand cubic feet per day. FORECAST The Company anticipates drilling one more well in 2023 and 3 to 6 more wells in 2024 on this project. About Royale El Cajon, CA-based Royale Energy, Inc. -- http://www.royl.com-- is an independent exploration and production company based in San Diego, California, focused on the acquisition, development, and marketing of oil and natural gas. The Company has its primary operations in California's Los Angeles Basin and Texas's Permian Basin. Royale Energy reported a net loss of $145,594 for the year ended Dec. 31, 2022, compared to a net loss of $3.60 million for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $11.78 million in total assets, $21.30 million in total liabilities, $23.61 million in mezzanine equity, and a total stockholders' deficit of $33.14 million. Ridgeland, Mississippi-based HORNE LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated May 19, 2023, citing that the Company has suffered recurring losses from operations and its total liabilities exceed its total assets. This raises substantial doubt about the Company's ability to continue as a going concern. SALEM MEDIA: To Sell Salem Church Product Business to Gloo for $30M ------------------------------------------------------------------- Salem Media Group, Inc. announced that it entered into an agreement to sell its Salem Church Products business to Gloo, LLC for $30 million. When the transaction closes, scheduled for November 1, the parties will also enter into a $10 million multi-year agreement for Salem to advertise the Gloo platform's products and services across Salem's radio and digital platform that serves the Christian audience. Salem Church Products creates and distributes resources for churches and ministries in the areas of church media, worship, children's ministry, preaching, teaching and employment through online resources including WorshipHouse Media, SermonSearch, ChurchStaffing, Children's Ministry Deals and many others. Salem's Chief Operating Officer David Evans said, "We are proud of the Church Products business we have built over the years. What started with a single website -- SermonSearch - has grown into a successful organization providing valuable resources and services to local churches and their pastors. Any time we look to sell a business, we look for organizations that share our passion and that can take that business to the next level. Gloo is just such an organization and we couldn't be more thrilled." Scott Beck, chief executive officer of Gloo said, "Salem has been a tremendous partner for several years. We share their mission to equip and support the mission of the Church. Welcoming the Salem Church Products collection of brands to the Gloo platform will accelerate our ability to connect churches with a broad network of great products and producers in everything from Sunday weekend experiences, children's resourcing, staffing and digital evangelism/discipleship. We are excited to support the Salem Church Products' great leadership team as they accelerate their ability to serve and expand their network." About Salem Media Headquartered in Texas, Salem -- www.salemmedia.com -- is a domestic multimedia company specializing in Christian and conservative content, with media properties comprising radio broadcasting, digital media, and publishing. Its content is intended for audiences interested in Christian and family-themed programming and conservative news talk. * * * As reported by the TCR on Sept. 25, 2023, Moody's Investors Service downgraded Salem Media Group, Inc.'s Corporate Family Rating to Caa3 from Caa1. Moody's said the downgrade of the CFR to Caa3 reflects Salem's weak operating performance pressured by subdued radio advertising demand, high financial leverage, a deteriorating liquidity profile and the uncertainty around the company's ability to refinance its $25 million ABL revolving facility before its expiration in March 2024. Also in September 2023, S&P Global Ratings lowered its issuer credit rating on Salem Media Group Inc.to 'CCC-' from 'CCC'. The negative outlook reflects the potential for a default or debt restructuring over the next six months. SAN MARINO CAFE: Seeks Cash Collateral Access on Final Basis ------------------------------------------------------------ San Marino Cafe & Marketplace, LLC asks the U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, for authority to use cash collateral on a final basis. The Debtor requires the use of cash collateral to pay its normal and ordinary operating expenses. At this time the Debtor has a few secured creditors who assert an interest in the Debtor's cash. The Debtor submits that the secured creditors will not be harmed in any way by the Debtor's use of cash collateral. The parties that assert an interest in the Debtor's cash collateral are Reliable Fast Cash, LLC, U.S. Small Business Administration, CT Corporation System, as Representative, and WebBank-Salt Lake City, Utah. As adequate protection, the Debtor offers a replacement lien to the creditors that have a valid security interest in the Debtor's collateral. Besides the Debtor's equipment, the Debtor generates revenue on a daily basis that creditors will continue to have a security interest in the cash generated by Debtor's operations. A hearing on the matter is set for October 24, 2023 at 11 a.m. A copy of the motion is available at https://urlcurt.com/u?l=L7KQv2 from PacerMonitor.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. SANUWAVE HEALTH: Investor Presentation for SEPA Merger Filed ------------------------------------------------------------ SANUWAVE Health Inc. filed with the Securities and Exchange Commission a copy of the investor presentation used by SANUWAVE Health and SEP Acquisition Corp., in connection with the parties' merger and related transactions. The presentation provided an overview of the transaction. Deal Structure * SNWV's existing shareholders will roll 100% of existing equity ($77.9M) * SEPA will cancel its 8M private warrants for 400K Class A shares * Public warrant holder vote to exchange 9M public warrants for 450K Class A shares Valuation * Transaction Valuation of SNWV + SEPA pre-money is $125M TEV * Pro Forma Equity Value is assumed at $112M Financing * $12M Cash from Non-redeemed Trust Account + PIPE financing * Approximately $8.5M of Capital Committed as of August 23, 2023 On August 23, 2023, the Company entered into an Agreement and Plan of Merger with SEP Acquisition Corp., a Delaware corporation, and SEP Acquisition Holdings Inc., a Nevada corporation and a wholly owned subsidiary of SEPA. Pursuant to the terms of the Merger Agreement, a business combination between the Company and SEPA will be effected. The holders of (i) Common Stock, (ii) in-the-money options to purchase Common Stock, (iii) in-the-money warrants to purchase Common Stock, and (iv) convertible promissory notes, collectively will be entitled to receive 7,793,000 shares of Class A Common Stock of SEPA. A copy of the Presentation is available at https://tinyurl.com/4dzx56sy About SANUWAVE Health Headquartered in Suwanee, Georgia, SANUWAVE Health, Inc. (OTCQB:SNWV) –- http://www.SANUWAVE.com-- is focused on the research, development, and commercialization of its patented, non-invasive and biological response-activating medical systems for the repair and regeneration of skin, musculoskeletal tissue, and vascular structures. SANUWAVE's end-to-end wound care portfolio of regenerative medicine products and product candidates help restore the body's normal healing processes. SANUWAVE applies and researches its patented energy transfer technologies in wound healing, orthopedic/spine, aesthetic/cosmetic, and cardiac/endovascular conditions. SANUWAVE reported a net loss of $10.29 million for the year ended Dec. 31, 2022, compared to a net loss of $27.26 million for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $19.87 million in total assets, $60.88 million in total liabilities, and a total stockholders' deficit of $41.01 million. New York, NY-based Marcum LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 31, 2023, citing that the Company has incurred recurring losses and needs to raise additional funds to meet its obligations and sustain its operations and the occurrence of the events of default on the Company's debt. These conditions raise substantial doubt about the Company's ability to continue as a going concern. SAS AB: Scandinavian Airline Weighs Equity Investors' Bids ---------------------------------------------------------- Christopher Jungstedt of Bloomberg Law reports that Scandinavia's biggest airline SAS AB has received a final round of bids from potential suitors looking to invest in the carrier as part of a rescue plan to shore up its ailing finances. The Stockholm-based company, which is going through a Chapter 11 reorganization in the US, needs to raise at least 9.5 billion Swedish kronor ($856 million) in new equity and convert or cut its debt pile of about 20 billion kronor. Chief Executive Officer Anko van der Werff has previously said the amount of equity is not set and could go higher. 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. SHIFT TECHNOLOGIES: Case Summary & 30 Largest Unsecured Creditors ----------------------------------------------------------------- Seventeen affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Shift Technologies, Inc. (Lead Case) 23-30387 290 Division Street Suite 400 San Francisco CA 94103 Shift Platform, Inc. 23-30688 Shift Finance, LLC 23-30689 Shift Operations LLC 23-30690 Shift Transportation LLC 23-30691 Shift Insurance Services LLC 23-30692 Shift Marketplace Holdings, LLC 23-30693 Shift Marketplace, LLC 23-30694 Fair Dealer Services, LLC 23-30695 CarLotz, Inc., a Delaware Corporation 23-30697 CarLotz Group, Inc. 23-30698 CarLotz Nevada, LLC 23-30699 CarLotz California, LLC 23-30700 CarLotz, Inc., an Illinois Corporation 23-30701 CarLotz Logistics, LLC 23-30702 Orange Peel, LLC 23-30703 Orange Grove Fleet Solutions, LLC 23-30704 Business Description: Shift Technologies, Inc. is an omnichannel retailer transforming the used car industry by leveraging its end-to-end ecommerce platform and retail locations to provide a technology-driven, hassle-free customer experience. Chapter 11 Petition Date: October 9, 2023 Court: United States Bankruptcy Court Northern District of California Debtors' Counsel: Thomas B. Rupp, Esq. KELLER BENVENUTTI KIM LLP 425 Market Street, 26th Floor San Francisco CA 94105 Tel: (415) 496-6723 Email: trupp@kbkllp.com Shift Technologies' Estimated Assets: $0 to $50,000 Shift Technologies' Estimated Liabilities: $100 million to $500 million The petitions were signed by Jason Curtis as chief financial officer. Full-text copies of two of the Debtors' petitions are available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/FWPMJTA/Shift_Technologies_Inc__canbke-23-30687__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/OV6GUEQ/Shift_Platform_Inc__canbke-23-30688__0001.0.pdf?mcid=tGE4TAMA List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. US Bank National Association, Convertible Notes $150,000,000 As Trustee Attn: Global Corporate Trust 190 S Lasalle Chicago, IL 60603 c/o Foley & Lardner LLP Mark L Radtke 321 N Clark St, Ste 3000 Chicago, IL 60654 Tel: 312-832-4966 Email: mradtke@foley.com 2. Sbll Holdco, Inc Senior Notes $20,000,000 aka Sb Ll Holdco, Inc Attn: SBGI Corporate Legal 1 Circle Star Way San Carlos, CA 94070 c/o Morrison & Foerster LLP Adam A Lewis 425 Market St San Francisco, CA 94105-2482 Tel: 415- 268-7232 Email: sbgi-notice@softbank.com; alewis@mofo.com 3. Stifel, Nicolaus & Co, Inc Litigation $4,000,000 c/o Gordon & Rees LLP Attn: Mark A Beckman 1 Battery Park Plz, 23rd Fl New York, NY 10004 Mark Beckman Tel: 212-269-5500 Email: mbeckman@grsm.com 4. Cynthia Stout Litigation $900,000 c/o Law Offices of Gerald L Marcus Attn: Gerald L Marcus, T Vincent Consolo 24025 Park Sorrento, Ste 430 Calabasas, CA 91302 Gerald L Marcus Tel: 818-784-8544 5. Oded Shein Severance $900,000 c/o Rubin Fortunato Agreement Attn: Michael Fortunato 1200 Liberty Ridge Dr, Ste 220 Wayne, PA 19087 Michael Fortunato Tel: 610-408-2005 Email: MFortunato@rubinfortunato.com 6. Jenner & Block LLP Professional $789,400 353 N Clark St Services Chicago, IL 60654-3456 Martin Glass Tel: 312-840-7539; 212-891-1672 Email: arremittance@jenner.com; mglass@jenner.com 7. Freshfields Professional $788,762 601 Lexington Ave, 31st Fl Services New York, NY 10022 Valerie Jacobs Tel: 914-886-2699; 212-284-4926 Email: usbilling@freshfields.com; valerie.jacob@freshfields.com 8. Google Inc Trade Debt $736,618 Dept 33654 P.O. Box 39000 San Francisco, CA 94139 Tel: 866-954-0453 ext 8958 Email: collections-us@google.com 9. Jones Lang Lasalle Brokerage, Inc Professional $715,974 71700 Treasury Center Services Chicago, IL 60694-1700 Tel: 757-927-3897 Email: katie.jones@jll.com 10. Berkeley Partners Value Rent $582,282 Industrial Fund V (Op), LP 1111 Broadway St, Ste 1670 Oakland, CA 94607 Tel: 415-295-8080 11. Prologis Targeted US Rent $500,308 Logistics Fund, LP 1800 Wazee St, Ste 500 Denver, CO 80202 Email: dlaronde@prologis.com 12. Prologis Mesquite, LLC (Oakland) Rent $393,827 1800 Wazee St, Ste 500 Denver, CO 80202 Stephen Schorr Email: sschorr@prologis.com 13. Autotrader Sf Trade Debt $369,406 Autotrader P.O. Box 932207 Atlanta, GA 31193 Tel: 800-353-9350 Email: Debbie.Glover@autotrader.com 14. Tesla Trade Debt $314,850 c/o Wholesale Operations Supervisor, North America Used Cars Attn: Ruben Otaegui 3000 S Federal Hwy Delray Beach, FL 33483 Ruben Otaegui Tel: 561-341-0182 Email: rotaegui@tesla.com 15. Softbank Group Corp Senior Debt $300,000 1-7-1 Kaigan Minato-Ku Tokyo, 105-7537 Japan c/o Morrison & Foerster LLP Adam A Lewis 425 Market St San Francisco, CA 94105-2482 Tel: 415- 268-7232 Email: alewis@mofo.como 16. George Arison Severance $300,000 Address Redacted Agreement 17. Amazon Web Services, Inc Trade Debt $207,682 P.O. Box 81207 Seattle, WA 98108-1207 Email: aws-receivables- support@email.amazon.com 18. Albert & Magdalena Rent $197,158 Lao Family Trust Attn: Albert L & Magdelena C Lao, Co-Trustees P.O. Box 74351 Los Angeles, CA 90004-0351 19. Rlif West, LLC Rent $172,365 aka Realterm Logistics Income Reit, LP 201 West St Annapolis, MD 21401 Email: tpalmer@realterm.com 20. Amb Beacon Lakes 9, LLC Rent $125,003 Prologis Miami 1800 Wazee St, Ste 500 Denver, CO 80202 Email: jtenenbaum@prologis.com 21. Hubspot, Inc Trade Debt $116,807 P.O. Box 419842 Boston, MA 02241 Tel: 857-829-5778 Email: billing@hubspot.com 22. Salesforce.com Inc Trade Debt $114,782 P.O. Box 203141 Dallas, TX 75320-3141 Tel: 415-363-6450 Email: billing@salesforce.com 23. Cartelligent Trade Debt $114,660 2700 Bridgeway Sausalito, CA 94965 Tel: 415- 331-4270; 888-427-4270 24. Kenna Kizan Professional $109,421 Agile Recruiting Services 602 12 Ave SW, Ste 110 Calgary, AB T2R 1J3 Canada Email: accounts@teamit.com 25. Oppenheimer & Co Inc Professional $100,000 85 Broad St Services New York, NY 10004 Tel: 212-668-8000 Email: jeffrey.fahrenholz@opco.com 26. Dominion Voice & Data Trade Debt $90,097 711 Moorefield Park Dr Richmond, VA 23236 Tel: 804-271-6300 Email: inewman@dvdnetworks.com 27. Workiva Inc Trade Debt $78,940 2900 University Blvd Ames, IA 50010 Tel: 515-817-6109 Email: ar@accounting.workiva.com 28. Golden Parachute Professional $75,522 Tax Solutions LLC Services 150 JFK Pkwy Short Hills, NJ 07078 David Chang Tel: 973-847-5980 29. CarLotz Securities Litigation Litigation Unknown c/o Kahn, Swick & Foti LLC Attn: Kim E Miller 250 Park Ave, 7th Fl New York, NY 10177 Tel: (212) 696-3732 Email: kim.miller@ksfcounsel.com 30. Kevin Engle Litigation Unknown c/o The Vora Law Firm, PC Attn: Nilay U Vora 201 Santa Monic Blvd, Ste 300 Santa Monica, CA 90401 Nilay Vora Tel: 424-258-5190 SHIFT TECHNOLOGIES: Files Chapter 11 Bankruptcy Petition -------------------------------------------------------- Shift Technologies, Inc. (Nasdaq: SFT), a consumer-centric omnichannel retailer for buying and selling used cars, on Oct. 6 disclosed that it and its subsidiaries (collectively, "the Company") intend to file a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code ("Chapter 11") in the United States Bankruptcy Court ("the Court") to implement an orderly wind down of its business. To facilitate the process, the Company will utilize cash on hand and cash generated by the liquidation of inventory through wholesale channels to provide the necessary liquidity to support the wind down and closure of operations during the Chapter 11 process. The Company's two locations in Oakland, CA, and Pomona, CA, and the Company's website have ceased operations as of the time of this press release. Ayman Moussa, Shift's Chief Executive Officer, said, "We deeply value our employees, customers, partners, and the communities in which we have operated. This was not the outcome we had expected or hoped to achieve. This decision follows months of trying to raise capital and restructure the balance sheet to allow the Company to operate unencumbered in this challenging environment. Ultimately, the extensive efforts of our senior leadership team and advisors were not successful. We want to thank all our dedicated employees, customers, and vendors who have supported us over the years." Additional information will be available at https://omniagentsolutions.com/Shift once the case is filed. Stakeholders with questions will be able to contact the Company's Claims Agent, Omni Agent Solutions, Inc., at ShiftInquiries@omniagnt.com, 888-505-9433 if calling from the U.S. and Canada, or 747-204-5943 if calling from outside the U.S. Keller Benvenutti Kim is serving as legal counsel and AlixPartners is serving as financial advisor. About Shift Shift is a consumer-centric omnichannel used car retailer. The Company operates the website www.shift.com and two locations in Oakland, CA, and Pomona, CA. SINCLAIR TELEVISION: $750MM Bank Debt Trades at 32% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Sinclair Television Group Inc is a borrower were trading in the secondary market around 67.9 cents-on-the-dollar during the week ended Friday, October 6, 2023, according to Bloomberg's Evaluated Pricing service data. The $750 million facility is a Term loan that is scheduled to mature on April 21, 2029. About $741.1 million of the loan is withdrawn and outstanding. Sinclair Television Group, Inc. provides media broadcasting services. The Company offers television broadcasting and programming services. SIZZLING PLATTER: Fitch Affirms 'B-' LongTerm IDR, Outlook Stable ----------------------------------------------------------------- Fitch Ratings has affirmed Sizzling Platter, LLC's ratings, including the Long-Term Issuer Default Rating (IDR) at 'B-' as well as the instrument ratings at 'BB-'/'RR1' for the super priority first-lien revolver and 'B-'/'RR4' for the first-lien notes. The Rating Outlook remains Stable. Sizzling Platter, LLC's 'B-' rating reflects the company's position as a leading franchisee in the Little Caesars, Jamba and Wingstop quick-serve restaurant chains, its reliance on Little Caesars for around 65% of its revenue and modest scale. The rating also considers recent good same store sales (SSS) growth and improved operating performance despite high inflation. Fitch expects EBITDAR leverage could improve in 2023 to the mid-5x area based on EBITDA of around $90 million compared to $58 million in 2022. Over the medium-to-longer term, Fitch expects the company will prioritize its growth strategy for restaurant expansion through new store openings and bolt-on acquisitions such that EBITDAR leverage could be sustained above 6.0x. KEY RATING DRIVERS Improved Margins, Traffic Weakness: Recent top line results from Sizzling Platter have been good, exceeding pre-pandemic levels driven by price increases across the portfolio and new unit growth offset by traffic weakness. The company's pricing strategy coupled with labor efficiency measures have helped offset commodity and labor inflation with gross margins up over 300bps in 1Q and 2Q of 2023. Fitch projects traffic remaining weak in 2H of 2023 and combined with softer pricing benefit, given lapping of 4Q2022 increases, could lead to slowed sales growth. Revenue in 2023 is expected to grow around 15% compared to 27% growth in 2022 and EBITDA margin could increase to high 9% from 7% in 2022. Beyond 2023, EBITDA margins could settle in the 8% area as Fitch does not expect further pricing actions above total cost inflation. Limited Diversification and Modest Scale: The core of Sizzling Platter's 701-unit restaurant portfolio consists of almost 450 Little Caesars units across the US and Mexico, over 100 Wingstop units and over 90 Jamba units. Little Caesars distinguishes itself from other national pizza chains with its extreme value offering while Wingstop has a leading position in the fast-casual chicken wing segment with a demonstrated track record of SSS growth. The company's relatively small scale in terms of total revenue and EBITDA is mitigated by its meaningful scale within its core brands' systems. It is the largest franchisee in the Little Caesars system (over 10% of the brand's domestic units) and one of the largest with the Jamba (12%) and Wingstop systems (6%). Value Offerings Drive Resilient Performance: Sizzling Platter's brands' deep value offerings have enabled the company to perform well during economic downturns while the convenience factor of its offerings helped the company outperform during the pandemic. Little Caesars held up relatively well during the recessionary period during 2008-2010 as the company posted positive cumulative SSS during the period as the brand's reputation for value enabled the company to capture consumers looking to trade down from more expensive options. In addition, sales remained resilient during the pandemic as the company's brands' off premise focused business models satisfied consumers' desire for food away from home but in a low-touch environment. Fitch believes the company's largely off-premise and recession resistant business model will continue to be key advantages for Sizzling Platter. Positive Same Stores Sales Growth: Sizzling Platter has generated 23 consecutive quarters of SSS growth from its QSR businesses (excluding 1Q20 due to the COVID outbreak). While available data suggests Little Caesars underperformed its peers during the year after COVID this trend may have reversed with Sizzling Platter's SSS growth exceeding Domino's for five straight quarters ending 2Q23. Fitch attributes much of this reversal to increased consumer mobility benefiting the company's takeout concepts as well as Little Caesar's improved delivery platform, which was a weakness during the pandemic as it could not meet the substantial increase in demand for delivery. Fitch expects mid-to-high SSS growth in 2023 before settling in the low-single-digit percent range in the outer years. Store Expansion Growth Strategy: Sizzling Platter's growth has been augmented with an acquisitive strategy and new store openings. In 1H of 2023, the company acquired 26 restaurants (four Little Caesars and 22 Wingstops) for a total consideration of around $25 million funded by revolver borrowings and cash on hand, following over 90 Jamba restaurants acquired in 2022. In addition, the company plans to build 25-30 locations by the end of 2023 the growth bolsters the company's overall top line performance and increases scale. Given the company's acquisitive growth strategy, they could pursue more sizeable opportunistic acquisitions that increases leverage. Leverage Expectations: Fitch expects EBITDAR leverage could improve in 2023 to the mid-5x area based on EBITDA of around $90 million compared to $58 million in 2022 driven by pricing actions and easing inflationary pressures. This compares to leverage in the low 7.0x area in 2022 and mid-8.0x area in 2021. Over the medium-to-longer term, Fitch expects the company will prioritize its growth strategy for restaurant expansion through new store openings and bolt-on acquisitions such that EBITDAR leverage could be sustained above 6.0x. Fitch expects Sizzling Platter will refinance its 2025 maturities before becoming current in 2024. DERIVATION SUMMARY Sizzling Platter's 'B-' rating considers the company's position as a leading franchisee in the Little Caesars, Jamba and Wingstop quick-serve restaurant chains, as well as its limited scale, the company's acquisitive strategy, and its reliance on Little Caesars for around 65% of its revenues. Fitch expects EBITDAR leverage could improve in 2023 to the mid-5x area based on EBITDA of around $90 million compared to $58 million in 2022. Over the medium-to-longer term, Fitch expects the company will prioritize its growth strategy for restaurant expansion through new store openings and bolt-on acquisitions such that EBITDAR leverage could be sustained above 6.0x. Sizzling Platter's rating is one notch above GPS Hospitality Holding Company LLC (CCC+), a multi-brand franchisee with a high concentration of Burger King restaurants. GPS's rating considers its elevated leverage expected to trend in the high single digits, small scale with EBITDA under $50 million, modest liquidity and near-term negative FCF. Sizzling Platter's rating is one notch below LSF9 Atlantis Holdings, LLC(Victra) (B/Positive). The rating reflects Victra's stable position as the largest authorized retailer for leading personal communications provider Verizon Communications Inc. (A-/Stable) and the company's good long-term operating track record, albeit mitigated by some declines in recent years. The rating considers the company's narrow product and brand focus within the U.S. retail industry. The Positive Outlook reflects the company's good operating trajectory, which, in combination with deployment of internally generated cash flow toward debt reduction could yield adjusted leverage declining below 5.5x. KEY ASSUMPTIONS - Revenue increasing by mid-teens digits to the low $900 million area in 2023 driven by mid-high single digit SSS in 2023 and new store openings, including the acquisition of 20 Wingstop restaurants completed in 2Q23. Over the longer term, revenue growth in the mid-single digit range supported by low single digit unit growth and SSS. - EBITDA margins increasing to the mid 9% in 2023 from 7% in 2022 led by higher margin contribution from Wingstop, price increases, labor efficiency initiatives and commodity inflation moderating. Beyond 2023, Fitch expects EBITDA margins settling at around 8% as Fitch is not assuming pricing actions over total cost inflation. - Capex in the $30 million range in 2023, increasing thereafter, driven by continued investments in new restaurants. Fitch expects excess cash to be used to fund M&A as the company continues to prioritize growth. - EBITDAR Leverage of around 5.4x in 2023, increasing to the high-5.0x range in 2024; - Sizzling Platter has fixed rate notes due 2025 and a super priority first-lien revolver due 2025 that has a floating interest rate structure. Fitch assumes 5.4% base rates that decline over the forecast horizon to 3.9%. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: - Positive trends in SSS and unit growth, consistent FCF generation and EBITDAR leverage sustained below 6.0x. Factors that could, individually or collectively, lead to negative rating action/downgrade: - Weaker than expected SSS trends, margin pressures and/or debt funded acquisitions that leads to EBITDAR Leverage expected to sustain above 7.0x and/or EBITDAR Fixed Charge Coverage trending towards 1.0x. LIQUIDITY AND DEBT STRUCTURE Liquidity Adequate: Sizzling Platter's liquidity as of July 9, 2023 consisted of $23 million in cash and approximately $26.4 million of availability under its $65 million revolving credit facility with $5.9 million in standby letters of credit extended. Fitch expects that the company will continue using internally generated funds supported by expected FCF and/or revolver borrowings to acquire and open new stores. Fitch views current liquidity as adequate. As of July 9, 2023, the company's capital structure consisted of $32.7 million of borrowings under its revolver maturing May 2025, $350 million outstanding in senior secured notes due November 2025. Fitch expects the company will refinance the revolver and notes prior to coming current next year. The revolver and note are pari passu in terms of collateral, secured by first lien on substantially all assets and equity interests of the company; however, the revolver benefits from super priority status receiving first order of payment in the event of a default. Recovery Considerations For issuers with IDRs of 'B+' and below, Fitch performs a recovery analysis for each class of obligations of the issuer. The issue ratings are derived from the IDR, the relevant Recovery Rating (RR) and prescribed notching. Fitch assumes a post-restructuring going concern EBITDA of roughly $45 million assuming the company closes around 25% of its weakest restaurants the majority of which are Little Caesars when combined with sales weakness at surviving restaurants, results in proforma revenue of around $650 million. Fitch assumes the company is able to use the bankruptcy process to return margins to around the 7% level as margin declines from loss of scale are partially offset by improvements from renegotiating contracts. Fitch applies a 6.0x enterprise value/EBITDA multiple, modestly below the 6.3x median multiple for food, beverage and consumer bankruptcy reorganizations Fitch analyzes. The multiple reflects the company's strong position in the Little Caesars and Wingstop chains and the strong long-term performance of the company's core brands, offset by the company's small scale. After deducting 20% for administrative claims, Sizzling Platter's superpriority first-lien secured revolver is expected to have excellent recovery prospects (90%-100%) and has been assigned 'BB-'/'RR1' ratings. The $350 million secured notes, which rank behind the revolver in a restructuring are estimated to have average recovery prospects (30%-50%) and have been assigned 'B-'/'RR4' ratings. The revolver and notes are secured by a first lien on substantially all assets and are guaranteed by all wholly owned material U.S. domestic subsidiaries, other than certain excluded subsidiaries. ISSUER PROFILE Sizzling Platter, LLC is a leading franchisee of the Little Caesars, Jamba and Wingstop quick-serve chains, as well as a franchisee of Dunkin', Jersey Mike's, Red Robin and Sizzler. 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. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Sizzling Platter, LLC LT IDR B- Affirmed B- senior secured LT B- Affirmed RR4 B- super senior LT BB- Affirmed RR1 BB- SMI ACQUISITION: $235MM Bank Debt Trades at 36% Discount -------------------------------------------------------- Participations in a syndicated loan under which SMI Acquisition Inc is a borrower were trading in the secondary market around 64.2 cents-on-the-dollar during the week ended Friday, October 6, 2023, according to Bloomberg's Evaluated Pricing service data. The $235 million facility is a Term loan that is scheduled to mature on November 1, 2024. About $220.9 million of the loan is withdrawn and outstanding. Strategic Materials, Inc. is an environmental services company focused on recycling and processing scrap glass (92% of revenues), known as cullet, as well as processing post-industrial scrap plastic (8% of revenues). SPACE SHADOW: Case Summary & Four Unsecured Creditors ----------------------------------------------------- Debtor: Space Shadow LLC 249 N Stephanie St Henderson, NV 89074 Business Description: The Debtor is primarily engaged in acting as lessors of buildings used as residences or dwellings. Chapter 11 Petition Date: October 9, 2023 Court: United States Bankruptcy Court District of Nevada Case No.: 23-14412 Judge: Hon. Hilary L. Barnes Debtor's Counsel: Ryan A. Andersen, Esq. ANDERSEN & BEEDE 3199 E Warm Springs Road Suite 400 Las Vegas, NV 89120 Tel: (702) 522-1992 Fax: (702) 825-2824 Email: ryan@aandblaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Kayvoughn Moradi 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/EM55QSQ/SPACE_SHADOW_LLC__nvbke-23-14412__0001.0.pdf?mcid=tGE4TAMA STANADYNE LLC: Chapter 11 Liquidation Plan Approved --------------------------------------------------- Alex Wittenberg of Law360 reports that unsecured creditors in fuel pump company Stanadyne's Chapter 11 case received approval from a Delaware bankruptcy judge Tuesday, September 26, 2023, to solicit votes on a plan for liquidation, helping the group move toward its goal of a "prompt exit" from bankruptcy. About Stanadyne LLC Stanadyne LLC is a global automotive technology offering engine-based fuel and air management systems. Stanadyne is a developer and manufacturer of fuel pumps and fuel injectors for diesel and gasoline engines. Stanadyne and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10207) on Feb. 16, 2023. In the petition signed by John Pinson, chief executive officer, the Debtor disclosed up to $500 million in both assets and liabilities. Judge John T. Dorsey oversees the case. The Debtor tapped Young Conaway Stargatt & Taylor, LLP, and Hughes Hubbard and Reed LLP as co-general bankruptcy counsel; Kroll, LLC as financial advisor; and Kurtzman Carson Consultants LLC as claims, noticing, and balloting agent and administrative advisor. STAR INTERMEDIATE: Fitch Assigns Final 'B+' LongTerm IDR -------------------------------------------------------- Fitch Ratings has assigned final 'B+' Long-Term Issuer Default Ratings (IDRs) to Star Intermediate Holdings, Inc. and its subsidiary, Star Parent, Inc. (collectively, Syneos) upon completion of the leverage buyout (LBO) and related financing transactions. Fitch has also assigned final 'BB'/'RR2' ratings to the senior secured debt instruments. The Rating Outlook is Stable. The 'B+' IDR reflects Syneos' competitive position as one of the leading contract research organizations (CROs) in global markets, significant portion of contracted/recurring revenue, diversified customer base and service offerings, and consistent positive cashflow generation. The rating is currently constrained by high gross leverage post-LBO, execution risk around Syneos' business turnaround strategies and cost savings plan, and uncertainties around macroeconomic conditions and availability of biotech funding. Fitch believes profit margins would need to expand meaningfully and sustainably in the near term for leverage to be sustained below Fitch's positive sensitivity for gross leverage of 5.0x. Fitch sees positive momentum from Syneos' actions to address operational missteps and improve capabilities to serve customers globally, but recognizes that such improvements are likely to take time to materialize. KEY RATING DRIVERS Addressing Operational Missteps: Fitch believes Syneos is taking a holistic approach in response to operational challenges that emerged in recent years. Clinical trial performance issues stemming from operational silos and elevated employee turnover have been addressed actively through a combination of cross-functional collaboration, dedicated resources for customer support, and targeted employee retention strategies. The company has also implemented critical upgrades to operational and back-office systems to improve workflow and data quality. These concerted efforts demonstrate its commitment to enhancing trial outcomes, strengthening customer relationships and sustaining operational excellence. As customers recognize the progress Syneos has made in resolving its operational issues, net new business awards have improved sequentially from 2H22 to 1H23 by 61% (still a 21% decline in comparison to 1H22). Such improvement, primarily from the Clinical Solutions segment, was driven by strengths from key top-50 pharma customers and by an upward trend in repeat business, higher win rate, larger award size and an increase in number of Phase III studies among small and mid-size (SMID) biotech clients. However, Fitch expects cautiousness with spending from customers as a result of uncertain macroeconomic conditions will continue to affect the overall revenue growth in 2023 and 2024. Margin Expansion in Focus: Fitch expects EBITDA margin to remain around 12.4% in 2023 before expanding to 14%-15% thereafter. EBITDA margin in 1H23 declined sequentially by 70 bps from 12.6% in 2H22 primarily as a result of higher reimbursable out-of-pocket expenses and personnel costs, and a less favorable revenue mix, driven by new deployments of field teams. Fitch forecasts incremental improvement in EBITDA margin in 2H23 as a result of better staffing utilization rates and a more favorable service and pricing mix, as well as modest benefits from recently implemented process optimization, workforce management and automation initiatives. Margin expansion post-2023 will be driven by a combination of operating leverage, inflationary price improvements and realized benefits from additional cost saving initiatives. Fitch notes that Syneos' abilities to revitalize growth and bring margin in-line with peers are consequential in maintaining EBITDA leverage in the 5.0x-6.0x range, a level commensurate with the 'B+' rating. Prioritizing Organic Investments: Fitch expects the near-term capital deployment priority is to invest in the business to improve customer perception through delivery capability and operational consistency, expand Syneos' strengths in core therapeutic areas, grow its Clinical Solutions business into complementary markets and geographies, and move the Commercial Solutions business towards higher growth and higher margin solutions. Fitch believes Syneos will remain opportunistic in the M&A front, albeit less likely in the near term. Over the rating horizon, Fitch expects Syneos to have sufficient liquidity through a combination of cash on hand, an undrawn revolving facility of $500 million and positive FCF generation. Fitch believes positive cashflow will decline in the near term as the company continues to invest to enhance operations and reposition itself in the industry. Fitch notes that Syneos can accelerate its plan to reduce debt outstanding by allocating the projected positive FCF toward voluntary debt repayments, which Fitch has not assumed the company to do so in the base case. Fitch also has not assumed that Syneos will pay dividends to its private equity sponsors. Industry Fundamentals Remain Healthy: Fitch believes the CRO industry will remain resilient in the near term despite expectation of macroeconomic uncertainties influencing customer spending decisions. Fitch continues to see growing demand for efficient, patient-centric clinical development services across the healthcare sector. Increased complexity within the regulatory framework and hesitancy among pharma, biotech and medical device companies to increase headcounts limit in-sourcing risks. Advances in molecular biology and genetics will continue to drive innovation and create growth opportunities for CROs and their strategic partners. The industry remains highly fragmented, consisting of hundreds of small, limited service providers and mid-size vendors, and a small number of large-scale CROs. Fitch notes that there are significant barriers to become a CRO with global expertise and capabilities. These barriers include infrastructure and expertise necessary to serve global demand of clients, recruit sites and patients globally, simultaneously manage complex clinical trials, and offer customers a variety of delivery models and broad therapeutic expertise. Fitch expects M&A activities to remain an integral part of growth strategy for the industry. DERIVATION SUMMARY The 'B+' IDR reflects Syneos' competitive position as one of the leading CROs in global markets, significant portion of contracted/recurring revenue, diversified customer base and service offerings, and consistent positive cashflow generation. The rating is currently constrained by high gross leverage post-LBO, execution risk around Syneos' business turnaround strategies and cost savings plan, and uncertainties around macroeconomic conditions and availability of biotech funding. IQVIA Holdings, Inc. and ICON plc benefit from larger operations, greater geographic and business diversification, higher level of profitability and lower leverage. Fortrea Holdings, Inc. (BB/Negative) is expected to implement a prudent financial policy by maintaining long-term net leverage target of 2.5x-3.0x. Charles River Laboratories International, Inc. (BBB-/Stable) maintains a strong competitive position with a track-record of gross leverage maintenance below 3.0x in recent years. Parent-Subsidiary Linkage The IDRs of Star Intermediate Holdings, Inc. and Star Parent, Inc. are rated on a consolidated basis, using the weak parent/strong subsidiary approach, open access and control factors based on the intercompany guarantees of senior secured debt instruments, and the entities operating as a single enterprise with strong legal and operational ties. KEY ASSUMPTIONS - Gross revenue of $5.1 billion-$5.2 billion and EBITDA margin of 12.0%-12.5% in 2023; - Post-2023, revenue growth in the low- to mid-single digits range and EBITDA margins expand to 14%-15%; - Effective interest rates of 8.5%-9.5% over the forecast period, moving with SOFR; - Capex of 1.5%-2.0% of gross revenue over the forecast period; - Positive FCF of $40 million-$50 million in 2023 and $150 million-$300 million per year thereafter; - Acquisitions totaling $400 million post-2024; - No allocation of discretionary FCF towards voluntary debt repayments and dividend payments. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: - Improved growth prospects and profit margin expansion that result in EBITDA leverage durably below 5.0x; - Capital deployment strategy that leads to Fitch's expectation of FCF/debt sustaining above 5.0%. Factors that could, individually or collectively, lead to negative rating action/downgrade: - Diminished growth prospects and profit margin contraction that result in EBITDA leverage durably above 6.0x; - Capital deployment strategy that leads to Fitch's expectation of neutral FCF generation and EBITDA interest coverage durably below 2.5x. LIQUIDITY AND DEBT STRUCTURE Sufficient Liquidity: Fitch expects Syneos to have sufficient liquidity, which includes an undrawn revolving facility of $500 million, $200 million of cash on hand, of which $125 million is earmarked to fund value creation post-LBO, and positive FCF over the rating horizon. The company will have no meaningful debt maturities until 2030, and Fitch expects FCF and cash balances will be more than adequate to fund term loan amortization. Fitch believes Syneos will prioritize organic investments in the near term, and when opportunities arise, tuck-in acquisitions. Fitch has not assumed that FCF will be directed toward voluntary debt repayments and dividend payments in the base case. Debt Maturities: The senior secured revolving facility matures in 2028, and the senior secured term loan B and senior secured notes mature in 2030. Term loan amortization is $20 million in 2024 and $27 million per year thereafter. Fitch assumes effective interest rate will be 8.5%-9.5% over the rating horizon. Debt Notching Considerations: The 'BB'/'RR2' ratings for the senior secured credit facilities and senior secured notes reflect Fitch's expectation of recoveries for such debt instruments in the range of 71%-90% in a bankruptcy scenario. Recovery Analysis: Fitch estimates an enterprise value (EV) on a going-concern basis of $3.5 billion after deducting 10% for administrative claims assumed to accrue from restructuring for Syneos. The estimated EV reflects estimated post-reorganization EBITDA (GC EBITDA) of $550 million, reflecting Fitch's view that GC EBITDA around this level is likely to trigger a default or restructuring amid significant refinancing risk from negative cashflow generation and high gross leverage. Fitch's GC EBITDA calculation is based on a scenario in which (i) unfavorable macroeconomic conditions and limited biotech funding further delay customer spending decisions and awarding new businesses, (ii) elevated employee turnover leads to below-average clinical/commercial delivery and customer dissatisfaction, resulting in high project cancellation rates, and (iii) cost saving initiatives are not materialized meaningfully to cover expenses associated with such value creation initiatives. The $3.5 billion EV further reflects Fitch's use of a 7.0x EV/EBITDA multiple. This reflects (i) high barriers to become a large-scale CRO that can serve customer demand and support complex clinical trials on a global scale, (ii) relatively consistent and stable R&D spending from pharma, biotech and medical device companies through economic cycles, and (iii) Syneos' competitive position among top CROs in global markets and high level of contracted/recurring revenue. In estimating claims, Fitch assumes that Syneos would draw the full amount available on the $500 million senior secured revolving facility in a bankruptcy scenario, and includes that amount of debt in the claims waterfall. The waterfall analysis also reflects senior secured claims consisting of $2.7 billion of senior secured term loan B and $1.0 billion of senior secured notes, all of which are collateralized by the capital stock of Star Parent, Inc. and substantially all of the assets of Star Parent, Inc. and Syneos Health, Inc.'s wholly-owned U.S. restricted subsidiaries. Fitch understands that Syneos does not expect its non-guarantor subsidiaries (Syneos Health, Inc.'s foreign subsidiaries) to incur any debt post-LBO. Therefore, Fitch assumes that the value generated by non-guarantor subsidiaries will be fully available to creditors, resulting in the senior secured debt recovering in the 71%-90% range. ISSUER PROFILE Star Intermediate Holdings, Inc. and its subsidiary, Star Parent, Inc. (collectively, Syneos) provide development and commercialization solutions to pharmaceutical, biotechnology and medical device industries. Syneos, headquartered in Morrisville, NC, has more than 29,000 global employees and operates in over 60 countries. 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. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Star Intermediate Holdings, Inc. LT IDR B+ New Rating B+(EXP) Star Parent, Inc. LT IDR B+ New Rating B+(EXP) senior secured LT BB New Rating RR2 BB(EXP) TATTOOED CHEF: Hires Gibson Dunn & Crutcher as Special Counsel -------------------------------------------------------------- Tattooed Chef, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Gibson, Dunn & Crutcher, LLP as its special counsel. The firm will represent Tattooed Chef in connection with two actions filed in the United States District Court for the Central District of California: (i) Terry Bassett Jr. and Kristopher Klecz, derivatively on behalf of Tattooed Chef on March 17, 2023 and April 3, 2023; and (ii) Dinko Mihaylov on Dec. 23, 2022, and any other securities-related actions or investigations, including all currently pending investigations and any similar investigations commenced in the future. The firm's services include: (a) representing Tattooed Chef in connection with the Securities Actions and any litigation or investigations related thereto or arising therefrom; (b) responding to discovery and information requests; (c) defending against any claims that may be raised in the course of the Securities Actions; (d) drafting pleadings or responses to motions or objections in the Securities Actions; (e) negotiating with opposing parties regarding any potential settlements of the Securities Actions, and (f) interacting and coordinating with other professionals involved in the Securities Actions. The firm will bill these hourly rates: Partners $1,465 - $1,930+ Counsel $1,255 - $1,315+ Associates $745 - $1,260 Paraprofessionals $335 - $745 Jeffrey Krause, Esq., a partner at Gibson, 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: Jeffrey C. Krause, Esq. GIBSON DUNN & CRUTCHER LLP 200 Park Avenue New York, NY 10166 Tel: (212) 351-4000 Fax: (212) 351-4035 Email: jkruause@gibsondunn.com About Ittella International Ittella International, LLC is a supplier of plant-based products based in Paramount, Calif. Ittella International and seven affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Lead Case No. 23-14154) on July 2, 2023. In the petition signed by its chief executive officer, Salvatore Galletti, Ittella International reported $10 million to $50 million in both assets and liabilities. Judge Sandra R. Klein oversees the cases. The Debtors tapped David L. Neale, Esq., at Levene, Neale, Bender, Yoo and Golubchik, LLP as bankruptcy counsel; Rutan and Tucker, LLP as their special corporate and SEC counsel; SC&H Group, Inc. as investment banker; and Grant Thornton, LLP as accountant. The U.S. Trustee for Region 16 appointed two separate committees to represent unsecured creditors of Ittella International and its affiliate, New Mexico Food Distributors, Inc. THIRTEEN FIFTY: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Thirteen Fifty Apparel LLC 6615 Boynton Beach Blvd. PMB 329 Boynton Beach, FL 33437 Business Description: Thirteen Fifty offers clothing and accessories for first responders. Chapter 11 Petition Date: October 9, 2023 Court: United States Bankruptcy Court Southern District of Florida Case No.: 23-18236 Judge: Hon. Mindy A. Mora Debtor's Counsel: Eric Pendergraft, Esq. SHRAIBERG PAGE PA 2385 NW Executive Center Dr Suite 300 Boca Raton, FL 33431 Tel: 561-443-0800 Email: ependergraft@slp.law Total Assets: $314,414 Total Liabilities: $2,310,441 The petition was signed by Christopher Lewis as CEO/owner. 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/Y47PTNY/Thirteen_Fifty_Apparel_LLC__flsbke-23-18236__0001.0.pdf?mcid=tGE4TAMA THRASIO LLC: $325MM Bank Debt Trades at 28% Discount ---------------------------------------------------- Participations in a syndicated loan under which Thrasio LLC is a borrower were trading in the secondary market around 72.5 cents-on-the-dollar during the week ended Friday, October 6, 2023, according to Bloomberg's Evaluated Pricing service data. The $325 million facility is a Delay-Draw Term loan that is scheduled to mature on December 18, 2026. Thrasio LLC -- https://www.thrasio.com -- specializes in buying Amazon third-party private label businesses. Its portfolio includes Angry Orange pet odor eliminators and stain removers, Wise Owl Outfitters camping and outdoor gear, and more than 200 other Amazon and ecommerce brands. Thrasio was cofounded in 2018 by Joshua Silberstein. THRASIO LLC: $740MM Bank Debt Trades at 27% Discount ---------------------------------------------------- Participations in a syndicated loan under which Thrasio LLC is a borrower were trading in the secondary market around 72.6 cents-on-the-dollar during the week ended Friday, October 6, 2023, according to Bloomberg's Evaluated Pricing service data. The $740 million facility is a Term loan that is scheduled to mature on December 18, 2026. The amount is fully drawn and outstanding. Thrasio LLC -- https://www.thrasio.com -- specializes in buying Amazon third-party private label businesses. Its portfolio includes Angry Orange pet odor eliminators and stain removers, Wise Owl Outfitters camping and outdoor gear, and more than 200 other Amazon and ecommerce brands. Thrasio was cofounded in 2018 by Joshua Silberstein. UETEK: Commences Subchapter V Bankruptcy Protection in California ----------------------------------------------------------------- UETEK filed for Subchapter V bankruptcy protection. According to court filing, the Debtor reports $1,976,556 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 18, 2023, at 1:30 PM. About UETEK UETEK -- https://UETEK.COM -- is a wholesaler of grocery and related products. UETECK sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-14201) on Sept. 15, 2023. In the petition filed by Hsiang Woodby, as chief executive officer, secretary, chief financial officer, the Debtor reports total assets of $779,202 and total liabilities of $1,976,556. The Honorable Bankruptcy Judge Wayne E Johnson oversees the case. The Debtor is represented by: Sean A OKeefe, Esq. OKeefe & Assoc. Law Corp., P.C. 13521 Benson Avenue Chino, CA 91710 Tel: (949) 334-4135 Fax: (949) 209-2625 Email: sokeefe@okeefelawcorporation.com UNITED BRANDS: Seeks to Hire Binder & Malter as Bankruptcy Counsel ------------------------------------------------------------------ United Brands Products Design Development & Marketing, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of California to hire Binder & Malter, LLP to handle its Chapter 11 case. The firm will be paid at these rates: Heinz Binder $625 per hour Michael W. Malter $625 per hour Robert G. Harris $575 per hour Julie H. Rome-Banks $575 per hour Wendy W. Smith $575 per hour Reno Fernandez $525 per hour Christian P. Binder $475 per hour Paralegals and Law Clerks $325 per hour In addition, the firm will receive reimbursement for out-of-pocket expenses incurred. The Debtor paid the firm a retainer of $98,700. As disclosed in court filings, Binder & Malter is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached at: Michael W. Malter, Esq. BINDER & MALTER, LLP 2775 Park Avenue Santa Clara, CA 95050 Tel: (408) 295-1700 Fax: (408) 295-1531 Email: Michael@bindermalter.com About United Brands United Brands Products Design Development & Marketing, Inc., doing business as Whip-It!, is a manufacturer of dispensers and chargers in South San Francisco, Calif. The Debtor filed Chapter 11 petition (Bankr. N.D. Calif. Case No. 23-30604) on Sept. 5, 2023, with $10 million to $50 million in assets and $1 million to $10 million in liabilities. Nesser David Zahriya, president, signed the petition. Judge Hannah L. Blumenstiel oversees the case. Michael W. Malter, Esq., at Binder & Malter, LLP represents the Debtor as legal counsel. UNITED BRANDS: Seeks to Hire Stephen R. Pappas as Special Counsel ----------------------------------------------------------------- United Brands Products Design Development & Marketing, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of California to hire Stephen R. Pappas, a civil law attorney in Aptos, California, as special corporate and insurance counsel. Mr. Pappas will assist the Debtor to continue corporate operations and marshal and seek payment from its insurance carriers for ongoing litigation. Mr. Pappas will charge $395 per hour for his services. Mr. Pappas assured the court that he does not hold or represent any interest adverse to the Debtor or its estate and is disinterested as that term is used in the Bankruptcy Code. Mr. Pappas can be reached at: Stephen R. Pappas, Esq. 9515 Soquel Dr #202 Aptos, CA 95003 Telephone: (831) 661-5851 Facsimile: (650) 858-8411 Email: steve@stephenpappas.com About United Brands United Brands Products Design Development & Marketing, Inc., doing business as Whip-It!, is a manufacturer of dispensers and chargers in South San Francisco, Calif. The Debtor filed Chapter 11 petition (Bankr. N.D. Calif. Case No. 23-30604) on Sept. 5, 2023, with $10 million to $50 million in assets and $1 million to $10 million in liabilities. Nesser David Zahriya, president, signed the petition. Judge Hannah L. Blumenstiel oversees the case. Michael W. Malter, Esq., at Binder & Malter, LLP represents the Debtor as legal counsel. US REALM POWDER: Seeks to Hire Kevin Norris as Interim CFO ---------------------------------------------------------- US Realm Powder River, LLC seeks approval from the U.S. Bankruptcy Court for the District of Wyoming to employ Kevin Norris, LLC and designate Kevin Norris as interim chief financial officer. The firm will render these services: a) provide supervision and assistance in the finance and accounting functions and serve in the interim officer role as described above; b) provide month-end and quarterly internal and external reporting assistance; c) provide assistance with respect to weekly cash flow forecasting/modeling; d) provide assistance in applying accounting standards/principles; e) provide assistance with respect to external auditors and tax preparation; f) provide assistance with respect to required bankruptcy reporting; g) provide assistance with respect to budgeting/forecasting; h) provide supervision and oversight of accounting team and month-end closing; i) review contracts and initiatives; and j) perform such other services. The firm will be paid for the services of Mr. Norris at the rate of $22,000 per month. Mr. Norris assured the court that he and his firm are "disinterested persons" as defined in 11 U.S.C. 101(14), according to court filings. Mr. Norris can be reached at: Kevin Norris Kevin Norris, LLC P.O. Box 2231 California, MD 20619 Phone: (240) 561-7427 Email: Info@ksnlawllc.com About US Realm Powder River US Realm Powder River, LLC, previously known as Moriah Powder River, LLC, is a privately held natural gas company with headquarters in Sheridan, Wyo., and operates in the Powder River Basin located in northeast Wyoming. US Realm Powder River filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Wyo. Case No. 19-20699) on Oct. 31, 2019. Craig Camozzi, chief operating officer, signed the petition. In the petition, the Debtor disclosed $100 million to $500 million in assets and $50 million to $100 million in liabilities. Judge Cathleen D. Parker oversees the case. Markus Williams Young & Zimmermann LLC and Hall & Evans, LLC serve as the Debtor's bankruptcy counsel and special counsel, respectively. Mark J. Welch, a principal at Morris Anderson & Associates, Ltd., is the Debtor's chief restructuring officer. VALCOUR PACKAGING: $160MM Bank Debt Trades at 58% Discount ---------------------------------------------------------- Participations in a syndicated loan under which Valcour Packaging LLC is a borrower were trading in the secondary market around 42.4 cents-on-the-dollar during the week ended Friday, October 6, 2023, according to Bloomberg's Evaluated Pricing service data. The $160 million facility is a Term loan that is scheduled to mature on September 30, 2029. The amount is fully drawn and outstanding. Valcour Packaging LLC, doing business as Mold-Rite Plastics, provides high-quality plastic packaging components VIASAT INC: 401(k) Profit Sharing Plan Reports $1.04B Net Assets ---------------------------------------------------------------- Viasat Inc. filed with the Securities and Exchange Commission the annual report on Form 11-K for the Viasat, Inc. 401(k) Profit Sharing Plan Savings and Investment Plan for the fiscal year ended March 31, 2023. The Plan is a defined-contribution savings and profit-sharing plan sponsored by Viasat, Inc. to encourage and assist eligible employees of the Company and its designated subsidiaries to adopt a regular program of savings to provide additional financial security for retirement. The Plan was effective on January 1, 1990. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended. As of March 31, 2023, the Plan had $1,039,345,340 net assets available for benefits. Irvine, California-based KBF CPAs LLP, which has served as the Plan's auditor since 2005, said, "We have audited the accompanying statements of net assets available for benefits of the Viasat, Inc. 401(k) Profit Sharing Plan as of March 31, 2023, and 2022, and the related statement of changes in net assets available for benefits for the fiscal year ended March 31, 2023, and the related notes. In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of March 31, 2023, and 2022, and the changes in net assets available for benefits for the fiscal year ended March 31, 2023, in conformity with accounting principles generally accepted in the United States of America." A full-text copy of the Annual Report on Form 11-K is available at https://tinyurl.com/w5tm5tcz About Viasat Inc. Viasat, Inc., headquartered in Carlsbad, California, operates a consumer satellite broadband internet business, an in-flight connectivity business, and provides satellite and related communications, 0networking systems and services to government and commercial customers. Inmarsat operates a satellite communications network using L-band, Ka-band and S-band spectrum, and provides voice and data services to customers on land, at sea and in the air. In August 2023, Egan-Jones Ratings Company maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by Viasat Inc. VIASAT INC: BofA et al. Agree to Amend $616MM Term Loan Facility ---------------------------------------------------------------- Viasat, Inc. disclosed in a Form 8-K report filed with the Securities and Exchange Commission that a syndicate of lenders led by Bank of America, N.A., have agreed to amend and restate certain provisions to the parties' credit agreement. The Credit Agreement by and among Viasat, BofA and the lenders, dated as of May 30, 2023, provides for a $616.7 million term loan facility that was fully drawn on May 30, and matures in May 2030. The Amendment and Restatement Agreement dated Sept. 22, entered into by the parties amended certain provisions therein, including (among other matters) amendments to certain prepayment events and negative covenants. Borrowings under the A&R Term Loan Agreement are required to be repaid in quarterly installments of approximately $1.5 million each, to commence on December 31, 2023, followed by a final installment of approximately $576.6 million at maturity. Borrowings under the A&R Term Loan Agreement bear interest, at Viasat’s option, at either: (i) a base rate equal to the greater of the Administrative Agent's prime rate as announced from time to time, the federal funds effective rate plus 0.50%, and the forward-looking SOFR term rate administered by CME for a one-month interest period plus 1%. The base rate is subject to a floor of 1.5% for the initial term loans, plus an applicable margin of 3.5%, or (ii) the forward-looking SOFR term rate administered by CME for the applicable interest period, subject to a floor of 0.50% for the initial term loans, plus an applicable margin of 4.50%, plus a credit spread adjustment ranging from 0.11% to 0.43%. Borrowings under the A&R Term Loan Agreement are required to be guaranteed by certain significant domestic subsidiaries of Viasat and secured by substantially all of Viasat's and any such subsidiary's assets. The A&R Term Loan Agreement contains covenants that restrict, among other things, the ability of Viasat and its restricted subsidiaries to incur additional debt, grant liens, sell assets, make investments, pay dividends and make certain other restricted payments. The A&R Term Loan Agreement also contains customary events of default. Upon the occurrence and during the continuance of an event of default, the Administrative Agent may declare all outstanding amounts under the A&R Term Loan Agreement immediately due and payable. Certain of the lenders under the A&R Term Loan Agreement, and their respective affiliates, have performed, and may in the future perform, for Viasat and its affiliates various commercial banking, investment banking, financial advisory, or other services for which they have received and/or may in the future receive customary compensation and expense reimbursement. Members of the lending consortium are: * BANK OF AMERICA, N.A., as Administrative Agent c/o Gerund Diamond Vice President BANK OF AMERICA, N.A., as a Lender c/o Scott Tolchin Managing Director - Head of TMT Leveraged Finance * JPMORGAN CHASE BANK, N.A., as a Lender c/o Monica Knight, Vice President * CREDIT SUISSE AG, NEW YORK BRANCH, as a Lender c/o Doreen Barr and John Basilici * BARCLAYS BANK PLC, as a Lender c/o Kristian Rathbone, Managing Director * CITIZENS BANK, N.A., as a Lender c/o Ian Grotenhuis, Vice President * MUFG BANK, LTD., as a Lender c/o Timothy Dilworth, Managing Director * TRUIST BANK, as a Lender c/o Rich Cosgray, Managing Director The Borrower is advised by Latham & Watkins LLP, as New York law counsel. The Administrative Agent is advised by Cahill Gordon & Reindel LLP. The full-text copy of the A&R Term Loan Agreement is available at https://tinyurl.com/2p9yyyvn About Viasat Inc. Viasat, headquartered in Carlsbad, California, operates a consumer satellite broadband internet business, an in-flight connectivity business, and provides satellite and related communications, 0networking systems and services to government and commercial customers. Inmarsat operates a satellite communications network using L-band, Ka-band and S-band spectrum, and provides voice and data services to customers on land, at sea and in the air. In August 2023, Egan-Jones Ratings Company maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by Viasat Inc. VIASAT INC: Repays JPMorgan Bridge Facility Following Notes Sale ---------------------------------------------------------------- Viasat Inc. disclosed in a Form 8-K Report filed with the Securities and Exchange Commission that on September 28, 2023, the Company completed the closing of the sale of $733.4 million in aggregate principal amount of its 7.5% Senior Notes due 2031, receiving net proceeds of approximately $728.2 million, after deducting estimated commissions and offering expenses. The Notes will not initially be guaranteed by any of Viasat's subsidiaries but will be jointly and severally guaranteed on a senior unsecured basis by any of Viasat's future domestic restricted subsidiaries that guarantee the existing Viasat revolving credit facility. The Notes were issued by Viasat pursuant to an Indenture, dated as of September 28, 2023, by and between Viasat and Wilmington Trust, National Association, as trustee, which governs the terms of the Notes. According to Viasat, this financial move comes in tandem with its ongoing acquisition of Inmarsat, for which they previously secured a $733.4 million unsecured bridge loan facility. In connection with the closing of the previously announced acquisition of all of the issued and outstanding shares of Connect Topco Limited, a private company limited by shares and incorporated in Guernsey, on May 30, 2023, Viasat entered into a Bridge Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent, and the other lenders party thereto, providing for a $733.4 million unsecured bridge loan facility, which was fully drawn. On September 28, 2023, Viasat used the net proceeds from this offering, which were approximately $728.2 million, after deducting estimated commissions and offering expenses, together with cash on hand, to repay the Bridge Facility in full. In connection therewith, all liabilities, obligations and indebtedness under the Bridge Credit Agreement were released, discharged and satisfied in full. Certain of the initial purchasers of the Notes and their affiliates have provided to Viasat and its affiliates in the past, and may provide from time to time in the future, certain commercial banking, financial advisory, investment banking and other services in the ordinary course of their business, for which they have received and may continue to receive customary fees and commissions. Certain of the initial purchasers and/or their respective affiliates were lenders under the Bridge Credit Agreement and such initial purchasers or their affiliates may receive a portion of the proceeds of the Notes offering as a result. A full-text copy of the Indenture with Wilmington Trust is available at https://tinyurl.com/mst8dycd About Viasat Inc. Viasat, headquartered in Carlsbad, California, operates a consumer satellite broadband internet business, an in-flight connectivity business, and provides satellite and related communications, 0networking systems and services to government and commercial customers. Inmarsat operates a satellite communications network using L-band, Ka-band and S-band spectrum, and provides voice and data services to customers on land, at sea and in the air. In August 2023, Egan-Jones Ratings Company maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by Viasat Inc. VMR CONTRACTORS: Court OKs Cash Collateral Access Thru Oct 30 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division, authorized VMR Contractors Inc. to use cash collateral through October 30, 2023, in accordance with the terms of the Order entered March 1, 2023 and the budget. The Court said the Debtor will make adequate protection payment of of $2,500 due to the U.S. Internal Revenue Service by October 30, 2023. As previously reported by the Troubled Company Reporter, several entities may claim an interest in the Debtor's cash collateral. Those potential claimants are: 1. The State of Illinois, which recorded state tax liens on April 28 and June 14, 2022, in the total amount of $32,346. 2. The IRS, which recorded federal tax liens with the Illinois Secretary of State, including a lien dated November 16, 2016, in the amount of $424,956. Other tax liens also have been recorded; the IRS has asserted it is owed $819,234. The Debtor disputes a large portion of this amount, including an obligation from 2015 of $560,027, which appears to be clearly erroneous because it is wholly disproportionate to the Debtor's operations. 3. Old National Bank, whose predecessor, Bridgeview Bank Group, filed on August 1, 2018, a financing statement with the Illinois Secretary of State as document number 023614561. The amount owed to Old National is approximately $160,633 in London, England. A further hearing on the matter is set for October 30 at 10 a.m. A copy of the Court's order and the Debtor's budget is available at https://urlcurt.com/u?l=IRBepJ from PacerMonitor.com. The Debtor projects $83,026 in total income and $81,683 in total expenses for the period ending October 30, 2023. About VMR Contractors VMR Contractors supplies and installs rebar for road construction projects. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 22-14211) on December 8, 2022. In the petition signed by Vincent Roberson, its president, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Benjamin Goldgar oversees the case. William J. Factor, Esq., at Factor Law, is the Debtor's legal counsel. VOYAGER TRAVEL: Seeks to Hire Buddy D. Ford as Bankruptcy Counsel ----------------------------------------------------------------- Voyager Travel, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire the law firm of Buddy D. Ford, PA as its bankruptcy counsel. The Debtor requires legal counsel to: (a) analyze the financial situation, and rendering advice and assistance to the Debtor in determining whether to file a petition under Title 11, United States Code; (b) give advice regarding the powers and duties of the Debtor in the continued operation of its business and management of the estate's property; (c) prepare and file schedules of assets and liabilities, statement of affairs, and other documents required by the court; (d) represent the Debtor at the Section 341 creditors' meeting; (e) advise the Debtor with respect to its responsibilities in complying with the United States Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (f) prepare legal papers; (g) protect the interest of the Debtor in all matters pending before the court; (h) represent the Debtor in negotiation with its creditors in the preparation of a Chapter 11 plan; and (i) perform all other necessary legal services for the Debtor. The hourly rates of the firm's counsel and staff are as follows: Buddy D. Ford, Esq. $450 Senior Associate Attorneys $400 Junior Associate Attorneys $350 Senior Paralegal Services $150 Junior Paralegal Services $100 In addition, the firm will seek reimbursement for expenses incurred. Prior to the commencement of its Chapter 11 case, the Debtor paid the firm an advance fee of $21,738. Buddy Ford, Esq., disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Buddy D. Ford, Esq. Jonathan A. Semach, Esq. Heather M. Reel, Esq. BUDDY D. FORD, PA 9301 West Hillsborough Avenue Tampa, FL 33615-3008 Telephone: (813) 877-4669 E-mail: Buddy@tampaesq.com Jonathan@tampaesq.com Heather@tampaesq.com About Voyager Travel Voyager Travel, Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-04045) on Sept. 14, 2023, with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Thomas E. Barnette, director, signed the petition. Judge Roberta A. Colton oversees the case. Buddy D. Ford, Esq., at Buddy D. Ford, P.A., represents the Debtor as legal counsel. WELCOME GROUP: Seeks to Hire Thomsen Law Group as Legal Counsel --------------------------------------------------------------- Welcome Group 2, LLC and affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Ohio to hire Thomsen Law Group, LLC as their counsel. The firm will render these services: a. give the Debtors legal advice with respect to its powers and duties as Debtors-in-Possession in the continued operation of its businesses and management of its properties; b. represent Debtors, as Debtors-in-Possession, in connection with any adversary proceedings which are instituted within this case; c. prepare on behalf of Debtors, as Debtors-in-Possession, necessary schedules, Petition, applications, motions, answers, orders, reports, objections, disclosure statement and plan of reorganization and other legal documentation in connection with this case; d. advise the Debtors with respect to, and assist in the negotiation and documentation of, cash collateral orders and related transactions; e. review the nature and validity of any liens asserted against property of the Debtors and advise the Debtors concerning the enforceability of such liens; f. advise the Debtors regarding its ability to initiate actions to collect and recover property for the benefit of its estate; g. counsel the Debtors in connection with the formulation, negotiation and promulgation of a plan of reorganization and related documents; h. advise and assist the Debtors in connection with any potential property disposition; i. advise the Debtors concerning executory contracts and unexpired lease assumptions, assignments, rejections, lease restructuring and recharacterization; j. assist the Debtors in reviewing, estimating and resolving claims asserted by or against the Debtors' estate; k. commence and conduct any and all litigation necessary and appropriate to assert rights held by the Debtors, protect assets of the Debtors' estate, or otherwise further the goal of completing the successful reorganization of the Debtors; l. provide general corporate, litigation and other legal services for the Debtors as requested by the Debtors; and m. perform all other necessary and appropriate legal services in connection with this Chapter 11 case for and on behalf of the Debtors. The customary hourly rates for Counsel are: Ira H. Thomsen $425 Denis E. Blasius $350 Darlene E. Fierle $325 Denis E. Blasius, Esq., attorney at Thomsen Law Group, assures the Court that he and his firm are "disinterested persons" as defined in Section 101(14) of the Code as required by Section 327(a) of the Code. The firm can be reached through: Darlene E. Fierle, Esq. Ira H. Thomsen, Esq. Denis E. Blasius, Esq. THOMSEN LAW GROUP, LLC 140 North Main Street, Suite A Springboro, OH 45066 Telephone: (937) 748-5001 Facsimile: (937) 748-5003 Email: ithomsen@ihtlaw.com dfierle@ihtlaw.com dblasius@ihtlaw.com About Welcome Group 2, LLC Welcome Group 2, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S. D. Ohio Case No. 23-53044) on September 1, 2023. In the petition signed by Abhijit Vasani, as president, InnVite Opco, Inc., sole member, the Debtor disclosed up to $10 million in both assets and liabilities. Judge C. Kathryn Preston oversees the case. Denis E. Blasius, Esq., at Thomsen Law Group, LLC, represents the Debtor as legal counsel. WEWORK COMPANIES: Fitch Lowers LongTerm IDR to 'C' --------------------------------------------------- Fitch Ratings has downgraded WeWork Companies, LLC and WeWork Inc.'s (collectively WeWork) Long-Term Issuer Default Rating (IDR) to 'C' from 'CC, following the company's election to withhold interest payments on its first, second, and third-lien notes. Fitch has downgraded the first-lien notes from 'CCC-'/'RR3' to 'CC'/'RR3'. In addition, Fitch has affirmed the second and third-lien notes at 'C'/'RR6'. The ratings impact approximately $1.4 billion of WeWork's debt. KEY RATING DRIVERS Interest Payments Withheld: WeWork has elected to withhold its interest payments due Oct. 2, 2023. The company has a 30-day grace period to make the payments before triggering an event of default under the indentures governing the notes. The company commented that this will enhance liquidity while they attempt to rationalize their real estate portfolio and improve their capital structure. Liquidity and Funding Plan: WeWork's restructuring in the spring provided additional liquidity, but the company has continued to burn through cash since then. As of March 31, 2023, the company reported $422 million of cash on the balance sheet; as of June 30, 2023, the balance was $205 million. In July and August, WeWork drew a combined $475 million on the first-lien delayed draw facility that had been issued as part of the most recent restructuring. Adequate liquidity depends on WeWork's ability to improve its operating performance, and so far this is not materializing. Operating Performance: WeWork released projections in 2021 and 2022 for growth and cost reductions that would lead to breakeven results, but its operating performance has been consistently worse than projections. Cost savings from SG&A and from exiting certain leases are trending in the right direction, and management has reported that this will continue in 2023 as reduced headcount and lease terminations take effect. However, the company is still burning cash. Fitch expects the cash burn to persist through 2023, and it is uncertain if improvements will be soon enough to avoid default. KEY ASSUMPTIONS Revenue: Fitch assumes challenging macro conditions will lead to 2023 revenue being flat and growth of only 2% in 2024. An important driver of this will be WeWork's pricing power, which Fitch expects to be an ongoing challenge especially if the broader economy contracts. EBITDA: With limited growth, Fitch believes WeWork will not be EBITDA positive in the next 12 to 18 months, although the trend continues to improve. KEY RECOVERY RATING ASSUMPTIONS - The recovery analysis assumes that WeWork would be reorganized as a going-concern (GC) in bankruptcy rather than liquidated; - Fitch has assumed a 10% administrative claim. Going Concern Approach - The GC EBITDA estimate reflects Fitch's view of a sustainable, post-reorganization EBITDA level upon which Fitch bases the valuation of the company; - Fitch estimates WeWork's going concern EBITDA by assuming a substantially smaller footprint of continuing operations in line with the assumptions regarding rejected leases. Fitch assumes 60% of current domestic revenue and 40% of non-domestic revenue, resulting in approximately $1.5 billion. Using a normalized 33% location gross margin and an estimate of restructured overhead expense of approximately $200 million results in an EBITDA margin of approximately 20% or $315 million. EV Multiple Approach An EV multiple of 5x is used to calculate a post-reorganization valuation. The estimate considered the following factors: - The historical bankruptcy exit multiple for companies WeWork's sector ranged from 4x-7x, with a median reorganization multiple of 6x; - Current EV multiples of public companies in the Business Services sector trade well above the historical reorganization range. The median forward EV multiple for this sector is about 10x. Historical multiples ranged from 6x-12x; - WeWork does have unique characteristics that would allow for a higher multiple in its unique brand and stake in JVs; - However, uncertainty surrounding WeWork's business model and the high degree of strategy and execution risk leads Fitch to utilize a recovery multiple that is below the sector median. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: - Curing the non-payment of interest within the grace period; - A credible plan to quench the cash burn and concrete steps to execute on the plan. Factors that could, individually or collectively, lead to negative rating action/downgrade: - Failure to make interest payments during the grace period; - Entering negotiations for a distressed debt exchange. ISSUER PROFILE WeWork provides space and amenities for today's hybrid and flexible workforces. The company also markets technology for managing workspace that can be used by landlords or tenants. WeWork has more than 700 locations in 39 countries, which members access either on an all-access basis or by a physical location. ESG CONSIDERATIONS WeWork has an ESG Relevance Score of '4' for Management Strategy due to ongoing challenges to implement a strategy to achieve sustainable profitability, which has a negative impact on the credit profile, and is relevant to the rating[s] in conjunction with other factors. WeWork has an ESG Relevance Score of '4' for Governance Structure due to SoftBank ownership concentration, which has a negative impact on the credit profile, and is relevant to the rating[s] in conjunction with other factors. WeWork has an ESG Relevance Score of '4' for Group Structure due to the complexity of its structure and related-party transactions with SoftBank, which has a negative impact on the credit profile, and is relevant to the rating[s] in conjunction with other factors 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. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- WeWork Inc. LT IDR C Downgrade CC WeWork Companies LLC LT IDR C Downgrade CC senior unsecured LT C Affirmed RR6 C Senior Secured 2nd Lien LT C Affirmed RR6 C senior secured LT CC Downgrade RR3 CCC- WHEEL PROS INC: $1.18BB Bank Debt Trades at 31% Discount -------------------------------------------------------- Participations in a syndicated loan under which Wheel Pros Inc is a borrower were trading in the secondary market around 68.9 cents-on-the-dollar during the week ended Friday, October 6, 2023, according to Bloomberg's Evaluated Pricing service data. The $1.18 billion facility is a Term loan that is scheduled to mature on May 11, 2028. About $1.15 billion of the loan is withdrawn and outstanding. Wheel Pros, Inc. manufactures vehicle wheels. The Company distributes wheels, tires, suspension, and accessories for vehicles. Wheel Pros serves customers in the United States and Canada. WOOF HOLDINGS: $750MM Bank Debt Trades at 23% Discount ------------------------------------------------------ Participations in a syndicated loan under which Woof Holdings Inc is a borrower were trading in the secondary market around 76.8 cents-on-the-dollar during the week ended Friday, October 6, 2023, according to Bloomberg's Evaluated Pricing service data. The $750 million facility is a Term loan that is scheduled to mature on December 21, 2027. The amount is fully drawn and outstanding. Headquartered in Tewksbury, Massachusetts, Woof Holdings, Inc., through its acquisition of The Wellness Pet Food Holdings Company, Inc., is a manufacturer of premium pet food and treats, mainly in North America. WORKSITE LABS: Seeks to Hire Stearns Weaver as Litigation Counsel ----------------------------------------------------------------- Worksite Labs, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A. as its special litigation counsel. Shortly prior to the Petition Date, Debtor noticed that the reporting from its third party billing company, Medical Practice Partners, LLC, was not reconciling to its accounts receivable reporting. MPP failed to process close to $4 million in such receivables. The Debtor is prepared to proceed with prosecution of its claims against MPP and desires to employ Stearns Weaver as special litigation counsel in that regard. The firm will be paid at these rates: Thomas G. Aubin $615 per hour David Coulter $495 per hour The firm can be reached through: Thomas G. Aubin, Esq. STEARNS WEAVER MILLER WEISSLER ALHADEFF & SITTERSON, P.A. 200 East Las Olas Boulevard, Suite 2100 Fort Lauderdale, FL 33301 Telephone: (954) 462-9556 Facsimile: (954) 462-9567 Email: taubin@stearnsweaver.com About Worksite Labs Worksite Labs, Inc., a company in Long Beach, Calif., filed its voluntary Chapter 11 petition (Bankr. C.D. Calif. Case No. 23-14539) on July 20, 2023, with $1 million to $10 million in both assets and liabilities. Gary Frazier, chief executive officer, signed the petition. Judge Vincent P. Zurzolo oversees the case. The Debtor tapped Levene, Neale, Bender, Yoo & Golubchik, LLP as bankruptcy counsel; Reliance Group, LLP as corporate counsel; and Carlson & Jayakumar, LLP as healthcare regulatory counsel. WWMAJ SYSTEMS: Gets OK to Hire Shell Law & Tax as Accountant ------------------------------------------------------------ WWMAJ Systems, LLC, received approval from the U.S. Bankruptcy Court for the District of Kansas to hire Mandy M. Shell and Shell Law & Tax, LLC as its accountants. Shell Law & Tax will assist the Debtor in the preparation of its tax returns for a flat fee of $275. As disclosed in court papers, Shell Law & Tax is "disinterested" pursuant to Section 101(14) of the Bankruptcy Code. The accountant can be reached through: Mandy M. Shell Shell Law & Tax, LLC 1617 Walnut St. Kansas City, MO 64108 Phone: (816) 399-5030 Email: general@shell-law.com About WWMAJ Systems WWMAJ Systems, LLC, is an online retailer with experience in the beverage and grocery industries. The company conducts business under the name LRB Superstore and is based in Overland Park, Kansas. WWMAJ Systems filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Kan. Case No. 23-20536) on May 16, 2023, with $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. G. Matt Barberich, Jr. of B. Riley Advisory Services has been appointed as Subchapter V trustee. Judge Dale L. Somers oversees the case. The Debtor tapped Conroy Baran, LLC and Krigel & Krigel, P.C., as bankruptcy counsel and Amy L. Taylor, CPA, LLC as accountant. [*] Chris Dickerson Joins Ropes & Gray's Chicago Office ------------------------------------------------------- Global law firm Ropes & Gray on Oct. 3 that Chris Dickerson, a market leader in advising companies and sponsors in their most complex restructuring transactions, has joined the firm in Chicago. Ms. Dickerson's addition is another, significant step as Ropes & Gray continues to enhance its restructuring, liability management and special situations offering. "Chris is recognized as a creative, commercial, and experienced advisor for companies, investors, and sponsors in their most important matters," said Julie Jones, chair of Ropes & Gray. "His strategic approach, his depth of experience, and dedication to client service makes him a perfect fit for Ropes & Gray and our continued expansion into this key market." For over two decades, Mr. Dickerson has advised on the most high-profile restructuring and liability management matters. He is a trusted advisor to corporations, investors, and owners in their most complex matters both inside and outside of Chapter 11 including advising Ameriserve, Barnes & Noble, Caesars Entertainment, Circuit City Stores, U.S. Airways and Vanguard Natural Resources. Chris's work has been widely recognized by publications such as Chambers and The Legal 500, and The Deal named Chris one of the "Top Bankruptcy M&A Lawyers." "Our continued growth in restructuring remains a key area of focus for Ropes & Gray, and Chris is a perfect fit for us," said David Djaha, managing partner. "Market conditions continue to underscore the need for companies and their financial backers to have the best advice, and the most creative solutions from the most experienced advisers. Chris, and our team at Ropes & Gray, understand how to work through these challenges when clients need to restructure their balance sheets." "Chris brings an enormous level of experience and depth to enhance our platform. Coupled with the momentum we continue to build in cutting-edge transactions such as Rodan + Fields, Trinseo, Tecomet, and others, Chris's addition creates tremendous synergies for Ropes & Gray's practice and our clients," said Ryan Preston Dahl, co-chair of the firm's business restructuring practice. "Ropes & Gray is a great fit for me," Mr. Dickerson said. "I'm incredibly excited to join such a dynamic practice and with a best-in-class client base across private equity, credit, and beyond. We are going to hit the ground running and push this growth even further." About Ropes & Gray Ropes & Gray was named as The American Lawyer's 2022 "Law Firm of the Year." Our firm has also been ranked in the top-three on The American Lawyer's prestigious "A-List" for seven years and is ranked #1 on Law.com International's "A-List" in the U.K.--rankings that honor the "Best of the Best" firms. It is an unprecedented achievement for a law firm to receive recognition in all three categories. The firm has approximately 1,500 lawyers and legal professionals serving clients in major centers of business, finance, technology, and government. It has offices in Boston, Chicago, Dublin, Hong Kong, London, Los Angeles, New York, San Francisco, Seoul, Shanghai, Silicon Valley, Tokyo and Washington, D.C. The firm has consistently been recognized for its leading practices in many areas, including asset management, private equity, M&A, finance, real estate, tax, antitrust, life sciences, health care, intellectual property, litigation & enforcement, privacy & cybersecurity, and business restructuring. [*] Herrick Feinstein Partner Advises William Vale Hotel Owner -------------------------------------------------------------- Stephen B. Selbst, Partner at Herrick, Feinstein LLP, on behalf of the Owners of The William Vale Hotel, issued a statement. "Zelig Weiss, the current operator of the William Vale Hotel Complex under a ground lease with Wythe Berry Fee Owner LLC (the Owner), advised the Owner that he is vacating the property and ceasing his current role as operator of the hotel, effective October 31st." "The Owner has proactively taken steps to ensure a seamless transition of the operations of the William Vale Hotel Complex. Mr. Weiss has committed to facilitating a smooth handover, including the retention of his senior management team. Furthermore, the Owner plans to retain all current employees providing services at the William Vale Complex, along with maintaining existing third-party vendors, leases, and subleases. "In order to maintain optimal management of the hotel, the Owner has engaged LW Hospitality Advisors, a seasoned hotel asset management firm, to oversee day-to-day operations. Their expertise will play a pivotal role in ensuring uninterrupted hotel services to guests and tenants, assuring a seamless transition. "The Owner will continue its efforts to market and sell the William Vale Hotel Complex, and it will also continue to communicate with employees and vendors to relay the safety and stability of their jobs, and reassure guests that the William Vale will continue to be one of Brooklyn's marquee luxury hotels during this transition." [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ACCELERATE DIAGN AXDX* MM 49.9 (38.7) (11.5) AEMETIS INC AMTX US 212.6 (238.9) (88.0) AEMETIS INC DW51 GR 212.6 (238.9) (88.0) AEMETIS INC AMTXGEUR EZ 212.6 (238.9) (88.0) AEMETIS INC AMTXGEUR EU 212.6 (238.9) (88.0) AEMETIS INC DW51 GZ 212.6 (238.9) (88.0) AEMETIS INC DW51 TH 212.6 (238.9) (88.0) AIR CANADA AC CN 30,783.0 (581.0) (227.0) AIR CANADA ADH2 GR 30,783.0 (581.0) (227.0) AIR CANADA ACEUR EU 30,783.0 (581.0) (227.0) AIR CANADA ADH2 TH 30,783.0 (581.0) (227.0) AIR CANADA ACDVF US 30,783.0 (581.0) (227.0) AIR CANADA ADH2 QT 30,783.0 (581.0) (227.0) AIR CANADA ACEUR EZ 30,783.0 (581.0) (227.0) AIR CANADA ADH2 GZ 30,783.0 (581.0) (227.0) ALNYLAM PHAR-BDR A1LN34 BZ 3,402.4 (408.1) 1,735.4 ALNYLAM PHARMACE ALNY US 3,402.4 (408.1) 1,735.4 ALNYLAM PHARMACE DUL GR 3,402.4 (408.1) 1,735.4 ALNYLAM PHARMACE DUL QT 3,402.4 (408.1) 1,735.4 ALNYLAM PHARMACE ALNYEUR EU 3,402.4 (408.1) 1,735.4 ALNYLAM PHARMACE DUL TH 3,402.4 (408.1) 1,735.4 ALNYLAM PHARMACE DUL SW 3,402.4 (408.1) 1,735.4 ALNYLAM PHARMACE DUL GZ 3,402.4 (408.1) 1,735.4 ALNYLAM PHARMACE ALNYEUR EZ 3,402.4 (408.1) 1,735.4 ALPHATEC HOLDING L1Z1 GR 628.2 (4.6) 160.9 ALPHATEC HOLDING ATEC US 628.2 (4.6) 160.9 ALPHATEC HOLDING ATECEUR EU 628.2 (4.6) 160.9 ALPHATEC HOLDING L1Z1 GZ 628.2 (4.6) 160.9 ALTICE USA INC-A ATUS* MM 32,107.7 (381.5) (2,271.1) ALTICE USA INC-A ATUS-RM RM 32,107.7 (381.5) (2,271.1) ALTIRA GP-CEDEAR MOC AR 37,151.0 (3,777.0) (7,326.0) ALTIRA GP-CEDEAR MOD AR 37,151.0 (3,777.0) (7,326.0) ALTIRA GP-CEDEAR MO AR 37,151.0 (3,777.0) (7,326.0) ALTRIA GROUP INC PHM7 GR 37,151.0 (3,777.0) (7,326.0) ALTRIA GROUP INC MO* MM 37,151.0 (3,777.0) (7,326.0) ALTRIA GROUP INC MO US 37,151.0 (3,777.0) (7,326.0) ALTRIA GROUP INC MO SW 37,151.0 (3,777.0) (7,326.0) ALTRIA GROUP INC MOEUR EU 37,151.0 (3,777.0) (7,326.0) ALTRIA GROUP INC 4MO TE 37,151.0 (3,777.0) (7,326.0) ALTRIA GROUP INC PHM7 TH 37,151.0 (3,777.0) (7,326.0) ALTRIA GROUP INC MO CI 37,151.0 (3,777.0) (7,326.0) ALTRIA GROUP INC PHM7 QT 37,151.0 (3,777.0) (7,326.0) ALTRIA GROUP INC MOUSD SW 37,151.0 (3,777.0) (7,326.0) ALTRIA GROUP INC PHM7 GZ 37,151.0 (3,777.0) (7,326.0) ALTRIA GROUP INC 0R31 LI 37,151.0 (3,777.0) (7,326.0) ALTRIA GROUP INC ALTR AV 37,151.0 (3,777.0) (7,326.0) ALTRIA GROUP INC MOEUR EZ 37,151.0 (3,777.0) (7,326.0) ALTRIA GROUP INC MOCL CI 37,151.0 (3,777.0) (7,326.0) ALTRIA GROUP INC MO-RM RM 37,151.0 (3,777.0) (7,326.0) ALTRIA GROUP INC PHM7 BU 37,151.0 (3,777.0) (7,326.0) ALTRIA GROUP INC PHM7D EB 37,151.0 (3,777.0) (7,326.0) ALTRIA GROUP INC PHM7D IX 37,151.0 (3,777.0) (7,326.0) ALTRIA GROUP INC PHM7D I2 37,151.0 (3,777.0) (7,326.0) ALTRIA GROUP-BDR MOOO34 BZ 37,151.0 (3,777.0) (7,326.0) AMC ENTERTAINMEN AMC US 8,669.7 (2,582.6) (846.6) AMC ENTERTAINMEN AH91 GR 8,669.7 (2,582.6) (846.6) AMC ENTERTAINMEN AMC4EUR EU 8,669.7 (2,582.6) (846.6) AMC ENTERTAINMEN AH91 TH 8,669.7 (2,582.6) (846.6) AMC ENTERTAINMEN AH91 QT 8,669.7 (2,582.6) (846.6) AMC ENTERTAINMEN AMC* MM 8,669.7 (2,582.6) (846.6) AMC ENTERTAINMEN AH91 GZ 8,669.7 (2,582.6) (846.6) AMC ENTERTAINMEN AH91 SW 8,669.7 (2,582.6) (846.6) AMC ENTERTAINMEN AMC-RM RM 8,669.7 (2,582.6) (846.6) AMC ENTERTAINMEN A2MC34 BZ 8,669.7 (2,582.6) (846.6) AMC ENTERTAINMEN AH9 BU 8,669.7 (2,582.6) (846.6) AMC ENTERTAINMEN AMCE AV 8,669.7 (2,582.6) (846.6) AMERICAN AIR-BDR AALL34 BZ 67,260.0 (4,385.0) (6,096.0) AMERICAN AIRLINE AAL US 67,260.0 (4,385.0) (6,096.0) AMERICAN AIRLINE A1G GR 67,260.0 (4,385.0) (6,096.0) AMERICAN AIRLINE AAL* MM 67,260.0 (4,385.0) (6,096.0) AMERICAN AIRLINE A1G TH 67,260.0 (4,385.0) (6,096.0) AMERICAN AIRLINE A1G QT 67,260.0 (4,385.0) (6,096.0) AMERICAN AIRLINE A1G GZ 67,260.0 (4,385.0) (6,096.0) AMERICAN AIRLINE AAL11EUR EU 67,260.0 (4,385.0) (6,096.0) AMERICAN AIRLINE AAL AV 67,260.0 (4,385.0) (6,096.0) AMERICAN AIRLINE 4AAL TE 67,260.0 (4,385.0) (6,096.0) AMERICAN AIRLINE A1G SW 67,260.0 (4,385.0) (6,096.0) AMERICAN AIRLINE 0HE6 LI 67,260.0 (4,385.0) (6,096.0) AMERICAN AIRLINE AAL11EUR EZ 67,260.0 (4,385.0) (6,096.0) AMERICAN AIRLINE AAL-RM RM 67,260.0 (4,385.0) (6,096.0) AMERICAN AIRLINE AAL_KZ KZ 67,260.0 (4,385.0) (6,096.0) AULT DISRUPTIVE ADRT/U US 2.9 (3.0) (1.7) AUTOZONE INC AZO US 14,635.8 (4,301.6) (2,470.7) AUTOZONE INC AZ5 TH 14,635.8 (4,301.6) (2,470.7) AUTOZONE INC AZ5 GR 14,635.8 (4,301.6) (2,470.7) AUTOZONE INC AZOEUR EU 14,635.8 (4,301.6) (2,470.7) AUTOZONE INC AZ5 QT 14,635.8 (4,301.6) (2,470.7) AUTOZONE INC AZO AV 14,635.8 (4,301.6) (2,470.7) AUTOZONE INC 4AZO TE 14,635.8 (4,301.6) (2,470.7) AUTOZONE INC AZO* MM 14,635.8 (4,301.6) (2,470.7) AUTOZONE INC AZOEUR EZ 14,635.8 (4,301.6) (2,470.7) AUTOZONE INC AZ5 GZ 14,635.8 (4,301.6) (2,470.7) AUTOZONE INC AZO-RM RM 14,635.8 (4,301.6) (2,470.7) AUTOZONE INC-BDR AZOI34 BZ 14,635.8 (4,301.6) (2,470.7) AVID TECHNOLOGY AVID US 293.8 (119.0) 9.4 AVID TECHNOLOGY AVD GR 293.8 (119.0) 9.4 AVID TECHNOLOGY AVD TH 293.8 (119.0) 9.4 AVID TECHNOLOGY AVD GZ 293.8 (119.0) 9.4 AVIS BUD-CEDEAR CAR AR 31,395.0 (125.0) (611.0) AVIS BUDGET GROU CUCA GR 31,395.0 (125.0) (611.0) AVIS BUDGET GROU CAR US 31,395.0 (125.0) (611.0) AVIS BUDGET GROU CUCA QT 31,395.0 (125.0) (611.0) AVIS BUDGET GROU CAR2EUR EU 31,395.0 (125.0) (611.0) AVIS BUDGET GROU CAR* MM 31,395.0 (125.0) (611.0) AVIS BUDGET GROU CAR2EUR EZ 31,395.0 (125.0) (611.0) AVIS BUDGET GROU CUCA TH 31,395.0 (125.0) (611.0) AVIS BUDGET GROU CUCA GZ 31,395.0 (125.0) (611.0) BABCOCK & WILCOX BW US 986.9 (13.0) 192.6 BABCOCK & WILCOX UBW1 GR 986.9 (13.0) 192.6 BABCOCK & WILCOX BWEUR EU 986.9 (13.0) 192.6 BABCOCK & WILCOX UBW1 TH 986.9 (13.0) 192.6 BATH & BODY WORK LTD0 GR 5,195.0 (2,154.0) 680.0 BATH & BODY WORK LTD0 TH 5,195.0 (2,154.0) 680.0 BATH & BODY WORK BBWI US 5,195.0 (2,154.0) 680.0 BATH & BODY WORK LBEUR EU 5,195.0 (2,154.0) 680.0 BATH & BODY WORK BBWI* MM 5,195.0 (2,154.0) 680.0 BATH & BODY WORK LTD0 QT 5,195.0 (2,154.0) 680.0 BATH & BODY WORK BBWI AV 5,195.0 (2,154.0) 680.0 BATH & BODY WORK LBEUR EZ 5,195.0 (2,154.0) 680.0 BATH & BODY WORK LTD0 GZ 5,195.0 (2,154.0) 680.0 BATH & BODY WORK BBWI-RM RM 5,195.0 (2,154.0) 680.0 BELLRING BRANDS BRBR US 722.4 (364.7) 282.4 BELLRING BRANDS D51 TH 722.4 (364.7) 282.4 BELLRING BRANDS BRBR2EUR EU 722.4 (364.7) 282.4 BELLRING BRANDS D51 GR 722.4 (364.7) 282.4 BELLRING BRANDS D51 QT 722.4 (364.7) 282.4 BEYOND MEAT INC BYND US 968.6 (299.1) 442.8 BEYOND MEAT INC 0Q3 GR 968.6 (299.1) 442.8 BEYOND MEAT INC 0Q3 GZ 968.6 (299.1) 442.8 BEYOND MEAT INC BYNDEUR EU 968.6 (299.1) 442.8 BEYOND MEAT INC 0Q3 TH 968.6 (299.1) 442.8 BEYOND MEAT INC 0Q3 QT 968.6 (299.1) 442.8 BEYOND MEAT INC BYND AV 968.6 (299.1) 442.8 BEYOND MEAT INC 0Q3 SW 968.6 (299.1) 442.8 BEYOND MEAT INC 0A20 LI 968.6 (299.1) 442.8 BEYOND MEAT INC BYNDEUR EZ 968.6 (299.1) 442.8 BEYOND MEAT INC 4BYND TE 968.6 (299.1) 442.8 BEYOND MEAT INC BYND* MM 968.6 (299.1) 442.8 BEYOND MEAT INC BYND-RM RM 968.6 (299.1) 442.8 BIOCRYST PHARM BO1 TH 529.9 (388.7) 417.6 BIOCRYST PHARM BCRX US 529.9 (388.7) 417.6 BIOCRYST PHARM BO1 GR 529.9 (388.7) 417.6 BIOCRYST PHARM BO1 QT 529.9 (388.7) 417.6 BIOCRYST PHARM BCRXEUR EU 529.9 (388.7) 417.6 BIOCRYST PHARM BCRX* MM 529.9 (388.7) 417.6 BIOTE CORP-A BTMD US 139.1 (73.2) 90.4 BOEING CO-BDR BOEI34 BZ 134,774 (15,493) 15,336.0 BOEING CO-CED BA AR 134,774 (15,493) 15,336.0 BOEING CO-CED BAD AR 134,774 (15,493) 15,336.0 BOEING CO/THE BA EU 134,774 (15,493) 15,336.0 BOEING CO/THE BCO GR 134,774 (15,493) 15,336.0 BOEING CO/THE BAEUR EU 134,774 (15,493) 15,336.0 BOEING CO/THE 4BA TE 134,774 (15,493) 15,336.0 BOEING CO/THE BA* MM 134,774 (15,493) 15,336.0 BOEING CO/THE BA SW 134,774 (15,493) 15,336.0 BOEING CO/THE BOEI BB 134,774 (15,493) 15,336.0 BOEING CO/THE BA US 134,774 (15,493) 15,336.0 BOEING CO/THE BCO TH 134,774 (15,493) 15,336.0 BOEING CO/THE BA PE 134,774 (15,493) 15,336.0 BOEING CO/THE BA CI 134,774 (15,493) 15,336.0 BOEING CO/THE BCO QT 134,774 (15,493) 15,336.0 BOEING CO/THE BAUSD SW 134,774 (15,493) 15,336.0 BOEING CO/THE BCO GZ 134,774 (15,493) 15,336.0 BOEING CO/THE BA AV 134,774 (15,493) 15,336.0 BOEING CO/THE BA-RM RM 134,774 (15,493) 15,336.0 BOEING CO/THE BAEUR EZ 134,774 (15,493) 15,336.0 BOEING CO/THE BA EZ 134,774 (15,493) 15,336.0 BOEING CO/THE BACL CI 134,774 (15,493) 15,336.0 BOEING CO/THE BA_KZ KZ 134,774 (15,493) 15,336.0 BOEING CO/THE BCOD EB 134,774 (15,493) 15,336.0 BOEING CO/THE BCOD IX 134,774 (15,493) 15,336.0 BOEING CO/THE BCOD I2 134,774 (15,493) 15,336.0 BOMBARDIER INC-A BBD/A CN 12,544.0 (2,490.0) (285.0) BOMBARDIER INC-A BDRAF US 12,544.0 (2,490.0) (285.0) BOMBARDIER INC-A BBD GR 12,544.0 (2,490.0) (285.0) BOMBARDIER INC-A BBD/AEUR EU 12,544.0 (2,490.0) (285.0) BOMBARDIER INC-A BBD GZ 12,544.0 (2,490.0) (285.0) BOMBARDIER INC-B BBD/B CN 12,544.0 (2,490.0) (285.0) BOMBARDIER INC-B BBDC GR 12,544.0 (2,490.0) (285.0) BOMBARDIER INC-B BDRBF US 12,544.0 (2,490.0) (285.0) BOMBARDIER INC-B BBDC TH 12,544.0 (2,490.0) (285.0) BOMBARDIER INC-B BBDBN MM 12,544.0 (2,490.0) (285.0) BOMBARDIER INC-B BBD/BEUR EU 12,544.0 (2,490.0) (285.0) BOMBARDIER INC-B BBDC GZ 12,544.0 (2,490.0) (285.0) BOMBARDIER INC-B BBD/BEUR EZ 12,544.0 (2,490.0) (285.0) BOMBARDIER INC-B BBDC QT 12,544.0 (2,490.0) (285.0) BOOKING HLDG-BDR BKNG34 BZ 26,558.0 (665.0) 6,868.0 BOOKING HOLDINGS PCE1 GR 26,558.0 (665.0) 6,868.0 BOOKING HOLDINGS BKNG US 26,558.0 (665.0) 6,868.0 BOOKING HOLDINGS BKNG* MM 26,558.0 (665.0) 6,868.0 BOOKING HOLDINGS PCE1 TH 26,558.0 (665.0) 6,868.0 BOOKING HOLDINGS BKNG CI 26,558.0 (665.0) 6,868.0 BOOKING HOLDINGS BKNG SW 26,558.0 (665.0) 6,868.0 BOOKING HOLDINGS PCE1 QT 26,558.0 (665.0) 6,868.0 BOOKING HOLDINGS BKNGUSD SW 26,558.0 (665.0) 6,868.0 BOOKING HOLDINGS PCLNEUR EU 26,558.0 (665.0) 6,868.0 BOOKING HOLDINGS PCE1 GZ 26,558.0 (665.0) 6,868.0 BOOKING HOLDINGS BOOK AV 26,558.0 (665.0) 6,868.0 BOOKING HOLDINGS 4BKNG TE 26,558.0 (665.0) 6,868.0 BOOKING HOLDINGS PCLNEUR EZ 26,558.0 (665.0) 6,868.0 BOOKING HOLDINGS BKNG-RM RM 26,558.0 (665.0) 6,868.0 BOX INC- CLASS A BOX US 1,068.1 (45.9) 99.4 BOX INC- CLASS A 3BX GR 1,068.1 (45.9) 99.4 BOX INC- CLASS A 3BX TH 1,068.1 (45.9) 99.4 BOX INC- CLASS A 3BX QT 1,068.1 (45.9) 99.4 BOX INC- CLASS A BOXEUR EU 1,068.1 (45.9) 99.4 BOX INC- CLASS A BOXEUR EZ 1,068.1 (45.9) 99.4 BOX INC- CLASS A 3BX GZ 1,068.1 (45.9) 99.4 BOX INC- CLASS A BOX-RM RM 1,068.1 (45.9) 99.4 BRIDGEBIO PHARMA BBIO US 503.7 (1,349.6) 322.8 BRIDGEBIO PHARMA 2CL GR 503.7 (1,349.6) 322.8 BRIDGEBIO PHARMA 2CL GZ 503.7 (1,349.6) 322.8 BRIDGEBIO PHARMA BBIOEUR EU 503.7 (1,349.6) 322.8 BRIDGEBIO PHARMA 2CL TH 503.7 (1,349.6) 322.8 BRINKER INTL EAT US 2,487.0 (144.3) (352.6) BRINKER INTL BKJ GR 2,487.0 (144.3) (352.6) BRINKER INTL BKJ QT 2,487.0 (144.3) (352.6) BRINKER INTL EAT2EUR EU 2,487.0 (144.3) (352.6) BRINKER INTL EAT2EUR EZ 2,487.0 (144.3) (352.6) BRINKER INTL BKJ TH 2,487.0 (144.3) (352.6) BROOKFIELD INF-A BIPC CN 10,973.0 (764.0) (3,410.0) BROOKFIELD INF-A BIPC US 10,973.0 (764.0) (3,410.0) CALUMET SPECIALT CLMT US 2,804.2 (297.8) (350.8) CARDINAL HEALTH CAH US 43,417.0 (2,851.0) 127.0 CARDINAL HEALTH CLH GR 43,417.0 (2,851.0) 127.0 CARDINAL HEALTH CLH TH 43,417.0 (2,851.0) 127.0 CARDINAL HEALTH CLH QT 43,417.0 (2,851.0) 127.0 CARDINAL HEALTH CAHEUR EU 43,417.0 (2,851.0) 127.0 CARDINAL HEALTH CLH GZ 43,417.0 (2,851.0) 127.0 CARDINAL HEALTH CAH* MM 43,417.0 (2,851.0) 127.0 CARDINAL HEALTH CAHEUR EZ 43,417.0 (2,851.0) 127.0 CARDINAL HEALTH CAH-RM RM 43,417.0 (2,851.0) 127.0 CARDINAL-CEDEAR CAH AR 43,417.0 (2,851.0) 127.0 CARDINAL-CEDEAR CAHC AR 43,417.0 (2,851.0) 127.0 CARDINAL-CEDEAR CAHD AR 43,417.0 (2,851.0) 127.0 CARVANA CO CVNA US 7,849.0 (1,406.0) 1,733.0 CARVANA CO CV0 TH 7,849.0 (1,406.0) 1,733.0 CARVANA CO CV0 QT 7,849.0 (1,406.0) 1,733.0 CARVANA CO CVNAEUR EU 7,849.0 (1,406.0) 1,733.0 CARVANA CO CV0 GR 7,849.0 (1,406.0) 1,733.0 CARVANA CO CV0 GZ 7,849.0 (1,406.0) 1,733.0 CARVANA CO CVNAEUR EZ 7,849.0 (1,406.0) 1,733.0 CARVANA CO CVNA* MM 7,849.0 (1,406.0) 1,733.0 CARVANA CO CVNA-RM RM 7,849.0 (1,406.0) 1,733.0 CEDAR FAIR LP FUN US 2,316.4 (762.7) (233.6) CENTRUS ENERGY-A LEU US 762.0 (32.5) 197.2 CENTRUS ENERGY-A 4CU TH 762.0 (32.5) 197.2 CENTRUS ENERGY-A 4CU GR 762.0 (32.5) 197.2 CENTRUS ENERGY-A LEUEUR EU 762.0 (32.5) 197.2 CENTRUS ENERGY-A 4CU GZ 762.0 (32.5) 197.2 CENTRUS ENERGY-A 4CU QT 762.0 (32.5) 197.2 CHENIERE ENERGY CQP US 19,557.0 (1,046.0) (139.0) CINEPLEX INC CGX CN 2,234.8 (62.6) (293.6) CINEPLEX INC CX0 GR 2,234.8 (62.6) (293.6) CINEPLEX INC CPXGF US 2,234.8 (62.6) (293.6) CINEPLEX INC CX0 TH 2,234.8 (62.6) (293.6) CINEPLEX INC CGXEUR EU 2,234.8 (62.6) (293.6) CINEPLEX INC CGXN MM 2,234.8 (62.6) (293.6) CINEPLEX INC CX0 GZ 2,234.8 (62.6) (293.6) COHERUS BIOSCIEN CHRS US 469.6 (174.8) 216.0 COHERUS BIOSCIEN 8C5 GR 469.6 (174.8) 216.0 COHERUS BIOSCIEN 8C5 TH 469.6 (174.8) 216.0 COHERUS BIOSCIEN CHRSEUR EU 469.6 (174.8) 216.0 COHERUS BIOSCIEN 8C5 QT 469.6 (174.8) 216.0 COHERUS BIOSCIEN CHRSEUR EZ 469.6 (174.8) 216.0 COHERUS BIOSCIEN 8C5 GZ 469.6 (174.8) 216.0 COMPOSECURE INC CMPO US 181.1 (271.9) 61.3 CONSENSUS CLOUD CCSI US 667.1 (217.4) 90.9 CONTANGO ORE INC CTGO US 25.7 (4.8) 10.0 COOPER-STANDARD CPS US 1,870.8 (61.7) 208.5 COOPER-STANDARD C31 GR 1,870.8 (61.7) 208.5 COOPER-STANDARD CPSEUR EU 1,870.8 (61.7) 208.5 COOPER-STANDARD C31 GZ 1,870.8 (61.7) 208.5 COOPER-STANDARD C31 TH 1,870.8 (61.7) 208.5 CPI CARD GROUP I PMTS US 300.1 (63.0) 116.3 CPI CARD GROUP I CPB1 GR 300.1 (63.0) 116.3 CPI CARD GROUP I PMTSEUR EU 300.1 (63.0) 116.3 CUTERA INC CUTREUR EZ 463.8 (69.1) 266.9 CYTOKINETICS INC CYTK US 779.9 (333.1) 521.0 CYTOKINETICS INC KK3A GR 779.9 (333.1) 521.0 CYTOKINETICS INC KK3A QT 779.9 (333.1) 521.0 CYTOKINETICS INC CYTKEUR EU 779.9 (333.1) 521.0 CYTOKINETICS INC KK3A TH 779.9 (333.1) 521.0 DELEK LOGISTICS DKL US 1,692.6 (129.5) 29.0 DELL TECHN-C DELL US 85,658.0 (2,677.0) (11,943.0) DELL TECHN-C 12DA TH 85,658.0 (2,677.0) (11,943.0) DELL TECHN-C 12DA GR 85,658.0 (2,677.0) (11,943.0) DELL TECHN-C 12DA GZ 85,658.0 (2,677.0) (11,943.0) DELL TECHN-C DELL1EUR EU 85,658.0 (2,677.0) (11,943.0) DELL TECHN-C DELLC* MM 85,658.0 (2,677.0) (11,943.0) DELL TECHN-C 12DA QT 85,658.0 (2,677.0) (11,943.0) DELL TECHN-C DELL AV 85,658.0 (2,677.0) (11,943.0) DELL TECHN-C DELL1EUR EZ 85,658.0 (2,677.0) (11,943.0) DELL TECHN-C DELL-RM RM 85,658.0 (2,677.0) (11,943.0) DELL TECHN-C-BDR D1EL34 BZ 85,658.0 (2,677.0) (11,943.0) DENNY'S CORP DE8 GR 465.6 (42.6) (49.9) DENNY'S CORP DENN US 465.6 (42.6) (49.9) DENNY'S CORP DENNEUR EU 465.6 (42.6) (49.9) DENNY'S CORP DE8 TH 465.6 (42.6) (49.9) DENNY'S CORP DE8 GZ 465.6 (42.6) (49.9) DIEBOLD NIXDORF DBD US 3,405.5 (2,130.6) (953.4) DIGITALOCEAN HOL DOCN US 1,497.9 (267.6) 474.8 DIGITALOCEAN HOL 0SU GR 1,497.9 (267.6) 474.8 DIGITALOCEAN HOL 0SU TH 1,497.9 (267.6) 474.8 DIGITALOCEAN HOL DOCNEUR EU 1,497.9 (267.6) 474.8 DIGITALOCEAN HOL 0SU GZ 1,497.9 (267.6) 474.8 DIGITALOCEAN HOL 0SU QT 1,497.9 (267.6) 474.8 DINE BRANDS GLOB DIN US 1,666.6 (281.0) (130.4) DINE BRANDS GLOB IHP GR 1,666.6 (281.0) (130.4) DINE BRANDS GLOB IHP TH 1,666.6 (281.0) (130.4) DINE BRANDS GLOB IHP GZ 1,666.6 (281.0) (130.4) DOMINO'S P - BDR D2PZ34 BZ 1,596.2 (4,166.6) 252.1 DOMINO'S PIZZA EZV TH 1,596.2 (4,166.6) 252.1 DOMINO'S PIZZA EZV GR 1,596.2 (4,166.6) 252.1 DOMINO'S PIZZA DPZ US 1,596.2 (4,166.6) 252.1 DOMINO'S PIZZA EZV QT 1,596.2 (4,166.6) 252.1 DOMINO'S PIZZA DPZEUR EU 1,596.2 (4,166.6) 252.1 DOMINO'S PIZZA DPZ AV 1,596.2 (4,166.6) 252.1 DOMINO'S PIZZA DPZ* MM 1,596.2 (4,166.6) 252.1 DOMINO'S PIZZA EZV GZ 1,596.2 (4,166.6) 252.1 DOMINO'S PIZZA DPZEUR EZ 1,596.2 (4,166.6) 252.1 DOMINO'S PIZZA DPZ-RM RM 1,596.2 (4,166.6) 252.1 DOMO INC- CL B DOMO US 212.1 (151.8) (84.3) DOMO INC- CL B 1ON GR 212.1 (151.8) (84.3) DOMO INC- CL B 1ON GZ 212.1 (151.8) (84.3) DOMO INC- CL B DOMOEUR EU 212.1 (151.8) (84.3) DOMO INC- CL B 1ON TH 212.1 (151.8) (84.3) DOMO 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MCDONALDS - BDR MCDC34 BZ 50,442.0 (4,999.1) 1,271.7 MCDONALDS CORP MDO TH 50,442.0 (4,999.1) 1,271.7 MCDONALDS CORP 4MCD TE 50,442.0 (4,999.1) 1,271.7 MCDONALDS CORP MDO GR 50,442.0 (4,999.1) 1,271.7 MCDONALDS CORP MCD* MM 50,442.0 (4,999.1) 1,271.7 MCDONALDS CORP MCD US 50,442.0 (4,999.1) 1,271.7 MCDONALDS CORP MCD SW 50,442.0 (4,999.1) 1,271.7 MCDONALDS CORP MCD CI 50,442.0 (4,999.1) 1,271.7 MCDONALDS CORP MDO QT 50,442.0 (4,999.1) 1,271.7 MCDONALDS CORP MCDUSD SW 50,442.0 (4,999.1) 1,271.7 MCDONALDS CORP MCDEUR EU 50,442.0 (4,999.1) 1,271.7 MCDONALDS CORP MDO GZ 50,442.0 (4,999.1) 1,271.7 MCDONALDS CORP MCD AV 50,442.0 (4,999.1) 1,271.7 MCDONALDS CORP MCDUSD EZ 50,442.0 (4,999.1) 1,271.7 MCDONALDS CORP MCDEUR EZ 50,442.0 (4,999.1) 1,271.7 MCDONALDS CORP 0R16 LN 50,442.0 (4,999.1) 1,271.7 MCDONALDS CORP MCD-RM RM 50,442.0 (4,999.1) 1,271.7 MCDONALDS CORP MCDCL CI 50,442.0 (4,999.1) 1,271.7 MCDONALDS-CEDEAR MCDD AR 50,442.0 (4,999.1) 1,271.7 MCDONALDS-CEDEAR MCDC AR 50,442.0 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EZ 3,370.4 (89.7) 238.5 METTLER-TOLEDO MTD AV 3,370.4 (89.7) 238.5 METTLER-TOLEDO MTD-RM RM 3,370.4 (89.7) 238.5 MSCI INC 3HM GR 4,762.8 (1,193.7) 306.1 MSCI INC MSCI US 4,762.8 (1,193.7) 306.1 MSCI INC 3HM QT 4,762.8 (1,193.7) 306.1 MSCI INC 3HM SW 4,762.8 (1,193.7) 306.1 MSCI INC MSCI* MM 4,762.8 (1,193.7) 306.1 MSCI INC MSCIEUR EZ 4,762.8 (1,193.7) 306.1 MSCI INC 3HM GZ 4,762.8 (1,193.7) 306.1 MSCI INC 3HM TH 4,762.8 (1,193.7) 306.1 MSCI INC MSCI AV 4,762.8 (1,193.7) 306.1 MSCI INC MSCI-RM RM 4,762.8 (1,193.7) 306.1 MSCI INC-BDR M1SC34 BZ 4,762.8 (1,193.7) 306.1 N/A CPB1 GZ 300.1 (63.0) 116.3 NANOSTRING TECHN NSTG* MM 289.0 (21.5) 159.0 NATHANS FAMOUS NATH US 65.8 (39.2) 36.2 NATHANS FAMOUS NFA GR 65.8 (39.2) 36.2 NATHANS FAMOUS NATHEUR EU 65.8 (39.2) 36.2 NATIONAL CINEMED NCMI US 43.4 (19.3) 14.0 NEW ENG RLTY-LP NEN US 386.9 (64.3) - NIOCORP DEVELOPM NB CN 33.1 (13.9) 3.5 NOVAVAX INC NVV1 GR 1,685.0 (754.5) (468.7) NOVAVAX INC NVAX US 1,685.0 (754.5) (468.7) NOVAVAX INC NVV1 TH 1,685.0 (754.5) (468.7) NOVAVAX INC NVV1 QT 1,685.0 (754.5) (468.7) NOVAVAX INC NVAXEUR EU 1,685.0 (754.5) (468.7) NOVAVAX INC NVV1 GZ 1,685.0 (754.5) (468.7) NOVAVAX INC NVV1 SW 1,685.0 (754.5) (468.7) NOVAVAX INC NVAX* MM 1,685.0 (754.5) (468.7) NOVAVAX INC 0A3S LI 1,685.0 (754.5) (468.7) NOVAVAX INC NVV1 BU 1,685.0 (754.5) (468.7) NUTANIX INC - A NTNX US 2,526.9 (707.4) 725.6 NUTANIX INC - A 0NU GR 2,526.9 (707.4) 725.6 NUTANIX INC - A NTNXEUR EU 2,526.9 (707.4) 725.6 NUTANIX INC - A 0NU TH 2,526.9 (707.4) 725.6 NUTANIX INC - A 0NU QT 2,526.9 (707.4) 725.6 NUTANIX INC - A 0NU GZ 2,526.9 (707.4) 725.6 NUTANIX INC - A 0NU SW 2,526.9 (707.4) 725.6 NUTANIX INC - A NTNXEUR EZ 2,526.9 (707.4) 725.6 NUTANIX INC - A NTNX-RM RM 2,526.9 (707.4) 725.6 NUTANIX INC-BDR N2TN34 BZ 2,526.9 (707.4) 725.6 O'REILLY AUT-BDR ORLY34 BZ 13,276.6 (1,627.5) (2,382.4) O'REILLY AUTOMOT OM6 GR 13,276.6 (1,627.5) (2,382.4) O'REILLY AUTOMOT ORLY US 13,276.6 (1,627.5) (2,382.4) O'REILLY AUTOMOT OM6 TH 13,276.6 (1,627.5) (2,382.4) O'REILLY AUTOMOT OM6 QT 13,276.6 (1,627.5) (2,382.4) O'REILLY AUTOMOT ORLY* MM 13,276.6 (1,627.5) (2,382.4) O'REILLY AUTOMOT ORLYEUR EU 13,276.6 (1,627.5) (2,382.4) O'REILLY AUTOMOT OM6 GZ 13,276.6 (1,627.5) (2,382.4) O'REILLY AUTOMOT ORLY AV 13,276.6 (1,627.5) (2,382.4) O'REILLY AUTOMOT ORLYEUR EZ 13,276.6 (1,627.5) (2,382.4) O'REILLY AUTOMOT ORLY-RM RM 13,276.6 (1,627.5) (2,382.4) ORGANON & CO OGN US 10,979.0 (555.0) 1,571.0 ORGANON & CO 7XP TH 10,979.0 (555.0) 1,571.0 ORGANON & CO OGN-WEUR EU 10,979.0 (555.0) 1,571.0 ORGANON & CO 7XP GR 10,979.0 (555.0) 1,571.0 ORGANON & CO OGN* MM 10,979.0 (555.0) 1,571.0 ORGANON & CO 7XP GZ 10,979.0 (555.0) 1,571.0 ORGANON & CO 7XP QT 10,979.0 (555.0) 1,571.0 ORGANON & CO OGN-RM RM 10,979.0 (555.0) 1,571.0 ORGANON & CO 4OGN TE 10,979.0 (555.0) 1,571.0 OTIS WORLDWI OTIS US 10,135.0 (4,625.0) (741.0) OTIS WORLDWI 4PG GR 10,135.0 (4,625.0) (741.0) OTIS WORLDWI 4PG GZ 10,135.0 (4,625.0) (741.0) OTIS WORLDWI OTISEUR EZ 10,135.0 (4,625.0) (741.0) OTIS WORLDWI OTISEUR EU 10,135.0 (4,625.0) (741.0) OTIS WORLDWI OTIS* MM 10,135.0 (4,625.0) (741.0) OTIS WORLDWI 4PG TH 10,135.0 (4,625.0) (741.0) OTIS WORLDWI 4PG QT 10,135.0 (4,625.0) (741.0) OTIS WORLDWI OTIS AV 10,135.0 (4,625.0) (741.0) OTIS WORLDWI OTIS-RM RM 10,135.0 (4,625.0) (741.0) OTIS WORLDWI-BDR O1TI34 BZ 10,135.0 (4,625.0) (741.0) PAPA JOHN'S INTL PZZA US 873.6 (464.5) (54.8) PAPA JOHN'S INTL PP1 GR 873.6 (464.5) (54.8) PAPA JOHN'S INTL PZZAEUR EU 873.6 (464.5) (54.8) PAPA JOHN'S INTL PP1 GZ 873.6 (464.5) (54.8) PAPA JOHN'S INTL PP1 TH 873.6 (464.5) (54.8) PAPA JOHN'S INTL PP1 QT 873.6 (464.5) (54.8) PAPA JOHN'S INTL PZZAEUR EZ 873.6 (464.5) (54.8) PELOTON INTERA-A PTON US 2,769.1 (295.1) 877.7 PELOTON INTERA-A 2ON GR 2,769.1 (295.1) 877.7 PELOTON INTERA-A 2ON GZ 2,769.1 (295.1) 877.7 PELOTON INTERA-A PTONEUR EZ 2,769.1 (295.1) 877.7 PELOTON INTERA-A PTONEUR EU 2,769.1 (295.1) 877.7 PELOTON INTERA-A 2ON QT 2,769.1 (295.1) 877.7 PELOTON INTERA-A 2ON TH 2,769.1 (295.1) 877.7 PELOTON INTERA-A PTON* MM 2,769.1 (295.1) 877.7 PELOTON INTERA-A 0A46 LI 2,769.1 (295.1) 877.7 PELOTON INTERA-A PTON AV 2,769.1 (295.1) 877.7 PELOTON INTERA-A 2ON SW 2,769.1 (295.1) 877.7 PELOTON INTERA-A PTON-RM RM 2,769.1 (295.1) 877.7 PELOTON INTERACT 4PTON TE 2,769.1 (295.1) 877.7 PETRO USA INC PBAJ US - (0.1) (0.1) PHILIP MORRI-BDR PHMO34 BZ 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PM1EUR EU 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PMI SW 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN 4PM TE 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN 4I1 TH 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PM1CHF EU 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN 4I1 GR 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PM US 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PMIZ IX 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PMIZ EB 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN 4I1 QT 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN 4I1 GZ 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN 0M8V LN 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PMOR AV 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PM* MM 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PM1CHF EZ 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PM1EUR EZ 61,868.0 (7,960.0) (3,409.0) PHILIP MORRIS IN PM-RM RM 61,868.0 (7,960.0) (3,409.0) PITNEY BOW-CED PBI AR 4,423.4 (75.5) (241.9) PITNEY BOWES INC PBW GR 4,423.4 (75.5) (241.9) PITNEY BOWES INC PBI US 4,423.4 (75.5) (241.9) PITNEY BOWES INC PBW TH 4,423.4 (75.5) (241.9) PITNEY BOWES INC PBIEUR EU 4,423.4 (75.5) (241.9) PITNEY BOWES INC PBW QT 4,423.4 (75.5) (241.9) PITNEY BOWES INC PBW GZ 4,423.4 (75.5) (241.9) PITNEY BOWES INC PBI-RM RM 4,423.4 (75.5) (241.9) PLANET FITNESS I P2LN34 BZ 2,848.2 (216.0) 230.9 PLANET FITNESS I PLNT* MM 2,848.2 (216.0) 230.9 PLANET FITNESS-A PLNT US 2,848.2 (216.0) 230.9 PLANET FITNESS-A 3PL TH 2,848.2 (216.0) 230.9 PLANET FITNESS-A 3PL GR 2,848.2 (216.0) 230.9 PLANET FITNESS-A 3PL QT 2,848.2 (216.0) 230.9 PLANET FITNESS-A PLNT1EUR EU 2,848.2 (216.0) 230.9 PLANET FITNESS-A 3PL GZ 2,848.2 (216.0) 230.9 PROS HOLDINGS IN PH2 GR 434.0 (51.5) (48.6) PROS HOLDINGS IN PRO US 434.0 (51.5) (48.6) PROS HOLDINGS IN PRO1EUR EU 434.0 (51.5) (48.6) PTC THERAPEUTICS PTCT US 1,338.1 (577.8) 113.3 PTC THERAPEUTICS BH3 GR 1,338.1 (577.8) 113.3 PTC THERAPEUTICS P91 TH 1,338.1 (577.8) 113.3 PTC THERAPEUTICS P91 QT 1,338.1 (577.8) 113.3 RAPID7 INC RPD US 1,355.7 (111.0) 4.5 RAPID7 INC R7D GR 1,355.7 (111.0) 4.5 RAPID7 INC RPDEUR EU 1,355.7 (111.0) 4.5 RAPID7 INC R7D SW 1,355.7 (111.0) 4.5 RAPID7 INC R7D TH 1,355.7 (111.0) 4.5 RAPID7 INC RPD* MM 1,355.7 (111.0) 4.5 RAPID7 INC R7D GZ 1,355.7 (111.0) 4.5 RAPID7 INC R7D QT 1,355.7 (111.0) 4.5 RH RH US 4,212.8 (284.6) 483.9 RH RS1 GR 4,212.8 (284.6) 483.9 RH RH* MM 4,212.8 (284.6) 483.9 RH RHEUR EU 4,212.8 (284.6) 483.9 RH RS1 TH 4,212.8 (284.6) 483.9 RH RS1 GZ 4,212.8 (284.6) 483.9 RH RHEUR EZ 4,212.8 (284.6) 483.9 RH RS1 QT 4,212.8 (284.6) 483.9 RH - BDR R2HH34 BZ 4,212.8 (284.6) 483.9 RINGCENTRAL IN-A RNG US 1,960.4 (272.4) 211.2 RINGCENTRAL IN-A 3RCA GR 1,960.4 (272.4) 211.2 RINGCENTRAL IN-A RNGEUR EU 1,960.4 (272.4) 211.2 RINGCENTRAL IN-A 3RCA TH 1,960.4 (272.4) 211.2 RINGCENTRAL IN-A 3RCA QT 1,960.4 (272.4) 211.2 RINGCENTRAL IN-A RNGEUR EZ 1,960.4 (272.4) 211.2 RINGCENTRAL IN-A RNG* MM 1,960.4 (272.4) 211.2 RINGCENTRAL IN-A 3RCA GZ 1,960.4 (272.4) 211.2 RINGCENTRAL-BDR R2NG34 BZ 1,960.4 (272.4) 211.2 SABRE CORP SABR US 4,924.6 (1,068.6) 446.5 SABRE CORP 19S GR 4,924.6 (1,068.6) 446.5 SABRE CORP 19S TH 4,924.6 (1,068.6) 446.5 SABRE CORP 19S QT 4,924.6 (1,068.6) 446.5 SABRE CORP SABREUR EU 4,924.6 (1,068.6) 446.5 SABRE CORP SABREUR EZ 4,924.6 (1,068.6) 446.5 SABRE CORP 19S GZ 4,924.6 (1,068.6) 446.5 SAVERS VALUE VIL SVV US 1,783.2 (12.6) (23.8) SBA COMM CORP 4SB GR 10,604.5 (5,054.8) (219.8) SBA COMM CORP SBAC US 10,604.5 (5,054.8) (219.8) SBA COMM CORP 4SB TH 10,604.5 (5,054.8) (219.8) SBA COMM CORP 4SB QT 10,604.5 (5,054.8) (219.8) SBA COMM CORP SBACEUR EU 10,604.5 (5,054.8) (219.8) SBA COMM CORP 4SB GZ 10,604.5 (5,054.8) (219.8) SBA COMM CORP SBAC* MM 10,604.5 (5,054.8) (219.8) SBA COMMUN - BDR S1BA34 BZ 10,604.5 (5,054.8) (219.8) SEAGATE TECHNOLO S1TX34 BZ 7,556.0 (1,199.0) 313.0 SEAGATE TECHNOLO STXN MM 7,556.0 (1,199.0) 313.0 SEAGATE TECHNOLO STX US 7,556.0 (1,199.0) 313.0 SEAGATE TECHNOLO 847 GR 7,556.0 (1,199.0) 313.0 SEAGATE TECHNOLO 847 GZ 7,556.0 (1,199.0) 313.0 SEAGATE TECHNOLO STX4EUR EU 7,556.0 (1,199.0) 313.0 SEAGATE TECHNOLO 847 TH 7,556.0 (1,199.0) 313.0 SEAGATE TECHNOLO STXH AV 7,556.0 (1,199.0) 313.0 SEAGATE TECHNOLO 847 QT 7,556.0 (1,199.0) 313.0 SEAGATE TECHNOLO 4STX TE 7,556.0 (1,199.0) 313.0 SEAWORLD ENTERTA SEAS US 2,505.2 (377.5) (176.9) SEAWORLD ENTERTA W2L GR 2,505.2 (377.5) (176.9) SEAWORLD ENTERTA W2L TH 2,505.2 (377.5) (176.9) SEAWORLD ENTERTA SEASEUR EU 2,505.2 (377.5) (176.9) SEAWORLD ENTERTA W2L QT 2,505.2 (377.5) (176.9) SEAWORLD ENTERTA W2L GZ 2,505.2 (377.5) (176.9) SIRIUS XM HO-BDR SRXM34 BZ 10,078.0 (3,111.0) (2,196.0) SIRIUS XM HOLDIN SIRI US 10,078.0 (3,111.0) (2,196.0) SIRIUS XM HOLDIN RDO TH 10,078.0 (3,111.0) (2,196.0) SIRIUS XM HOLDIN RDO GR 10,078.0 (3,111.0) (2,196.0) SIRIUS XM HOLDIN RDO QT 10,078.0 (3,111.0) (2,196.0) SIRIUS XM HOLDIN SIRIEUR EU 10,078.0 (3,111.0) (2,196.0) SIRIUS XM HOLDIN RDO GZ 10,078.0 (3,111.0) (2,196.0) SIRIUS XM HOLDIN SIRI AV 10,078.0 (3,111.0) (2,196.0) SIRIUS XM HOLDIN SIRIEUR EZ 10,078.0 (3,111.0) (2,196.0) SIRIUS XM HOLDIN SIRI* MM 10,078.0 (3,111.0) (2,196.0) SIX FLAGS ENTERT SIX US 2,713.6 (450.7) (342.5) SIX FLAGS ENTERT 6FE GR 2,713.6 (450.7) (342.5) SIX FLAGS ENTERT SIXEUR EU 2,713.6 (450.7) (342.5) SIX FLAGS ENTERT 6FE TH 2,713.6 (450.7) (342.5) SIX FLAGS ENTERT 6FE QT 2,713.6 (450.7) (342.5) SIX FLAGS ENTERT S2IX34 BZ 2,713.6 (450.7) (342.5) SLEEP NUMBER COR SNBR US 965.2 (419.1) (713.2) SLEEP NUMBER COR SL2 GR 965.2 (419.1) (713.2) SLEEP NUMBER COR SNBREUR EU 965.2 (419.1) (713.2) SLEEP NUMBER COR SL2 TH 965.2 (419.1) (713.2) SLEEP NUMBER COR SL2 QT 965.2 (419.1) (713.2) SLEEP NUMBER COR SL2 GZ 965.2 (419.1) (713.2) SONDER HOLDINGS SOND* MM 1,607.9 (136.6) (43.4) SPIRIT AEROSYS-A S9Q GR 6,545.2 (628.9) 1,105.5 SPIRIT AEROSYS-A SPR US 6,545.2 (628.9) 1,105.5 SPIRIT AEROSYS-A S9Q TH 6,545.2 (628.9) 1,105.5 SPIRIT AEROSYS-A SPREUR EU 6,545.2 (628.9) 1,105.5 SPIRIT AEROSYS-A S9Q QT 6,545.2 (628.9) 1,105.5 SPIRIT AEROSYS-A SPREUR EZ 6,545.2 (628.9) 1,105.5 SPIRIT AEROSYS-A S9Q GZ 6,545.2 (628.9) 1,105.5 SPIRIT AEROSYS-A SPR-RM RM 6,545.2 (628.9) 1,105.5 SPLUNK INC SPLK US 6,076.9 (39.0) 1,040.2 SPLUNK INC S0U GR 6,076.9 (39.0) 1,040.2 SPLUNK INC S0U TH 6,076.9 (39.0) 1,040.2 SPLUNK INC S0U QT 6,076.9 (39.0) 1,040.2 SPLUNK INC SPLK SW 6,076.9 (39.0) 1,040.2 SPLUNK INC SPLKEUR EU 6,076.9 (39.0) 1,040.2 SPLUNK INC SPLK* MM 6,076.9 (39.0) 1,040.2 SPLUNK INC SPLKEUR EZ 6,076.9 (39.0) 1,040.2 SPLUNK INC S0U GZ 6,076.9 (39.0) 1,040.2 SPLUNK INC SPLK-RM RM 6,076.9 (39.0) 1,040.2 SPLUNK INC - BDR S1PL34 BZ 6,076.9 (39.0) 1,040.2 SQUARESPACE -BDR S2QS34 BZ 766.4 (291.2) (113.9) SQUARESPACE IN-A SQSP US 766.4 (291.2) (113.9) SQUARESPACE IN-A 8DT GR 766.4 (291.2) (113.9) SQUARESPACE IN-A 8DT GZ 766.4 (291.2) (113.9) SQUARESPACE IN-A SQSPEUR EU 766.4 (291.2) (113.9) SQUARESPACE IN-A 8DT TH 766.4 (291.2) (113.9) SQUARESPACE IN-A 8DT QT 766.4 (291.2) (113.9) STARBUCKS CORP SBUX US 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP SBUX* MM 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP SRB TH 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP SRB GR 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP SBUX CI 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP SBUX SW 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP SRB QT 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP SBUX PE 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP SBUXUSD SW 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP SRB GZ 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP SBUX AV 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP 4SBUX TE 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP SBUXEUR EU 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP 1SBUX IM 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP SBUXEUR EZ 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP 0QZH LI 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP SBUX-RM RM 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP SBUXCL CI 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP SBUX_KZ KZ 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP SRBD BQ 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP SRBD EB 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP SRBD IX 28,733.0 (8,341.6) (2,043.9) STARBUCKS CORP SRBD I2 28,733.0 (8,341.6) (2,043.9) STARBUCKS-BDR SBUB34 BZ 28,733.0 (8,341.6) (2,043.9) STARBUCKS-CEDEAR SBUX AR 28,733.0 (8,341.6) (2,043.9) STARBUCKS-CEDEAR SBUXD AR 28,733.0 (8,341.6) (2,043.9) SYNDAX PHARMACEU SNDX US 431.3 (378.7) 378.9 SYNDAX PHARMACEU 1T3 GR 431.3 (378.7) 378.9 SYNDAX PHARMACEU SNDXEUR EU 431.3 (378.7) 378.9 SYNDAX PHARMACEU 1T3 TH 431.3 (378.7) 378.9 SYNDAX PHARMACEU 1T3 QT 431.3 (378.7) 378.9 SYNDAX PHARMACEU 1T3 GZ 431.3 (378.7) 378.9 TABULA RASA HEAL TRHC US 355.9 (78.1) 53.0 TABULA RASA HEAL 43T GR 355.9 (78.1) 53.0 TABULA RASA HEAL TRHCEUR EU 355.9 (78.1) 53.0 TABULA RASA HEAL 43T TH 355.9 (78.1) 53.0 TABULA RASA HEAL 43T GZ 355.9 (78.1) 53.0 TRANSDIGM - BDR T1DG34 BZ 19,555.0 (2,387.0) 4,719.0 TRANSDIGM GROUP T7D GR 19,555.0 (2,387.0) 4,719.0 TRANSDIGM GROUP TDG US 19,555.0 (2,387.0) 4,719.0 TRANSDIGM GROUP T7D QT 19,555.0 (2,387.0) 4,719.0 TRANSDIGM GROUP TDGEUR EU 19,555.0 (2,387.0) 4,719.0 TRANSDIGM GROUP T7D TH 19,555.0 (2,387.0) 4,719.0 TRANSDIGM GROUP TDG* MM 19,555.0 (2,387.0) 4,719.0 TRANSDIGM GROUP TDGEUR EZ 19,555.0 (2,387.0) 4,719.0 TRANSDIGM GROUP TDG-RM RM 19,555.0 (2,387.0) 4,719.0 TRAVEL + LEISURE WD5A GR 6,602.0 (1,004.0) 614.0 TRAVEL + LEISURE TNL US 6,602.0 (1,004.0) 614.0 TRAVEL + LEISURE WD5A TH 6,602.0 (1,004.0) 614.0 TRAVEL + LEISURE WD5A QT 6,602.0 (1,004.0) 614.0 TRAVEL + LEISURE WYNEUR EU 6,602.0 (1,004.0) 614.0 TRAVEL + LEISURE 0M1K LI 6,602.0 (1,004.0) 614.0 TRAVEL + LEISURE WD5A GZ 6,602.0 (1,004.0) 614.0 TRAVEL + LEISURE TNL* MM 6,602.0 (1,004.0) 614.0 TRIUMPH GROUP TG7 GR 1,649.9 (751.9) 518.3 TRIUMPH GROUP TGI US 1,649.9 (751.9) 518.3 TRIUMPH GROUP TGIEUR EU 1,649.9 (751.9) 518.3 TRIUMPH GROUP TG7 TH 1,649.9 (751.9) 518.3 TRIUMPH GROUP TG7 GZ 1,649.9 (751.9) 518.3 UBIQUITI INC 3UB GR 1,406.4 (115.7) 815.2 UBIQUITI INC UI US 1,406.4 (115.7) 815.2 UBIQUITI INC UBNTEUR EU 1,406.4 (115.7) 815.2 UBIQUITI INC 3UB TH 1,406.4 (115.7) 815.2 UNITED HOMES GRO UHG US 246.9 (117.1) 200.1 UNITED HOMES GRO 6PO GR 246.9 (117.1) 200.1 UNITED HOMES GRO DHHCEUR EU 246.9 (117.1) 200.1 UNITI GROUP INC UNIT US 5,034.6 (2,331.2) - UNITI GROUP INC 8XC GR 5,034.6 (2,331.2) - UNITI GROUP INC 8XC TH 5,034.6 (2,331.2) - UNITI GROUP INC 8XC GZ 5,034.6 (2,331.2) - UROGEN PHARMA LT URGN US 95.4 (138.4) 54.6 UROGEN PHARMA LT UR8 GR 95.4 (138.4) 54.6 UROGEN PHARMA LT URGNEUR EU 95.4 (138.4) 54.6 VECTOR GROUP LTD VGR GR 1,033.2 (797.1) 332.8 VECTOR GROUP LTD VGR US 1,033.2 (797.1) 332.8 VECTOR GROUP LTD VGR QT 1,033.2 (797.1) 332.8 VECTOR GROUP LTD VGREUR EU 1,033.2 (797.1) 332.8 VECTOR GROUP LTD VGR TH 1,033.2 (797.1) 332.8 VECTOR GROUP LTD VGR GZ 1,033.2 (797.1) 332.8 VERISIGN INC VRS TH 1,677.2 (1,617.9) (144.3) VERISIGN INC VRS GR 1,677.2 (1,617.9) (144.3) VERISIGN INC VRSN US 1,677.2 (1,617.9) (144.3) VERISIGN INC VRS QT 1,677.2 (1,617.9) (144.3) VERISIGN INC VRSNEUR EU 1,677.2 (1,617.9) (144.3) VERISIGN INC VRS GZ 1,677.2 (1,617.9) (144.3) VERISIGN INC VRSN* MM 1,677.2 (1,617.9) (144.3) VERISIGN INC VRSNEUR EZ 1,677.2 (1,617.9) (144.3) VERISIGN INC VRSN-RM RM 1,677.2 (1,617.9) (144.3) VERISIGN INC-BDR VRSN34 BZ 1,677.2 (1,617.9) (144.3) VERISIGN-CEDEAR VRSN AR 1,677.2 (1,617.9) (144.3) WAVE LIFE SCIENC WVE US 230.0 (43.8) 44.5 WAVE LIFE SCIENC WVEEUR EU 230.0 (43.8) 44.5 WAVE LIFE SCIENC 1U5 GR 230.0 (43.8) 44.5 WAVE LIFE SCIENC 1U5 TH 230.0 (43.8) 44.5 WAVE LIFE SCIENC 1U5 GZ 230.0 (43.8) 44.5 WAYFAIR INC- A W US 3,382.0 (2,698.0) (200.0) WAYFAIR INC- A 1WF GR 3,382.0 (2,698.0) (200.0) WAYFAIR INC- A 1WF TH 3,382.0 (2,698.0) (200.0) WAYFAIR INC- A WEUR EU 3,382.0 (2,698.0) (200.0) WAYFAIR INC- A 1WF QT 3,382.0 (2,698.0) (200.0) WAYFAIR INC- A WEUR EZ 3,382.0 (2,698.0) (200.0) WAYFAIR INC- A 1WF GZ 3,382.0 (2,698.0) (200.0) WAYFAIR INC- A W* MM 3,382.0 (2,698.0) (200.0) WAYFAIR INC- BDR W2YF34 BZ 3,382.0 (2,698.0) (200.0) WEWORK INC-CL A 9WEA GR 15,063.0 (3,593.0) (1,445.0) WEWORK INC-CL A 9WEA TH 15,063.0 (3,593.0) (1,445.0) WEWORK INC-CL A WE1EUR EU 15,063.0 (3,593.0) (1,445.0) WEWORK INC-CL A 9WEA QT 15,063.0 (3,593.0) (1,445.0) WEWORK INC-CL A 9WEA GZ 15,063.0 (3,593.0) (1,445.0) WEWORK INC-CL A WE* MM 15,063.0 (3,593.0) (1,445.0) WEWORK INC-CL A 1WE IM 15,063.0 (3,593.0) (1,445.0) WINGSTOP INC WING US 451.2 (365.4) 179.4 WINGSTOP INC EWG GR 451.2 (365.4) 179.4 WINGSTOP INC WING1EUR EU 451.2 (365.4) 179.4 WINGSTOP INC EWG GZ 451.2 (365.4) 179.4 WINGSTOP INC EWG TH 451.2 (365.4) 179.4 WINMARK CORP WINA US 47.7 (43.6) 24.0 WINMARK CORP GBZ GR 47.7 (43.6) 24.0 WPF HOLDINGS INC WPFH US 0.0 (0.3) (0.3) WW INTERNATIONAL WW US 1,001.5 (716.3) (23.5) WW INTERNATIONAL WW6 GR 1,001.5 (716.3) (23.5) WW INTERNATIONAL WW6 TH 1,001.5 (716.3) (23.5) WW INTERNATIONAL WTWEUR EU 1,001.5 (716.3) (23.5) WW INTERNATIONAL WW6 QT 1,001.5 (716.3) (23.5) WW INTERNATIONAL WW6 GZ 1,001.5 (716.3) (23.5) WW INTERNATIONAL WW6 SW 1,001.5 (716.3) (23.5) WW INTERNATIONAL WTW AV 1,001.5 (716.3) (23.5) WW INTERNATIONAL WTWEUR EZ 1,001.5 (716.3) (23.5) WW INTERNATIONAL WW-RM RM 1,001.5 (716.3) (23.5) WYNN RESORTS LTD WYR GR 13,783.7 (1,507.2) 3,005.7 WYNN RESORTS LTD WYNN* MM 13,783.7 (1,507.2) 3,005.7 WYNN RESORTS LTD WYNN US 13,783.7 (1,507.2) 3,005.7 WYNN RESORTS LTD WYR TH 13,783.7 (1,507.2) 3,005.7 WYNN RESORTS LTD WYNN SW 13,783.7 (1,507.2) 3,005.7 WYNN RESORTS LTD WYR QT 13,783.7 (1,507.2) 3,005.7 WYNN RESORTS LTD WYNNEUR EU 13,783.7 (1,507.2) 3,005.7 WYNN RESORTS LTD WYR GZ 13,783.7 (1,507.2) 3,005.7 WYNN RESORTS LTD WYNNEUR EZ 13,783.7 (1,507.2) 3,005.7 WYNN RESORTS LTD WYNN-RM RM 13,783.7 (1,507.2) 3,005.7 YUM! BRANDS -BDR YUMR34 BZ 5,848.0 (8,436.0) 28.0 YUM! BRANDS INC YUM US 5,848.0 (8,436.0) 28.0 YUM! BRANDS INC TGR GR 5,848.0 (8,436.0) 28.0 YUM! BRANDS INC TGR TH 5,848.0 (8,436.0) 28.0 YUM! BRANDS INC YUMEUR EU 5,848.0 (8,436.0) 28.0 YUM! BRANDS INC TGR QT 5,848.0 (8,436.0) 28.0 YUM! BRANDS INC YUM SW 5,848.0 (8,436.0) 28.0 YUM! BRANDS INC YUMUSD SW 5,848.0 (8,436.0) 28.0 YUM! BRANDS INC TGR GZ 5,848.0 (8,436.0) 28.0 YUM! BRANDS INC YUM* MM 5,848.0 (8,436.0) 28.0 YUM! BRANDS INC YUM AV 5,848.0 (8,436.0) 28.0 YUM! BRANDS INC YUMEUR EZ 5,848.0 (8,436.0) 28.0 YUM! BRANDS INC YUM-RM RM 5,848.0 (8,436.0) 28.0 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA. Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2023. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***