/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/231023.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, October 23, 2023, Vol. 27, No. 295 Headlines ACE INSULATION: Court OKs Cash Collateral Access Thru Oct 31 AEROTECH MIAMI: Court OKs $22.6MM DIP Loan from Synovus AKUMIN INC: Case Summary & 30 Largest Unsecured Creditors ALAFIA HOLDINGS: Angela Shortall Named Subchapter V Trustee ALBAUGH LLC: S&P Alters Outlook to Negative, Affirms 'BB-' ICR ALL DAY ACQUISITIONCO: $200MM Bank Debt Trades at 72% Discount AMYRIS INC: Court OKs $190MM DIP Loan from Euagore ART & DENTISTRY: Seeks Cash Collateral Access on Final Basis ASMARA MLK: Unsecureds Will Get 100% of Claims in Plan ASTECH ENGINEERED: SC&H Capital Served as Adviser in Sale to Avem BELFOR HOLDINGS: Moody's Rates New $1.8BB First Lien Loans 'B1' BRIDGE COMMUNICATIONS: Seeks to Extend Plan Exclusivity to Jan. 23 BUCKEYE PIZZA: Aaron Cohen Named Subchapter V Trustee BURDOCK AND ASSOCIATES: J. McConnell Named Subchapter V Trustee BURFORD CAPITAL: S&P Alters Outlook to Positive, Affirms 'BB-' ICR BYJU'S ALPHA: $1.20BB Bank Debt Trades at 67% Discount CARESTREAM HEALTH: BLSCI Fund Marks $117,856 Loan at 27% Off CB&I UK LIMITED: Chapter 15 Case Summary CCC CONSULTING: Amends SBA Secured Claim Pay Details CORELOGIC INC: Blackstone Fund Marks $553,488 Loan at 18% Off CORELOGIC INC: Blackstone Fund Marks $567,442 Loan at 19% Off COVENANT SURGICAL: BLSCI Fund Marks $1.1MM Loan at 22% Off CROOM PROPERTIES: Lucy Sikes Named Subchapter V Trustee CUREPOINT LLC: Unsecureds to Recover 15% to 18% in Trustee's Plan DIGICEL INTERNATIONAL: Chapter 15 Case Summary DIOCESE OF OGDENSBURG: Panel Taps Berkeley as Financial Advisor DNA SERVERS: Stephen Coffin Named Subchapter V Trustee EGAE LLC: Wins Interim Cash Collateral Access ELMWOOD HEIGHTS: Case Summary & Five Unsecured Creditors ENVISION HEALTHCARE: BLSCI Fund Marks $1.1MM Loan at 77% Off EPV MERGER: Moody's Withdraws 'Caa2' CFR Amid Tuthill Transaction ESCALON MEDICAL: Posts $457K Net Income in FY Ended June 30 EYECARE PARTNERS: Moody's Cuts CFR to 'Caa2', Outlook Negative FEDNAT HOLDING: Exclusive Solicitation Period Extended to Nov. 6 FGV FRESNO: Amends Unsecureds & Several Secured Claims Details GLOBAL MEDICAL: Blackstone Fund Marks $1.7MM Loan at 43% Off GLOBAL MEDICAL: Blackstone Fund Marks $224,587 Loan at 43% Off GLOBAL MEDICAL: BSCTF 2027 Marks $5.4MM Loan at 43% Off GORDIAN MEDICAL: Moody's Cuts CFR to 'Ca', Outlook Stable GRACE YOUTH: Unsecureds Will Get 100% of Claims in Plan GRUPO HIMA: Gets OK to Sell Assets to FIMC for $7-Mil. GWD INC: Wins Cash Collateral Access Thru Jan 2024 HALO BUYER: $260MM Bank Debt Trades at 25% Discount HARRINGTON ESTATES: Claims to be Paid from Funding or Property Sale HBL SNF: No Patient Care Concern, 8th PCO Report Says HCIC HOLDINGS: Joli Lofstedt Named Subchapter V Trustee HORIZON HOUSE: Fitch Lowers IDR to 'BB+', Outlook Stable I & J LIQUOR: Seeks Cash Collateral Access IAFFORD NY: Voluntary Chapter 11 Case Summary IDOCKET.COM LLC: Court OKs Interim Cash Collateral Access IGLESIAS EYE: Wins Interim Cash Collateral Access IMMANUEL SOBRIETY: No Patient Care Concern, 3rd PCO Report Says IRONNET INC: Court OKs $10MM DIP Loan from ITC Global IRONNET INC: Oct. 23 Deadline Set for Panel Questionnaires IVANTI SOFTWARE: Blackstone Fund Marks $537,313 Loan at 34% Off IVANTI SOFTWARE: BLSCI Fund Marks $242,543 Loan at 16% Off IVANTI SOFTWARE: BLSCI Fund Marks $476,866 Loan at 34% Off JKW ENTERPRISES: Douglas Flugum Named Subchapter V Trustee JOSEPH P. FUSCO D.D.S.: Case Summary & Eight Unsecured Creditors LOUISVILLE LUSH: Court OKs Cash Collateral Access Thru Nov 30 LUMEN TECHNOLOGIES: BLSCI Fund Marks $1.3MM Loan at 23% Off LUMEN TECHNOLOGIES: BSCTF 2027 Marks $3.6MM Loan at 23% Off MAGENTA BUYER: Blackstone Fund Marks $1.5MM Loan at 24% Off MAGENTA BUYER: Blackstone Fund Marks $1.6MM Loan at 24% Off MAGENTA BUYER: BSCTF 2027 Marks $5.1MM Loan at 24% Off MAISON DRAKE: Court OKs Cash Collateral Access Thru Nov 7 MAYVILLE HOLDINGS: U.S. Trustee Appoints Kim Marheine as PCO MOBIQUITY TECHNOLOGIES: Secures $300K Loan From Marital Trust GST MOBIQUITY TECHNOLOGIES: Signs Consulting Contract With Board Chair MULTEC INDUSTRIAL: Amends IRS Secured Claims Pay Details MURRIETA HOLDINGS: Robert Goe Named Subchapter V Trustee MV REALTY: Gets OK to Hire Epiq as Claims and Solicitation Agent NAPA MANAGEMENT: Blackstone Fund Marks $813,177 Loan at 30% Off NAUTILUS POWER: $486MM Bank Debt Trades at 20% Discount NAUTILUS POWER: $728.6MM Bank Debt Trades at 19% Discount NIKOFAM INC: Bid to Use Cash Collateral Denied as Moot OBRA CAPITAL: Moody's Cuts CFR to Caa1 & Alters Outlook to Negative OKAYSOU CORP: Business Income to Fund Plan Payments OSAIC HOLDINGS: Fitch Affirms 'B' LongTerm IDR, Outlook Stable OSG HOLDINGS: Unsecureds be Paid in Full or be Reinstated OUTPUT SERVICES: Blackstone Fund Marks $459,898 Loan at 73% Off OUTPUT SERVICES: Blackstone Fund Marks $590,454 Loan at 73% Off PEAK TAHOE: Claims Will be Paid from Property Sale/Refinance POLLO FELIZ: Seeks Cash Collateral Access PROJECT CASTLE: Blackstone Fund Marks $1.3MM Loan at 15% Off PROSPERITAS LEADERSHIP: Wins Cash Collateral Access Thru Jan 2024 PRUDENT AMERICAN: Files Emergency Bid to Use Cash Collateral QUALITY HEATING: SC&H Capital Served as Adviser in Sale to Kelso QUEST BORROWER: Blackstone Fund Marks $1.3MM Loan at 22% Off QUEST BORROWER: BLSCI Fund Marks $1.2MM Loan at 22% Off R&LS INVESTMENTS: Unsecureds to Get Share of Income for 3 Years RADIATE HOLDCO: Blackstone Fund Marks $1.1MM Loan at 16% Off RADIOLOGY PARTNERS: $1.64BB Bank Debt Trades at 25% Discount RADIOLOGY PARTNERS: Blackstone Fund Marks $877,722 Loan at 24% Off RADIOLOGY PARTNERS: Blackstone Fund Marks $913,380 Loan at 24% Off RADIOLOGY PARTNERS: BSCTF 2027 Marks $2.8MM Loan at 24% Off RASPBERRY CREEK: Disposable Income to Fund Plan REMARK HOLDINGS: Board Schedules Annual Meeting for Dec. 6 RISING STAR: Case Summary & Eight Unsecured Creditors RITE AID: Files Restructuring Plan Disclosures RIVERBED HOLDINGS: Moody's Withdraws 'Caa3' Corp. Family Rating RIZOV CORP: Robert Handler Named Subchapter V Trustee ROBBIN'S NEST: Updates Several Secured Claims; Files Amended Plan SALISH COAST: Case Summary & 20 Largest Unsecured Creditors SAM'S SERVICE: Seeks to Sell Property to Embrey for $13.5-Mil. SAMSON TOURS: Seeks to Hire Falcone Law Firm as Bankruptcy Counsel SDPBC ACQUISITION: Jeanne Goddard Named Subchapter V Trustee SECURED COMMUNICATIONS: Court OKs Cash Access, $750,000 DIP Loan SHIFT TECHNOLOGIES: Gets OK to Sell Used Vehicles by Auction SIMPLETECH REPAIR: Unsecureds Will Get 1% of Claims over 60 Months SINCLAIR TELEVISION: $740MM Bank Debt Trades at 28% Discount SINTX TECHNOLOGIES: Files Registration Statement for $75M Offering SONOMA PHARMACEUTICALS: Amends Form S-1 for 6.7M Shares Offering SOURCEWATER INC: Plan Contemplates Two Scenarios STADIUMS EXPORT: Douglas Flugum Named Subchapter V Trustee SUMMIT MIDSTREAM: Fitch Affirms 'B-' LongTerm IDRs, Outlook Stable SUNLIGHT PROPERTIES: Gets OK to Sell Alpine Tree Property SUNLIGHT PROPERTIES: Selling Distant Rain Property for $499,000 SYMPLR SOFTWARE: Moody's Assigns 'Caa1' CFR, Outlook Stable T. JONES TRUCKING: Wins Cash Collateral Access Thru Nov 9 TELESAT CANADA: BLSCI Fund Marks $816,557 Loan at 38% Off TELESAT CANADA: BSCTF 2027 Fund Marks $2.6MM Loan at 38% Off THIRTEEN FIFTY: Seeks to Hire Shraiberg Page as Bankruptcy Counsel THRASYS INC: Case Summary & 30 Largest Unsecured Creditors THRASYS INC: Files Voluntary Chapter 11 Bankruptcy Petition TICOAT INC: Seeks to Hire Russell Gary Small as Bankruptcy Counsel TNT INDUSTRIES: Brian Rothschild Named Subchapter V Trustee TRANSIT PHYSICAL: No Patient Care Concern, 2nd PCO Report Says UNITED SITE: Blackstone Fund Marks $3.1MM Loan at 18% Off US RENAL CARE: $225MM Bank Debt Trades at 53% Discount VENTURE GLOBAL: Fitch Hikes LongTerm IDR to 'B+', Outlook Stable VENUS CONCEPT: MADRYN Entities Report 39.7% Equity Stake VISTA CLINICAL: Wins Cash Collateral Access Thru Nov 7 VISTAGEN THERAPEUTICS: Great Point, 2 Others Report 9.99% Stake W LOFTS DEVELOPMENT: Property Sale Proceeds to Fund Trustee's Plan WAYSTAR TECHNOLOGIES: S&P Places 'B-' ICR on CreditWatch Positive WESTLAKE SURGICAL: Thomas Mackey Files First PCO Report WINDSOR TERRACE: Court Directs U.S. Trustee to Appoint PCO WORKSITE LABS: Seeks to Sell Personal Property by Auction YIELD10 BIOSCIENCE: Jack Schuler Reports 21.8% Stake [^] BOND PRICING: For the Week from October 16 to 20, 2023 ********* ACE INSULATION: Court OKs Cash Collateral Access Thru Oct 31 ------------------------------------------------------------ The U.S. Bankruptcy Court for the Northern District of California, Santa Rosa Division, authorized Ace Insulation, Inc. to use cash collateral on an interim basis in accordance with the budget, through October 31, 2023. As adequate protection, the Internal Revenue Service will receive a post-petition replacement lien on all cash collateral generated postpetition to the same extent, validity and priority as the held as of the petition date. The Debtor is authorized to make adequate protection payments to the IRS as provided for in the Motion. A continued hearing on the matter is set for November 1 at 11:30 a.m. A copy of the court's order and the Debtor's budget is available at https://urlcurt.com/u?l=mZNfOO from PacerMonitor.com. The Debtor projects $1,059,470 in total income and $53,823 in total expenses for October 2023. About Ace Insulation, Inc. Ace Insulation, Inc. is a locally owned and operated home improvement company and spray insulation contractor. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 23-10495) on October 4, 2023. In the petition signed by Dwaine McCoy, president, the Debtor disclosed $2,789,026 in total assets and $7,383,101 in total liabilities. Stephen D. Finestone, Esq., at Finestone Hayes, LLP, represents the Debtor as legal counsel. AEROTECH MIAMI: Court OKs $22.6MM DIP Loan from Synovus ------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida authorized AeroTech Miami Inc., dba iAero Tech, and its debtor-affiliates to use cash collateral and obtain postpetition financing, on a final basis. Affiliate Swift Air, L.L.C., d/b/a iAero Airways, is the borrower under the DIP Facility. Swift Air is permitted to obtain postpetition super-priority secured financing facility consisting of new money delayed draw term loans in an aggregate principal amount of $22.6 million subject to the terms and conditions set forth in the Superpriority Secured Debtor-in-Possession Credit Agreement, by and among the DIP Borrower, the DIP Guarantors, each lender from time to time party thereto and Synovus Bank, as administrative agent and collateral agent for the DIP Facility. The DIP Facility is due and payable eight months from the Closing Date; provided that the Maturity Date may be automatically extended for two additional 60 day periods, in each case, solely to the extent that the Debtors have otherwise complied with the terms of the Definitive Documents and all other events and actions necessary for the occurrence of the Plan Effective Date or the consummation of the Acceptable Sale, as applicable, have occurred other than the receipt of regulatory or other approval of a governmental authority. The Debtors are required to comply with these milestones: i. By no later than September 19, 2023, the Debtors will have commenced the Chapter 11 Cases; ii. By no later than one day after the Petition Date, the Debtors will file with the Bankruptcy Court the DIP Motion; iii. By no later than three Business Days after the Petition Date, the Bankruptcy Court will have entered the Interim Order; iv. By no later than 14 days after the Petition Date, the Debtors will have filed the motion for approval of the Bidding Procedures; v. By no later than 30 days after the Petition Date, the Debtors will have filed the Plan, the Disclosure Statement, and the Solicitation Materials; vi. By no later than 45 days after the Petition Date, the Bankruptcy Court will have entered the Bidding Procedures Order; vii. By no later than 45 days after the Petition Date, the Bankruptcy Court will have entered the Final Order; viii. To the extent applicable, by no later than 75 days after the Petition Date, the Bankruptcy Court will have entered an order approving the Disclosure Statement; ix. In the event of the Sale Scenario resulting in an Acceptable Sale, by no later than 110 days after the Petition Date, the Bankruptcy Court will have entered an order or orders approving an Acceptable Sale, pursuant to the Bidding Procedures; x. To the extent applicable, by no later than 110 days after the Petition Date, the Bankruptcy Court will have entered the Confirmation Order; and xi. By no later than the Outside Date, the Plan Effective Date or, in the event of the Sale Scenario resulting in an Acceptable Sale, the consummation of such Acceptable Sale, will have occurred. As of the Petition Date, Debtor iAero Group Holdco 6 LLC and its debtor subsidiaries had approximately $859.715 million in total secured funded debt obligations. Pursuant to the Amended and Restated Credit Agreement, dated as of August 28, 2023 and any other agreements and documents executed or delivered in connection therewith, the Prepetition 1L Loan by New Swift Air Holdings, LLC, Swift Air Travel, LLC, Swift Air, L.L.C., Synovus, as lender, administrative and security agent, the Prepetition 1L Secured Parties have extended credit, and provided other financial accommodations to, and for the benefit of, the Prepetition 1L Credit Parties. The Prepetition 1L Credit Parties were indebted to the Prepetition 1L Secured Parties in the aggregate principal amount of not less than the sum of (i) $50 million, and (ii) $24.254 million. Pursuant to the loan agreement, dated as of May 14, 2019 and any other agreements and documents executed or delivered in connection therewith, by and among Swift Air, L.L.C., as borrower and Synovus, as lender, administrative agent and security agent, the Prepetition Aircraft Facility Secured Parties have extended credit, and provided other financial accommodations to, and for the benefit of the Prepetition Aircraft Facility Borrower. The Prepetition Aircraft Facility Borrower were indebted to the Prepetition Aircraft Facility Secured Parties in the aggregate principal amount of not less than $1.3 million. Pursuant to the credit agreement, dated as of August August 28, 2023, by and among Holdings, Swift Air Travel, Swift Air, L.L.C., as borrower, and Synovus, as lender, administrative agent and security agent, the Prepetition Synovus 2L Secured Parties have extended credit and provided other financial accommodations to, and for the benefit of the Prepetition Synovus 2L Credit Parties. The Prepetition Synovus 2L Credit Parties were indebted to the Prepetition Synovus 2L Secured Parties in the aggregate principal amount of not less than $6.207 million. Pursuant to the credit agreement, dated as of August August 28, 2023 and any other agreements and documents executed or delivered in connection therewith, by and among Holdings, Swift Air Travel, Swift Air, L.L.C., as borrower, certain funds managed, advised or sub-advised by GSO Capital Partners LP, as lenders, and Wilmington Trust, National Association, as administrative agent and collateral agent, the Prepetition BXC 2L Secured Parties have extended credit and provided other financial accommodations to, and for the benefit of the Prepetition BXC 2L Credit Parties. The Prepetition BXC 2L Credit Parties were indebted to the Prepetition BXC 2L Secured Parties in the aggregate principal amount of not less than $11.7 million. Pursuant to the credit agreement, dated as of August 29, 2018 and any other agreements and documents executed or delivered in connection therewith, by and among iAeroGroup Holdco 6 LLC (f/k/a Air Holdco 6 LLC), iAero Group Parent Inc. (f/k/a Air Parent Inc.), as borrower, BXC and other lenders from time to time party thereto lender and Wilmington Trust, National Association, as administrative agent and collateral agent. The Prepetition 3L Credit Parties were indebted to the Prepetition 3L Secured Parties in the aggregate principal amount of not less than $766 million. The Prepetition Secured Parties are entitled to adequate protection of their respective interests in all Prepetition Collateral, including cash collateral, in an amount equal to the aggregate diminution in the value, if any, of their respective interests in the prepetition Collateral (including Cash Collateral) from and after the Petition Date in the form of adequate protection liens senior to their respective Prepetition Liens, adequate protection claims with administrative expense priority and payment of certain fees and expenses. A copy of the order is available at https://urlcurt.com/u?l=QCR19I from PacerMonitor.com. About AeroTech Miami Inc. AeroTech Miami Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 23-17503) on September 19, 2023. In the petition signed by Kevin Nystrom, interim chief executive officer, the Debtor disclosed up to $50,000 in assets and up to $1 billion. Judge Robert A. Mark oversees the case. The Debtors tapped King & Spalding LLP as general bankruptcy counsel, AP Services, LLC as restructuring services provider, Jefferies LLC as investment banker, and Kroll Restructuring Administration LLC as notice and claims agent. Synovus Bank, as administrative agent and collateral agent for the DIP Facility, is advised by (a) Davis Polk & Wardwell LLP; (b) FTI Consulting; (c) Trenam Law; and (d) Daugherty, Fowler, Peregrin, Haught & Jenson, P.C. Certain funds managed, advised or sub-advised by GSO Capital Partners LP, as lenders under the Prepetition BXC 2L Bridge Facility, are advised by (a) Akin Gump Strauss Hauer & Feld LLP; (b) PJT Partners LP and (c) Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A. AKUMIN INC: Case Summary & 30 Largest Unsecured Creditors --------------------------------------------------------- Fifty-nine affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Akumin Inc. (Lead Case) 23-90827 8300 W Sunrise Blvd Plantation FL 33322 Preferred Open MRI, LLC 23-90826 SyncMed, LLC 23-90828 Akumin Holdings Corp. 23-90829 Advanced Diagnostic Group, LLC 23-90830 Three Rivers Holding, LLC 23-90831 Greater Boston MRI LP 23-90832 New England Health Imaging - Houlton, LLC 23-90833 Akumin Operating Corp. 23-90834 TIC Acquisition Holdings, LLC 23-90835 Greater Boston MRI Services, LLC 23-90836 Advanced Diagnostic Resources, LLC 23-90837 USR Holdings, LLC 23-90838 Imaging Center of West Palm Beach, LLC 23-90839 Alliance Imaging NC, LLC 23-90840 Preferred Imaging of Mesquite, LLC 23-90841 Affiliated PET Systems, L.L.C. 23-90842 Vista PEM Providers, LLC 23-90843 InMed Diagnostic Services of MA, LLC 23-90844 Alliance Oncology of Arizona, LLC 23-90845 Western Massachusetts Magnetic Resonance Services LLC 23-90846 Alliance Radiosurgery, LLC 23-90847 LCM Imaging, Inc. 23-90848 AFO Imaging, Inc. 23-90849 New England Molecular Imaging LLC 23-90850 Shared P.E.T. Imaging, LLC 23-90851 Woodland Diagnostic Imaging, LLC 23-90852 Medical Diagnostics, LLC 23-90853 Decatur Health Imaging, LLC 23-90854 Akumin FL, LLC 23-90855 Medical Outsourcing Services, LLC 23-90856 Diagnostic Health Center of Anchorage, LLC 23-90857 SMT Health Services, LLC 23-90858 Akumin Florida Holdings, LLC 23-90859 PET Scans of America Corp. 23-90860 Akumin Health Illinois, LLC 23-90861 Mid-American Imaging, Inc. 23-90862 Nehe/Wsic II, LLC 23-90863 Monroe PET, LLC 23-90864 Preferred Imaging of Plano, LLC 23-90865 PMI Partners, LLC 23-90866 Music Health Cancer Care Organization, LLC 23-90867 Neospine Blocker Corp 23-90868 Preferred Imaging of Denton, LLC 23-90869 NEHE-MRI, LLC 23-90870 Preferred Imaging on Plano Parkway, LLC 23-90871 New England Health Enterprises Business Trust 23-90872 Preferred Imaging of Grapevine/Colleyville, LLC 23-90873 Preferred Imaging of Fort Worth, LLC 23-90874 Round Rock Imaging, LLC 23-90875 Preferred Imaging of Corinth, LLC 23-90876 Preferred Imaging at Casa Linda Plaza, LLC 23-90877 Preferred Imaging of Irving, LLC 23-90878 Preferred Imaging of Frisco, LLC 23-90879 Preferred Imaging of McKinney, LLC 23-90880 Preferred Imaging of Garland, LLC 23-90881 Preferred Imaging at the Medical Center, LLC 23-90882 Preferred Imaging HEB, LLC 23-90883 Preferred Imaging of Austin, LLC 23-90884 Business Description: The Debtors provide fixed-site outpatient diagnostic services through a network of approximately 180 owned and/or operated imaging locations and outpatient radiology and oncology services and solutions to approximately 1,000 hospitals and health systems across 48 states. Chapter 11 Petition Date: October 22, 2023 Court: United States Bankruptcy Court Southern District of Texas Judge: TBD Debtors' General Bankruptcy Counsel: Eric Lopez Schnabel, Esq. Rachel P. Stoian, Esq. Michael Galen, Esq. DORSEY & WHITNEY LLP 51 West 52nd Street New York, New York 10019-6119 Tel: (212) 415-9200 Fax: (212) 953-7201 Email: schnabel.eric@dorsey.com Email: stoian.rachel@dorsey.com Email: galen.michael@dorsey.com Debtors' Co-Bankruptcy Counsel: Matthew D. Cavenaugh, Esq. Jennifer F. Wertz, Esq. J. Machir Stull, Esq. Victoria N. Argeroplos, Esq. JACKSON WALKER LLP 1401 McKinney St., Ste. 1900 Houston, TX 77010 Tel: (713) 752-4200 Fax: (713) 752-4221 Email: mcavenaugh@jw.com Email: jwertz@jw.com Email: mstull@jw.com Email: vargeroplos@jw.com Debtors' Financial Advisor: ALIXPARTNERS, LLP Debtors' Special Canadian Counsel: STIKEMAN ELLIOTT LLP Debtors' Investment Banker: LEERINK PARTNERS Debtors' Noticing & Claims Agent: EPIQ CORPORATE RESTRUCTURING LLC Debtors' Chief Restructuring Officer: RONALD J. BIENIAS Total Assets as of June 30, 2023: $1,635,742,000 Total Debts as of June 30, 2023: $1,635,186,000 The petitions were signed by Riadh Zine as chief executive officer. A full-text copy of the Lead Debtor's petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/IPU27NI/Akumin_Inc__txsbke-23-90827__0001.0.pdf?mcid=tGE4TAMA Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Stonepeak Funded Debt $469,791,590 550 W. 34th Street Floor 48 New York, NY 10001-1304 Contact: Sarah Weissman Phone: 646-540-5218 Email: weissman@stonepeak.com 2. McKinsey & Company, Inc. Trade Debt $6,750,000 711 Third Ave 4th Floor New York, NY 10017 Contact: Tom Russell Phone: 727-540-6408 Email: tom_russell@mckinsey.com 3. MedPort Billing, LLC Factoring $2,500,000 4670 S. Fort Apache Road Receivables Suite 200 Las Vegas, NV 89147-7961 Contact: Doris Pranicevic Phone: 702-375-0279 Email: doris@movedocs.com 4. Design It, Build It, Inc. Trade Debt $1,714,383 26030 63rd Avenue East Myakka City, FL 34251 Contact: Jeff Faulkner Phone: 941-322-0842 Email: dibifl@gmail.com 5. 626 Holdings, LLC Trade Debt $991,060 1225 Broken Sound Pky NW Suite A Boca Raton, FL 33487 Contact: Toby Feldman Phone: 800-516-0990 Email: toby.feldman@weare626.com 6. Elekta, Inc. Trade Debt $852,205 400 Perimeter Center Terrace Suite 50 Atlanta, GA 30346 Contact: Nicholas Nelson Phone: 770-670-2422 Email: nicholas.nelson@elekta.com 7. First Insurance Trade Debt $851,630 450 Skokie Blvd Ste 1000 Northbrook, IL 60062 Contact: Stephanie Grant Phone: 714-646-1600 Email: stepahine.grant@firstinsurancefunding.com 8. United Imaging Trade Debt $751,266 9370 Kirby Drive Houston, TX 77054 Contact: Edgar O. Alvarez Phone: 919-480-6390 Email: edger.alvarez@united-imaging.com 9. Hologic Trade Debt $538,694 250 Campus Dr. Marborough, MA 01752 Contact: Natanael Molina Phone: 508-263-7928 Email: natanael.molina@hologic.com 10. Paetec (Windstream Enterprise) Trade Debt $513,440 1 Paetec Plaza Fairport, NY 14450 Contact: Cathy Storla Phone: 319-790-6306 Email: kathy.storla@windstream.com 11. Total Medical Imaging, LLC Trade Debt $477,761 17501 Biscayne Boulevard Suite 540 Aventura, FL 33160 Contact: Alejandro Bugnone Phone: 305-749-6413 Email: abugnone@totalmedicalimaging.com 12. Philips Healthcare Trade Debt $470,282 3000 Minuteman Rd Andover, MA 01810 Contact: Michelle Caballero Phone: 800-456-9756 Email: michele.caballero@philips.com 13. Contact Centers Dominican Trade Debt $422,290 Duarte Hwy 5 Domyn Mall Unit 216 Santiago De Los Calleros Santiago 51700 Dominican Republic Contact: Paola Encarnacion Colon Phone: 809-337-6300 Email: finance@ccdcare.com 14. Varian Medical Systems, Inc. Trade Debt $403,476 70140 Network Place Chicago, IL 60673-1701 Contact: Amanda Whisnant Phone: 678-255-3821 Email: amanda.whisnant@varian.com 15. Heartflow, Inc. Trade Debt $391,628 331 E. Evelyn Ave Mountain View, CA 94041 Contact: Allan Swenson Phone: 651-470-0833 Email: aswenson@heartflow.com 16. Erad Inc. Trade Debt $377,923 201 Brookfield Pkwy Suite 160 Geenville, SC 29607 Contact: Kristen Hughes Phone: 864-234-7430 Email: khughes@erad.com 17. Sagility Provider Solutions LLC Trade Debt $363,298 11000 Westmoor Circle Suite 125 Westminster, CO 80021 Contact: Anne Barton Phone: 214-836-6062 Email: anne.barton@sagilityhealth.com 18. Salesforce.com Trade Debt $255,024 415 Mission Street Third Floor San Francisco, CA 94105 Contact: Tasha Benjamin Phone: 647-480-9738 Email: tbenjamin@salesforce.com 19. Progenics Pharmaceuticals Trade Debt $247,176 777 Old Saw Mill River Rd Tarrytown, NY 10591 Contact: Donna Marino Phone: 978-671-8885 Email: dona.marino@lantheaus.com 20. Waystar Inc. Trade Debt $225,000 888 W. Market St Suite 400 Chicago, IL 60677-1311 Contact: Robert Swank Phone: 844-492-9782 Option 3 Email: billinginquiry@waystar.com 21. Jubilant Draximage Trade Debt $215,883 4751 W 135th St Crestwood, IL 60418 Contact: Umeshwari Bisht Phone: 833-466-0730 Email: v-umeshwari.bisht@jubi.com 22. Intersystems Corporation Trade Debt $196,513 One Memorial Drive Cambridge, MA 02142 Contact: Gail Kelsey Phone: 617-551-2109 Email: gail.kelsey@intersystems.com 23. Siemens Trade Debt $184,503 221 Gregson Dr. Cary, NC 27511 Contact: Patrick Przywitowski Phone: 844-789-5024 Email: patrick.przywitowski@siemens- healthineers.com 24. Ringcentral Inc. Trade Debt $162,442 6400 N Andrews Ave Suite 200 Fort Lauderdadle, FL 33309 Contact: Elizabeth Ori Phone: 874-475-0301 Email: collections@ringcentral.com 25. Phelix Al Inc. Trade Debt $156,000 38 Stewart St Suite 702 Toronto, ON M5V0H1 Canada Contact: Sara Benbrahim Phone: 416-917-0813 Email: sara@phelix.ai 26. E.T.I. Financial Trade Debt $142,743 1551 Sawgrass Corporate Parkway Suite 130 Sunrise, FL 33323 Contact: Tony Mitchel Perez Phone: 954-510-8008 Email: tony@etifinance.com 27. Clarity Radiology Trade Debt $126,514 1925 Century Park East Suite 620 Los Angeles, CA 90067 Contact: Alyssa R. Wosk Phone: 954-605-7088 Email: awoski@igtrad.com 28. FPL Trade Debt $125,862 700 Universe Blvd Juno Beach, FL 33408 Contact: Scott Bores Phone: 833-313-2973 Email: scott.bores@fpl.com 29. Technology Partners Inc. Trade Debt $115,642 8757 Red Oak Blvd Charlotte, NC 28217 Contact: Stephanie Ladyman Phone: 704-553-1004 Email: accountsreceivable@imagineteam.com 30. Bracco Trade Debt $112,401 259 Prospect Plains Road Building H Monroe Township, NJ 08831 Contact: Michelle Marseille Phone: 609-524-2766 Email: michelle.marseille@bracco.com ALAFIA HOLDINGS: Angela Shortall Named Subchapter V Trustee ----------------------------------------------------------- The Acting U.S. Trustee for Region 4 appointed Angela Shortall of 3Cubed Advisory Services, LLC as Subchapter V trustee for Alafia Holdings III, Inc. Ms. Shortall will be paid an hourly fee of $500 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Shortall declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Angela L. Shortall 3Cubed Advisory Services, LLC 111 S. Calvert St., Suite 1400 Baltimore, MD 21202 Phone: 410-783-6385 About Alafia Holdings Alafia Holdings III Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Md. Case No. 23-17234) on Oct. 8, 2023, with $500,001 to $1 million in assets and $100,001 to $500,000 in liabilities. Judge Michelle M. Harner oversees the case. Chidiebere Onukwugha of Onukwugha & Associates, LLC represents the Debtor as legal counsel. ALBAUGH LLC: S&P Alters Outlook to Negative, Affirms 'BB-' ICR -------------------------------------------------------------- S&P Global Ratings revised its outlook on commodity crop protection company Albaugh LLC to negative from stable and affirmed its 'BB-' issuer credit rating. S&P said, "At the same time, we affirmed our 'BB' issue-level rating on the company's senior secured debt (recovery rating: '2'). "The negative outlook reflects the risk that our anticipated improvement in earnings and credit metrics may not happen in our forecasted time frame. "We expect debt leverage at Albaugh to peak at the end of the third quarter of 2023 before gradually improving over the next several quarters. "The company's S&P Global Ratings-adjusted debt to EBITDA is likely to be at or slightly above 8x at the end of the third quarter of 2023, but then improve beyond that. We anticipate a stronger fourth quarter (relative to the very weak second quarter) and the rolling off of last year's zero EBITDA fourth quarter in our debt leverage calculations will result in an improvement to levels between 5x-6x at year-end 2023. "In our base case we assume debt leverage will improve to levels at or around 4x in the second half of 2024. This is a level we would consider appropriate at the current rating. On a weighted average basis, considering the next two calendar years, we think debt leverage will be comfortably within our range of expectations of 3x-4x, and funds from operations (FFO) to total debt between 20% and 30%. "We expect earnings will improve following a weak second quarter. "We view current earnings weakness at the company as meaningful, but temporary. We expect the company's last twelve months (LTM) EBITDA at the end of the third quarter 2023 to be at trough levels, incorporating the impact of two recent zero EBITDA quarters. Based on early indicators of an uplift in product pricing for Glyphosate based products, we believe the company's future earnings will improve from trough levels. We think demand and margins will gradually strengthen in 2024 in key geographic end markets including North America, Brazil, and Argentina. We also think earnings will benefit from synergies achieved from recent acquisitions, especially the specialty crop protection acquisition of Rotam in 2022." There is no room at the current ratings for another earnings setback or further trough-like quarters similar to the second-quarter of 2023. S&P said, "At current high leverage levels, there is no room for further quarterly earnings setbacks relative to our base case where we expect a steady, albeit gradual, improvement in earnings. Credit quality is vulnerable to earnings or operational shocks, which could push debt leverage toward double digit levels even if only for a brief period. We do not expect the company will revert to record earnings achieved in 2022, which we view as an extraordinary year unlikely to be repeated. However, we think the company will be on course to achieve improved EBITDA relative to annualized 2023 first half earnings, and over the course of the next year grow EBITDA over 2023 levels." Low surplus cash flow generation. In recent periods, free cash flow generation has been positive, but low. This includes the strong earnings period in 2022 when working capital build-up consumed considerable cash. S&P said, "It is not clear at this point if this is a temporary phenomenon or if this is likely to become a characteristic of the business, in which case we would consider it to be an ongoing credit weakness. Still, liquidity is adequate, with sufficient cash balances and availability under the company's working capital facilities. In our view the business, will generate sufficient cash flow in the future to cover operational needs, capital spending, and working capital requirements, but we think surplus cash generation will be low. There are no near-term debt maturities." Financial policy remains important. S&P said, "In the context of weak earnings and low surplus cash generation, we believe the company will cut back on shareholder rewards if earnings fall below expectations and not fund dividend payouts with debt. In addition, we assume, based on a somewhat long track record of several years, that the company will remain prudent in terms of debt-funded growth opportunities. "We expect the global agricultural chemicals market will expand over the long term." The demand for food from the growing global population will support increasing demand for crop-protection chemicals. In addition, limits on the availability of arable land will lead to an increasing need to produce greater crop yields from existing farmland. S&P expects the global crop protection market will expand by the low-single-digit percent area, on average, each year over the coming years, which would benefit Albaugh. There is some regulatory risk for glyphosate-based products. A significant portion of the company's revenues are from glyphosate-based products . Glyphosate is a much-scrutinized product by regulatory and consumer bodies. The attention to this product creates the potential for event risk involving regulatory or other actions. For example, the EU has not yet extended the approval for use of glyphosate beyond December 2023, when the current approval expires. In S&P's base case it does not anticipate severe regulatory actions such as bans on the product or the rescinding of previous approvals, given that the U.S. Environmental Protection Agency (EPA) and the European Chemical Agency do not classify the product as a carcinogen. S&P said, "The negative outlook reflects our expectation for weak 2023 earnings, and the resulting vulnerability from further unexpected setbacks. In our base case, we assume EBITDA will gradually strength across the next two quarters of 2023 following a very weak first half. We base our assumption in part on early indications of improvement in pricing for a key glyphosate-based products in particular. We also view the unusual decline in second-quarter earnings as extraordinary and not an indication of a fundamental, long-term weakness in the business. We assume the company will benefit from higher volumes and a return to normalized demand patterns over the next year. We also expect the company's sales to benefit from the 2022 acquisition of specialty crop protection chemical producer Rotam. We believe the company is positioned to pursue its growth strategy while maintaining adequate liquidity and maintaining funds from operations (FFO) to total debt between 20%-30% on a weighted-average sustainable basis over the next two years(2024 and 2025), based on our assumption for strengthening EBITDA in both years. This metric will be below that range for a brief period . We expect the company's total debt to adjusted EBITDA metric to be appropriate for the rating at below 4x in 2024, and on a weighted average basis. Our base-case scenario assumes that management will not pursue large debt-funded acquisitions or dividend distributions and will continue to adhere to financial policies that are consistent with how it has operated the company historically. "We could lower the rating within the next few quarters if the company is unable to extricate itself from the trough earnings levels of the second quarter of 2023, when EBITDA was zero. There is no cushion under credit metrics for further setbacks to earnings. We could lower ratings if we believe second-half 2023 EBITDA will not improve over first-half levels or if EBITDA in 2024 will not improve meaningfully over 2023 levels. In addition to these short-term factors, we could lower ratings if profitability is harmed by competitive pressures, unfavorable weather patterns affecting volumes, negative currency impacts, or increased environmental scrutiny on products such as glyphosate and dicamba. We could also lower the rating if, contrary to our expectations, the company began to demonstrate more aggressive financial policies through large debt-funded acquisitions or distributions to owners. "We could revise the outlook to stable within the next 12 months if the company improves its level of earnings, such that FFO to debt equals or exceeds 20% on a weighted-average sustainable basis. Based on our forecast, we could consider a higher rating if we consider strengthened EBITDA levels to be sustainable and not vulnerable to unexpected volatility as witnessed this year. Additionally, we would need to gain more clarity regarding the company's growth initiatives and future financial policies, before considering a higher rating." ANI PHARMACEUTICALS: S&P Alters Outlook to Pos., Affirms 'B+' ICR ----------------------------------------------------------------- ANI Pharmaceuticals Inc. Outlook Revised To Positive From Stable On Improved Credit Metrics; 'B+' Ratings Affirmed NEW YORK (S&P Global Ratings) Oct. 19, 2023 S&P Global Ratings revised the outlook to positive on Baudette, Minn.-headquartered ANI Pharmaceuticals Inc. At the same time, S&P affirmed its 'B+' issuer credit and issue-level ratings on the company. The positive outlook reflects the improvement in adjusted (gross) leverage to below 3.5x, which is now strong for the rating (and excludes the approximately $160 million of cash balances), and the company's proven willingness to issue equity to limit debt leverage. S&P sees the potential for an upgrade if the company demonstrates a commitment to sustaining S&P Global Ratings-adjusted debt leverage below 3.5x. S&P estimates the company has capacity for about $200 million for merger and acquisition (M&A) spending (consisting of $50 million of incremental debt and $150 million of balance sheet cash, ignoring any acquired EBITDA) at the 'BB-' rating and about $400 million at the 'B+' rating. ANI's business has materially strengthened over the past 12 months. ANI has experienced significant success in its rare disease business, with Purified Cortrophin Gel (PCG; competes in the ACTH therapeutic class with Mallinckrodt's Acthar Gel as both products derive their active medication from porcine pituitary extract) revenue expected to reach about $100 million in 2023 and the Novitium business (with 12 approvals in the past year under the U.S. Food and Drug Administration's [FDA] Competitive Generic Therapy [CGT] approval pathway, which provides 180 days of exclusivity). As a result of this growth and operating leverage improvements following PCG's launch, S&P Global Ratings-adjusted (gross) leverage has declined to 3.4x for the last-12-months, as of June 30, 2022, from 7.8x as of year-end 2022. S&P expects the company's positive revenue and earnings momentum will continue into 2024. That said, S&P sees the rapid pace of growth in 2023 slowing in 2024 and 2025 as the opportunities in niche generics markets become scarcer and less material to the company's increasing scale. Likewise, S&P expects PCG's growth to gradually slow as it matures and given Mallinckrodt's plan to launch its H.P. Acthar Gel self-injector. The unique characteristics that make PCG attractive, namely its relative immunity from patent cliffs and the ability to expand into previously unmet indications, such as acute gouty arthritis, and modest innovations such as new vial sizes, may not apply to additional rare disease products. This deleveraging is partially offset by risks that M&A to bolster its rare disease segment could result in an increase in leverage. ANI has communicated its desire to supplement its rare disease product portfolio inorganically to further leverage the infrastructure developed to support PCG. A recent raising of equity of about $80 million suggests the company is actively looking for acquisitions. Given the company's relatively small scale, a significant acquisition could lead to significant deterioration in credit metrics, particularly if the newly acquired products require increased investments that suppress EBITDA. S&P estimates M&A of significantly more than $200 million could undermine the potential for an upgrade over the next year. S&P said, "Our base case assumption around the company's financial policy is supported by the company's demonstrated commitment to a moderately conservative financial policy, as evidenced by two equity offerings over the past few years and moderate leverage levels over the medium term. Moreover, since ANI is a relatively small, publicly traded, primarily generic pharmaceutical company, we expect equity investors would not generally be supportive of high leverage. As such, we expect leverage will generally be maintained below 3.5x, rising above that only intermittently. That said, we could see the company's tolerance for leverage increase as the proportion of the business exposed to the generics industry declines." Product concentration, which has grown significantly over the past two years, could become even more significant following additional acquisitions. S&P estimates PCG will represent about 20%-25% of the company's revenue in 2023, and the acquisition of another rare disease product would likely further increase the company's reliance on its top products. Unlike PCG, the acquired product would most likely present new challenges, including patent cliffs and the recurring need to replace lost revenue. That said, PCG is relatively unique for a branded product in that its complicated formulation and approval pathway make it difficult to make generic. However, these barriers could largely be eliminated by a reversal by the FDA to allow synthetic corticotrophin, which is available in European and Japanese markets. Although we view such a reversal as unlikely, particularly over the near-to-medium term, it could significantly disrupt this dynamic. Accordingly, although ANI competes head-to-head with Mallinckrodt for most of the product's indications, S&P views the competitive landscape as largely immune from new entrants and patent cliffs. The positive outlook reflects the elevated potential for an upgrade in the next 12-18 months if we expected the company would generally sustain adjusted (gross) leverage at or below 3.5x. This could occur if ANI limited incremental debt issued for acquisitions to about $100 million (aside from the $160 million of balance sheet cash, potential equity issuance, and ignoring the impact of acquired EBITDA). S&P could raise its rating on ANI within the next 12-18 months if the company demonstrated a commitment to maintaining S&P Global Ratings-adjusted debt leverage below 3.5x. S&P could revise the outlook to stable if it expected S&P Global Ratings-adjusted debt to EBITDA to increase above 3.5x on a sustained basis. This could occur through larger-than-expected debt-funded acquisitions. ALL DAY ACQUISITIONCO: $200MM Bank Debt Trades at 72% Discount -------------------------------------------------------------- Participations in a syndicated loan under which All Day AcquisitionCo LLC is a borrower were trading in the secondary market around 27.8 cents-on-the-dollar during the week ended Friday, October 20, 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 U.S. AMYRIS INC: Court OKs $190MM DIP Loan from Euagore -------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized Amyris, Inc. and its debtor-affiliates to use cash collateral and obtain postpetition financing, on a final basis. Amyris, Inc., Amyris Clean Beauty, Inc., and Aprinnova, LLC have obtained a senior secured superpriority multiple-draw term loan facility in the aggregate principal amount of up to $190 million from Euagore, LLC as administrative agent. The Debtors were permitted to obtain an aggregate principal amount of up to $70 million on an interim basis. Upon entry of the Final Order, the Debtor is permitted to obtain an aggregate principal amount not to exceed $97 million, provided that (x) each Subsequent Borrowing will not be in an amount greater than the amounts specified in the Budget to be drawn through the date of such Subsequent Borrowing and (y) each Subsequent Borrowing will be at least 21 calendar days apart. The DIP facility is due and payable on December 31, 2023. The Debtors are required to comply with several milestones including: (a) The Petition Date will occur no later than August 9, 2023; (b) The Bankruptcy Court will enter the Interim Order no later than three Business Days following the Petition Date; and (c) The Bankruptcy Court will enter the Final Order no later than 36 calendar days following the Petition Date. Pursuant to various loan and security agreements, Amyris, Inc. and its subsidiaries (Clean Beauty and Amyris Fuels) have borrowed funds from multiple lenders including Ventures, LLC. As of the Petition Date, Amyris and its subsidiaries owe the lenders a principal amount of at least $295 million, along with accrued interest, fees, expenses, and other obligations. These obligations are guaranteed by the subsidiaries. After the Petition Date, Amyris and its subsidiaries continue to owe the lenders default interest and other obligations without any defense or offset. As adequate protection, the Prepetition Secured Lenders are granted a valid, perfected replacement security interest in and lien upon all of the DIP Collateral. The Prepetition Secured Lenders are also granted, subject to the Carve-Out, an allowed superpriority administrative expense claim to the fullest extent provided by 11 U.S.C. sections 503(b) and 507(b) in each of the Chapter 11 Cases in an amount equal to the Adequate Protection Obligations that are not secured by the Adequate Protection Liens. The Adequate Protection Superpriority Claims will be ahead of and senior to any and all other administrative expense claims of any kind specified or ordered pursuant to any provision of the Bankruptcy Code, but junior to the DIP Superpriority Claims and subject to and subordinate to the Carve-Out and will have recourse to and be payable from all prepetition or postpetition DIP Collateral, including, subject to entry of the Final Order, to the extent provided therein, any Avoidance Action Proceeds. These events constitute an "Event of Default": (a) The failure of the Debtors to perform, in any material respect, any of the terms, provisions, conditions, covenants, or obligations under the Interim Order; (b) The failure of the Debtors to comply with the Milestones; or (c) The occurrence of an "Event of Default" under the DIP Credit Agreement. A copy of the order is available at https://urlcurt.com/u?l=gaXgdF from PacerMonitor.com. About Amyris Amyris -- http://www.amyris.com/-- is a synthetic biotechnology company, transitioning the Clean Health & Beauty and Flavors & Fragrances markets to sustainable ingredients through fermentation and the company's proprietary Lab-to-Market(TM) technology platform. This Amyris platform leverages state-of-the-art machine learning, robotics and artificial intelligence, enabling the company to rapidly bring new innovation to market at commercial scale. Amyris ingredients are included in over 20,000 products from the world's top brands, reaching more than 300 million consumers. Amyris also owns and operates a family of consumer brands that is constantly evolving to meet the growing demand for sustainable,effective and accessible products. Amyris, Inc., and several affiliated companies sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-11131) on August 9, 2023. In the petition signed by Han Kieftenbeld, interim chief executive officer and chief financial officer, Amyris disclosed $679,679,000 in assets and $1,327,747,000 in liabilities. Judge Thomas M. Horan oversees the consolidated cases. The Debtors tapped Pachulski Stang Ziehl & Jones LLP as bankruptcy counsel, PricewaterhouseCoopers LLP as financial advisor, Intrepid Investment Bankers LLC as investment banker, Fenwick & West, LLP as corporate counsel, and Stretto, Inc. as claims, noticing, solicitation agent and administrative advisor. Euagore, LLC as administrative agent to the DIP Lenders, and the Foris Prepetition Secured Lenders, is represented by Michael H. Goldstein, Esq., and Alexander Nicas, Esq., at Goodwin Procter LLP. ART & DENTISTRY: Seeks Cash Collateral Access on Final Basis ------------------------------------------------------------ Art & Dentistry, LLC asks the U.S. Bankruptcy Court for the District of Maryland for authority to use cash collateral and provide adequate protection on a final basis. Dr. Ellen Brodsky, has owned and operated the Debtor's dental practice since 2000. On October 29, 2012, Dr. Brodsky was injured by a light fixture that had been improperly installed and which fell from the ceiling of an examination room, causing closed-head brain injury. The injury severely impacted the business's income, and the practice has struggled financially due to COVID and staff turnovers. Since then, the practice has relied on part-time, contract dentists, and the debtor believes it can rebuild revenue through a Chapter 11 plan. The Debtor has also been delinquent in paying rent, leading to a consent judgment with the landlord in April 2021. The Debtor's finances have deteriorated, and the landlord is pursuing eviction. Of record, the creditor with the senior lien against the Debtor's assets is Wells Fargo Bank, N.A., whose original UCC-1 was recorded September 10, 2009, and was continued thereafter by periodic continuation statements, the most recent of which was filed March 14, 2019. However, in 2020 Wells Fargo sent the Debtor a notice that it was cancelling the Debtor's debt. Because its financing statement remains of record, the Debtor will treat Wells Fargo as if it were still a secured creditor, although disputed. Second in priority of filing is the United States Small Business Administration, which perfected a lien against all the Debtor's assets with the filing of a UCC-1 on May 6, 2020. SBA is owed approximately $166,500. The third and final lien claimant is "E Advance Services," which filed its UCC-1 on June 28, 2023, and is owed approximately $26,500. E Advance Services is one of three "merchant cash advance" companies to which the Debtor turned in recent months in order to get by. The business model of the MCAs is doubtless familiar to the Court. In exchange for money advanced to the Debtor, the MCAs purport to "purchase" future receivables. Largely, their business is structured to try to avoid usury laws for, while their contracts do not express an accurate rate of interest for those advances, undersigned counsel has calculated annual interest rates ranging roughly from 130% to 144%. A copy of the motion is available at https://urlcurt.com/u?l=uohI7p from PacerMonitor.com. About Art & Dentistry Art & Dentistry is a local dental practice offering general and cosmetic dentistry, teeth whitening, implants, veneers and other services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Md. Case No. 23-16790) on September 22, 2023. In the petition signed by Ellen Brodsky, managing member, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Lori S. Simpson oversees the case. David E. Lynn, Esq., at David E. Lynn, P.C., represents the Debtor as legal counsel. ASMARA MLK: Unsecureds Will Get 100% of Claims in Plan ------------------------------------------------------ Asmara MLK, LLC, filed with the U.S. Bankruptcy Court for the Northern District of California a Combined Chapter 11 Plan of Reorganization and Disclosure Statement dated October 16, 2023. Prior to the COVID 19 pandemic, the debtor had begun the process of developing a vacant lot located at 3881 Martin Luther King, Jr. Way, Oakland, Ca 94609. Asmerom Ghebremicael Sr. is the managing member and responsible Person for the debtor. He also is the managing member of two other LLC known as AGBlackberrytbistro, LLC and Wediberhe, LLC. Once the Pandemic hit, AGBlackberrytbistro, LLC and Wediberhe, LLC were no longer generating any income because they had to close. This led to the debtor falling behind on its mortgage payments to the first lien holder. A Notice of Default and Notice of Sale were recorded, and a non-judicial foreclosure sale was set to take place when the debtor decided to file the bankruptcy case. AGBlackberrytbistro, LLC and Wediberhe, LLC are thriving ongoing businesses that generate sufficient income to fund the debtor's chapter 11 plan until a construction loan is obtained. Currently, 3881 Martin Luther King, Jr. Way, Oakland, Ca 94609 has a current value of $2,100,000. Class 2 consists of General Unsecured Claims. Class 2 creditors will receive 100% of their allowed claim on the effective date. Creditors in this class may not take any collection action against Debtor so long as the Debtor is not in material default under the Plan. This class is impaired and is entitled to vote on confirmation of the Plan. On the Effective Date, all property of the estate and interests of the Debtor will vest in the reorganized Debtor pursuant to Section 1141(b) of the Bankruptcy Code free and clear of all claims and interests except as provided in this Plan, subject to revesting upon conversion to Chapter 7. Except as provided in Part 6(d) and (e), the obligations to creditors that Debtor undertakes in the confirmed Plan replace those obligations to creditors that existed prior to the Effective Date of the Plan. Debtor's obligations under the confirmed Plan constitute binding contractual promises that, if not satisfied through performance of the Plan, create a basis for an action for breach of contract under California law. To the extent a creditor retains a lien under the Plan, that creditor retains all rights provided by such lien under applicable non-Bankruptcy law. A full-text copy of the Combined Plan and Disclosure Statement dated October 16, 2023 is available at https://urlcurt.com/u?l=REuYHu from PacerMonitor.com at no charge. Attorney for Debtor: Marc Voisenat, Esq. 2329A Eagle Avenue Alameda, CA 94501 Telephone: (510) 263-8664 Facsimile: (510) 272-9158 Email: voisenat@gmail.com About Asmara MLK Asmara MLK, LLC in Oakland, CA, filed its voluntary petition for Chapter 11 protection (Bankr. N.D. Cal. Case No. 23-40430) on April 17, 2023, listing $1 million to $10 million in assets and $100,000 to $500,000 in liabilities. Asmerom Berhe Ghebrmicael, Sr., as managing member., signed the petition. Judge William J. Lafferty oversees the case. LAW OFFICE OF MARC VOISENAT serve as the Debtor's legal counsel. ASTECH ENGINEERED: SC&H Capital Served as Adviser in Sale to Avem ----------------------------------------------------------------- SC&H Capital, a leading investment bank specializing in M&A advisory for middle-market companies, on Oct. 18 disclosed that its client, ASTECH Engineered Products ("ASTECH" or the "Company"), has been acquired by Avem Partners ("Avem"). ASTECH, a premier supplier of safety-critical aerostructures to the global aerospace and defense industry, employs over 150 people and operates out of a 315,000 square foot facility in Southern California. Throughout its history, the Company has leveraged its unique technology to establish long-standing relationships with some of the largest OEMs in the aerospace industry, including Boeing and Pratt and Whitney. For almost two decades, ASTECH previously operated as a division of a large aerospace company prior to its divestiture in March of 2022. New ownership was immediately faced with several challenges and, despite efforts to raise additional capital and negotiate price increases with its main customers, ASTECH was forced to file chapter 11 in July 2022. ASTECH retained SC&H Capital and was approved by the United States Bankruptcy Court for the District of Delaware to conduct a sale process for the Company. After conducting a global marketing process and generating multiple bids, an offer from Avem Partners, a Southern California-based private equity firm that focuses on aerospace companies, was selected as the winning bid and approved by the bankruptcy court. "This was a very complicated deal in a very challenging situation with a lot at stake for multiple parties given the products ASTECH manufactures. It took a monumental effort from the Company, the customers, and the buyer to achieve this result and we are very pleased with the outcome. Avem has done a great job bringing stability to the Company and continuing to serve customers and vendors. We feel fortunate to have helped complete the transaction and save the jobs for a lot of highly skilled individuals," said Matt LoCascio, Principal at SC&H Capital. "I want to express my personal thanks to the SC&H team for all they did to bring the sale to a successful close" said Dave Richeson, Executive Chairman of ASTECH, "They were great to work with and bring this home." The transaction was signed in December 2022 and closed in March 2023. About SC&H Capital SC&H Capital -- http://www.schcapital.com-- is an investment banking and advisory firm specializing in mergers and acquisitions (M&A), employee stock ownership plans (ESOP), distressed M&A, and business valuations for middle-market companies nationally. SC&H Capital delivers services across numerous industries including technology, healthcare, manufacturing, business and professional services, and government contracting. About Astech Engineered Products Astech Engineered Products, Inc., a company in Santa Ana, Calif., produces welded honeycomb sandwich structures. The company offers its products to the commercial, aerospace, marine, transportation, and defense industries throughout the world. Astech filed a petition for relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10635) on July 15, 2022, listing $10 million to $50 million in assets and $1 million to $10 million in liabilities. David M. Klauder has been appointed as Subchapter V trustee. Judge Brendan Linehan Shannon oversees the case. The Debtor tapped Brooks Wilkins Sharkey & Turco, PLLC and Cozen O'Connor as bankruptcy counsels; Grobstein Teeple, LLP as financial advisor; and SC&H Group, Inc., as investment banker. BELFOR HOLDINGS: Moody's Rates New $1.8BB First Lien Loans 'B1' --------------------------------------------------------------- Moody's Investors Service assigned a B1 rating to Belfor Holdings, Inc.'s proposed credit facility. The facility consists of a USD $1.8 billion first lien credit facility, consisting of a 5-year USD $300 million backed senior secured first lien revolver, a 7-year USD $1.235 billion tranche backed senior secured first lien term loan, and a 7-year Euro 250 million tranche backed senior secured first lien term loan (approximately USD $265 million). Belfor's B1 corporate family rating and B1-PD probability of default rating are unchanged. The outlook is stable. As part of the transaction, Belfor's revolving credit facility availability will increase in size to $300 million from $200 million and expires in 2028. Concurrently, the $1.5 billion of proceeds from the term loans will be used to repay Belfor's existing debt obligations, including $1.44 billion of outstanding term loan and $21 million of revolver borrowings. Also, $42 million will be added to Belfor's cash balance. Ratings on the existing first lien credit facility due 2026 will be withdrawn at the close of the transaction. Moody's views the transaction favorably because it is leverage neutral and will benefit Belfor's liquidity by both increasing revolver availability and extending debt maturities. RATINGS RATIONALE Belfor's credit profile reflects high financial leverage for the company's business risk. Moody's estimate debt-to-LTM EBITDA pro forma for the transaction was 5.9 times at June 30, 2023. The company is also exposed to material foreign exchange fluctuations (about 40% of revenues are generated outside the US) and has key-man risk. In addition, Belfor relies on revolver borrowings for working capital needs resulting from the protracted length in collecting outstanding receivables from insurers. Earnings can fluctuate significantly because of the irregularity of large-scale disaster recovery projects from major weather events, such as hurricanes, which are higher margin and drive better than average metrics. Also, Belfor is acquisitive which could lead to integration risks and higher leverage. Belfor is competitively well positioned in the highly fragmented property damage restoration industry based on its large scale, good technical capabilities and broad geographic coverage. This gives the company operational flexibility to meet surges in demand and helps it sustain long established customer relationships with large corporations and property and casualty insurers that provide a large base of recurring revenue. As a result, the company is able to benefit from profitable but infrequent hurricane-related work. Belfor had record contract wins associated with two large hurricanes in late 2022 and the deep freeze covering 75% of the US in the first quarter of 2023 that resulted in significant property damage. Although revenue and profit margin increased, so too did working capital requirements. Accounts receivable are expected to come down and be a source of cash over the next few quarters. Moody's expects that much of the company's free cash flow will be used to repay debt over the next 12 months and reduce leverage to below 5.5 times. Further improvement is expected over the subsequent 12 months through higher earnings and debt repayment. Belfor's good liquidity is supported by a pro forma cash balance of $160 million and full availability under the new $300 million revolving credit facility excluding letters of credit. Moody's expect free cash flow to approximate more than $100 million in the next 12-18 months, which is expected to be used to support tuck-in acquisitions, debt paydown and reinvestment in the business. The stable outlook reflects Moody's expectation for continued healthy demand in Belfor's base business, absent any hurricane related revenue. This should enable Belfor to generate positive free cash flow that can support debt repayment. Moody's expects the company to maintain good liquidity over the next year, including ample revolver availability, to help with seasonal working capital swings and fund small bolt-on acquisitions. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be downgraded by weaker than expected free cash flow or diminishing revolver availability. The rating could also be downgraded if the company does not materially reduce financial leverage, such that debt-to-EBITDA is expected to be sustained above 4.5 times, or sees a material decline in EBITA margin and interest coverage metrics. Debt funded acquisitions or shareholder distributions that increase leverage or weaken liquidity could also result in a ratings downgrade. The ratings could be upgraded with improved performance that reflect steadily better credit metrics, including debt-to-EBITDA sustained below 3.5 times. An upgrade of the rating would also require strong free cash flow and evidence of a commitment to a conservative financial policy and broader governance. The principal methodology used in these ratings was Environmental Services and Waste Management published in May 2023. Belfor Holdings, Inc. through its subsidiaries is a global damage recovery and restoration provider offering its services to insurance companies, insurance intermediaries, industrial, commercial and residential customers. The company was acquired via LBO by funds affiliated with American Securities, a private equity firm, in April 2019. BRIDGE COMMUNICATIONS: Seeks to Extend Plan Exclusivity to Jan. 23 ------------------------------------------------------------------ Bridge Communications LLC ask the U.S. Bankruptcy Court for the Eastern District of Virginia to extend the time period within which the Debtor has the exclusive right to file and obtain approval of its plan of reorganization to January 23, 2024. The Debtor explained that it requires additional time to determine the most appropriate plan due to uncertainty regarding the status of certain claims currently scheduled and/or filed as secured claims. Unless extended, the Debtor's exclusive right to obtain approval of a plan expires on September 23, 2023. Bridge Communications LLC is represented by: Ashvin Pandurangi, Esq. ASHVIN PANDURANGI, ESQUIRE 211 Park Ave. Falls Church, VA 22046 Tel: (571) 969-6540 Email: ashvinp@vpbklaw.com About Bridge Communications LLC Bridge Communications is a video production and communications company. Bridge Communications LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No. 23-10467) on March 23, 2023. The petition was signed by Edward Tropeano as owner. At the time of filing, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Judge Brian F. Kenney oversees the case. Ashvin Pandurangi, Esq., at Vivona Pandurangi, PLC represents the Debtor as counsel. BUCKEYE PIZZA: Aaron Cohen Named Subchapter V Trustee ----------------------------------------------------- The U.S. Trustee for Region 21 appointed Aaron Cohen, Esq., a practicing attorney in Jacksonville, Fla., as Subchapter V trustee for Buckeye Pizza Winter Park, LLC. Mr. Cohen will be paid an hourly fee of $300 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Cohen declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Aaron R. Cohen, Esq. P.O. Box 4218 Jacksonville, FL 32201 Tel: (904) 389-7277 Email: aaron@arcohenlaw.com About Buckeye Pizza Buckeye Pizza Winter Park, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-02391) on Oct. 5, 2023, with up to $50,000 in assets and $100,001 to $500,000 in liabilities. Judge Jason A. Burgess oversees the case. Thomas C. Adam, Esq., at Adam Law Group, P.A. represents the Debtor as legal counsel. BURDOCK AND ASSOCIATES: J. McConnell Named Subchapter V Trustee --------------------------------------------------------------- The U.S. Trustee for Region 21 appointed Jerrett McConnell, Esq., at McConnell Law Group, P.A. as Subchapter V trustee for Burdock and Associates, Inc. Mr. McConnell will be paid an hourly fee of $350 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. McConnell declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Jerrett M. McConnell, Esq. McConnell Law Group, P.A. 6100 Greenland Rd., Unit 603 Jacksonville, FL 32258 Phone: (904) 570-9180 Email: trustee@mcconnelllawgroup.com About Burdock and Associates Burdock and Associates, Inc. is an international safety and regulatory compliance consulting firm based in Orlando, Fla. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-04165) on Oct. 6, 2023, with $500,000 to $1 million in assets and $1 million to $10 million in liabilities. George A. Burdock, president, signed the petition. Judge Lori V. Vaughan oversees the case. R. Scott Shuker, Esq., at Shuker & Dorris, P.A. represents the Debtor as legal counsel. BURFORD CAPITAL: S&P Alters Outlook to Positive, Affirms 'BB-' ICR ------------------------------------------------------------------ S&P Global Ratings revised the outlook to positive from stable and affirmed its 'BB-' issuer credit rating on Burford Capital Ltd. At the same time, S&P affirmed its 'BB-' issue rating on the company's senior unsecured notes. The positive outlook reflects S&P's expectation that Burford will maintain robust portfolio realizations, sufficient liquidity to fund operations and undrawn commitments, and leverage of about 1.0x in the next 12 months. The outlook revision follows Burford's improving operating performance. For the first half of 2023, Burford reported consolidated investment realizations of $286 million, up 223% from $88 million in the first half of 2022. Consolidated capital provision income also grew by 191% to $512 million in the first half of 2023 from the same period last year, largely due to $277 million of unrealized gains on the Argentine oil and gas company YPF S.A. litigation. Excluding the impact from the YPF litigation, consolidated capital provision income still grew by 34% to $234 million. That said, fair value adjustments (unrealized gains) continue to be significant at 41% of capital provision income, excluding the effect from the YPF litigation (73% including YPF). As of June 30, 2023, the company's leverage, measured as debt to adjusted total equity (ATE), was 0.9x. The company booked the unrealized gains on the YPF litigation following the summary judgment ruling by the United States District Court for the Southern District of New York. The ruling implies a judgment against Argentina of approximately $16 billion, and we estimate Burford is entitled to about $6.2 billion of that. The company deployed less than $60 million for this litigation back in 2015 and sold a portion of its investment in this litigation for $236 million. While the ultimate timing and amount of realization that Burford will receive from this case remains uncertain, the favorable ruling highlights Burford's ability to originate legal matters that return multiples of initial capital. S&P said, "The unpredictability of the amount and timing of litigation finance investment realizations and the high amount of undrawn commitments continue to weigh on our view of Burford's liquidity. As of June 30, 2023, Burford's balance sheet had $1.5 billion of undrawn commitments and $441 million of available liquidity, including $334 million of cash on balance sheet and $107 million in marketable securities. Deployments on unfunded commitments have historically been gradual (12%-30% per year), and 49% of unfunded commitments were discretionary, meaning Burford can control whether to deploy on them. Assuming 20% of undrawn commitments are deployed in the next 12 months and operating expenses (including interest expense) of about $200 million, Burford would need about $500 million of liquidity to meet these needs. "The positive outlook reflects our expectation that in the next 12 months, Burford will maintain robust portfolio realizations, sufficient liquidity to meet its operational needs, and debt to ATE of around 1.0x. We also expect that as Burford continues to grow its balance sheet, successful investments will continue to provide more-than-sufficient returns to offset the relatively high number of failed investments because of their asymmetric return profile. "We could revise our outlook to stable in the next 12 months if Burford's operating performance weakens considerably, which could be indicated by a decline in investment realizations over a six to 12-month period, or by an increase in the ratio of cases that are concluded with a return less than the invested principal. We could also revise our outlook if leverage approaches 1.5x or if liquidity becomes strained due to higher draws on commitments or reduced investment realizations. "We could raise the ratings in the next 12 months if Burford maintains robust portfolio realizations, sufficient liquidity to fund operations and undrawn commitments, and leverage of about 1.0x." Company Description Burford, domiciled in Guernsey, is a public company focused on providing specialized financial services to the legal market by offering financing to law firms and their corporate clients engaged in commercial litigation and arbitration. The company's investments focus on legal finance, complex strategies, post-settlement, and legal risk management. BYJU'S ALPHA: $1.20BB Bank Debt Trades at 67% Discount ------------------------------------------------------ Participations in a syndicated loan under which BYJU's Alpha Inc is a borrower were trading in the secondary market around 32.8 cents-on-the-dollar during the week ended Friday, October 20, 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. CARESTREAM HEALTH: BLSCI Fund Marks $117,856 Loan at 27% Off ------------------------------------------------------------ Blackstone Long Short Credit Income Fund has marked its $117,856 loan extended to Carestream Health, Inc to market at $86,271 or 73% of the outstanding amount, as of June 30, 2023, according to BLSCI Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Long Short Credit Income Fund is a participant in a First Lien Term Loan (3M US L + 7.50%) to Carestream Health, Inc. The loan matures on September 30, 2027. Blackstone Long Short Credit Income Fund is a closed-end fund that trades on the New York Stock Exchange under the symbol BGX. Carestream Health, Inc., headquartered in Rochester, New York, is a supplier of imaging and IT systems to the medical and dental communities and to other markets. CB&I UK LIMITED: Chapter 15 Case Summary ---------------------------------------- Three affiliates that concurrently filed voluntary petitions for relief under Chapter 15 of the Bankruptcy Code: Debtor Case No. ------ -------- CB&I UK Limited (Lead Case) 23-90795 2 New Square Bedfont Lakes Business Park Middlesex, TW14 8HA United Kingdom McDermott International Holdings B.V. 23-90796 Prinses Beatrixlaan 35, 2595 AK The Hague The Netherlands Lealand Finance Company B.V. 23-90797 Prinses Beatrixlaan 35, 2595 AK The Hague The Netherlands Business Description: McDermott is a premier, fully- integrated provider of engineering and construction solutions to the energy industry. Chapter 15 Petition Date: October 9, 2023 Court: United States Bankruptcy Court Southern District of Texas Judge: Hon. Christopher M. Lopez Foreign Proceedings: Restructuring Plan under Part 26A of the Companies Act 2006 (England)/(UK) Dutch Scheme Proceeding under the Wet Homologatie Onderhands Akkoor Foreign Representative: Travis Brantley 915 North Eldridge Parkway Houston TX 77079 United States of America Foreign Representative's Counsel: Christopher T. Greco, Esq. KIRKLAND & ELLIS LLP 601 Lexington Avenue New York NY 10022 Tel: (212) 446-4800 Email: christopher.greco@kirkland.com Restructuring Advisor: ALVAREZ & MARSAL Foreign Representative: Unknown Debtor's U.S. Counsel: Unknown Full-text copies of the Chapter 15 petitions are available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/TJBVIRY/CBI_UK_Limited__txsbke-23-90795__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/VMPZT5Q/McDermott_International_Holdings__txsbke-23-90796__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/VUODXSI/Lealand_Finance_Company_BV_Jointly__txsbke-23-90797__0001.0.pdf?mcid=tGE4TAMA CCC CONSULTING: Amends SBA Secured Claim Pay Details ---------------------------------------------------- CCC Consulting Corporation submitted an Amended Plan of Reorganization for Small Business dated October 16, 2023. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of approximately $678,080.00. The final Plan payment is expected to be paid on the date that is 5 years from the Effective Date. This Plan of Reorganization proposes to pay creditors of the Debtor from its cash, and future income. Non-priority unsecured creditors holding Allowed Claims will receive distributions, which the proponent of this Plan has valued at approximately 10 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. Class 2 consists of the Secured claim of Small Business Administration. Impaired to the extent the contractual monthly payments were modified by applicable cash collateral stipulation(s) and accompanying orders. Notwithstanding the foregoing, the contractual rights of the SBA and the Debtor under that certain Note, Loan Authorization and Agreement, and Security Agreement shall continue to control. Like in the prior iteration of the Plan, each holder of an Allowed Class 6 Non-priority General Unsecured Claims will be paid its pro-rata share of the Debtor's net disposable income in bi-annual installments, due on each 6-month anniversary of the Effective Date of the Plan and ending on the last such date that is no more than 5 years after the Effective Date. Debtor's interest in Cash and future income are its most significant assets that will be major sources of funding under the Plan. The Plan will be funded by the Debtor's post-petition "disposable income" over a 5-year period after the Effective Date. Only creditors holding Allowed Claims will receive distributions and a reserve will be set up for filed or scheduled claims that are disputed and will be subject to a claim objection. Any claimant whose claim was listed as disputed, contingent, or unliquidated who did not file a claim by the claims bar date shall not receive any distributions under the Plan. A full-text copy of the Amended Plan dated October 16, 2023 is available at https://urlcurt.com/u?l=CSm7Bq from PacerMonitor.com at no charge. Attorney for the Plan Proponent: James E. Till, Esq. LimNexus, LLP 707 Wilshire Boulevard, 46th Floor Los Angeles, CA 90017 Telephone: (213) 955-9500 Facsimile: (213) 955-9511 Email: james.till@limnexus.com About CCC Consulting Corporation CCC Consulting Corporation, a company in West Covina, Calif, filed its voluntary petition for Chapter 11 protection (Bankr. C.D. Calif. Case No. 22-16853) on Dec. 16, 2022, with up to $50,000 in assets and $1 million to $10 million in liabilities. Edmund Cutting, chief executive officer and chief financial officer, signed the petition. Judge Ernest M. Robles oversees the case. James E. Till, Esq., at LimNexus, LLP serves as the Debtor's legal counsel. CORELOGIC INC: Blackstone Fund Marks $553,488 Loan at 18% Off ------------------------------------------------------------- Blackstone Long Short Credit Income Fund has marked its $553,488 loan extended to CoreLogic, Inc to market at $451,093 or 82% of the outstanding amount, as of June 30, 2023, according to BLSCI Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Long Short Credit Income Fund is a participant in a Second Lien Initial Term Loan (1M US L + 6.50%) to CoreLogic, Inc. The loan matures on June 4, 2029. Blackstone Long Short Credit Income Fund is a closed-end fund that trades on the New York Stock Exchange under the symbol BGX. CoreLogic, Inc. and T-VIII Celestial Co-Invest LP provide information, insight, analytics, software and other outsourced services primarily to the mortgage, real estate and insurance sectors. CORELOGIC INC: Blackstone Fund Marks $567,442 Loan at 19% Off ------------------------------------------------------------- Blackstone Senior Floating Rate 2027 Term Fund has marked its $567,442 loan extended to CoreLogic, Inc to market at $462,465 or 81% of the outstanding amount, as of June 30, 2023, according to the Blackstone Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Senior Floating Rate 2027 Term Fund is a participant in a Second Lien Initial Term Loan (1M US L + 6.50%) to CoreLogic, Inc. The loan matures on June 4, 2029. Blackstone Senior Floating Rate 2027 Term Fund, formerly known as Blackstone Senior Floating Rate Term Fund, is a diversified, closed-end management investment company. BSL was organized as a Delaware statutory trust on March 4, 2010. BSL was registered under the Investment Company Act of 1940, as amended on March 5, 2010. CoreLogic, Inc. and T-VIII Celestial Co-Invest LP provide information, insight, analytics, software and other outsourced services primarily to the mortgage, real estate and insurance sectors. COVENANT SURGICAL: BLSCI Fund Marks $1.1MM Loan at 22% Off ---------------------------------------------------------- Blackstone Long Short Credit Income Fund has marked its $1,141,817 loan extended to Covenant Surgical Partners, Inc to market at $893,472 or 78% of the outstanding amount, as of June 30, 2023, according to BLSCI Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Long Short Credit Income Fund is a participant in a First Lien Initial Term Loan (3M US L + 4.00%) to Covenant Surgical Partners, Inc. The loan matures on July 1, 2026. Blackstone Long Short Credit Income Fund is a closed-end fund that trades on the New York Stock Exchange under the symbol BGX. Covenant Surgical Partners, Inc. is an owner and operator of freestanding ambulatory surgery centers. CROOM PROPERTIES: Lucy Sikes Named Subchapter V Trustee ------------------------------------------------------- The Acting U.S. Trustee for Region 5 appointed Lucy Sikes as Subchapter V trustee for Croom Properties, L.L.C. Ms. Sikes will be paid an hourly fee of $365 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Sikes declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Lucy G. Sikes P.O. Box 52545 Lafayette, LA 70505-2545 Telephone: 337-366-0214 Facsimile: 337-628-1319 Email: lucygsikes1@gmail.com About Croom Properties Croom Properties, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. La. Case No. 23-80564) on Oct. 6, 2023, with $33,500 in assets and $1,062,377 in liabilities. David C. Croom, member, signed the petition. Judge Stephen D. Wheelis oversees the case. Thomas R. Willson, Esq., represents the Debtor as legal counsel. CUREPOINT LLC: Unsecureds to Recover 15% to 18% in Trustee's Plan ----------------------------------------------------------------- The Chapter 11 Trustee for Curepoint, LLC, submitted a First Amended Disclosure Statement for Chapter 11 Plan of Liquidation dated October 15, 2023. Generally speaking, the Plan: * Satisfies various Allowed Claims against the Debtor by payment in Cash on the Effective Date of the Plan; * Vests the Liquidating Trust Assets in the Liquidating Trust, for the purpose of distribution to certain holders of Allowed Claims; * Designates a Liquidation Trustee to wind down the Debtor's affairs, prosecute, continue or settle Retained Causes of Action, pay and reconcile Claims, and administer the Plan and Liquidation Trust; and * Provides for 100 percent recovery for holders of Administrative Claims, Professional Fee Claims, Secured Tax Claims, Priority Tax Claims, Other Priority Claims, and Prepetition Secured Loan Claims. Class 3 consists of Prepetition Secured Loan Claims. The amount of claim in this Class total $1,306,8 89.11. Except to the extent that a holder of Class 3 Prepetition Secured Loan Claim agrees to less favorable treatment, in exchange for full and final satisfaction, settlement, and release of its Allowed Class 3 Claim, each holder of such Allowed Prepetition Secured Loan Claim shall receive payment in Cash on the Effective Date of the Plan, or as soon as reasonably practicable thereafter, or such other treatment rendering each holder's Allowed Prepetition Secured Loan Claim Unimpaired, including receipt of interest at the Federal Judgment rate. Class 7 consists of MCA Claims. The amount of claim in this Class total $1,103,923.20. This Class will receive a distribution of 9.51% of their allowed claims. Except to the extent that a holder of a Class 7 MCA Claim agrees to less favorable treatment, in exchange for full and final satisfaction, settlement, and release of its Allowed Class 7 Claim, each holder of such Allowed MCA Claim shall receive Cash in an amount equal to the percentage claim each MCA held against the Debtor's Prepetition AR on a pro rata basis, or as soon as reasonably practicable thereafter, and a Deficiency Claim for the difference between its percentage of the Debtor's Prepetition AR received on a pro rata basis and the total amount of its Claim. Class 8 consists of General Unsecured Claims. Except to the extent that a holder of an Allowed General Unsecured Claims agrees to less favorable treatment, in exchange for full and final satisfaction, settlement, and release of each Allowed General Unsecured Claim, each holder of such Allowed General Unsecured Claim shall receive its pro rata share of the Beneficial Trust Interests, which Beneficial Trust Interests shall entitle the holders thereof to receive their pro rata share of the Liquidation Trust Assets. The amount of claim in this Class total $10,000,000.00. This Class will receive a distribution of 15 to 18% of their allowed claims. Class 8 is Impaired by the Plan. Effective Date distributions will be made from Cash on hand currently held by the Chapter 11 Trustee or from the Liquidation Trust Claim Reserve or the Professional Fee Claim Reserve. Distributions under the Plan on account of the Beneficial Trust Interest will be funded by the Liquidating Trust Assets. The Bankruptcy Court has set December 18, 2023 at 1:20 p.m. for the hearing for the confirmation of the Plan. The Bankruptcy Court has set December 11, 2023 at 5:00 p.m. as the deadline for filing and serving any objections to Confirmation of the Plan. A full-text copy of the First Amended Disclosure Statement dated October 15, 2023 is available at https://urlcurt.com/u?l=uhuMBl from PacerMonitor.com at no charge. Counsel for the Chapter 11 Trustee: Nathaniel T. DeLoatch, Esq. Eversheds Sutherland (US), LLP 999 Peachtree Street, NE, Suite 2300 Atlanta, GA 30309-3996 Telephone: 404.853.8175 Facsimile: 404.853.8806 Email: Nathanieldeloatch@eversheds-sutherland.com About Curepoint LLC Curepoint, LLC -- https://www.curepointcancer.com/ -- provides radiation treatment for cancer patients at its facility in Dublin, Ga. Curepoint filed a petition for Chapter 11 protection (Bankr. N.D. Ga. Case No. 22-56501) on Aug. 19, 2022, with between $1 million and $10 million in both assets and liabilities. Phillip Miles, designated officer, signed the petition. Judge Paul Baisier oversees the case. Will B. Geer, Esq., at Rountree, Leitman, Klein & Geer, LLC is the Debtor's counsel. David A. Wender was appointed as the Chapter 11 trustee in the Debtor's case. The trustee tapped Eversheds Sutherland (US), LLP as counsel and SOLIC Capital Advisors, LLC and SOLIC Capital, LLC as investment bankers. DIGICEL INTERNATIONAL: Chapter 15 Case Summary ---------------------------------------------- Three affiliates that concurrently filed voluntary petitions for relief under Chapter 15 of the Bankruptcy Code: Debtor Case No. ------ -------- Digicel International Finance Limited (Lead Case) 23-11625 Clarendon House, 2 Church Street Hamilton, HM 11 Bermuda Digicel Intermediate Holdings Limited 23-11626 Digicel Limited 23-11627 Business Description: Digicel provides mobile communications services, cable tv and broadband services, and ICT services to corporate clients, SME's, and governments. Chapter 15 Petition Date: October 12, 2023 Court: United States Bankruptcy Court Southern District of New York Judge: Hon. Martin Glenn Foreign Proceeding: Scheme of Arrangement under the Companies Act 1981, a Bermuda Statute, pending before the Supreme Court of Bermuda Foreign Representative: Lawrence Hickey Clarendon House, 2 Church Street Hamilton, HM 11 Bermuda Foreign Representative's Counsel: Timothy Graulich, Esq. Darren S. Klein, Esq. Stephen D. Piraino, Esq. Richard J. Steinberg, Esq. DAVIS POLK & WARDWELL LLP 450 Lexington Avenue New York NY 10017 Tel: (212) 450-4639 Tel: (212) 450-4000 Fax: (212) 701-5800 Email: timothy.graulich@davispolk.com Estimated Assets: Unknown Estimated Debt: Unknown Full-text copies of two of the Debtors' Chapter 15 petitions are available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/5B27WNI/Digicel_International_Finance__nysbke-23-11625__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/XTFTRWY/Digicel_Limited_and_Lawrence_Hickey__nysbke-23-11627__0001.0.pdf?mcid=tGE4TAMA DIOCESE OF OGDENSBURG: Panel Taps Berkeley as Financial Advisor --------------------------------------------------------------- The official committee of unsecured creditors appointed in the Chapter 11 case of The Roman Catholic Diocese of Ogdensburg, New York, seeks approval from the U.S. Bankruptcy Court for the Northern District of New York to employ Berkeley Research Group, LLC. The committee requires a financial advisor to: (a) assist in investigating the assets, liabilities, and financial condition of the Debtor; (b) assist the committee in the review of financial related disclosures required by the court or Bankruptcy Code; (c) analyze the Debtor's accounting reports and financial statements; (d) provide forensic accounting and investigations with respect to transfers of the Debtor's assets and recovery of property of the estate; (e) assist the committee in evaluating the Debtor's ownership interests of property alleged to be held in trust by the Debtor for the benefit of third parties and/or property alleged to be owned by non-debtor entities; (f) assist the committee in reviewing and evaluating any proposed asset sales and / or and other asset dispositions; (g) assist the committee in the evaluation of the Debtor's organizational structure; (h) assist the committee in evaluating the Debtor's cash management system; (i) assist the committee in the review of financial information that the Debtor may distribute to creditors and others; (j) attend at meetings and assist in discussions with the Debtor, the committee, the U.S. Trustee, and other parties in interest and professionals hired by the above-noted parties as requested; (k) assist in the review and/or preparation of information and analyses necessary for the confirmation of a plan, or for the objection to any plan filed in this case which the committee opposes; (l) assist the committee in its evaluation of the Debtor's solvency; (m) assist the committee with the evaluation and analysis of claims, and on any litigation matters; (n) analyze the flow of funds in and out of accounts the Debtor contends contain assets held in trust for others; (o) assist the committee with respect to any adversary proceedings that may be filed in the Debtor's case and provide such other services to the committee as may be necessary in this case. The hourly rates of the firm's professionals are as follows: Managing Director $725 - $1,130 Director & Associate Director $450 - $725 Professional Staff $225 - $450 Support Staff $150 - $225 In addition, the firm will seek reimbursement for expenses incurred. Matthew Babcock, director at Berkeley Research Group, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Matthew K. Babcock Berkeley Research Group, LLC 201 South Main Street, Suite 450 Salt Lake City, UT 84111 Telephone: (801) 321-0076 Facsimile: (801) 355-9926 Email: mbabcock@thinkbrg.com About The Roman Catholic Diocese of Ogdensburg The Diocese of Ogdensburg is a Latin Church ecclesiastical territory, or diocese, of the Catholic Church in the North Country region of New York State in the United States. It is a suffragan diocese in the ecclesiastical province of the Archdiocese of New York. Its cathedral is St. Mary's in Ogdensburg. The Diocese of Ogdensburg was founded on February 16, 1872. It comprises the entirety of Clinton, Essex, Franklin, Jefferson, Lewis and St. Lawrence counties and the northern portions of Hamilton and Herkimer counties. The current bishop is Terry Ronald LaValley. On July 17, 2023, the Roman Catholic Diocese of Ogdensburg sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.N.Y. Case No. 23-60507), with $10 million and $50 million in both assets and liabilities. Mark Mashaw, diocesan fiscal officer, signed the petition. Judge Patrick G. Radel oversees the case. Bond, Schoeneck & King, PLLC is the Diocese's bankruptcy counsel. Stretto, Inc., is the claims agent and administrative advisor. On August 11, 2023, the United States Trustee appointed an official committee of unsecured creditors in this Chapter 11 case. The committee tapped Pachulski Stang Ziehl & Jones LLP as its counsel and Berkeley Research Group, LLC as financial advisor. DNA SERVERS: Stephen Coffin Named Subchapter V Trustee ------------------------------------------------------ The Acting U.S. Trustee for Region 13 appointed Stephen Coffin, Esq., attorney at The Small Business Law Center, as Subchapter V trustee for DNA Servers, Inc. Mr. Coffin will be paid an hourly fee of $285 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Coffin declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Stephen D. Coffin, Esq. Attorney at Law, MBA The Small Business Law Center 2705 St. Peters-Howell Rd, Suite A St. Peters, MO 63376 Phone: (636) 244-5252 Fax: (636) 486-1788 Email: scoffin@tsblc.com About DNA Servers DNA Servers, Inc., doing business as Orange Computers, is a distributor of Dell and HP refurbished servers and accessories in Maryland Heights, Mo. The Debtor filed Chapter 11 petition (Bankr. E.D. Mo. Case No. 23-43588) on Oct. 5, 2023, with $135,700 in assets and $3,320,640 in liabilities. David Harris, Board Member, signed the petition. Judge Brian C. Walsh oversees the case. David M. Dare, Esq., at Herren, Dare & Streett represents the Debtor as legal counsel. EGAE LLC: Wins Interim Cash Collateral Access --------------------------------------------- The U.S. Bankruptcy Court for the District of Alaska authorized EGAE, LLC to use cash collateral on an interim basis in accordance with the budget, with a 20% variance. The Debtor requires the emergency use of cash collateral to continue its ongoing operations in the ordinary course of business, and in order to avoid disruption of such operations. MidCap Funding Investment X, LLC contends the Debtor is currently indebted to MidCap as of the petition date in the amount of $10.8 million. As partial adequate protection for the diminution of any interest that MidCap holds in prepetition Collateral as a result of the Debtor's use of Cash Collateral, MidCap is granted replacement liens in the Debtor's postpetition assets of the same kind, type, and nature as the Prepetition Collateral in which MidCap held any lien. Any Postpetition Lien in Postpetition Collateral granted will be in the same order, priority, validity and enforceability as any prepetition lien in Prepetition Collateral securing the claim of MidCap in the same type of assets. To the extent of any diminution in value of MidCap's interest in the Prepetition Collateral due to cash collateral use which is not otherwise protected by the Postpetition Lien granted, MidCap will retain its rights under section 507(b) of the Bankruptcy Code. During this emergency cash collateral period the Debtor will pay to MidCap a payment of $51,250, payable on November 5, 2023 and to be applied to accrued post-petition interest. The payment will not affect or waive the rights of MidCap to seek recovery of all default interest, fees, costs or other charges set forth in any Loan documents. The next interim hearing on the matter is set for November 14, 2023 at 9:30 a.m. A copy of the order is available at https://urlcurt.com/u?l=ItfXiI from PacerMonitor.com. The Debtor projects $62,608 in total monthly operating expenses. About EGAE, LLC EGAE, LLC owns and operates an apartment building in Anchorage, Alaska. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ala. Case No. 23-00169) on October 5, 2023. In the petition signed by Marc Marlow, manager, the Debtor disclosed up to $50 million in assets and up to $10 million in liabilities. Judge Gary Spraker oversees the case. John C. Smith, Esq., at Gerald K. Smith and John C. Smith Law Offices, PLLC, represents the Debtor as legal counsel. ELMWOOD HEIGHTS: Case Summary & Five Unsecured Creditors -------------------------------------------------------- Debtor: Elmwood Heights LLC 46 Main Street Monsey, NY 10952 Business Description: Elmwood Heights is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: October 20, 2023 Court: United States Bankruptcy Court Southern District of New York Case No.: 23-22775 Judge: Hon. Sean H. Lane Debtor's Counsel: Jonathan S. Pasternak, Esq. DAVIDOFF HUTCHER & CITRON LLP 605 Third Avenue 34th Floor New York, NY 10158 Tel: 212 557 7200 Fax: 212 286 1884 Total Assets: $3,000,250 Total Liabilities: $1,725,000 The petition was signed by Moty Schneck as manager. A full-text copy of the petition containing, among other items, a list of the Debtor's five unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/UARV65A/Elmwood_Heights_LLC__nysbke-23-22775__0001.0.pdf?mcid=tGE4TAMA ENVISION HEALTHCARE: BLSCI Fund Marks $1.1MM Loan at 77% Off ------------------------------------------------------------ Blackstone Long Short Credit Income Fund has marked its $1,173,438 loan extended to Envision Healthcare Corporation to market at $265,127 or 23% of the outstanding amount, as of June 30, 2023, according to BLSCI Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Long Short Credit Income Fund is a participant in a First Lien Term Loan (3M US SOFR + 4.25%) to Envision Healthcare Corporation. The loan matures on March 31, 2027. Blackstone Long Short Credit Income Fund is a closed-end fund that trades on the New York Stock Exchange under the symbol. Envision Healthcare Corporation provides health care services. The Hospital offers surgery, pharmacy, medical imaging, emergency care, and other related health care services. Envision Healthcare serves patients in the United States. EPV MERGER: Moody's Withdraws 'Caa2' CFR Amid Tuthill Transaction ----------------------------------------------------------------- Moody's Investors Service has withdrawn all ratings of EPV Merger Sub Inc., including the Caa2 corporate family rating and the Caa2-PD probability of default rating. The Caa1 rating on the senior secured multi-currency revolving credit facility, the Caa1 rating on the senior secured first lien term loan, and the Caa3 rating on the senior secured second lien term loan have also been withdrawn. The outlook has changed to rating withdrawn from negative. This rating action follows the completion of the acquisition by Tuthill Corporation on October 11, 2023. RATINGS RATIONALE Following the completion of the acquisition of EPV, all amounts outstanding under the $37.5 million multi-currency revolving credit facility, the $425 million senior secured first lien term loan and the $140 million senior secured second lien term loan have been redeemed in full. Consequently, Moody's has withdrawn the ratings of EPV. EPV Merger Sub Inc. (d/b/a EaglePicher Technologies) is a designer and developer of batteries, battery management systems and energy devices. The company's power systems products are mission-critical serving the aviation, space, and defense sectors. ESCALON MEDICAL: Posts $457K Net Income in FY Ended June 30 ----------------------------------------------------------- Escalon Medical Corp. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing net income of $456,826 on $12.18 million of net revenues for the year ended June 30, 2023, compared to net income of $18,081 on $10.70 million of net revenues for the year ended June 30, 2022. As of June 30, 2023, the Company had $5.31 million in total assets, $3.37 million in total liabilities, and $1.93 million in total stockholders' equity. Marlton, New Jersey-based Marcum LLP, the Company's auditor since 2010, issued a "going concern" qualification in its report dated Oct. 13, 2023, citing that the Company's historical recurring losses from operations and negative cash flows from operating activities raise substantial doubt about the Company's ability to continue as a going concern. Escalon stated, "To date, the Company's operations have not generated sufficient revenues to enable profitability. Through June 30, 2023, the Company had incurred historical recurring losses from operations and incurred negative cash flows from operating activities in prior years. For the fiscal year ending June 30, 2023, the Company generated net income from operations of $479,000 and generated cash inflow of $325,000 from operating activities. While the overall trend has been toward profitability, having just one year out of the last five of income, the question is whether the Company will keep the profitability trend and sales growth." A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/862668/000086266823000022/esmc-20230630.htm About Escalon Headquartered in Wayne, Pennsylvania, Escalon Medical Corp. operates in the healthcare market, specializing in the development, manufacture, marketing and distribution of medical devices for ophthalmic applications. EYECARE PARTNERS: Moody's Cuts CFR to 'Caa2', Outlook Negative -------------------------------------------------------------- Moody's Investors Service downgraded the ratings of EyeCare Partners, LLC ("ECP") including the Corporate Family Rating to Caa2 from B3, and the Probability of Default Rating to Caa2-PD from B3-PD. Moody's also downgraded the ratings on the senior secured first lien delayed draw term loan, senior secured first lien revolving credit facility and senior secured first lien term loan to Caa1 from B2, and the ratings on the senior secured second lien term loan to Ca from Caa2. The outlook maintained at negative. The ratings downgrade reflects Moody's expectation that ECP will maintain very high financial leverage and weak liquidity over the next 12 to 18 months. Moody's expects ECP's operating performance to be weak reflecting cost headwinds, some integration issues with recently acquired businesses and higher interest expenses. The expiry of interest rate hedges in October 2023 (which have been partly replaced) will contribute to increasing ECP's reliance on its revolver to fund its operations, in the absence of a material improvement in cash generation. As a result, Moody's views ECP's capital structure as increasingly unsustainable. Governance risk considerations are material to the rating action. ECP's governance risks are driven by the company's aggressive financial policies vis-à-vis very high financial leverage, weak liquidity and failure to generate positive free cash flow. RATINGS RATIONALE The Caa2 CFR reflects ECP's very high leverage and weak liquidity following an aggressive growth strategy and challenges to grow cash flow. The rating further reflects moderate geographic concentration in two states, Michigan and Missouri, which would make ECP more susceptible to an economic downturn. Moody's expects that leverage will remain very high and above 8x over the next 12-18 months as ECP will be challenged to grow earnings in the face of operational headwinds despite on-going cost savings initiatives. While large non-recurring expenses related to recent acquisitions and business improvement initiatives have declined, ECP's EBITDA remains heavily adjusted raising concerns about earnings quality. The rating is supported by favorable fundamentals for the vision care industry including ageing population, the growing prevalence of myopia and cataracts and the non-discretionary nature of vision correction. Moody's expects that ECP will maintain weak liquidity over the next 12-18 months with limited availability to its $200 million senior secured first lien revolving credit facility that matures in August 2026 due to very high leverage. Liquidity is further supported by roughly $20 million of cash as of June 30, 2023. Moody's expects that ECP will generate minimal positive cash flow in 2024. The Caa1 ratings for the company's senior secured first lien credit facilities are one notch higher than the Caa2 CFR. This reflects the level of junior capital provided by the second lien term loan in the company's capital structure. The Ca rating on the company's second lien term loan is two notches below the Caa2 CFR, reflecting its substantial subordination to the meaningful amount of secured debt in the company's capital structure. ECP's CIS-5 (previously CIS-4) indicates that the rating is lower than it would have been if ESG risk exposures did not exist and that the negative impact is more pronounced than for issuers scored CIS-4. Primary drivers of the CIS-5 include social risk exposures (S-4) and governance risks (G-5, previously G-4). ECP is exposed to customer relations, human capital and responsible production. As a provider of eye care services, ECP encounters reputational risk and is exposed to labor cost inflation. Governance risk (G-5, previously G-4) considerations include ECP's aggressive debt-funded expansion strategy under private equity ownership which has led to very high leverage and a weak liquidity profile. The negative outlook reflects the risks of further headwinds adversely affecting the business over the next 12-18 months and the company's limited financial flexibility. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS ECP's ratings could be downgraded if operating performance and liquidity further deteriorate. Ratings could also be downgraded if prospects for a distressed exchange or a default were to increase. The ratings could be upgraded if ECP demonstrates significant improvement in the company's liquidity, with a track record of positive free cash flow generation and a lower reliance on external financing. The ratings could also be upgraded if ECP demonstrates strong operating performance, with growing cash EBITDA. Interest coverage, defined as EBITA/Interest Expense, sustained over 1x could result in a ratings upgrade. EyeCare Partners, LLC, headquartered in St. Louis, Missouri, is the largest medically-focused eye care services provider. EyeCare Partners, LLC is vertically integrated, providing optometry, ophthalmology and retail products. EyeCare Partners, LLC has more than 700 locations across 18 states. For the LTM June 30, 2023 period, EyeCare Partners, LLC generated roughly $1.7 billion of revenues. EyeCare Partners, LLC is owned by Partners Group. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. FEDNAT HOLDING: Exclusive Solicitation Period Extended to Nov. 6 ---------------------------------------------------------------- Judge Peter D. Russin of the U.S. Bankruptcy Court for the Southern District of Florida further extended the exclusive period during which FedNat Holding Co. and its affiliates may solicit acceptances of a plan filed within their exclusive filing period to November 6, 2023. FedNat Holding Co. and its affiliates are represented by: Shane G. Ramsey, Esq. NELSON MULLINS RILEY & SCARBOROUGH LLP 150 Fourth Avenue, North, Suite 1100 Nashville, TN 37219 Tel: (615) 664-5355 Email: shane.ramsey@nelsonmullins.com About Fednat Holding Company FedNat Holding Co. -- https://www.fednat.com/ -- is a regional insurance holding company in Sunrise, Fla., which controls substantially all aspects of the insurance underwriting, distribution and claims processes through subsidiaries and contractual relationships with independent and general agents. It is not an insurance carrier and does not issue insurance policies. Rather, FedNat provides agency, underwriting and policy holder services to its insurance carrier clients. Its business is comprised of two primary components: underwriting and claims processing. FedNat and its affiliates filed petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 22-19451) on Dec. 11, 2022. In the petition filed by its manager, Mark Allen, FedNat reported assets between $10 million and $50 million and liabilities between $100 million and $500 million. Judge Peter D. Russin oversees the cases. The Debtors tapped Shane G. Ramsey, Esq., at Nelson Mullins Riley & Scarborough, LLP, as legal counsel and Aprio, LLP, as tax preparer. The U.S. Trustee for Region 21 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped Pachulski Stang Ziehl & Jones, LLP, as lead bankruptcy counsel; Bast Amron, LLP as local counsel; and AlixPartners, LLP, as financial advisor. FGV FRESNO: Amends Unsecureds & Several Secured Claims Details -------------------------------------------------------------- FGV Fresno LP, submitted a First Amended Disclosure Statement describing First Amended Chapter 11 Plan dated October 16, 2023. The Plan contemplates that the Debtor will administer its assets and distribute the proceeds and funds on hand to its Creditors on account of Allowed Claims and Interest Holders in accordance with the priorities set forth in the Bankruptcy Code. Prior to confirmation of the Plan, Debtor will select one of three options with respect to the Property: (1) sell the Property with closing to be within 90 days of the Effective Date; (2) enter into a joint venture agreement with a third party for the development of the Property that will involve a cash-out refinance on the Property which will close within 90 days of the Effective Date; or (3) develop the Property and obtain a cash-out refinance on the Property which will close within 90 days of the Effective Date. The proceeds from one of the transactions will be used to fund the payments under the Plan. Debtor presently has two offers for the purchase of the Property which it is still reviewing and making revisions to the terms. Class 1 consists of the Secured Claim of Fresno County Tax Collector. The Secured Claim in this Class will be paid in full on its Allowed Claim within 90 days of the Effective Date once the sale, cashout refinance or joint venture of the Property has closed. Class 2 consists of the Secured Claim of United Security Bank. The Secured Claim in this Class is subject to bona fide dispute. The Holder of the Class 2 Claim will be paid in full on its Allowed Claim within 90 days of the Effective Date once the sale, cashout refinance or joint venture of the Property has closed. Class 4 consists of All General Unsecured Claims that are not Administrative Claims or Priority Claims. Allowed General Unsecured Claims will be paid in full on their Allowed Claims within 90 days of the Effective Date once the sale, cashout refinance or joint venture of the Property has closed. If a Class 4 Claim is disputed on the Effective Date, then pending resolution of the dispute by a Final Order, the Debtor will reserve sufficient funds to pay the Disputed Claim as agreed or as ordered by the Court. Once the dispute is resolved by a Final Order, the Debtor will make a Distribution on account of the Allowed Class 4 Claim in accordance with the treatment described. If Debtor (1) fails to make any payment required under this Plan, or (2) fails to perform any other obligation required under this Plan for more than 14 days after the time specified in this Plan, or (3) performs any act that is inconsistent with the terms of this Plan, then a holder of an Allowed Class 4 Claim may file and serve upon Debtor and Debtor's attorney a written notice of default at their most recent address(es) listed in this Case. Debtor is in material default under this Plan if Debtor fails within 21 days after service of that notice of default, plus an additional 3 days if served by mail, either to cure the default or obtain from the court an extension of time to cure the default or a determination that no material default occurred. Funding for the Plan shall come from the Debtor's sale, joint venture or cash-out refinance of the Property and from collection on the Litigation Claims. The Distributions to creditors under the Plan will be funded primarily from the following sources: (a) the Debtor's cash on hand on the Effective Date, (b) the net proceeds from the collection on the Litigation Claims, if any; (3) and the net proceeds (after payment of broker's commissions, escrow fees and other costs of sale) from the disposition of the Property which Debtor anticipates closing within 90 days of the Effective Date. Debtor anticipates that the net proceeds from the disposition of the Property will be sufficient to pay off all Creditors the amount of their Allowed Claims in full. A full-text copy of the First Amended Disclosure Statement dated October 16, 2023 is available at https://urlcurt.com/u?l=u2BcYv from PacerMonitor.com at no charge. Attorney for the Debtor: Robert P Goe, Esq. Goe Forsythe & Hodges, LLP 17701 Cowan, Suite 210 Irvine, CA 92614 Telephone: (949) 798-2460 Facsimile: (949) 955-9437 Email: rgoe@goeforlaw.com About FGV Fresno FGV Fresno LP, a limited partnership in Irvine, Calif., is primarily engaged in renting and leasing real estate properties. FGV Fresno filed its voluntary petition for Chapter 11 protection (Bankr. C.D. Cal. Case No. 23-10170) on Jan. 31, 2023, with $10 million to $50 million in assets and $1 million to $10 million in liabilities. Judge Scott C. Clarkson oversees the case. The Debtor tapped Robert P Goe, Esq., at Goe Forsythe & Hodges, LLP as legal counsel. GLOBAL MEDICAL: Blackstone Fund Marks $1.7MM Loan at 43% Off ------------------------------------------------------------ Blackstone Long Short Credit Income Fund has marked its $1,783,049 loan extended to Global Medical Response, Inc to market at $1,011,880 or 57% of the outstanding amount, as of June 30, 2023, according to BLSCI Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Long Short Credit Income Fund is a participant in a First Lien 2018 New Term Loan (1M US SOFR + 4.25%, 1.00% Floor) to Global Medical Response, Inc. The loan matures on March 14, 2025. Blackstone Long Short Credit Income Fund is a closed-end fund that trades on the New York Stock Exchange under the symbol BGX. Global Medical Response Inc and GMR Buyer Corp provide emergency air medical services. GLOBAL MEDICAL: Blackstone Fund Marks $224,587 Loan at 43% Off -------------------------------------------------------------- Blackstone Long Short Credit Income Fund has marked its $224,587 loan extended to Global Medical Response, Inc to market at $127,453 or 57% of the outstanding amount, as of June 30, 2023, according to BLSCI Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Long Short Credit Income Fund is a participant in a First Lien 2020 Refinancing Term Loan (1M US L + 4.25%, 1.00% Floor) to Global Medical Response, Inc. The loan matures on October 2, 2025. Blackstone Long Short Credit Income Fund is a closed-end fund that trades on the New York Stock Exchange under the symbol BGX. Global Medical Response Inc and GMR Buyer Corp provide emergency air medical services. GLOBAL MEDICAL: BSCTF 2027 Marks $5.4MM Loan at 43% Off ------------------------------------------------------- Blackstone Strategic Credit 2027 Term Fund has marked its $5,483,056 loan extended to Global Medical Response, Inc to market at $3,111,634 or 57% of the outstanding amount, as of June 30, 2023, according to BSCTF 2027's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Strategic Credit 2027 Term Fund is a participant in a First Lien 2018 New Term Loan (1M US SOFR + 4.25%, 1.00% Floor) to Global Medical Response, Inc. The loan matures on March 14, 2025. Blackstone Strategic Credit 2027 Term Fund is a closed-end term fund that trades on the New York Stock Exchange under the symbol BGB. BGB has a limited term and will dissolve on or about September 15, 2027, absent shareholder approval to extend such term. Global Medical Response Inc and GMR Buyer Corp provide emergency air medical services. GORDIAN MEDICAL: Moody's Cuts CFR to 'Ca', Outlook Stable --------------------------------------------------------- Moody's Investors Service downgraded Gordian Medical, Inc.'s Corporate Family Rating to Ca from Caa1 and the Probability of Default Rating to Ca-PD from Caa1-PD. Moody's also downgraded the senior secured 1st lien bank credit facility ratings to Ca from Caa1. The outlook is maintained stable. The downgrade reflects the very high likelihood of a restructuring of Gordian's capital structure due to high debt burden relative to the company's earnings capacity. This also reflects headwinds currently faced by Gordian including challenges to grow earnings because of market share losses in its post-acute care business. The company's post-acute revenue has decreased due to an increasing proportion of seniors switching to Medicare Advantage (MA). As a result, Moody's expects leverage to remain very high, above 10x over the next 12-18 months. In addition, Moody's expects liquidity to be weak due to on-going cash burn from the current high interest rate environment, absent a significant recovery in earnings. Social and governance risk considerations are material to the rating action. Gordian faces material exposure to social risk reflecting the high reliance on Medicare and Medicare Advantage and the accompanying need to maintain proper controls and compliance procedures in order to receive reimbursement. The company has been the subject of several audits by the CMS. In response, the company changed its selection of products which had a negative impact on the company's operating performance. Governance risk considerations include the company's aggressive financial policies. The company has experienced pressures on liquidity resulting from the settlement of pre-acquisition liabilities and is currently seeking remediation from the previous sponsor who still holds 30% of the company's debt via seller notes. RATINGS RATIONALE Gordian Medical, Inc.'s Ca CFR reflects the high likelihood of a default due to weak liquidity, very high financial leverage and weakening operating performance. Moody's expects that the company's leverage will remain above 10x over the next 12 to 18 months, absent a restructuring of its capital structure. It also reflects the company's modest scale and narrow business focus on wound care treatment in two primary settings, Skilled Nursing Facilities ("SNFs") and wound clinics. Gordian has some payor concentration with Medicare accounting for approximately one-third of revenue. Furthermore, Moody's does not expect Gordian to generate positive free cash flow (after interest payment) in 2023 and 2024 due to a significantly higher interest rate environment coupled with weakening post-acute business. The rating is supported by favorable fundamentals for the wound care industry including an ageing population and growing incidence of chronic illnesses. The stable outlook reflects Moody's expectation that credit metrics will remain weak and that the company's capital structure is unsustainable, which increases the risk of a future distressed exchange transaction or default. Moody's expects that Gordian will rely on its $40 million revolving credit facility, of which only $14 million is available due to leverage constraint. This facility, which was drawn $5 million as of June 30, 2023, matures in 2026 and has a springing First Lien Net Leverage Covenant of 4.75x when the facility is over 35% drawn. Given the company's current high leverage profile, Gordian would fail the covenant test if trigged. Gordian has interest rate exposure as its first lien bank debt is based on SOFR. Alternative sources of liquidity are limited as substantially all assets are pledged. The rating of the senior secured credit facilities is in line with the CFR at Ca due to the company's weak recovery prospects. The rest of the capital structure is comprised of an unrated $32 million Unsecured Seller Note and a $73 million unrated Subordinated Seller Deferred Consideration. Gordian's CIS-5 score indicates that the rating is materially lower than it would have been if ESG exposures did not exist and the negative impact is more pronounced than for issuers scored CIS-4. The company has significant exposure to governance risk considerations (G-5) reflecting an aggressive financial policy, including an appetite for very high leverage. Turning to social risk (S-5, previously S-4), Gordian's exposure stems from demographic and societal trends, customer relations and human capital. This reflects Gordian's high reliance on Medicare and the need to maintain proper controls and compliance procedures to avoid any dispute with CMS which can be costly. The company has experienced a reduction in earning caused by an increasing proportion of seniors switching to Medicare Advantage (MA) which has lower reimbursement rates. The company is also exposed to labor shortages and cost inflation as it uses skilled healthcare labor force. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Although unlikely in the near term, an upgrade would require a reduction in the likelihood of default and sustained improvement in operating performance and liquidity such that it would allow the company to reduce leverage, Moody's-adjusted debt/EBITDA, to a more sustainable level. The ratings could be downgraded if the company defaults or if the prospects for recovery further decline. Gordian Medical, Inc. is a provider of wound care management in acute and post-acute settings. Gordian's post-acute business is a provider of wound care management supplies and related clinical education services to SNFs. The company's acute segment partners with health systems to build and operate outpatient wound healing facilities. Gordian generates revenue of approximately $220 million. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. GRACE YOUTH: Unsecureds Will Get 100% of Claims in Plan ------------------------------------------------------- Grace Youth and Family Foundation filed with the U.S. Bankruptcy Court for the Western District of Pennsylvania a Small Business Chapter 11 Plan dated October 16, 2023. The Debtor is a Pennsylvania non-profit organization that was established by William Halle. The Debtor operates a non-profit business which purpose is to provide outreach to youth, through youth education and development programming. The Debtor also provided a cafe at which the youth could work. The Debtor owned several buildings in Butler, Pennsylvania, at which it operated. In addition to the operations, the Debtor owns a parking lot that it leases to the public to help support its ongoing operations. The Debtor has experienced financial distress in large part due to the effects of COVID-19 and its inability to provide certain services during the pandemic, as well as through lack of funding and donations which occurred during the pandemic. Additionally, First Commonwealth Bank commenced foreclosure proceedings against the Debtor. The Debtor received approval to sell its Property located at 100 Center Avenue. As of the date of this Plan, the sale has not closed. The sale price was $375,000.00. The proceeds will satisfy the secured claim of First Commonwealth Bank, as well as other secured claims, and provide funding toward the payment of administrative expenses. The Plan proposes to pay administrative and priority claims in full unless otherwise agreed. The Debtor estimates 100% will be paid on account of general unsecured claims pursuant to the Plan. The insider claims of William Halle will be subordinated to the claims of all other creditors. Class 4 consist of the following undisputed general unsecured claims: Discover Card ($12,705.47); PNC Bank Credit Card ($9850.04); Synchrony Bank ($16,500); William M. Halle (son of founder) ($5,000.00); Internal Revenue Service ($300.00); and West Penn Power ($1,402.93). This Class of creditors will be paid in full from the sale of Debtor's Property after payment of claims of higher priority. Class 5 consist of disputed general unsecured claims. The claim was identified as disputed, unliquidated or contingent in the Debtor's schedules and no proof of claim has been filed: Bessor Brook in the amount of $28,742.00. No payment will be made to this class. To the extent that a claimant is deemed to have a valid claim, they will be treated in accordance with the treatment of Creditor Class 7. Class 6 includes the claim of William M. Halle, founder of the Debtor, for $350,000.00. This claim will be subordinated to all other claims of the Debtor and only paid if sufficient funds exist to pay it. The Debtor reserves the right to object to this claim. This claim will be subordinated to all prior class claims except the claim of Class 5. The Plan will be funded through ongoing disposable income generated by continued business operations. The Debtor anticipates that it has sufficient revenue and resources in which to make the Plan payments required hereunder. Said revenue will be derived from sales of property and continued business operations. A full-text copy of the Chapter 11 Plan dated October 16, 2023 is available at https://urlcurt.com/u?l=i0vtRj from PacerMonitor.com at no charge. Debtor's Counsel: David L. Fuchs, Esq. Fuchs Law Office, LLC 554 Washington Avenue, First Floor Carnegie, PA 15106 Phone: (412) 223-5404 Fax: (412) 223-5406 Email: dfuchs@fuchslawoffice.com About Grace Youth Grace Youth and Family Foundation operates a non-profit business which purpose is to provide outreach to youth, through youth education and development programming. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 23-21068) on May 18, 2023, with as much as $50,000 in assets and $500,001 to $1 million in liabilities. William Krieger, managing director at Gleason, has been appointed as Subchapter V trustee. Judge Deller oversees the case. The Debtor is represented by David L. Fuchs, Esq., at Fuchs Law Office, LLC. GRUPO HIMA: Gets OK to Sell Assets to FIMC for $7-Mil. ------------------------------------------------------ Grupo Hima San Pablo, Inc. and its affiliates received court approval to sell assets to Fajardo Integrated Medical Center, LLC. In his order, Judge Enrique Lamoutte Inclan of the U.S. Bankruptcy Court for the District of Puerto Rico held that Fajardo is a "good faith purchaser." "The approval of the sale to Fajardo Integrated Medical Center, LLC through the stalking horse asset purchase agreement is considered to be deemed fair and reasonable and in the best interests of the [companies'] estates," the bankruptcy judge said. Fajardo made a cash offer of $7 million for the assets, which consist of real and personal properties owned, leased or used in connection with the businesses of Grupo Hima San Pablo's affiliates, Centro Medico Del Turabo, Inc. and HIMA San Pablo Properties, Inc. The assets include the Hima Fajardo Hospital, a general medical and surgical facility in Fajardo, P.R. They were sold to Fajardo "free and clear" of all liens, claims, and encumbrances. The companies previously put the assets up for bidding and scheduled a Sept. 14 auction, with Fajardo's $7 million offer serving as the stalking horse bid. However, no additional qualified bid was received by the companies prior to the Sept. 11 bid deadline. About Grupo Hima San Pablo Grupo HIMA San Pablo, Inc. serves as a diversified healthcare services holding company pursuant to a corporate reorganization of several businesses related by common ownership. Through its subsidiaries and affiliates, Grupo HIMA San Pablo primarily owns and operates hospital facilities and other healthcare related businesses. As of August 2023, the HIMA GROUP operates four hospitals, with over 1,200 licensed beds, including an Oncological Hospital, a multi-specialty physician practice management company, Home Care Service (including infusion therapies and wound care), a free-standing ambulatory center and a 16-ambulance service company. Grupo HIMA San Pablo and its affiliates filed Chapter 11 petitions (Bankr. D. P.R. Lead Case No. 23-02510) on Aug. 15, 2023. In the petition signed by its chief executive officer, Armando J. Rodriguez-Benitez, Grupo HIMA San Pablo disclosed $500 million to $1 billion in assets and $100 million to $500 million in liabilities. Judge Enrique S. Lamoutte Inclan oversees the cases. Wigberto Lugo Mender, Esq., at Lugo Mender Group, LLC and Pietrantoni Mendez & Alvarez, LLC serve as the Debtors' bankruptcy counsel and special counsel, respectively. The U.S. Trustee for Region 21 appointed an official committee of unsecured creditors on Sept. 7, 2023. Porzio, Bromberg & Newman, P.C. is the committee's legal counsel. Edna Diaz De Jesus is the patient care ombudsman appointed in the Debtors' Chapter 11 cases. GWD INC: Wins Cash Collateral Access Thru Jan 2024 -------------------------------------------------- The U.S. Bankruptcy Court for the District of Colorado authorized GWD, Inc. d/b/a American Overhead Door to use cash collateral on a final basis in accordance with the budget, through January 31, 2024. Prior to the Petition Date, Debtor and Zions Bancorporation N.A. dba Vectra Bank Colorado entered into (a) the Business Loan Agreement dated May 20, 2021, evidenced by a Promissory Note in a principal amount of $100,000, (b) and the Business Loan Agreement dated May 20, 2021, evidenced by a Promissory Note of the same date with a principal amount of $155,007 with the Bank. Pre-petition, on June 21, 2021, the Bank recorded its UCC-1 Financing Statement, perfecting its interest in substantially all of the Debtor's assets. Vectra has three loans with the Debtor that are covered by the UCC-1 filing, which total approximately $900,000. As of the Petition Date, the Secured Obligations owed to the Bank totaled no less than $256,813. Bank is granted, to the extent of the diminution in value of the Prepetition Liens in the Prepetition Collateral from and after the Petition Date, the following: (a) Each month, the Debtor will pay $3,326, which amount constitutes the regular monthly payments required under the Loan Agreements. Payments must be received by Bank on or before the 10th day of each month. In addition, Debtor pledges to stay current on all rent for its business location at 4336 N. Nevada Street, Colorado Springs, Colorado, where the Cash Collateral is located. (b) As of the Petition Date, the Bank is granted valid, enforceable, unavoidable and fully perfected replacement liens and security interests in all prepetition and postpetition assets and property of the Debtor whether now existing or hereafter acquired or arising, and wherever located. (c) the Bank is granted superpriority administrative expense claims against the Debtor's estate to the extent that the Adequate Protection Liens do not adequately protect against the diminution in value of the Prepetition Collateral, if any, which Superpriority Claims, will have priority in payment over any and all administrative expenses of the kinds specified or ordered pursuant to any provision of the Code. These events constitute an "Event of Default": (a) The failure by Debtor to comply with any of the material terms or conditions of the Final Order, including, without limitation, the failure by Debtor to comply with the Approved Budget; (b) Without the prior written consent of Bank, the appointment of a Chapter 11 trustee or examiner; (c) Without the prior written consent of Bank, the issuance to a taxing authority or the granting of a motion seeking to grant a third party a security interest or lien upon all or part of any property of Debtor that has a priority which is senior to, or equal with, Bank's Prepetition Liens or the Adequate Protection Liens in all or any portion of such property; (d) Without the prior written consent of Bank, the granting by the Court of a motion for relief from the automatic stay in favor of any party, other than Bank, with respect to any material portion of the Prepetition Collateral or Postpetition Collateral; or (e) The conversion of this case to a case under Chapter 7 of the Code; (f) Without the prior written consent of Bank, the granting of any motion to amend or modify the terms of the Final Order. A copy of the court's order and the Debtor's budget is available at https://urlcurt.com/u?l=Zx7gnC from PacerMonitor.com. The Debtor projects total expenses, on a monthly basis, as follows: $149,390 for October 2023; $155,290 for November 2023; and $161,190 for December 2023. About GWD Inc. GWD Inc. is an independent, non-franchise overhead door dealer in Southern Colorado. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 23-14137) on September 14, 2023. In the petition signed by Gary Dejong, president, the Debtor disclosed $748,024 in assets and $3,089,574 in liabilities. Judge Kimberley H. Tyson oversees the case. Jonathan M. Dickey, Esq., at Kutner Brinen Dickey Riley PC, represents the Debtor as legal counsel. HALO BUYER: $260MM Bank Debt Trades at 25% Discount --------------------------------------------------- Participations in a syndicated loan under which Halo Buyer Inc is a borrower were trading in the secondary market around 75 cents-on-the-dollar during the week ended Friday, October 20, 2023, according to Bloomberg's Evaluated Pricing service data. The $260 million facility is a Term loan that is scheduled to mature on June 28, 2025. The amount is fully drawn and outstanding. Halo Buyer, Inc. operates as an advertising company. The Company provides promotional products and services. Halo Buyer serves customers worldwide. HARRINGTON ESTATES: Claims to be Paid from Funding or Property Sale ------------------------------------------------------------------- Harrington Estates, LLC, filed with the U.S. Bankruptcy Court for the Central District of California an Original Disclosure Statement in support of Chapter 11 Plan dated October 16, 2023. Harrington Estates LLC is a single asset real property entity formed for the purpose of holding title to the real property located at 830 Harrington Road, Glendale, CA 91207, Los Angeles County ("Property"). It is the borrower on the loan that was pending foreclosure by Eagle Capital LP. The managing member of Harrington Estates is Anthony C. Burrell, who, along with his family reside in the Property. The chapter 11 was filed for the purpose of staying the foreclosure sale that was set for July 19, 2023. At the time of the filing, the Property was still under construction; however, it is more than substantially completed, it is pending final inspections for fire sprinklers installed on the property, landscaping, and some minor interior finishes. The estimated costs to complete the construction necessary for the final inspection and Certificate of Occupancy is about $106,000 and to complete all aesthetics for the home, another approximate $132,000. This is, ultimately, either a reorganization with substantial payments to unsecured creditors or a liquidating plan. In other words, Debtor seeks to accomplish payments under the Plan by either securing third party funding or by selling the Property that is the sole property of the estate from which proceeds may be derived to pay creditors under the Plan. The Effective Date of the proposed Plan is 30 days after the earlier of (1) the eleventh day following entry of an order confirming Debtors' Plan, or (2) the entry of a final nonappealable order confirming Debtors' Plan. The Plan provides for three alternatives: (A) third-party funding equal to the amount necessary to effectuate this Plan, including payment of Eagle Capital's interest to the extent it is secured, with wholly unsecured claimants receiving 35% of their claims upon the Effective Date for a total payout upon the Effective Date of $2,822,603, and with wholly unsecured claimants receiving 50% of the remaining balance of their claim upon issuance of the Certificate of Occupancy; (B) third-party funding sufficient to enable Debtor to have the necessary funding to effectuate completion of the Property to maximize its value for sale, where depending up the sales proceeds, Eagle Capital will be paid its security interest as ordered by the Court, with Escrow paying administrative claims, Property Taxes and Costs of Closing. From the net proceeds, the third-party investor will be paid 60% of those net sale proceeds and general unsecured creditors paid from the remaining balance of the net sale proceeds; or, (3) sale of the Property "As Is" to close the matter out more quickly, the consequence of which is after Costs of Closing and payment of Administrative Expenses, Eagle Capital is paid to the extent of its security interest valued by order of the court and general unsecured creditors are likely paid nothing. The Debtor's Plan is premised upon the valuation of the Property "As Is" and the adjudication of the senior lender's interest as "undersecured," meaning that to the extent of the valuation of the Property, the senior lender will be secured and to the extent its claim exceeds the value of the Property, the remainder of its claim will be treated as unsecured and separately classified as such. Once the Property is valued and the interests of the lienholders, Debtor will pursue funding for the completion of the Property, while also pursuing a sale of the Property in an "As Is" condition. Should funding be approved upon a Court order and the Property completed with the City of Burbank issuing a Certificate of Occupancy, the listing price will be adjusted to reflect a revised "As Is" condition; however, the treatment of the lienholders will not be changed, unless stipulations are entered into with each of them to approve a different treatment and consent for the Debtor's Plan. A full-text copy of the Disclosure Statement dated October 16, 2023 is available at https://urlcurt.com/u?l=S9Gq27 from PacerMonitor.com at no charge. Attorneys for Debtor: Louis J. Esbin, Esq. Law Offices of Louis J. Esbin 27451 Tourney Road, Suite 120 Valencia, CA 91355 Tel: 661-254-5050 Fax: 661-254-5252 Email: Louis@Esbinlaw.com About Harrington Estates Harrington Estates, LLC is a single asset real estate (as defined in 11 U.S.C. Section 101(51B)). The company is based in Glendale, Calif. Harrington Estates filed voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-14462) on July 18, 2023, with $1 million to $10 million in both assets and liabilities. Anthony C. Burrell, chief executive officer, signed the petition. Judge Julia W. Brand presides over the case. Louis J. Esbin, Esq., at the Law Offices of Louis J. Esbin represents the Debtor as counsel. HBL SNF: No Patient Care Concern, 8th PCO Report Says ----------------------------------------------------- Joseph Tomaino, the court-appointed patient care ombudsman, filed with the U.S. Bankruptcy Court for the Southern District of New York his eighth report regarding the quality of patient care provided at HBL SNF, LLC's nursing facility in White Plains, N.Y. The report contains the PCO's findings from his visit to the White Plains facility on July 21, Aug. 24 and Sept. 28 during which he toured the facility and interviewed several patients, staff, and administration. The PCO interviewed several nurses and certified nursing assistants and they related that supplies were being provided, and that staffing is adequate. The director of social work was interviewed, and she related that since the last PCO visit, there were no complaints related to the bankruptcy. On Aug. 17, the PCO received a complaint and interviewed the family of a former patient of the facility. It was related by the complainant that the patient had fallen at home almost a year ago and was taken to White Plains Hospital where her fractured hip was surgically repaired. She explained that there is a disconnect between what management explained or instructed and what staff did. In addition, as the patient was no longer in the facility, it was not possible for the PCO to visit her and due to the time lapse, it would be difficult to investigate. The PCO explained to complainant that these issues were of staff and management performance and not directly related to the bankruptcy and that the Department of Health is the appropriate investigative agency who needs to be notified and would be able to review patient records. The PCO noted that there appears to be no difficulty currently meeting payroll obligations nor with obtaining supplies, medications and vendor services. There are no reported or observable staffing, medical records or quality of care issues. HBL SNF and management have been cooperative and communication with the PCO appears to be transparent. A copy of the eighth ombudsman report is available for free at https://urlcurt.com/u?l=zuAXLU from Omni Agent Solutions, claims agent. About HBL SNF HBL SNF, LLC, doing business as Epic Rehabilitation and Nursing at White Plains, operates a 160-bedroom skilled nursing and rehabilitation facility located at 120 Church St., White Plains, N.Y. The facility, which opened in late 2019, provides an array of healthcare services, including neurological, respiratory, orthopedic, occupational, psychiatric, and many other medical and rehabilitative services. HBL SNF filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 21-22623) on Nov. 1, 2021, with $9,131,311 in total assets and $20,128,876 in total liabilities. Heidi J Sorvino, Esq., at White and Williams, LLP serves as Subchapter V trustee. Judge Sean H. Lane oversees the case. The Debtor tapped Klestadt Winters Jureller Southard & Stevens, LLP as bankruptcy counsel; Michelman & Robinson, LLP as special litigation counsel; and HMM CPAs, LLP as accountant. Joseph J. Tomaino, the patient care ombudsman appointed in the case, is represented by SilvermanAcampora, LLP. HCIC HOLDINGS: Joli Lofstedt Named Subchapter V Trustee ------------------------------------------------------- The U.S. Trustee for Region 11 appointed Joli Lofstedt, Esq., as Subchapter V trustee for HCIC Holdings LLC. Ms. Lofstedt, a practicing attorney in Louisville, Colo., will be paid an hourly fee of $350 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Lofstedt declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Joli A. Lofstedt, Esq. P.O. Box 270561 Louisville, CO 80027 Phone: (303) 476-6915 Fax: (303) 604-2964 Email: joli@jaltrustee.com About HCIC Holdings HCIC Holdings, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Colo. Case No. 23-14505) on Oct. 4, 2023, with $1 million to $10 million in both assets and liabilities. Greg Harrington, manager, signed the petition. Judge Kimberley H. Tyson oversees the case. K. Jamie Buechler, Esq., at Buechler Law Office, LLC represents the Debtor as bankruptcy counsel. HORIZON HOUSE: Fitch Lowers IDR to 'BB+', Outlook Stable -------------------------------------------------------- Fitch Ratings has downgraded the Issuer Default Rating (IDR) and the rating on the following bonds issued by Washington State Housing Finance Commission on behalf of Horizon House to 'BB+' from 'BBB'. - $75 million nonprofit housing revenue and revenue refunding bonds (Horizon House Project), series 2017. The Rating Outlook is Stable. Entity/Debt Rating Prior ----------- ------ ----- Horizon House (WA) LT IDR BB+ Downgrade BBB Horizon House (WA) /General Revenues/1 LT LT BB+ Downgrade BBB The rating downgrade to 'BB+' reflects Fitch's expectation that Horizon House will replace its aging west tower with a sizeable new tower project as part of its long-range capital plan. As envisioned, the project will resolve concerns around flagging demand in the aging central and east towers, and strategically reposition the community for long-term success. In the short term, the project will pressure cash to adjusted debt below acceptable levels for an investment grade rating, and also increase operating pressure and add execution risk. Given the extended time horizon (estimated 10 years until stabilization) and magnitude of additional debt required to fund tower construction (several hundred million), Fitch has downgraded Horizon House below investment grade to reflect the significant debt and near-term risks associated with the project. However, successful execution of the project longer term is expected to be accretive to the community. Additionally, inaction regarding the aging towers would likely lead to incremental deterioration in Horizon House's revenue defensibility. Horizon House has not yet begun preselling units but has collected over 100 priority deposits in three months, indicating robust demand for the project. Financing is expected in late 2025 with construction completion in mid-2029 and stabilization in 2033. The Stable Outlook reflects Fitch's expectation that Horizon House can issue sufficient long-term debt at the 'BB+' rating for the project and successfully reposition the community. The expansion is in the design phase and project financing and construction have not been board approved. Therefore, significant changes to scope or timing may affect the rating. SECURITY The bonds are secured by a pledge of gross revenues and certain mortgaged property of the obligated group. There is no debt service reserve funds associated with the bonds. KEY RATING DRIVERS Revenue Defensibility - 'a' Unique Product in a Competitive Market Horizon House is a single-site life plan community (LPC) with historically strong demand and favorable area demographic trends. Rate and fee increases occur regularly, which supports Fitch's midrange pricing flexibility assessment. Entrance fees range from $49,000 to $1.6 million, underscoring the community's mission to attract residents from across the socio-economic spectrum. The resulting diversity and subsequent resident engagement differentiate Horizon House from its many competitors. Furthermore, Horizon House's favorable location in Seattle's First Hill neighborhood, adjacent to downtown, attracts residents from outside the primary market area. Independent living unit (ILU) occupancy generally exceeded 95% prior to the pandemic, and has softened to an adequate 89% at quarter-end June 30, 2023. Management attributes the IL occupancy decline to its aging central and east towers which are less desirable than the newer towers due to structural limitations (e.g. lack of air conditioning). All marketing efforts for the west tower have stopped and preparations are underway to relocate all west tower residents by mid-2025 before the demolition; 13 of the 41 residents have committed to alternate accommodation within the existing campus. The new tower will increase Horizon House's most desirable inventory while eliminating the challenges of the aging tower. Historically, occupancy in the assisted living units (ALUs) and memory care units (MCUs) has been near 80%. Horizon House does not have any skilled nursing facility (SNF) beds and meets their residents' needs by offering higher-acuity assisted living and memory support. Operating Risk - 'bb' Expectations for Weaker Operating Metrics The elevated debt associated with the project is expected to significantly weaken Horizon House's capital-related metrics with maximum annual debt service (MADS) expected to exceed 20% of revenues, and debt to net expected to exceed 12x. These are very weak and demonstrate the risks associated with projects on this scale. Historically, these were midrange with MADS approximately 13% of revenue and debt to net of about 6.4x. Fitch expects cost containment metrics to soften as well, though not to the same degree. Historically, Horizon House's operating risk was consistent with the midrange assessment with an average operating ratio, net operating margin (NOM) and net operating margin-adjusted (NOMA) of 95.4%, 11.7% and 29.9%, respectively, over the past four years. Profitability was largely sustained by good ILU occupancy and strong cost management. Pressures from the project including reduced net entrance fee generation and revenues as the 51 west tower units come offline are expected to suppress these margins with expectations for operating ratios exceeding 100%. This is more consistent with a weak subbasement for cost containment measures. Capital spending is expected to exceed 250% of depreciation during the project, pushing down the average age of plant (13 years at FYE 2022), indicating a very strong capex requirements assessment. Furthermore, much of Horizon House's common areas have been renovated as part of the series 2022-funded Master Plan further suggesting excellent plant condition. However, Fitch's assessment is tempered at strong by the aging east and central towers and potential for required future capital spending to address its structural limitations. Financial Profile - 'bb' Heavy Debt Burden While final cost estimates for the tower are unavailable, reasonable projected costs for a sizeable tower in downtown Seattle are high. Fitch expects construction to be funded with a combination of long-term debt and short-term debt which will be repaid with initial entrance fees from the expansion units. The magnitude of debt required for a project on this scale will push Horizon House's financial profile into the very weak category. The base and stress cases, Fitch's forecasting models used to reasonably predict financial performance over the next five years show the project associated debt will push liquidity metrics well below the investment grade category. Fitch expects the project to successfully fill and ultimately generate substantial net turnover entrance fees and revenue which will eventually rebuild Horizon House's balance sheet. Horizon House's unrestricted cash position was approximately $66 million (80% cash to adjusted debt) at YE 2022. Unrestricted cash represented 901 days cash on hand (DCOH) in 2022, which is neutral to the assessment of Horizon House's financial profile. DCOH is expected to remain at levels consistent with a neutral assessment. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Indications of weakening ILU demand generally, inability to presell 70% of the expansion units before construction begins; - Decrease in unrestricted liquidity resulting in cash to adjusted debt levels sustained below 25%; - Decline in MADS coverage to levels sustained below 0.5x; - Significant increases to the project scope; - Initial entrance fee pool pricing resulting in insufficient funds to fully retire short-term debt. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - While likely outside of the two-year outlook period, a successful completion of the capital expansion project (on time, on budget with stabilized occupancy) that improves operating risk and financial profile assessments to midrange could result in positive rating action. PROFILE Horizon House owns and operates a Type-B contract LPC located in the First Hill neighborhood of Seattle, WA. Horizon House is affiliated with the Pacific Northwest Conference of the United Church of Christ. The campus originally opened its doors in 1961 and is currently comprised of 377 ILUs, and has 90 licenses for AL and MC. The west tower includes 51 ILUs which will be demolished and are expected to be replaced with 202 ILUs. Horizon House has no SNF and is the only member of the obligated group. Horizon House converted its contracts to non-refundable and favorably has very low and declining entrance fee refund liabilities. At FYE 2022, entrance fee refund liabilities totaled $16.7 million, down from $25 million at FYE 2018. Despite having no SNF, Horizon House is able to meet almost all needs of its residents through ALUs, which is viewed favorably as its payor mix is all private-pay, mitigating concerns over potential reimbursement issues from governmental payors. Fitch's analysis is solely based on obligated group financial statements. In fiscal 2022, Horizon House had approximately $35.1 million in total revenues. Sources of Information In addition to the sources of information identified in Fitch's applicable criteria specified below, this action was informed by information from Lumesis. 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. I & J LIQUOR: Seeks Cash Collateral Access ------------------------------------------ I & J Liquor, Inc. asks the U.S. Bankruptcy Court for the Eastern District of Michigan, Southern Division, for authority to use cash collateral and provide adequate protection. The parties that assert an interest in the Debtor's cash collateral are the U.S. Small Business Administration, Global Funding, The Smarter Merchant, Smart Step, and C & J Liquor. As adequate protection, the Debtor proposes to grant the purported secured claimants a replacement lien on postpetition assets of the same type and to the extent they have a perfected security interest on the particular type of prepetition assets. The Debtor is confident that its post-petition operations will be profitable and that it will be able to demonstrate its ability to remain profitable during these bankruptcy proceedings and beyond. A copy of the Debtor's motion and budget is available at https://urlcurt.com/u?l=RiZwk6 from PacerMonitor.com. The Debtor projects $13,589 in gross profit and $12,686 in total expenses for one month. About I & J Liquor, Inc. I & J Liquor, Inc. operates a convenience/liquor store. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 23-49087-tjt) on October 16, 2023. In the petition signed by Justin Khoshiko, president, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Robert N. Bassel, Esq. represents the Debtor as legal counsel. IAFFORD NY: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: iAfford NY, LLC 670 Myrtle Ave., #134 Brooklyn, NY 11205 Business Description: iAfford is a small startup company formed in recent years for affordable housing marketing. Chapter 11 Petition Date: October 20, 2023 Court: United States Bankruptcy Court Eastern District of New York Case No.: 23-43825 Debtor's Counsel: John D. Giampolo, Esq. ROSENBERG ESTIS, PC 733 Third Avenue, 15th FL New York, NY 10017 Tel: 212-551-1273 Email: jgiampolo@rosenbergestis.com Estimated Assets: $50,000 tp $100,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Eugene Goldstein, chief operating officer of iAfford NY, LLC. 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/EO5PCLQ/iAfford_NY_LLC__nyebke-23-43825__0001.0.pdf?mcid=tGE4TAMA IDOCKET.COM LLC: Court OKs Interim Cash Collateral Access --------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas, Amarillo Division, authorized iDocket.com, LLC to use cash collateral on an interim basis in accordance with the budget. The Debtor has outstanding indebtedness to the Happy State Bank, a division of Centennial Bank. HSB asserts a lien against the Debtor's cash held in bank accounts at HSB and accounts receivable to secure the repayment of the Debtor's indebtedness to the HSB. The Debtor likewise has outstanding indebtedness to Newtek Small Business Finance, LLC. Newtek asserts liens against the Debtor's accounts receivable, inventory, equipment, deposit accounts, and general intangibles. The Debtor likewise has outstanding indebtedness to IncluIT, LLC. IncluIT asserts liens against the Debtor's accounts, chattel paper, commercial tort claims, deposit accounts, securities accounts, and commodity accounts, documents, general intangibles, goods, instruments, investment related property, letter of credit rights, fixtures, intellectual property, material agreements, and vehicles; save and except, IncluIT does not assert a lien against receivables under the Master Service Agreement with the Texas Office of Court Administration. The Debtor asserts IncluIT's lien may be subject to avoidance pursuant to 11 U.S.C. Section 547. The Debtor currently reflects on its books and records cash in the amount of $51,563 and accounts receivable in the amount of $566,998. The value of the Debtor's remaining assets as of the Petition Date is uncertain on account of the fact the Debtor's intellectual property is difficult to value. As adequate protection for the use of cash collateral, HSB, Newtek, and IncluIT are granted continuing, post-petition, replacement liens in, to and over all of the Debtor's property and assets in the same nature, extent, validity, and priority of HSB's, Newtek's, and IncluIT's prepetition liens as of the Petition Date. A final hearing on the matter is set for October 26, 2023 at 10 a.m. A copy of the court's order and the Debtor's budget is available at https://urlcurt.com/u?l=BpE9QI from PacerMonitor.com. The Debtor projects total operating expenses, on a weekly basis, as follows: $156,134 for the week starting October 30, 2023; $63,152 for the week starting November 6, 2023; and $4,551 for the week starting November 13, 2023. About iDocket.com, LLC iDocket.com, LLC 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. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 23-20220) on October 9, 2023. In the petition signed by Amelia Balderrama, Esq., president, the Debtor disclosed up to $10 million in both assets and liabilities. Brad W. Odell, Esq., at Mullin Hoard & Brown, LLP, represents the Debtor as legal counsel. IGLESIAS EYE: Wins Interim Cash Collateral Access ------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, authorized Iglesias Eye Associates LLC d/b/a Gardens Eye Institute to use cash collateral on an interim basis in accordance with the budget, with a 15% variance. First National Bank of Pennsylvania may claim an interest in the Debtor's cash and accounts by virtue of a U.S. Small Business Administration Note dated September 2, 2021, executed by the Debtor, as borrower, in favor of First Bank, in the principal amount of $748,100. The Note was secured by a Security Agreement -- Commercial dated September 2, 2021, executed by the Debtor, as borrower in favor of First Bank. The Security Agreement provided for First Bank to have a secured interest in, inter alia, the Debtor's accounts and their proceeds. A UCC Financing Statement was filed on behalf of First Bank on September 7, 2021. As adequate protection, First Bank is granted first priority, priority properly perfected, valid and enforceable security interest in post-position cash collateral. The Replacement Lien will be in addition to the pre-petition liens and will be properly perfected, valid and enforceable liens without any further action by the Debtor or First Bank without the execution, filing a recordation of any financing statements, security agreements mortgages or other documents or instruments. A further hearing on the matter is set for January 10, 2024 at 1:30 p.m. A copy of the court's order and the Debtor's budget is available at https://urlcurt.com/u?l=V7ckA9 from PacerMonitor.com. The Debtor projects $43,150 in total income and $36,362 in total expenses for the period from October 12 to November 10, 2023. About Iglesias Eye Associates LLC Iglesias Eye Associates LLC operates an ophthalmologist practice at one location with an address of 11641 Kew Gardens Avenue, Ste. 209, Palm Beach Gardens, FL 33410. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-17017-EPK) on August 31, 2023. In the petition signed by Scott Mikalajunas, chief financial officer, the Debtor disclosed $100,000 in assets and $1 million in liabilities. Judge Erik P. Kimball oversees the case. Brian S. Behar, Esq., at Benhar, Gutt & Glazer, PA, represents the Debtor as legal counsel. IMMANUEL SOBRIETY: No Patient Care Concern, 3rd PCO Report Says --------------------------------------------------------------- Tamar Terzian, the court-appointed patient care ombudsman, filed with the U.S. Bankruptcy Court for the Central District of California her third and final report for the period Aug. 11 to Oct. 11 regarding Immanuel Sobriety Inc.'s healthcare facility. The PCO conducted visits to the facilities in addition to verification of licensing, staffing and assuring compliance with the Department of Health Care Services. The PCO observed generally at each location that all medications were properly labeled and stored for the participants. At each location, there is a designated staff area that stores medications and files for each participant. The PCO observed that 13921 Courage House-Male Detox Facility is licensed for six participants and during the time of the visit there were five participants. Medication was properly labeled and stored with only access by the staff. The PCO reviewed medication log and files for each participant. No concerns noted. The PCO observed two participants at Day Street-Male Sober Living High Offenders. The living room was spacious with a new couch and the kitchen was clean. This location was extremely rural and the house has improved. There was no medication on site. No concerns noted. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=rTBfGq from PacerMonitor.com. The ombudsman may be reached at: Tamar Terzian, Esq. Terzian Law Group 1122 E. Green Street Pasadena, CA 91106 Telephone: (818) 242-1100 Facsimile: (818) 242-1012 Email: tterzian@terzlaw.com About Immanuel Sobriety Immanuel Sobriety Inc. provides drug and alcohol rehabilitation programs and treatment services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 23-10806) on March 2, 2023. In the petition signed by its chief executive officer, Elizabeth Reid, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Judge Wayne Johnson oversees the case. The Law Office of Crystle J. Lindsey represents the Debtor as legal counsel. Tamar Terzian is the patient care ombudsman appointed in the Debtor's Chapter 11 case. IRONNET INC: Court OKs $10MM DIP Loan from ITC Global ----------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized IronNet, Inc. et al to use cash collateral and obtain postpetition financing, on an interim basis. The Debtors are permitted to obtain postpetition financing and other financial accommodations in connection with the debtor-in-possession financing, comprising, among other things, a superpriority senior secured facility which consists of a multi-draw credit loan facility in an aggregate principal amount of up to $10 million, which will be made available to the Debtors (i) upon entry of the Final Order, in a roll up of the approximately $1.5 million in outstanding Prepetition Bridge Facility Obligations in accordance with the terms of the Superpriority Secured Debtor-in-Possession Credit Facility Term Sheet as modified by the Interim Order, (ii) up to $3 million in accordance with the terms substantially set forth in the DIP Term Sheet, as modified by the Interim Order, upon entry of the Interim Order, and (iii) the remaining principal amount available under the DIP Facility in accordance with the terms of the DIP Documents upon entry of the Final Order to be funded by ITC Global Advisers, LLC and an affiliate of C5. The Debtors are required to comply with these milestones: (a) No later than October 11, 2023, the Petition Date will have occurred; (b) No later than the date that is three calendar days following the Petition Date (or if such third day is not a business day, the first succeeding business day thereafter), the Bankruptcy Court will have entered an interim order approving the DIP Facility; (c) No later than the date that is 15 business days following the Petition Date (or if such third day is not a business day, the first succeeding business day thereafter), the Debtors will have (i) filed a motion, in form and substance acceptable to the DIP Facility Agent, requesting entry of an order approving procedures for the post-petition marketing of the Debtors' assets or reorganized equity to determine if a higher and better offer can be obtained to "top" the proposed treatment under an Acceptable Plan; (d) No later than the date that is 35 calendar days following the Petition Date, the Bankruptcy Court will have entered the Sale Procedure Order and a final order approving the DIP Facility; and (e) No later than the date that is 65 days following the entry of the Interim Order, the Debtors will have conducted an auction for the Sale (if necessary) and selected the successful bidder and/or identified an alternate plan sponsor providing higher and better treatment and consistent with the Debtors fiduciary duties; (f) No later than the date that is 90 days following the entry of the Interim Order, the Bankruptcy Court will have entered an order approving the Sale or order confirming the Plan of Reorganization; and (g) On or before the date that is 105 days after the Petition Date, provided that the Bankruptcy Court has waived the stay imposed by Bankruptcy Rule 6004(h), or such later date to which the DIP Facility Agent consents in writing in its sole discretion, the Sale will be closed. The DIP facility is due and payable through the earliest of: (a) The date which is 180 days after the Petition Date, unless extended by agreement of the DIP Facility Agent; (b) The effective date of any chapter 11 plan confirmed in any of the Chapter 11 Cases; (c) The entry of an order for the dismissal or conversion to chapter 7 of any of the Chapter 11 Cases; (d) The closing of a sale of all or substantially all assets or equity of the Loan Parties; or (e) The date of any Event of Default under the DIP Credit Agreement or any of the DIP Documents and the election of the DIP Facility Agent to terminate the DIP Facility commitments following such Event of Default and the expiration of all applicable notice and cure periods. On December 2022, April 2023, May 2023, and August 2023, IRNT issued and sold senior secured promissory notes in an aggregate principal amount of $8.475 million to a total of eight lenders, which included seven lenders who are either Company directors or entities affiliated with Company directors. As of the Petition Date, IRNT is party to these senior secured convertible promissory notes issued to C5 Space Data LP or affiliates of C5: i. The Amended and Restated Senior Secured Convertible Promissory Note, dated as of January 11, 2023, issued by IRNT, in favor of C5 Space Data LP in the aggregate principal amount of $2 million, which amends and restates the Senior Secured Promissory, dated as of December 30, 2022, issued by the Company in favor of C5; ii. The Senior Secured Convertible Promissory Note, dated as of January 12, 2023, issued by IRNT in favor of C5 in the aggregate principal amount of $3 million; iii. The Senior Secured Convertible Promissory Note, dated as of February 8, 2023, issued by IRNT in favor of C5 Cyber Partners II SCSP RAIF in the aggregate principal amount of $4 million; iv. The Senior Secured Convertible Promissory Note, dated as of February 27, 2023, issued by IRNT in favor of C5 Transatlantic Investors LP in the aggregate principal amount of $2.250 million; v. The Senior Secured Convertible Promissory Note, dated as of April 13, 2023, issued by IRNT in favor of Ferrous Investors LP in the aggregate principal amount of $595,000; vi. The Senior Secured Convertible Promissory Note, dated as of May 2, 2023, issued by INRT in favor of C5 Ferrous in the aggregate principal amount of $850,000; vii. The Senior Secured Convertible Promissory Note, dated as of May 8, 2023, issued by IRNT in favor of C5 Ferrous in the aggregate principal amount of $400,000; viii. The Senior Secured Convertible Promissory Note, dated as of July 11, 2023, issued by IRNT in favor of C5 Ferrous in the aggregate principal amount of $1.750 million; and ix. The Senior Secured Promissory Note, dated as of September 22, 2023, issued by IRNT in favor of C5 Ferrous in the aggregate principal amount of $300,000. As of the Petition Date, approximately $25.3 million of indebtedness under the Prepetition Secured Notes was outstanding, which amount is comprised of an amount not less than $23.8 million in principal amount and accrued and unpaid interest, premiums, and fees in the amount of not less than $1.5 million. Pursuant to the DIP Term Sheet and the applicable documentation, Ferrous Investors LP, an affiliate of C5, as bridge lender, advanced $1.244 million to the Debtors on October 10, 2023 and $256,000 to the Debtors on October 11, 2023 to allow for the orderly transition of the Debtors into these Chapter 11 cases. The Debtors require the DIP Facility and use of cash collateral to (i) permit the continuation of their businesses and maximize and preserve their going concern value, (ii) satisfy payroll obligations and other working capital and general corporate purposes of the Debtors consistent with the terms set forth in the DIP Documents and the Budget, (iii) provide adequate protection to the Prepetition Secured Creditors, (iv) pay fees and expenses related to the DIP Documents and these chapter 11 cases, and (v) for such other purposes as set forth in, or otherwise permitted by, the DIP Documents. As adequate protection, the Prepetition Secured Creditors are granted valid, binding, enforceable and perfected replacement liens on and security interests in the DIP Collateral. To the extent of Diminution, the Prepetition Secured Creditors are further granted an allowed superpriority administrative claim, pursuant to 11 U.S.C. section 507(b), with priority over all administrative expense claims and priority and other unsecured claims against the Debtors or their estates. These events constitute an "Event of Default": a. Conversion of any of these chapter 11 cases to a case under Chapter 7 of the Bankruptcy Code; b. Dismissal of any of these chapter 11 cases; c. Appointment of a trustee under section 1104 of the Bankruptcy Code; d. Appointment of an examiner with expanded or enlarged powers under 11 U.S.C. section 1106(b); e. Failure by the Debtors to make any payment under the DIP Facility when due; f. A Budget variance will exceed the Variance Limit; g. Failure by the Debtors to comply with its obligations thereunder or under the DIP Documents; and h. Failure to comply with a Milestone. A final hearing on the matter is set for November 14, 2023 at 1 p.m. A copy of the order is available at https://urlcurt.com/u?l=l8wREj from PacerMontor.com. About IronNet Founded in 2014 and headquartered in McLean, Va., IronNet, Inc. (NYSE: IRNT) -- https://www.ironnet.com/ -- is a global cybersecurity company that is transforming how organizations secure their networks by delivering the first-ever collective defense platform operating at scale. Employing a number of former NSA cybersecurity operators with offensive and defensive cyber experience, IronNet integrates deep tradecraft knowledge into its industry-leading products to solve the most challenging cyber problems facing the world today. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-11710) on October 12, 2023. In the petition signed by Cameron Pforr, president and chief financial officer, IronNet, Inc. disclosed $77,389 in assets and $33,833,108 in liabilities. Debtor IronNet Cybersecurity, Inc. listed $10 million to $50 million in estimated assets and $50 million to $100 million in estimated liabilities. Judge Brendan Linehan Shannon oversees the cases. The Debtors tapped Young Conaway Stargatt & Taylor, LLP as bankruptcy counsel, Arnold & Porter Kaye Scholer LLP as general corporate counsel, and Stretto, Inc. as claims, noticing, and solicitation agent. Counsel to certain of the DIP Lenders: Sean Mitchell, Esq. Diane Meyers, Esq. Paul, Weiss, Rifkind, Wharton & Garrison LLP 1285 Avenue of the Americas New York, NY 10019 E-mail: smitchell@paulweiss.com dmeyers@paulweiss.com IRONNET INC: Oct. 23 Deadline Set for Panel Questionnaires ---------------------------------------------------------- The United States Trustee is soliciting members for committee of unsecured creditors in the bankruptcy case of IronNet, Inc. If a party wishes to be considered for membership on any official committee that is appointed, it must complete a questionnaire available at https://tinyurl.com/44r2c78e and return by email it to Timothy Fox -- Timothy.Fox@usdoj.gov -- at the Office of the United States Trustee so that it is received no later than 4:00 p.m., on Oct. 23, 2023. If the U.S. Trustee receives sufficient creditor interest in the solicitation, it may schedule a meeting or telephone conference for the purpose of forming a committee. About IronNet Inc Founded in 2014 and headquartered in McLean, VA, IronNet, Inc. (NYSE: IRNT) -- www.ironnet.com -- ioperate a cybersecurity business in the Network Detection and Response Category. IronNet Inc and four of its affiliates filed for bankruptcy protection (Lead Case No. 23-11710, Bankr. D. Del.) on October 12, 2023. In the petitions signed by Cameron Pforr as president and chief financial officer, the Debtors reported $77,000 in total assets and $33,000,000 in total liabilities. The Hon. Linehan Shannon presides over the cases. Young Conaway Stargatt & Taylor, LLP serves as the Debtors' bankruptcy counsel, while Arnold & Porter Kaye Scholer LLP serves as the Debtors' corporate counsel. Stretto Inc. is the Debtors' claims and noticing agent. IVANTI SOFTWARE: Blackstone Fund Marks $537,313 Loan at 34% Off --------------------------------------------------------------- Blackstone Senior Floating Rate 2027 Term Fund has marked its $537,313 loan extended to Ivanti Software, Inc to market at $356,643 or 66% of the outstanding amount, as of June 30, 2023, according to the Blackstone Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Senior Floating Rate 2027 Term Fund is a participant in a Second Lien Term Loan (3M US L+ 4%, 7.25%) to Ivanti Software, Inc. The loan matures on December 1, 2028. Blackstone Senior Floating Rate 2027 Term Fund, formerly known as Blackstone Senior Floating Rate Term Fund, is a diversified, closed-end management investment company. BSL was organized as a Delaware statutory trust on March 4, 2010. BSL was registered under the Investment Company Act of 1940, as amended on March 5, 2010. Ivanti Software, Inc. provides information technology services. The Company offers IT asset management, security, endpoint, and supply chain solutions. IVANTI SOFTWARE: BLSCI Fund Marks $242,543 Loan at 16% Off ---------------------------------------------------------- Blackstone Long Short Credit Income Fund has marked its $242,543 loan extended to Ivanti Software, Inc to market at $203,699 or 84% of the outstanding amount, as of June 30, 2023, according to BLSCI Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Long Short Credit Income Fund is a participant in a First Lien First Amendment Term Loan (1M US L+ 4%, 075%) to Ivanti Software, Inc. The loan matures on December 1, 2027. Blackstone Long Short Credit Income Fund is a closed-end fund that trades on the New York Stock Exchange under the symbol BGX. Ivanti Software, Inc. provides information technology services. The Company offers IT asset management, security, endpoint, and supply chain solutions. IVANTI SOFTWARE: BLSCI Fund Marks $476,866 Loan at 34% Off ---------------------------------------------------------- Blackstone Long Short Credit Income Fund has marked its $476,866 loan extended to Ivanti Software, Inc to market at $316,522 or 66% of the outstanding amount, as of June 30, 2023, according to BLSCI Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Long Short Credit Income Fund is a participant in a Second Lien Term Loan (3M US L+ 4%, 7.25%) to Ivanti Software, Inc. The loan matures on December 1, 2028. Blackstone Long Short Credit Income Fund is a closed-end fund that trades on the New York Stock Exchange under the symbol BGX. Ivanti Software, Inc. provides information technology services. The Company offers IT asset management, security, endpoint, and supply chain solutions. JKW ENTERPRISES: Douglas Flugum Named Subchapter V Trustee ---------------------------------------------------------- The Acting U.S. Trustee for Region 12 appointed Douglas Flugum as Subchapter V trustee for JKW Enterprises, LLC. Mr. Flugum will be paid an hourly fee of $250 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Flugum declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Douglas Flugum P.O. Box 308 Cedar Rapids, IA 52406 Email: dflugum@bugeyeventures.com About JKW Enterprises JKW Enterprises, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Iowa Case No. 23-00797) on Oct. 6, 2023, with $812,500 in assets and $1,953,892 in liabilities. Charles Johnston, managing member, signed the petition. Judge Thad J. Collins oversees the case. Joseph A. Peiffer, Esq., at AG & Business Legal Strategies represents the Debtor as bankruptcy counsel. JOSEPH P. FUSCO D.D.S.: Case Summary & Eight Unsecured Creditors ---------------------------------------------------------------- Debtor: Joseph P. Fusco D.D.S., P.C. 77 N. Centre Avenue, Suite 301 Rockville Centre, NY 11570 Business Description: The Debtor operates a dental practice. Chapter 11 Petition Date: October 20, 2023 Court: United States Bankruptcy Court Eastern District of New York Case No.: 23-73895 Debtor's Counsel: Marc A. Pergament, Esq. WEINBERG, GROSS & PERGAMENT LLP 400 Garden City Plaza Suite 309 Garden City, NY 11530 Tel: (516) 877-2424 Fax: (516) 877-2460 Email: mpergament@wgplaw.com Total Assets: $168,457 Total Liabilities: $1,007,490 The petition was signed by Joseph P. Fusco as president. A full-text copy of the petition containing, among other items, a list of the Debtor's eight unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/LB44BQQ/Joseph_P_Fusco_DDS_PC__nyebke-23-73895__0001.0.pdf?mcid=tGE4TAMA LOUISVILLE LUSH: Court OKs Cash Collateral Access Thru Nov 30 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Kentucky, Louisville Division, authorized Louisville Lush Aesthetics, LLC to use cash collateral on an interim basis in accordance with the budget, with a 10% variance, through November 30, 2023. As previously reported by the Troubled Company Reporter, the Debtor requires the use of cash collateral to meet expenses as they come due. In February 2023 the Debtor, by and through a former member, entered into a merchant cash advance loan that, instead of helping the Debtor, had the effect of severely restricting the Debtor' s ability to manage and use its cash flow. Repayment of the MCA Loan was made via weekly ACH debits that did not change, irrespective of the Debtor's revenue for a given week. Those weekly payments severely altered the Debtor's cash flow, and drove it into a precarious financial situation that ultimately led to the filing of the chapter 11 case. Mulligan Funding, for and on behalf of Finwise Bank and Dext Capital, LLC may be claiming an interest in cash collateral as evidenced by their security agreements and UCC1 financings statements on file in the Kentucky Secretary of State's Office. A copy of the order is available at https://urlcurt.com/u?l=3BILHt from PacerMonitor.com. About Louisville Lush Aesthetics Louisville Lush Aesthetics, LLC provides medical aesthetics and related services. The Debtor filed Chapter 11 petition (Bankr. W.D. Ky. Case No. 23-32060) on Sept. 1, 2023, with up to $1 million in both assets and liabilities. Judge Charles R. Merrill oversees the case. Michael W. McClain, Esq., at Goldberg Simpson, LLC represents the Debtor as legal counsel. LUMEN TECHNOLOGIES: BLSCI Fund Marks $1.3MM Loan at 23% Off ----------------------------------------------------------- Blackstone Long Short Credit Income Fund has marked its $1,341,435 loan extended to Lumen Technologies, Inc to market at $1,038,774 or 77% of the outstanding amount, as of June 30, 2023, according to BLSCI Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Long Short Credit Income Fund is a participant in a First Lien Term Loan (1M US SOFR + 2.25%) to Lumen Technologies, Inc. The loan matures on March 15, 2027. Blackstone Long Short Credit Income Fund is a closed-end fund that trades on the New York Stock Exchange under the symbol BGX. Lumen Technologies, Inc., headquartered in Monroe, Louisiana, is an integrated communications company that provides an array of communications services to large enterprise, mid-market enterprise, government and wholesale customers in its larger Business segment. The company's smaller Mass Markets segment primarily provides broadband services to its residential and small business customer base. LUMEN TECHNOLOGIES: BSCTF 2027 Marks $3.6MM Loan at 23% Off ----------------------------------------------------------- Blackstone Strategic Credit 2027 Term Fund has marked its $3,676,526 loan extended to Lumen Technologies, Inc to market at $2,847,010 or 77% of the outstanding amount, as of June 30, 2023, according to BSCTF 2027's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Strategic Credit 2027 Term Fund is a participant in a First Lien Term Loan (1M US SOFR + 2.25%) to Lumen Technologies, Inc. The loan matures on March 15, 2027. Blackstone Strategic Credit 2027 Term Fund is a closed-end term fund that trades on the New York Stock Exchange under the symbol BGB. BGB has a limited term and will dissolve on or about September 15, 2027, absent shareholder approval to extend such term. Lumen Technologies, Inc., headquartered in Monroe, Louisiana, is an integrated communications company that provides an array of communications services to large enterprise, mid-market enterprise, government and wholesale customers in its larger Business segment. The company's smaller Mass Markets segment primarily provides broadband services to its residential and small business customer base. MAGENTA BUYER: Blackstone Fund Marks $1.5MM Loan at 24% Off ----------------------------------------------------------- Blackstone Long Short Credit Income Fund has marked its $1,563,907 loan extended to Magenta Buyer LLC to market at $1,182,705 or 76% of the outstanding amount, as of June 30, 2023, according to BLSCI Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Long Short Credit Income Fund is a participant in a First Lien Term Loan (3M US L + 4.75%, 0.75% Floor) to Magenta Buyer LLC. The loan matures on July 27, 2028. Blackstone Long Short Credit Income Fund is a closed-end fund that trades on the New York Stock Exchange under the symbol. Magenta Buyer LLC is a provider of cybersecurity software that derives revenue from the sale of security products, subscriptions, SaaS, support and maintenance, and professional services. MAGENTA BUYER: Blackstone Fund Marks $1.6MM Loan at 24% Off ----------------------------------------------------------- Blackstone Senior Floating Rate 2027 Term Fund has marked its $1,694,302 loan extended to Magenta Buyer LLC to market at $1,281,316 or 76% of the outstanding amount, as of June 30, 2023, according to the Blackstone Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Senior Floating Rate 2027 Term Fund is a participant in a First Lien Term Loan (3M US L + 4.75%, 0.75% Floor) to Magenta Buyer LLC. The loan matures on July 27, 2028. Blackstone Senior Floating Rate 2027 Term Fund, formerly known as Blackstone Senior Floating Rate Term Fund, is a diversified, closed-end management investment company. BSL was organized as a Delaware statutory trust on March 4, 2010. BSL was registered under the Investment Company Act of 1940, as amended on March 5, 2010. Magenta Buyer LLC is a provider of cybersecurity software that derives revenue from the sale of security products, subscriptions, SaaS, support and maintenance, and professional services. MAGENTA BUYER: BSCTF 2027 Marks $5.1MM Loan at 24% Off ------------------------------------------------------ Blackstone Strategic Credit 2027 Term Fund has marked its $5,141,338 loan extended to Magenta Buyer LLC to market at $3,888,137 or 76% of the outstanding amount, as of June 30, 2023, according to BSCTF 2027's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Strategic Credit 2027 Term Fund is a participant in a First Lien Term Loan (3M US L + 4.75%, 0.75% Floor) to Magenta Buyer LLC. The loan matures on July 27, 2028. Blackstone Strategic Credit 2027 Term Fund is a closed-end term fund that trades on the New York Stock Exchange under the symbol BGB. BGB has a limited term and will dissolve on or about September 15, 2027, absent shareholder approval to extend such term. Magenta Buyer LLC is a provider of cybersecurity software that derives revenue from the sale of security products, subscriptions, SaaS, support and maintenance, and professional services. MAISON DRAKE: Court OKs Cash Collateral Access Thru Nov 7 --------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Orlando Division, authorized Maison Drake, LLC to use cash collateral on an interim basis in accordance with the budget, through November 7, 2023. The Debtor, an online retailer selling children's clothing, gear, and gifts, has been burdened with usurious loans from merchant cash advance lenders that have caused unmanageable cash flow issues. The Debtor made an improvident decision to accept a loan offer from an MCA lender, which became unmanageable due to high interest rates. The Debtor has been inundated with additional predatory loans from MCA lenders, imposing unnecessary fees, interest, and costs. The Debtor has other trade creditors and an SBA loan that it wishes to reorganize. The Debtor initiated a Chapter 11 Case to implement a comprehensive restructuring and stabilize operations. The Debtor owes approximately $208,000 to Amazon Capital Services, Inc., which is secured by a blanket lien on the Debtor's personal property, including $44,863 in accounts receivable; and inventory valued at approximately $11,700. The Debtor owes approximately $520,556 to the U.S. Small Business Administration and approximately $391,618 to Sellersfunding Corp. As adequate protection, Amazon Capital will have valid, attached, choate, enforceable, perfected, postpetition security interests and liens in and against all post-petition assets of the Debtor of the same character and type, to the same nature, extent, validity, and priority that Senior Secured Creditor and each of the Inferior Interests held a properly perfected prepetition security interest in such assets prior to the Debtor's petition date. The Adequate Protection Liens upon the Post-Petition Collateral will have the same validity and priority as existed on the petition date: (1) between the Senior Secured Creditor and the Inferior Interests, (2) between the Senior Secured Creditor and the Debtor, (3) between the Inferior Interests and the Debtor, and (4) between the Senior Secured Creditor, the Inferior Interests, and all other creditors or claimants against the Debtor's estate. During the Interim Period, as additional adequate protection to ACS, the Debtor is authorized and directed to pay ACS the amount of $7,000 per month commencing in October 2023, which ACS or its affiliates shall be entitled to deduct from the Debtor's Amazon seller account on an ongoing basis. Senior Secured Creditor and the Inferior Interests will hold allowed administrative claims under 11 U.S.C. section 507(b) to the extent that the replacement liens on Post-Petition Collateral do not adequately protect the diminution in value of their interests in their pre-petition collateral. The Debtor will maintain insurance coverage for its property in accordance with the obligations under the loan and security documents with Senior Secured Creditor and the Inferior Interests. A continued hearing on the matter is set for November 7 at 1:30 p.m. A copy of the motion is available at https://urlcurt.com/u?l=9hDY8c from PacerMonitor.com. A copy of the court's order and the Debtor's budget is available at https://urlcurt.com/u?l=jACMkn from PacerMonitor.com. The Debtor projects total operating expenses, on a monthly basis, as follows: $97,848 for October 2023; $86,123 for November 2023; $87,177 for December 2023. About Maison Drake Maison Drake, LLC, a company in Longwood, Fla., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-03825) on Sept. 15, 2023, with $74,058 in assets and $3,827,597 in liabilities. David Lanxner, managing member, signed the petition. Judge Lori V. Vaughan oversees the case. Jeffrey S. Ainsworth, Esq., at BransonLaw, PLLC represents the Debtor as bankruptcy counsel. MAYVILLE HOLDINGS: U.S. Trustee Appoints Kim Marheine as PCO ------------------------------------------------------------ Patrick Layng, the U.S. Trustee for Region 11, appointed Kim Marheine as patient care ombudsman for Mayville Holdings, LLC. Section 333(b) of the Bankruptcy Code provides that the PCO shall: * Monitor the quality of patient care provided to patients of the debtor, to the extent necessary under the circumstances, including interviewing patients and physicians. * Not later than 60 days after the date of the appointment, and not less frequently than at 60-day intervals thereafter, report to the court after notice to the concerned parties, at a hearing or in writing, regarding the quality of patient care provided to patients of the debtor. * If such ombudsman determines that the quality of patient care provided to patients of the debtor is declining significantly or is otherwise being materially compromised, file with the court a motion or a written report, with notice to the concerned parties immediately upon making such determination. * Maintain any information obtained by such ombudsman under Section 333 of the Bankruptcy Code that relates to patients (including information relating to patient records) as confidential information. Such ombudsman may not review confidential patient records unless the court approves such review in advance and imposes restrictions on such ombudsman to protect the confidentiality of such records. The ombudsman may be reached at: Kim Marheine State of Wisconsin Board of Aging and Long Term Care 1402 Pankratz Street, Suite 111 Madison, Wisconsin 53704 920-232-5826 (direct phone) 1-800-815-0015 920-231-2169 (confidential fax) About Mayville Holdings Mayville Holdings, LLC, a company in Columbus, Wis., owns and operates an assisted living facility. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Wis. Case No. 23-24460) on Sept. 30, 2023, with $1 million to $10 million in both assets and liabilities. Micheal Eisenga, sole member of First American Properties, signed the petition. Judge Beth E. Hanan oversees the case. Evan P. Schmit, Esq., at Kerkman & Dunn represents the Debtor as legal counsel. MOBIQUITY TECHNOLOGIES: Secures $300K Loan From Marital Trust GST ----------------------------------------------------------------- Mobiquity Technologies, Inc. reported in a Form 8-K filed with the Securities and Exchange Commission that the Company received a $300,000 loan from the Marital Trust GST Subject U/W/O Leopold Salkind. This unsecured loan has a maturity date of Nov. 30, 2023 with interest at the rate of 15% per annum. The note is payable in cash on the maturity date; however, the Trust has the right to convert into restricted common stock at a conversion price of $.70 per share or to apply the loan proceeds to invest on the terms of any private financing completed by the Company prior to the maturity date. The Company did not pay any commissions or other compensation to any third party in connection with the transaction. About Mobiquity Technologies Inc. Headquartered in Shoreham, NY, Mobiquity Technologies, Inc., together with its operating subsidiaries, is a next-generation advertising technology, data compliance and intelligence company which operates through its various proprietary software platforms. The Company's product solutions are comprised of three proprietary software platforms: Advertising Technology Operating System (ATOS Platform), Data Intelligence Platform, and Publisher Platform for Monetization and Compliance. Mobiquity reported a net loss of $8.06 million in 2022, compared to a net loss of $18.33 million in 2021. As of Dec. 31, 2022, the Company had $2.63 million in total assets, $2.65 million in total liabilities, and a total stockholders' deficit of $10,830. Palm Beach Gardens, FL-based D. Brooks & Associates, the Company's auditor since 2022, issued a "going concern" qualification in its report dated March 31, 2023, citing that the Company has incurred operating losses, has incurred negative cash flows from operations and has an accumulated deficit. These and other factors raise substantial doubt about the Company's ability to continue as a going concern. MOBIQUITY TECHNOLOGIES: Signs Consulting Contract With Board Chair ------------------------------------------------------------------ Mobiquity Technologies, Inc. reported in a Form 8-K filed with the Securities and Exchange Commission that it entered into a one-year consulting contract with Gene Salkind MD, its Chairman of the Board, to provide business consulting services to the Company in the following areas: (a) working with the Board and the Company's CEO to develop a strategy for the Company's future growth; (b) working with the CEO to identify opportunities for value enhancing strategic initiatives; and (c) developing and maintaining the Company's relationships with future strategic partners whose capital, influence and knowledge could add significantly to the Company's value. This agreement may be terminated by either party on 30 days prior written notice and provides for the Company to indemnify and hold harmless and for contribution for reimbursement to the Consultant in certain specified cases. About Mobiquity Technologies Inc. Headquartered in Shoreham, NY, Mobiquity Technologies, Inc., together with its operating subsidiaries, is a next-generation advertising technology, data compliance and intelligence company which operates through its various proprietary software platforms. The Company's product solutions are comprised of three proprietary software platforms: Advertising Technology Operating System (ATOS Platform), Data Intelligence Platform, and Publisher Platform for Monetization and Compliance. Mobiquity reported a net loss of $8.06 million in 2022, compared to a net loss of $18.33 million in 2021. As of Dec. 31, 2022, the Company had $2.63 million in total assets, $2.65 million in total liabilities, and a total stockholders' deficit of $10,830. Palm Beach Gardens, FL-based D. Brooks & Associates, the Company's auditor since 2022, issued a "going concern" qualification in its report dated March 31, 2023, citing that the Company has incurred operating losses, has incurred negative cash flows from operations and has an accumulated deficit. These and other factors raise substantial doubt about the Company's ability to continue as a going concern. MULTEC INDUSTRIAL: Amends IRS Secured Claims Pay Details -------------------------------------------------------- Multec Industrial Packaging, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Georgia a Modified Plan of Reorganization dated October 16, 2023. The changes do not materially and adversely affect the rights of any parties in interest which have not had notice and an opportunity to be heard with regard thereto. Section 4.1 of the Plan is deleted in its entirety and replaced with the following: Class 1 consists of any Secured Claim or Priority Tax Claim against Debtor held by the Internal Revenue Service (the "IRS") which was assessable or due and payable prior to the Filing Date or treated as arising prior to the Filing Date pursuant to Section 502(i) of the Bankruptcy Code (the "Class 1 IRS Tax Claim"). On May 24, 2023, the IRS filed a proof of claim, assigned Poof of Claim No. 4 (the "IRS POC"), asserting an estimated priority claim in the amount of $600.00 (the "IRS Priority Claim"), an estimated general unsecured claim in the amount of $100.00, and reflecting outstanding corporate income tax returns for tax years 2021- 2023, outstanding FICA returns for the tax periods ending March 2023 and May 2023, and outstanding FUTA return for the tax period ending May 2023. By no later than the 90th day after the Effective Date, Debtor shall file any outstanding federal tax returns that came due under applicable non-bankruptcy law on or before the Effective Date, or provide proof sufficient to the IRS that Debtor is not required to file any federal tax return or form for such period(s). Notwithstanding anything to the contrary contained herein or in the Plan, any federal tax debt related to a tax year or tax period for which Debtor has not timely filed a federal tax return or applicable IRS Form before the date of confirmation, or, if due and filed, for which the IRS has not had 180 days to examine, will pass through the bankruptcy and be obligations of the reorganized Debtor to be paid in full in accordance with the Plan and this Order. Further, any unpaid federal tax liabilities of Debtor arising between the filing of the Petition in Debtor's case, and confirmation of the Plan shall be paid in full upon the Effective Date. To the extent that any federal tax liabilities of Debtor under Bankruptcy Code section 503, are not paid in cash in full on or prior to the Effective Date, such administrative claim shall accrue interest and penalties as provided by nonbankruptcy law until paid in full. Following the processing of any unfiled pre Effective Date tax return or form, the IRS shall amend the IRS POC to reflect assessed tax liabilities. Debtor shall preserve its right to object to the amended IRS POC as provided under the Plan or the Code. If the IRS files an amended IRS POC pursuant to this section, Debtor shall have 45 days from the date of filing of the amended IRS POC to file an objection to the amended IRS POC. Nothing in the Plan or this Order shall waive the IRS' right to assess any additional tax or applicable penalty in relation to the untimely filing of a pre-Effective Date return. Notwithstanding any provision to the contrary, nothing in this the Plan or this Order shall (1) affect the ability of the IRS to pursue any non-debtors to the extent allowed by non-bankruptcy law for any liabilities that may be related to any federal tax liabilities owed by the Debtor or the Debtor's estate; (2) affect the rights of the IRS to assert setoff and recoupment and such rights are expressly preserved; (3) require the IRS to file a claim for post-petition taxes pursuant to Sections 503(b)(1)(B), (C) and (D) of the Bankruptcy Code; (4) cause the automatic disallowance of any of any IRS penalty claim unless such claim is deemed disallowed by agreement of the parties or by order of the Court; (5) impede the payment of allowed IRS claims even if another claim appearing on the same proof of claim is disputed; (6) extend the automatic stay and related injunctions with respect to IRS claims beyond the Effective Date, or (7) determine or dictate the application of Debtor's payments as to federal tax liabilities. Interest on the IRS Priority Claim, as it may be amended, shall accrue daily at the rate of 8% per annum, unless at the time of confirmation of the Plan a different rate applies under Section 511 of the Bankruptcy Code, Section 6621 of the Bankruptcy Code, and any applicable Revenue Ruling. Notwithstanding anything to the contrary contained herein or in the Plan, failure by the Debtor (or Debtor's successor in interest) to make any deposits of any currently accruing employment tax liability, failure to make payment of any tax to the IRS within 10 days of the due date of such deposit or payment, failure to file any required federal tax return by the due date of such return, or failure to make any payment to the IRS pursuant to the terms of the confirmed Plan shall be an event of default. Failure to declare a default does not constitute a waiver by the United States of the right to declare that the Debtor (or Debtor's successor in interest) is in default. If the United States declares the Debtor (or Debtor's successor in interest) to be in default of the Debtor's obligations under the plan, then the entire amount still due under the Plan, together with any unpaid current liabilities, shall become due and payable immediately upon written demand by the IRS to the Debtor or the successor in interest. If full payment is not made within 14 days of such demand, then the IRS may collect any unpaid federal tax liabilities, including any interest and penalties thereon, through the administrative collection provisions of the Internal Revenue Code or as otherwise provided under nonbankruptcy law. A full-text copy of the Modified Plan dated October 16, 2023 is available at https://urlcurt.com/u?l=4QR7uN from PacerMonitor.com at no charge. Attorney for Debtor: Leslie M. Pineyro, Esq. JONES & WALDEN LLC 699 Piedmont Ave. NE Atlanta, GA 30308 Phone: (404) 564-9300 Email: lpineyro@joneswalden.com About Multec Industrial Packaging, Inc. Multec Industrial Packaging, Inc. provides products for packaging and industrial applications. Multec designs, fabricates, and delivers packaging for automobile industry parts and trim, water vehicles, golf carts, freezers, and refrigeration. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 23-10535) on May 8, 2023. In the petition signed by John E. Hughes, Sr., chief executive officer, the Debtor disclosed up to $50,000 in assets and up to $500,000 in liabilities. Judge Paul Baisier oversees the case. Leslie Pineyro, Esq., at Jones & Walden, LLC, represents the Debtor as legal counsel. MURRIETA HOLDINGS: Robert Goe Named Subchapter V Trustee -------------------------------------------------------- The U.S. Trustee for Region 16 appointed Robert Goe, Esq., a practicing attorney in Irvine, Calif., as Subchapter V trustee for Murrieta Holdings 2012-12, LLC. Mr. Goe will be paid an hourly fee of $545 for his services as Subchapter V trustee while his case administrator, Arthur Johnston, will be paid an hourly fee of $195. In addition, the Subchapter V trustee will receive reimbursement for work-related expenses incurred. Mr. Goe declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Robert P. Goe, Esq. 17701 Cowan Building D, Suite 210 Irvine, CA 92614 Telephone: (949) 798-2460 Facsimile: (949) 955-9437 Email: bktrustee@goeforlaw.com About Murrieta Holdings Murrieta Holdings 2012-12, LLC, a company in Laguna Beach, Calif., filed Chapter 11 petition (Bankr. C.D. Calif. Case No. 23-12045) on Oct. 4, 2023, with $2.8 million in assets and $1.234 million in liabilities. D. Scott Abernethy, manager, signed the petition. Judge Scott C. Clarkson oversees the case. James Mortensen, Esq., at Social Law Group, PC represents the Debtor as bankruptcy counsel. MV REALTY: Gets OK to Hire Epiq as Claims and Solicitation Agent ---------------------------------------------------------------- MV Realty, PBC LLC and its affiliates received approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Epiq Corporate Restructuring, LLC as notice, claims, and solicitation agent, and call center operator. Epiq will oversee the distribution of notices and will assist in the maintenance, processing, and docketing of proofs of claim filed in the Chapter 11 cases of the Debtors. Epiq will also provide state-of-the-art Call Center facility and services. Epiq shall be paid a retainer in the amount of $25,000. The hourly rates of Epiq's professionals are as follows: IT/Programming $55 – $85 Case Managers $85 – $150 Consultants/Directors/Vice Presidents $150 – $175 Solicitation Consultant $180 Executive Vice President, Solicitation $185 In addition, Epiq will seek reimbursement for expenses incurred. Brian Hunt, a director of Consulting Services at Epiq Corporate Restructuring, disclosed in a court filing that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Brian Hunt Epiq Corporate Restructuring, LLC 777 Third Avenue, 12th Floor New York, NY 10017 Telephone: (917) 359-4553 Email: bhunt@epiqglobal.com About MV Realty PBC MV Realty PBC, LLC, a real estate brokerage, and its affiliates filed Chapter 11 petitions (Bankr. S.D. Fla. Lead Case No. 23-17590) on Sept. 22, 2023. In the petitions signed by Antony Mitchell, authorized party, MV Realty PBC disclosed $10 million to $50 million in assets and $50 million to $100 million in liabilities. Judge Erik P. Kimball oversees the cases. The Debtors tapped Michael D. Seese, Esq., at Seese, PA as legal counsel and Epiq Corporate Restructuring, LLC as notice, claims, and solicitation agent, and call center operator. NAPA MANAGEMENT: Blackstone Fund Marks $813,177 Loan at 30% Off --------------------------------------------------------------- Blackstone Long Short Credit Income Fund has marked its $813,177 loan extended to NAPA Management Services Corp to market at $569,631 or 70% of the outstanding amount, as of June 30, 2023, according to BLSCI Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Long Short Credit Income Fund is a participant in a First Lien Term Loan (3M US SOFR + 5.25%, 0.75% Floor) to NAPA Management Services Corp. The loan matures on February 23, 2029. Blackstone Long Short Credit Income Fund is a closed-end fund that trades on the New York Stock Exchange under the symbol BGX. NAPA Management Services offers practice management services. The Company provides accounting, billing, consulting, medical personnel contracting, healthcare analyzes, financing, human resources, information technology, insurance, marketing, and operational support services. NAUTILUS POWER: $486MM Bank Debt Trades at 20% Discount ------------------------------------------------------- Participations in a syndicated loan under which Nautilus Power LLC is a borrower were trading in the secondary market around 80.4 cents-on-the-dollar during the week ended Friday, October 20, 2023, according to Bloomberg's Evaluated Pricing service data. The $486 million facility is a Term loan that is scheduled to mature on November 16, 2026. About $483.5 million of the loan is withdrawn and outstanding. Nautilus Power, LLC provides utility services. The Company generates, transmits, and distributes electric energy. NAUTILUS POWER: $728.6MM Bank Debt Trades at 19% Discount --------------------------------------------------------- Participations in a syndicated loan under which Nautilus Power LLC is a borrower were trading in the secondary market around 81.3 cents-on-the-dollar during the week ended Friday, October 20, 2023, according to Bloomberg's Evaluated Pricing service data. The $728.6 million facility is a Term loan that is scheduled to mature on May 16, 2024. About $9.4 million of the loan is withdrawn and outstanding. Nautilus Power, LLC provides utility services. The Company generates, transmits, and distributes electric energy. NIKOFAM INC: Bid to Use Cash Collateral Denied as Moot ------------------------------------------------------ The U.S. Bankruptcy Court for the District of Massachusetts, Eastern Division, denied as moot the motion to use cash collateral filed by Nikofam, Inc. as the case has been dismissed. As previously reported by the Troubled Company Reporter, the Massachusetts Department of Revenue is the Debtor's only secured creditor. The MDOR is owed approximately $240,000 in unpaid meals taxes dating back to approximately June 2020. On April 19, 2023, the MDOR levied upon an execution for unpaid meals taxes and seized the Debtor's assets, including its restaurant equipment, food inventory, cash and cash registers. The Debtor has been locked out if its East Weymouth storefront since the date of the Tax Seizure. Prior to the Tax Seizure, the MDOR also seized funds from the Debtor's operating account on at least two occasions. The MDOR's enforcement actions precipitated the Debtor's Chapter 11 case. A copy of the order is available at https://urlcurt.com/u?l=cKLedE from Pacermonitor.com. About Nikofam, Inc. Nikofam, Inc. owns and operates the Athens Pizza pizzeria. Since 2005 the Restaurant has operated out of its leased storefront in East Weymouth, Massachusetts. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 23-10719) on May 5, 2023. In the petition signed by Kiriaki Nikolaidis, president, the Debtor disclosed up to $500,000 in both assets and liabilities. Judge Janet E. Bostwick oversees the case. David B. Madoff, Esq., at Madoff & Khoury LLP, represents the Debtor as legal counsel. OBRA CAPITAL: Moody's Cuts CFR to Caa1 & Alters Outlook to Negative ------------------------------------------------------------------- Moody's Investors Service has downgraded Obra Capital, Inc.'s corporate family rating and senior secured bank credit facility to Caa1 from B2 and its probability of default rating to Caa1-PD from B2-PD. The rating outlook was changed to negative from stable. RATINGS RATIONALE The downgrade reflects Obra's weak operating performance and constrained liquidity that has resulted in very high leverage and weakening interest coverage. The company's leverage (debt-to-EBITDA with Moody's standard adjustments) stood at over 12 times as of June 30, 2023. The downgrade is further supported by Moody's view that Obra's liquidity will continue to be constrained as we expect the company's operating cash flow to remain negative over the next 12 months which will require the company to draw down its cash and investments to support debt service and other obligations. Although Obra has recently engaged in several transactions which expect will support earnings growth over time, its revenues remain about 50% below pre-pandemic levels. The rating action reflects Moody's view that these new initiatives will take time to develop and therefore will not significantly change the company's earnings trajectory over the next 12-18 months given tighter financial conditions and a more challenging fundraising environment. Further, there is execution risk associated with the company's strategy to extend its platform into structured credit, asset-based financing and other insurance-related asset classes. The change in outlook to negative reflects Moody's expectation that Obra's operating earnings are likely to remain under pressure over next 12-18 months and its weak liquidity driven by the company's revolving credit facility expiring in October 2024. Obra's Caa1 CFR reflects its constrained by very high financial leverage, a concentrated assets under management (AUM) mix, and modest revenue scale. The company benefits from its leading position as a provider of longevity based investments. ENVIRONMENTAL, SOCIAL, GOVERNANCE (ESG) CONSIDERATIONS Obra's Credit Impact Score was revised to CIS-5 from CIS-4, that indicates that the credit rating is lower than it would have been if ESG exposures did not exist and that the negative impact is higher than for issuers scored CIS-4. The revision is driven by governance risks (governance issuer profile score is G-5, previously G-4) which reflects the company's high financial leverage, enhanced refinancing risk and the execution risks associated with its strategic growth initiatives. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Obra's ratings are unlikely to be upgraded but their outlook could be restored to stable if: 1) stronger operating performance improves Obra's liquidity profile; or 2) financial leverage is sustained below 7x (debt-to-EBITDA as adjusted by Moody's); or 3) the company's expansion into areas outside of life settlements begins to meaningfully contribute to earnings and business diversity; or 4) outflows are stemmed such that asset resiliency scores stabilize to historical levels. Conversely, Obra's ratings could be downgraded if: 1) there is a sustained deterioration in the company's liquidity profile; or 2) a sustained decay in asset growth or weak fundraising that weakens asset resiliency scores; or 3) reputational damage from the company's underwriting or investment practices that negatively impacts consumers or clients. The principal methodology used in these ratings was Asset Managers Methodology published in November 2019. OKAYSOU CORP: Business Income to Fund Plan Payments --------------------------------------------------- Okaysou Corporation filed with the U.S. Bankruptcy Court for the Central District of California a Disclosure Statement describing Chapter 11 Plan dated October 16, 2023. Debtor is a corporation. Debtor derives income from selling air purifiers humidifiers and through its ecommerce platform, mainly the Amazon store. Prior to filing of this case Debtor was facing real risk of its funds and assets being misappropriated by a Fudong Cao, a person who had been in de facto control of the debtor but had no legal ownership interest in the Debtor. At that time Debtor was facing patent infringement litigation and was concerned that Cao may withdraw all funds from the debtor leaving Debtor insolvent facing large litigation and trade claims. The purpose behind filing of this case was to restrict funds transfer away from Debtor's accounts, suspend debtor's operations until Debtor could take control of its ecommerce platforms, sell the inventory and repay the creditors to the extent funds permit. Debtor does not own any real property. Debtor owns inventory that it plans to sell to consummate the plan of reorganizations. All income earned by debtor since the filing of this bankruptcy case and any and all income earned by the debtor in the future during the term of the Plan are the sources of money earmarked to pay creditors and interest-holders. Debtor classifies unsecured claimants into three classes: Class 2(a) consists of unliquidated litigation claims against the debtor; Class 2(b) unsecured trade claims; and Class 2(c) includes disputed unsecured claims. Class 2(a) includes claims held by plaintiffs in pending lawsuits against the Debtor who have not obtained a judgment, and therefore are unliquidated. The holders of claims in this class will have an election between two types of treatment. * Option 1. Lump Sum payment: Each holder of a claim in this Class who elects Option 1 on its ballot shall receive a lump sum payment in the amount equal to 1% of the filed amount of the Claim as of the Claims Bar Date, within 90 days of the Effective Date in full settlement and satisfaction of his/her claim. If holders in this class elect Option 1 they, will receive $19,333.26 in full payment of their claim. * Option 2. Each holder who does not affirmatively elect Option 1, shall be paid from Available Cash pro-rata with other unsecured creditors who elects Option 2 in quarterly installments payments not to exceed 5% of the claim amount, until all of Debtor's inventory is sold and all Available Cash is exhausted. Class 2(b) consists of Undisputed Trade Claims. The holders of claims in this class will have an election between two types of treatment. * Option 1. Lump Sum payment: Each holder of a claim in this Class who elects Option 1 on its ballot shall receive a lump sum payment in the amount equal to 10% of the listed/filed amount of the Claim as of the Claims Bar Date, within 90 days of the Effective Date in full settlement and satisfaction of his/her claim. If holders in this class elect Option 1 they, will receive $5,025.33 in full payment of their claim. * Option 2. Each holder who does not affirmatively elect Option 1, shall be paid from Available Cash2 pro-rata with other unsecured creditors who elects Option 2 in quarterly installments payments not to exceed 20% of the claim amount, until all of Debtor's inventory is sold and all Available Cash is exhausted. Class 2(c) consists of Disputed and Insider Claims. The holders of claims in this class will be paid only if after payment of all administrative, tax, secured and Class 2(a) and 2(b) creditors are paid pursuant to the terms outlined in the plan. If any amount is left over from such payments, then the disputed creditors will be paid from Available Cash amount not to exceed 1% of the allowed claim amount. Maximum possible payment that creditors in this class may receive is $9,179.10, and only payable after all creditors in preceding classes have been paid. A full-text copy of the Disclosure Statement dated October 16, 2023 is available at https://urlcurt.com/u?l=AlTJdV from PacerMonitor.com at no charge. About Okaysou Corporation Okaysou Corporation is engaged in e-commerce sale of air purifiers and accessories. Most of Okaysou's sales are through Amazon.com and its websites that are managed though Shopify.com. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-11535) on April 17, 2023. In the petition signed by Chief Executive Officer Hao Ma, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Mark Houle oversees the case. Vahe Khojayan, Esq., at YK LAW, LLP, is the Debtor's legal counsel. OSAIC HOLDINGS: Fitch Affirms 'B' LongTerm IDR, Outlook Stable -------------------------------------------------------------- Fitch Ratings has affirmed Osaic Holdings, Inc.'s (Osaic) Long-Term Issuer Default Rating (IDR) at 'B', senior secured debt rating at 'B+'/'RR3' and senior unsecured debt rating at 'CCC+'/'RR6'. The Rating Outlook is Stable. KEY RATING DRIVERS The ratings affirmation reflects Osaic's improving market position as one of the largest independent financial advisors in the U.S.; cash-generative business model; relatively flexible cost base, which should help cushion revenue declines in downward market environments; high advisor retention rates; and continued organic expansion that, over time, should lead to improved leverage and interest coverage metrics. The ratings are constrained by still elevated leverage levels; weak interest coverage metrics; a relatively low, albeit improving, EBITDA margin; and the highly competitive environment associated with the independent broker-dealer and registered investment advisor (hybrid RIA) business model. Osaic's ratings are also constrained by its private equity ownership, which introduces a degree of uncertainty over the company's future financial policies and the potential for more opportunistic growth strategies. Osaic's asset performance, as reflected by net flows to beginning period assets under administration (AUA), averaged outflows of 2.2% from 2019-2022, despite the firm's continued investment in recruitment and retention of advisors. This is within Fitch's 'bbb' category benchmark range of 5% to negative 5% for investment managers. The firm has benefited from low attrition rates, recent acquisitions, and reported strong organic growth on its proprietary platform, which Fitch views favorably, but market performance has been a meaningful offset. Osaic's EBITDA margin averaged 11% from 2019-2022, and 14.6% for the TTM ended 2Q23; which was within Fitch's 'bb' category quantitative benchmark range of 10%-20% for securities firms with low balance sheet usage. On a gross revenue basis, margins remain structurally low due to high production-based payouts to advisors. Fitch expects Osaic's EBITDA margin, adjusted for non-recurring and non-cash expenses, to gradually improve, supported by larger operating scale, a growing proportion of higher fee-generating assets on the proprietary advisory platform and further cost optimization. Osaic's net interest income (NII) on cash balances held in sweep accounts improved YoY due to the higher rate environment, which has partially offset lower commission-based revenues and revenues linked to market performance. Fitch assesses Osaic's leverage on a gross debt to EBITDA basis (adjusted for non-cash and non-recurring items). Osaic's leverage was 5.4x for the TTM ended 2Q23, up from 5.2x a year ago, due to a recent $300 million term-loan upsizing. Fitch expects Osaic will continue to consider debt-funded acquisitions, which could yield periodic up-ticks in leverage, but the additional revenue and potential synergies associated with those transactions are expected to result in modest de-leveraging over time to around 5.0x. Interest coverage, calculated as adjusted EBITDA to interest expense, decreased to 2.3x for the TTM 2Q23, from 2.5x a year ago, due to higher interest expense, given floating rate debt, which was partially offset by improved earnings. Coverage remains within Fitch's 'b' category benchmark range of 1.0x-3.0x for securities firms with low balance sheet usage. Osaic's modest coverage metrics are partially offset by the relatively long-term maturity profile of the firm's debt (nearest maturity is in 2027) and the cash generative business model. Fitch believes interest coverage will improve as recent acquisitions and organic growth are expected to be accretive to earnings. Fitch believes Osaic has a sound liquidity profile, with cash and equivalents of approximately $557 million at 2Q23 and, pro forma for the recent upsize, a $704 million secured revolving credit facility, which is fully undrawn. This compares to approximately $17 million of annual debt amortization requirements. The Stable Outlook reflects Fitch's expectation that Osaic will manage its leverage and interest coverage ratios near current levels, maintain solid operating performance and continue to grow AUA. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Deterioration in operating results that prevent Osaic from maintaining leverage at-or-below 5.5x; - A weakened liquidity profile and/or a sustained reduction in interest coverage below 2.0x; - Sustained operational losses and a reduction in the EBITDA margin below 10%; - Sustained negative AUA flows; - A material decline in advisor and asset retention rates; and/or - A material increase in balance sheet-intensive activities. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - An ability to sustain leverage at-or-below 4.0x through market cycles; - Sustained maintenance of interest coverage at-or-above 3x; - Sustained maintenance of the EBITDA margin approaching 15%; - Consistently positive AUA flows and the continued shift of assets onto the advisory platform; - Maintenance of an adequate liquidity profile; and/or - An increase in the company's unsecured funding mix. DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS Osaic's senior secured debt rating is one notch above the Long-Term IDR and reflects Fitch's view of above average recovery prospects under a stress scenario. The senior unsecured rating is two notches below the IDR and reflects structural subordination and poor recovery prospects under a stress scenario. DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES The secured and unsecured debt ratings are primarily sensitive to changes in Osaic's Long-Term IDR and secondarily to relative recovery prospects for each class of debt under a stress scenario. ADJUSTMENTS The Standalone Credit Profile (SCP) has been assigned below the implied Standalone Credit Profile due to the following adjustment reason(s): Weakest Link - Funding, Liquidity & Coverage (negative). The Business Profile score has been assigned below the implied score due to the following adjustment reason(s): Market position (negative). The Asset Quality score has been assigned below the implied score due to the following adjustment reason(s): Concentrations; asset performance (negative). The Capitalization & Leverage score has been assigned above the implied score due to the following adjustment reason(s): Tangible capital/leverage calculation (positive). ESG CONSIDERATIONS Osaic Holdings Inc. has an ESG Relevance Score of '4' for Governance Structure due to Private Equity ownership which could result in more opportunistic financial policies and higher leverage tolerance which has a negative impact on the credit profile, and is relevant to the ratings 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 ----------- ------ -------- ----- Osaic Holdings, Inc. LT IDR B Affirmed B senior unsecured LT CCC+ Affirmed RR6 CCC+ senior secured LT B+ Affirmed RR3 B+ OSG HOLDINGS: Unsecureds be Paid in Full or be Reinstated --------------------------------------------------------- OSG Holdings, Inc. and certain of its Debtor Affiliates filed with the U.S. Bankruptcy Court for the Southern District of Texas a Disclosure Statement for the Joint Prepackaged Chapter 11 Plan dated October 15, 2023. The Debtors, together with their non-Debtor subsidiaries (and together with the Liquidating Debtors, collectively, the "Company"), are a digital and print communications platform, serving corporate clients throughout North America and the United Kingdom. The Debtors filed these Chapter 11 Cases with the support of a majority of their stakeholders and to implement the terms of the Restructuring Support Agreement and the go-forward business plan on which the prepackaged Plan is based. In that regard, these Chapter 11 Cases will comprehensively restructure the Debtors' prepetition debt, preserve the going-concern value of the Debtors' businesses, maximize all creditor recoveries (including by paying all General Unsecured Trade Claims and General Unsecured Litigation Claims in full and assuming all Executory Contracts and Unexpired Leases), protect the jobs of the Debtors' employees, and position the Debtors for long-term success. The Plan implements a comprehensive prepackaged restructuring agreed to among the Debtors and the Debtors' major stakeholders, including the Consenting First Lien Lenders (entitled to vote more than 66.7% of the aggregate amount of Existing First Lien Claims to accept or reject the Plan) and the Consenting Funds. The anticipated benefits of the prepackaged restructuring, including the Plan, include, without limitation, the following: * a DIP Facility to fund the restructuring and the Debtors' operations during these chapter 11 cases up to $50 million, which will be paid in full in Cash on the Effective Date; * approximately $50.0 million in new money advanced under the New Credit Agreement in exchange for (a) $50 million in New First Lien Loans and (b) 20% of the Reorganized Common Equity, subject to dilution by the Management Incentive Plan; * a commitment from the Backstop Parties to backstop the New First Lien Facility in exchange for the Put Option Premium; * conversion of approximately $670 million of Existing First Lien Claims to (i) $135 million in New Take-Back Debt Loans and (ii) 80% of the Reorganized Common Equity, subject to dilution by the Put Option Premium and the Management Incentive Plan; * the option for the Debtors to secure the Optional ABL Facility, consistent with the terms set forth in the Restructuring Support Agreement; * payment in full or Reinstatement of all General Unsecured Trade Claims and all General Unsecured Litigation Claims; * divestment of the Debtors' equity interest in non-debtor OSG Bidco Limited, which will vest in a liquidating trust for the benefit of the Pension Trustee; and * prompt emergence from chapter 11. The Plan provides for a comprehensive restructuring of the Debtors' prepetition obligations, preserves the going-concern value of the Debtors' businesses, maximizes all creditor recoveries, and protects the jobs of the Debtors' invaluable employees, including Management. Class 4 consists of General Unsecured Trade Claims. In full and final satisfaction, compromise, settlement, release, and discharge of each Allowed General Unsecured Trade Claim, and except to the extent that the Holder of such Allowed General Unsecured Trade Claim agrees with the Debtors (after consultation with the Required Consenting Stakeholders) to less favorable treatment, at the election of the Debtors, with the consent of the Required Consenting Stakeholders, (A) payment in full in Cash of the unpaid portion of its Allowed General Unsecured Claim paid in the ordinary course of business, or (B) Reinstatement of its General Unsecured Trade Claim. This Class is unimpaired. Class 5 consists of General Unsecured Litigation Claims. In full and final satisfaction, compromise, settlement, release, and discharge of each Allowed General Unsecured Litigation Claim, and except to the extent that the Holder of such Allowed General Unsecured Litigation Claim agrees with the Debtors (after consultation with the Required Consenting Stakeholders) to less favorable treatment, each Holder of an Allowed General Unsecured Litigation Claim shall receive (A) Reinstatement of its Allowed General Unsecured Litigation Claim and (B) payment in full in Cash in the ordinary course of business if and when finally resolved under applicable non-bankruptcy Law on the unpaid portion, if any, of its Allowed General Unsecured Claim. This Class is unimpaired. Class 6 consists of Other General Unsecured Claims. In full and final satisfaction, compromise, settlement, release, and discharge of each Allowed Other General Unsecured Claim, and except to the extent that the Holder of such Allowed Other General Unsecured Claim agrees to less favorable treatment with the reasonable consent of the Required Consenting Stakeholders, each Holder of an Other General Unsecured Claim shall be entitled to receive its ProRata Share of (A) the Liquidating Trust Assets and (B) GBP 3.0 million. Class 8 consists of Existing Interests. On the Effective Date, all Allowed Existing Interests shall be cancelled, released, and extinguished, and will be of no further force or effect, and Holders of Allowed Existing Interests shall not receive or retain any property or distributions under the Plan on account of such Allowed Existing Interests. The Debtors shall fund distributions under the Plan with: (a) Cash on hand, including Cash from operations; (b) the proceeds of the DIP Loans; (c) the proceeds of the New Take-Back Debt Loans; (d) proceeds from the Rights Offering and the Backstop Commitment Letter; (e) the Liquidating Trust Assets; and (f) the Reorganized Common Equity. Cash payments to be made pursuant to the Plan will be made by the Reorganized Debtors or the Liquidating Trustee. The Reorganized Debtors shall be entitled to transfer funds between and among themselves as they determine to be necessary or appropriate to enable the Reorganized Debtors to satisfy their obligations under the Plan. A full-text copy of the Disclosure Statement dated October 15, 2023 is available at https://urlcurt.com/u?l=kbgVEg from PacerMonitor.com at no charge. Proposed Counsel for the Debtors: Marcus A. Helt MCDERMOTT WILL & EMERY LLP 845 Texas Avenue, Suite 4000 Houston, TX 77002 Tel: (214) 295-8000 Fax: (972) 232-3098 Email: mhelt@mwe.com - and - Gregg Steinman, Esq. MCDERMOTT WILL & EMERY LLP 333 SE 2nd Avenue, Suite 4500 Miami, FL 33131 Tel: (305) 358-3500 Fax: (305) 347-6500 Email: gsteinman@mwe.com - and - Felicia Gerber Perlman, Esq. Bradley Thomas Giordano, Esq. Carole Wurzelbacher, Esq. MCDERMOTT WILL & EMERY LLP 444 West Lake Street Chicago, IL 10036 Tel: (312) 372-2000 Fax: (312) 984-7700 Email: fperlman@mwe.com bgiordano@mwe.com cwurzelbacher@mwe.com About OSG Holdings The Debtors, together with their non-Debtor subsidiaries, are a digital and print communications platform, serving corporate clients throughout North America and the United Kingdom. The Company provides primarily transactional, marketing, and payment solutions to various industries including consumer services, business-to-business markets, education, retail, property management, financial services, healthcare, and the government, both through the use of its traditional print and mail businesses, as well as through its omnichannel software-as-service (SaaS) platform. The Company also provides a comprehensive suite of complementary services to its clients, such as online payment portals and accounts receivable software, real-time reporting and data analytics, and database management services. The Debtors filed Chapter 11 Petition (Bankr. S.D. Tex. Lead Case No. 23-90799) on October 15, 2023, with $500 million to $1 billion in assets and liabilities. Keith A. Maib, chief restructuring officer, signed the petitions. Judge Christopher M. Lopez oversees the case. The Debtors tapped MCDERMOTT WILL & EMERY LLP as bankruptcy counsel. OUTPUT SERVICES: Blackstone Fund Marks $459,898 Loan at 73% Off --------------------------------------------------------------- Blackstone Long Short Credit Income Fund has marked its $459,898 loan extended to Output Services Group, Inc to market at $125,322 or 27% of the outstanding amount, as of June 30, 2023, according to BLSCI Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Long Short Credit Income Fund is a participant in a First Lien Term Loan (3M US SOFR + 5.25%, 1.50% PIK) to Output Services Group, Inc. The loan matures on June 29, 2026. Blackstone Long Short Credit Income Fund is a closed-end fund that trades on the New York Stock Exchange under the symbol BGX. Output Services Group, Inc. offers printing services. OUTPUT SERVICES: Blackstone Fund Marks $590,454 Loan at 73% Off --------------------------------------------------------------- Blackstone Senior Floating Rate 2027 Term Fund has marked its $590,454 loan extended to Output Services Group, Inc to market at $160,899 or 27% of the outstanding amount, as of June 30, 2023, according to the Blackstone Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Senior Floating Rate 2027 Term Fund is a participant in a First Lien Term Loan (3M US SOFR + 5.25%, 1.50% PIK) to Output Services Group, Inc. The loan matures on June 29, 2026. Blackstone Senior Floating Rate 2027 Term Fund, formerly known as Blackstone Senior Floating Rate Term Fund, is a diversified, closed-end management investment company. BSL was organized as a Delaware statutory trust on March 4, 2010. BSL was registered under the Investment Company Act of 1940, as amended on March 5, 2010. Output Services Group, Inc. offers printing services. PEAK TAHOE: Claims Will be Paid from Property Sale/Refinance ------------------------------------------------------------ Peak Tahoe, LLC, filed with the U.S. Bankruptcy Court for the District of Nevada a Disclosure Statement describing Plan of Reorganization dated October 16, 2023. The Debtor is a Nevada limited liability company formed on January 4, 2021. The Debtor is a single asset real estate debtor as that term is defined under Section 101(51B) of the Bankruptcy Code. The Debtor was formed by Sheba Development, LLC, a California limited liability company, to develop 41 luxury residences that overlook Lake Tahoe on the Nevada side of South Lake Tahoe, specifically, 323 Tramway Drive, Stateline, Nevada (the "Project"). The Debtor purchased the development Project from Bank of America as an REO, and at the purchase time, there was an existing 4-story concrete shell and frame. In January 2021, the Debtor began working with BSP of Finance, LLC, also known as Benefit Street Partners ("BSP"), for a construction loan. On June 21, 2023, BSP recorded a Notice of Trustee's Sale in Douglas County, Nevada, which set a foreclosure sale of the Debtor's real property to take place on July 19, 2023. The Debtor has significant equity in the Property, and filed this Chapter 11 case to stay the foreclosure proceeding and give it a breathing spell to either refinance the Property through a new lender and complete the Project, or sell, or joint venture the Property. The Debtor is in discussions with a new lender to refinance the Project and secure construction financing to complete the Project. The Debtor, together with the proposed new lender and the Debtor's member Sheba Development, LLC, would form a single person Nevada limited liability company for the joint venture. The potential new lender and joint venture partner will contribute approximately $6,400,000 to the newly formed entity and will simultaneously secure construction financing to finish the Project. The new lender's capital contribution shall receive a cumulative preferred annual payment of 20% per annum. Sheba Development, LLC would sell the Property to the newly formed entity and will contribute a credit of $10,800,000 in the form of equity. The proposed new lender will be responsible for all future capital contributions for the construction and development of the Project and operation of the newly formed entity. Class 3 consists of the general unsecured claims against the Debtor. The Class 3 Allowed general unsecured claims totaling $485,137.08, calculated as of the Petition Date, shall be paid in full upon any sale of the Debtor's real property or refinance of same, whichever occurs first in time, on or before the Effective Date of the Plan. Debtor shall litigate and contest unreasonable fees, costs, or charges provided for under the parties' agreement or State statute under which such claim arose, pursuant to Section 506(b) of the Bankruptcy Code. Accordingly, the Class 3 Allowed general unsecured claims are unimpaired. Class 4 consists of the Member's equity interests in the Debtor, specifically: Sheba Development, LLC 99.5% member's interest and The Peak Tahoe L.L.C. 0.5% member's interest. The equity interests of the members of the Debtor existing on the Petition Date shall remain unchanged. Accordingly, the Class 4 equity interests of the Debtor are unimpaired under the Plan. The Debtor shall fund the proposed Plan payments from the sale, or refinance of the Debtor’s Property. The Debtor's Property has equity in excess of any purported secured claims; thus, the Debtor expects to have sufficient funds with which to make the required Plan payments, after refinance or sale/joint venture. Debtor estimates that its equity in the Project exceeds $12,000,000. A full-text copy of the Disclosure Statement dated October 16, 2023 is available at https://urlcurt.com/u?l=8nI6TZ from PacerMonitor.com at no charge. Attorneys for Debtor: Stephen R. Harris, Esq. Norma Guariglia, Esq. Harris Law Practice, LLC 850 E. Patriot Blvd., Suite F Reno, NV 89511 Telephone: (775) 786-7600 Facsimile: (775) 786-7764 Email: steve@harrislawreno.com norma@harrislawreno.com About Peak Tahoe Peak Tahoe LLC, a company in Stateline, Nev., filed its voluntary petition for Chapter 11 protection (Bankr. D. Nev. Case No. 23-50483) on July 18, 2023, with as much as $10 million to $50 million in both assets and liabilities. Judge Hilary L. Barnes oversees the case. Harris Law Practice, LLC serves as the Debtor's bankruptcy counsel. POLLO FELIZ: Seeks Cash Collateral Access ----------------------------------------- Pollo Feliz Inc. asks the U.S. Bankruptcy Court for the Western District of Texas, El Paso Division, for authority to use cash collateral and provide adequate protection. Pollo Feliz's seeking Chapter 11 relief results from the inability to continue servicing loans from merchant lenders, and subsequent prepetition collection activities by these lenders. Pollo Feliz's motivation for commencing this case is to determine the amounts due to lenders, reject unprofitable and burdensome real and personal property leases and executory contracts, and propose a plan of reorganization for satisfying allowed claims. On May 20, 2020, Pollo Feliz obtained a Disaster COVID-19 Economic Injury loan from the Small Business Administration in the principal amount of $1,478,800. The EIDL is evidenced by an Amended Loan Authorization and Agreement effective June 10, 2022. The Debtor was able to make monthly payments to the SBA prepetition as reflected by the payment schedule, however as the payment pressures from the merchant lenders increased, its ability to continue the $7,358 payment has become a challenge. The SBA filed a Form UCC-1 Financing Statement with the Secretary of State of Texas on June 28, 2020. Based on a lien search conducted with the Texas Secretary of State, several creditors also claim an interest in cash collateral. However several of these creditors' claims were satisfied prepetition but have not released their lien(s). The creditors include Monroe Capital Management Advisors, Channel Partners Funding, I, LLC, DLR, Inc., First Corporate Solutions as Representative for Monroe Capital Management Advisors Channel Partners Funding, LLC, Corporation Service Company as Representative for Everest Business Funding, Financial Pacific Leasing, Inc., Pawnee Leasing Corporation, CT Corporation System, as Representatives for Rapid Finance, East Hudson Capital, LLC/GFE NY, LLC d/b/a Global Funding Experts/Vox Funding, LLC, and MD Capital NY, LLC. It is the Debtor's position that only the SBA is entitled to adequate protection. The Debtor will make adequate protection payments of $2,000 per month beginning no later than October 30, 2023, and continuing thereafter on the 30th day of each successive month until a Plan is confirmed or until further Order of the Court. The Debtor will provide the SBA replacement liens on property, inventory, and accounts receivable acquired and generated by Pollo Feliz post-petition with the same priority as the SBA's pre-petition lien as reflected by the filed UCC-1. The Debtor will continue maintaining casualty insurance on all business assets and provide written evidence of insurance to the SBA upon request. A copy of the motion is available at https://urlcurt.com/u?l=9oJ7Mz from PacerMonitor.com. About Pollo Feliz, Inc. Pollo Feliz, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 23-31051) on October 10, 2023. In the petition signed by Katana Chavez, vice president, the Debtor disclosed up to $100,000 in assets and up to $10 million in liabilities. Carlos Miranda, Esq., at Miranda & Maldonado, PC, represents the Debtor as legal counsel. PROJECT CASTLE: Blackstone Fund Marks $1.3MM Loan at 15% Off ------------------------------------------------------------ Blackstone Long Short Credit Income Fund has marked its $1,332,803 loan extended to Project Castle, Inc to market at $1,132,882 or 85% of the outstanding amount, as of June 30, 2023, according to BLSCI Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Long Short Credit Income Fund is a participant in a 2020 First Lien Term Loan (3M US SOFR + 5.50%) to Project Castle, Inc. The loan matures on June 1, 2029. Blackstone Long Short Credit Income Fund is a closed-end fund that trades on the New York Stock Exchange under the symbol BGX. Project Castle, Inc is in the capital equipment industry. PROSPERITAS LEADERSHIP: Wins Cash Collateral Access Thru Jan 2024 ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Orlando Division, authorized Prosperitas Leadership Academy, Inc. to use cash collateral on an interim basis in accordance with the budget, through January 17, 2024. The Debtor is permitted to use cash collateral to pay: (a) the amounts expressly authorized by the Court, including payments to the United States Trustee for quarterly fees; (b) the current and necessary expenses set forth in the budget; and (c) the additional amounts as may be expressly approved in writing by the Creditor. As adequate protection, Black Business Investment Fund will have a perfected post-petition lien against cash collateral to the same extent and with the same validity and priority as its pre-petition lien, without the need to file or execute any documents as may otherwise be required under applicable nonbankruptcy law. The Debtor will maintain insurance coverage for its property in accordance with the obligations under the loan and security documents with the Creditor. A continued preliminary hearing on the matter is set for January 17, 2024 at at 1:30 p.m. A copy of the Court's order and the Debtor's budget is available at https://urlcurt.com/u?l=s80OnV from PacerMonitor.com. The Debtor projects total operating expenses, on a monthly basis, as follows: $84,576 for October 2023; $84,576 for November 2023; $84,575 for December 2023; $83,575 for January 2024. About Prosperitas Leadership Academy, Inc. Prosperitas Leadership Academy, Inc. is a public charter school for residents of Orange County, California. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-02443) on June 21, 2023. In the petition signed by Michael Spence, Board president, the Debtor disclosed $2,009,763 in assets and $2,533,820 in liabilities. Judge Grace E. Robson oversees the case. Jeffrey S. Ainsworth, Esq., at Bransonlaw, PLLC, represents the Debtor as legal counsel. PRUDENT AMERICAN: Files Emergency Bid to Use Cash Collateral ------------------------------------------------------------ Prudent American Technologies, Inc. asks the U.S. Bankruptcy Court for the Eastern District of Texas, Sherman Division, for authority to use cash collateral and provide adequate protection. The Secured Creditors with a potential interest in cash collateral are as follows: 1. Cadence Bank; 2. Chiptec, LLC; 3. Manufacturers Capital; 4. Morgan Saylor; 5. P&S Products; and 6. Terrance McCall The Debtor has an immediate need to use the cash collateral of various parties whose UCC filings reflect a security interest in accounts, cash deposits, equipment, inventory and other personal property of the Debtor. The Debtor can adequately protect the interests of the Secured Creditors by providing the Secured Creditors with post-petition liens, and priority claims in the Chapter 11 bankruptcy case. The cash collateral will be used to continue the Debtor's ongoing operations. A copy of the Debtor's motion and budget is available at https://urlcurt.com/u?l=KGJvSz from PacerMonitor.com. The Debtor projects total operating cash disbursements, on weekly basis, as follows: $183,500 for the week ending October 27, 2023; $188,500 for the week ending November 3, 2023; $271,700 for the week ending November 10, 2023; and $193,500 for the week ending November 17, 2023. About Prudent American Technologies, Inc. Prudent American Technologies, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 23-41959) on October 17, 2023. In the petition signed by Jay Rigby as interim president & CEO, the Debtor disclosed up to $50,000 in assets and up to $50 million in liabilities. Howard Marc Spector, Esq., at Spector & Cox, PLLC, represents the Debtor as legal counsel. QUALITY HEATING: SC&H Capital Served as Adviser in Sale to Kelso ---------------------------------------------------------------- SC&H Capital, a leading investment bank specializing in M&A advisory for middle-market companies, on Oct. 18 disclosed that its client, Quality Heating & Air Conditioning Company, Inc. ("QHA"), has been acquired by Kelso Industries, LLC ("Kelso"). QHA is a manufacturer and installer of commercial sheet metal ductwork for construction and commercial customers across the Mid-Atlantic. Located in Wilmington, Delaware and founded in 1966, QHA employs around 160 highly trained individuals and has worked on an extensive variety of projects over the past five decades. QHA had enjoyed steady revenue and profitability for many years leading up to a downturn in the market, compounded by higher labor and material costs. Ownership was forced to seek bankruptcy protection and SC&H Capital was retained to quickly facilitate a sale of QHA. Saddled with many unprofitable legacy contracts that were negatively impacting cash flow, SC&H Capital worked with QHA to identify which contracts made sense to shed and those that had value to a buyer. SC&H Capital conducted a thorough and timely marketing process which culminated with a two-day auction and negotiation to sell to Kelso. The go-forward company will continue to operate out of the same Wilmington facilities and maintain employment for the staff. "The sale to Kelso checked a lot of boxes for QHA: continued operations and employment, and the wherewithal to finish existing jobs to ensure customer satisfaction, plus maximum recovery for the estate. Kelso continues to build a full suite of mechanical service companies across the U.S. and QHA will be a nice addition for them," said Matt LoCascio, Principal at SC&H Capital. The transaction was signed in May 2023 and closed in June 2023. About SC&H Capital SC&H Capital -- http://www.schcapital.com/-- is an investment banking and advisory firm specializing in mergers and acquisitions (M&A), employee stock ownership plans (ESOP), distressed M&A, and business valuations for middle-market companies nationally. SC&H Capital delivers services across numerous industries including technology, healthcare, manufacturing, business and professional services, and government contracting. About Quality Heating and Air Conditioning Headquartered in Newport, Delaware, Quality Heating and Air Conditioning provides HVAC and sheet metal services across the Delaware, Maryland, Pennsylvania, New Jersey and Virginia areas. Quality Heating specializes in the construction and commercial industries and was founded over 50 years ago. It is capable of all phases of sheet metal work and has worked on an extensive variety of projects including new construction, industrial, pharmaceutical, medical, educational, remodels and design-build. It has over 40,000 square feet of space dedicated to custom fabrication. Quality Heating sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10354) on March 27, 2023. In the petition signed by Horace Adam Wahl, III, president, the Debtor disclosed up to $50 million in both assets and liabilities. Judg Karen B. Owens oversees the case. The Debtor tapped Gellert Scali Busenkell & Brown, LLC as legal counsel and SC&H Group, Inc. as investment banker. Epiq Corporate Restructuring, LLC is the claims and noticing agent. The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Debtor's Chapter 11 case. The committee is represented by Morris James, LLP. QUEST BORROWER: Blackstone Fund Marks $1.3MM Loan at 22% Off ------------------------------------------------------------ Blackstone Senior Floating Rate 2027 Term Fund has marked its $1,394,341 loan extended to Quest Borrower Ltd to market at $1,089,329 or 78% of the outstanding amount, as of June 30, 2023, according to the Blackstone Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Senior Floating Rate 2027 Term Fund is a participant in a First Lien Term Loan (3M US SOFR + 4.25%) to Quest Borrower Ltd. The loan matures on February 1, 2029. Blackstone Senior Floating Rate 2027 Term Fund, formerly known as Blackstone Senior Floating Rate Term Fund, is a diversified, closed-end management investment company. BSL was organized as a Delaware statutory trust on March 4, 2010. BSL was registered under the Investment Company Act of 1940, as amended on March 5, 2010. Quest Borrower Limited is part of the High Tech Industries. QUEST BORROWER: BLSCI Fund Marks $1.2MM Loan at 22% Off ------------------------------------------------------- Blackstone Long Short Credit Income Fund has marked its $1,228,763 loan extended to Quest Borrower Ltd to market at $959,971 or 78% of the outstanding amount, as of June 30, 2023, according to BLSCI Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Long Short Credit Income Fund is a participant in a First Lien Term Loan (3M US SOFR + 4.25%) to Quest Borrower Ltd. The loan matures on February 1, 2029. Blackstone Long Short Credit Income Fund is a closed-end fund that trades on the New York Stock Exchange under the symbol BGX. Quest Borrower Limited is part of the High Tech Industries. R&LS INVESTMENTS: Unsecureds to Get Share of Income for 3 Years --------------------------------------------------------------- R&LS Investments, Inc., filed with the U.S. Bankruptcy Court for the Central District of California a Subchapter V Plan of Reorganization dated October 16, 2023. The Debtor was formed as a California corporation in 2005. The Debtor is a real estate brokerage business, wholly owned by its sole shareholder, Richard Cunningham. Since March 2020, the Debtor has faced economic and financial challenges on account of the COVID-19 pandemic. Against this backdrop, the Debtor has become increasingly aware since emerging from the pandemic that excess office space is the single biggest threat to its overall viability. It has been apparent for some time that if one of the larger offices were to close, the remaining offices could meet the Company's needs for administrative offices, training space, conference rooms, and agent offices. In an exercise of reasonable business judgment, and in the best interest of all stakeholders in the estate, the Debtor filed this chapter 11 bankruptcy case to restructure its debts and reorganize its business affairs, save the jobs of its employees and real estate agents, and reduce its expenses and footprint to a profitable cash-flow-positive business model through a chapter 11 plan or sale or combination of the two. Class 1 consists of all general unsecured claims of the Debtor not included in any other class. Total amount of class 1 claims is $1,987,308.64. Each holder of a class 1 allowed claim will receive a cash payment equal to its prorated share of the Debtor's net projected disposable income over the life of the three-year Plan commencing as of the Effective Date (the "Net Projected Disposable Income"), and upon confirmation of the Plan, the amount of $57,198 as set forth on the Plan, shall be and is conclusively determined to be the net projected disposable income. Class 1 shall receive the Net Projected Disposable Income in the total amount of $57,198.00. Payment to Class 1 shall be made by the Debtor in lump sum in December 2026 by no later than December 31, 2026. Class 1 will not receive interest on their claims. The Debtor may prepay the Net Projected Disposable Income to Class 1 at any time without prepayment penalty. The Class 2 Equity Interest Holder will retain equity interests without impairment. The Plan will be funded with the Debtor's cash on hand on the Plan Effective Date, a new money capital infusion (in the form of an interest-free post-confirmation loan from Richard Cunningham), and continued business operations, and future projected income. A full-text copy of the Subchapter V Plan dated October 16, 2023 is available at https://urlcurt.com/u?l=OGVioW from PacerMonitor.com at no charge. Attorneys for Debtor: John-Patrick M. Fritz, Esq. Levene, Neale, Bender, Yoo & Golubchik L.L.P. 2818 La Cienega Avenue, Los Angeles, CA 90034 Tel: (310) 229-1234 Facsimile: (310) 229-1244 Email: JPF@LNBYG.COM About R&LS Investments R&LS Investments, Inc., is a real estate brokerage business. R&LS Investments filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-14467) on July 18, 2023, with $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Richard Cunningham, operating principal, signed the petition. Judge Julia W. Brand oversees the case. John-Patrick M. Fritz, Esq., at Levene, Neale, Bender, Yoo & Golubchik, LLP is the Debtor's legal counsel. RADIATE HOLDCO: Blackstone Fund Marks $1.1MM Loan at 16% Off ------------------------------------------------------------ Blackstone Long Short Credit Income Fund has marked its $1,190,932 loan extended to Radiate Holdco, LLC to market at $996,959 or 84% of the outstanding amount, as of June 30, 2023, according to BLSCI Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Long Short Credit Income Fund is a participant in a First Lien Term Loan (1M US L + 3.25%) to Radiate Holdco, LLC. The loan matures on September 25, 2026. Blackstone Long Short Credit Income Fund is a closed-end fund that trades on the New York Stock Exchange under the symbol BGX. Radiate Holdco LLC, also known as Astound Broadband, and backed by Stonepeak, is a broadband communications services provider and cable operator doing business via regional providers RCN, Grande Communications, Wave Broadband and enTouch Systems. RADIOLOGY PARTNERS: $1.64BB Bank Debt Trades at 25% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Radiology Partners Inc is a borrower were trading in the secondary market around 75.3 cents-on-the-dollar during the week ended Friday, October 20, 2023, according to Bloomberg's Evaluated Pricing service data. The $1.64 billion facility is a Term loan that is scheduled to mature on July 9, 2025. The amount is fully drawn and outstanding. Radiology Partners, Inc. operates as a health care testing center. The Company offers diagnostic and interventional radiology services by local radiologists. Radiology Partners serves customers in the United States. RADIOLOGY PARTNERS: Blackstone Fund Marks $877,722 Loan at 24% Off ------------------------------------------------------------------ Blackstone Long Short Credit Income Fund has marked its $877,722 loan extended to Radiology Partners, Inc to market at $665,699 or 76% of the outstanding amount, as of June 30, 2023, according to BLSCI Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Long Short Credit Income Fund is a participant in a First Lien Term Loan (1M US SOFR + 4.25%) to Radiology Partners, Inc. The loan matures on July 9, 2025. Blackstone Long Short Credit Income Fund is a closed-end fund that trades on the New York Stock Exchange under the symbol BGX. Radiology Partners, Inc. operates as a health care testing center. The Company offers diagnostic and interventional radiology services by local radiologists. Radiology Partners serves customers in the United States. RADIOLOGY PARTNERS: Blackstone Fund Marks $913,380 Loan at 24% Off ------------------------------------------------------------------ Blackstone Senior Floating Rate 2027 Term Fund has marked its $913,380 loan extended to Radiology Partners, Inc to market at $692,744 or 76% of the outstanding amount, as of June 30, 2023, according to the Blackstone Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Senior Floating Rate 2027 Term Fund is a participant in a First Lien Term Loan (1M US SOFR + 4.25%) to Radiology Partners, Inc. Blackstone Senior Floating Rate 2027 Term Fund, formerly known as Blackstone Senior Floating Rate Term Fund, is a diversified, closed-end management investment company. BSL was organized as a Delaware statutory trust on March 4, 2010. BSL was registered under the Investment Company Act of 1940, as amended on March 5, 2010. Radiology Partners, Inc. operates as a health care testing center. The Company offers diagnostic and interventional radiology services by local radiologists. Radiology Partners serves customers in the United States. RADIOLOGY PARTNERS: BSCTF 2027 Marks $2.8MM Loan at 24% Off ----------------------------------------------------------- Blackstone Strategic Credit 2027 Term Fund has marked its $2,849,358 loan extended to Radiology Partners, Inc to market at $2,161,067 or 76% of the outstanding amount, as of June 30, 2023, according to BSCTF 2027's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Strategic Credit 2027 Term Fund is a participant in a First Lien Term Loan (1M US SOFR + 4.25%) to Radiology Partners, Inc. The loan matures on July 9, 2025. Blackstone Strategic Credit 2027 Term Fund is a closed-end term fund that trades on the New York Stock Exchange under the symbol BGB. BGB has a limited term and will dissolve on or about September 15, 2027, absent shareholder approval to extend such term. Radiology Partners, Inc. operates as a health care testing center. The Company offers diagnostic and interventional radiology services by local radiologists. Radiology Partners serves customers in the United States. RASPBERRY CREEK: Disposable Income to Fund Plan ----------------------------------------------- Raspberry Creek Fabrics, LLC, filed with the U.S. Bankruptcy Court for the Plan of Reorganization dated October 16, 2023. The Debtor was founded in approximately June, 2010, as a fabric reseller operated out of the home of Diana Rammell, the Debtor's managing member. The Debtor began designing fabric prints and utilizing a California business to screen-print the designs. The Debtor's printing process is a patented, fully automated process that allows the Debtor to print designs, photographs, patterns, etc. that are uploaded on its website onto various types of fabrics. The Debtor's fabrics are very popular among sewing enthusiasts, and the Debtor has a devout following of customers and designers who regularly utilize its products and services. Broadly speaking, the Debtor's Plan proposes to pay holders of Allowed Claims the Debtor's "Disposable Income" for a period of three years, which will be distributed to such holders on a pro rata basis. The Debtor will pay $3,340.43 per month in Disposable Income, to be distributed on a Quarterly Basis. Holders of Secured Claims will receive payments from the Debtor's Disposable Income as set forth in the Plan. The Plan treats all Claims against the Debtor, against the Debtor's property, and against the Estate. Only Allowed Claims receive any distribution under this Plan. All Claims that are not Allowed are deemed Disallowed by the Plan and will not receive any distributions under the Plan. Class 2 consists of General Unsecured Claims. The holders of Allowed Class 2 Claims shall be paid pro rata from Plan Payments. Plan Payments will be paid, first, to the holders of Allowed Claims having greater priority in distribution. Specifically, the holders of Allowed Class 2 Claims will not receive distributions until the holders of claims with higher priority have been paid or reserved in full. Class 2 is impaired under the Plan. Subject to the priorities set forth in this Plan, the holders of Allowed Class 2 Claims shall be paid, pro rata, beginning on the Initial Distribution Date and continuing for each of the subsequent Interim Distribution Dates, to the extent that a full or partial distribution of Cash is available from Plan Payments on such dates, until the earlier that (i) such claims are paid in full, or (ii) the Final Distribution Date. Class 6 is unimpaired under the Plan. Each holder of an Allowed Class 6 Equity Interest in the Debtor is conclusively presumed to have accepted the Plan and is not entitled to vote to accept or reject the Plan. Each record holder of an Equity Interest in the Debtor shall retain its interest in the Debtor. Subject to the limitations and priorities, the holders of Allowed Class 6 Equity Interests shall receive pro rata distributions, (a) from time to time, but in any event at least on the Initial Distribution Date and the subsequent Interim Distribution Dates, to the extent that a full or partial distribution of Cash is available to the holder of such interest on such dates, and (b) on the Final Distribution Date. Subject to Bankruptcy Rule 9010 and unless otherwise provided herein, all distributions under the Plan to be made by the Reorganized Debtor to the holder of an Allowed Claim shall be mailed by first class mail, postage prepaid, to the address of such holder as listed on the Schedules as of the Effective Date, unless (i) the Debtor is notified in writing of a change of address, including, without limitation, by the filing of a proof of claim or notice of transfer of claim filed by such holder that provides an address for such holder different from the address reflected on the Schedules, or (ii) with respect to payments to holders of Allowed Secured Claims, the Debtor and such holders mutually agree that payments may be made by electronic transfer. A full-text copy of the Plan of Reorganization dated October 16, 2023 is available at https://urlcurt.com/u?l=kxzv2B from PacerMonitor.com at no charge. Attorneys for the Debtor: Jeffrey L. Trousdale, Esq. George Hofmann, Esq. COHNE KINGHORN, PC 111 E. Broadway, 11th Floor Salt Lake City, UT 84111 Telephone: (801) 363-4300 Email: jtrousdale@ck.law About Raspberry Creek Fabrics Raspberry Creek Fabrics, LLC, was founded in approximately June, 2010 as a fabric reseller in Sandy, UT. The Debtor filed its voluntary petition for Chapter 11 protection (Bankr. D. Utah Case No. 23-23514) on August 17, 2023, listing $146,490 in assets and$1,283,026 in liabilities. Diana Rammell as manager, signed the petition. COHNE KINGHORN, P.C. serve as the Debtor's legal counsel. REMARK HOLDINGS: Board Schedules Annual Meeting for Dec. 6 ---------------------------------------------------------- Remark Holdings, Inc. reported in a Form 8-K filed with the Securities and Exchange Commission that its Board of Directors has determined to hold the Company's Annual Meeting of Stockholders on Dec. 6, 2023, at 1:00 a.m. ET. The Board established the close of business on Oct. 10, 2023, as the record date for the determination of stockholders who are entitled to notice of, and to vote at, the 2023 Annual Meeting and any adjournments thereof. The Company will provide additional details regarding the location and matters to be voted on at the 2023 Annual Meeting in the Company's proxy statement for such meeting to be filed with the SEC prior to Dec. 6, 2023. Any of the Company's stockholders who wish to have a proposal considered for inclusion in its proxy materials for the 2023 Annual Meeting pursuant to Rule 14a-8 under the Securities Exchange Act of 1934, as amended, must ensure that the Company's Corporate Secretary receives such proposal at the Company's corporate office at 800 S Commerce St, Las Vegas, NV, 89178, on or before the close of business on Oct. 23, 2023, which is 10 days after the filing of this Current Report on Form 8-K. Any such proposal must also meet the requirements set forth in its amended and restated bylaws. In addition, any of the Company's stockholders who wish to bring business before the 2023 Annual Meeting outside of Rule 14a-8 of the Exchange Act or to nominate a person for election as a director must ensure that Corporate Secretary receives written notice of such proposal at the address specified above no later than the close of business on Oct. 23, 2023, which the Company has determined to be a reasonable time before it expects to begin to print and send its proxy materials in accordance with Rule 14a-4(c)(1) of the Exchange Act. In addition, to comply with the universal proxy rules, stockholders who intend to solicit proxies in support of director nominees other than our nominees must provide notice that sets forth the information required by Rule 14a-19 under the Exchange Act by Oct. 23, 2023, which is 10 days after the filing of this Current Report on Form 8-K. About Remark Holdings Headquartered in Las Vegas, Nevada, Remark Holdings, Inc. (NASDAQ: MARK) -- http://www.remarkholdings.com-- in an AI powered analytics computer vision and smart agent solutions company, delivering an integrated suite of AI tools that help organizations understand their customer demographics and behavior, while monitoring, understanding and acting on potential security threats in real time. Remark Holdings reported a net loss of $55.48 million for the year ended Dec. 31, 2022, compared to net income of $27.47 million for the year ended Dec. 31, 2021. As of March 31, 2023, the Company had $14.17 million in total assets, $39.95 million in total liabilities, and a total stockholders' deficit of $25.78 million. Los Angeles, California-based Weinberg & Company, P.A., the Company's auditor since 2020, issued a "going concern" qualification in its report dated April 17, 2023, citing that the Company has suffered recurring losses from operations and negative cash flows from operating activities and has a negative working capital and a stockholders' deficit that raise substantial doubt about its ability to continue as a going concern. RISING STAR: Case Summary & Eight Unsecured Creditors ----------------------------------------------------- Debtor: Rising Star Missionary Baptist Church 1500 S. Dayton Street Denver, CO 80247 Business Description: The Debtor is a tax-exempt religious organization. Chapter 11 Petition Date: October 20, 2023 Court: United States Bankruptcy Court District of Colorado Case No.: 23-14820 Debtor's Counsel: David M. Miller, Esq. SPENCER FANE LLP 1700 Lincoln Street Suite 2000 Denver, CO 80203 Tel: 303-839-3800 Email: dmiller@spencerfane.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $1 million to $10 million The petition was signed by Carla D. Ladd, vice chairperson, trustee board. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/BW4DF3I/Rising_Star_Missionary_Baptist__cobke-23-14820__0001.0.pdf?mcid=tGE4TAMA List of Debtor's Eight Unsecured Creditors: Entity Nature of Claim Claim Amount 1. 1st Bank Visa Trade Debt $24,925 2300 S. Havana St Aurora, CO 80014 2. American Baptist Church Loan $26,666 9085 E. Mineral Circle, Suite 170, Englewood, CO 80112 3. Byline Financial Group Phone Equipment $1,304 2801 Lakeside Drive, Suite 212 Deerfield, IL 60015-1849 4. Carley Group LLC Trade Debt $6,034 PO Box 631 Firestone, CO 80520 5. Conoco/Phillips 66 Fuel Charges $950 Synchrony Bank, Attn: Bankruptcy Dept PO Box 71783 Philadelphia, PA 19176-1783 6. Johnson Controls Security Trade Debt $39,733 5920 Castleway West Drive Indianapolis, IN 46250 7. Office Depot Business Credit Trade Debt $2,952 PO Box 6403 Sioux Falls, SD 57117 8. Pitney Bowes Trade Debt $555 Global Financial PO Box 981022 Boston, MA 02298-1022 RITE AID: Files Restructuring Plan Disclosures ---------------------------------------------- Rite Aid Corporation and its Debtor Affiliates filed with the U.S. Bankruptcy Court for the District of New Jersey a Disclosure Statement relating to the Joint Chapter 11 Plan dated October 16, 2023. Rite Aid has been on the front lines of delivering healthcare services and retail products to millions of Americans for more than 60 years. A trusted and iconic brand with a long history of serving hundreds of American communities, Rite Aid's mission is to connect everyday care, drive down healthcare costs, and promote whole health for life. Rite Aid meets the consumer's fundamental need for pharmacy services through two segments: Retail Pharmacy and Pharmacy Services. On the retail side, Rite Aid employs more than 6,100 pharmacists and operates more than 2,100 pharmacies in 17 states. Through Elixir, a pharmacy benefit manager ("PBM"), the Company manages pharmacy benefits for more than one million members. It became evident that a restructuring through chapter 11 would best position Rite Aid for long-term success. An orderly process with support from key creditors should help the Company maintain trade credit and obtain post-petition financing to preserve thousands of jobs, continue operations in chapter 11, and take the necessary steps to right-size the business for a successful emergence. And Rite-Aid will work to develop consensus among all constituencies on an expedited basis. The Company and the Ad Hoc Secured Noteholder Group accelerated negotiations during the summer regarding a comprehensive restructuring. Following months of diligence and extensive, arm's length negotiations, Rite Aid and the Ad Hoc Secured Noteholder Group have reached an agreement in principle regarding the terms of the RSA. The centerpiece of the Restructuring Transactions is the Plan Restructuring, whereby Holders of Senior Secured Notes Claims, including such Holders in the Ad Hoc Secured Noteholder Group, will receive in full and final satisfaction of such Claims, New Rite Aid Common Stock. Concurrently with advancing efforts to consummate the Plan Restructuring, the Debtors, with the assistance of their advisors, have begun an expeditious and flexible marketing process to market test the Plan Restructuring against other potential proposals to acquire Rite Aid's assets, coordinate the sale of Elixir (in continuation of substantial prepetition efforts conducted thus far) to focus on the execution of the "Rite Aid 2.0" streamlined business plan, and pursue opportunities to execute on one or more sales of other portions of Rite Aid’s retail pharmacy assets, with sale processes pursuant to the proposed global Bidding Procedures and Bidding Procedures Order. To finance the Chapter 11 Cases, the Debtors' ongoing working capital expenditures, and advance towards consummation of the Restructuring, the Company negotiated a debtor-in-possession facility with Bank of America, N.A., as administrative and collateral agent, and the various other lenders party thereto, which provides approximately $3.45 billion in financing and in the DIP Documents. The Company extensively marketed the various facilities provided for under the DIP Credit Agreements, and it provides the best terms available under the circumstances. The DIP Facilities are critical to ensuring the Company restores the faith of its trade base and achieves its restructuring objectives. Class 6 consists of General Unsecured Claims. Each Holder of an Allowed General Unsecured Claim shall receive, in full and final satisfaction, compromise, settlement, and release of and in exchange for its Claim: (i) subject to (A) the DIP Term Loan Claims, the ABL Facility Claims, and the FILO Term Loan Facility Claims being satisfied in full, in Cash, or such other treatment acceptable to the DIP Lenders and/or the ABL Lenders and the FILO Lenders, as applicable, in their sole discretion, and (B) the satisfaction of any Allowed Adequate Protection Claims, [-]% of an equity-linked instrument in New Rite Aid (form and terms to be determined), calculated as of the Effective Date and equal to the product of a formula calculated as the (midpoint value of owned real estate not encumbered prior to the Petition Date, less the costs and expenses to be paid by, or estimated to be paid by, the Debtors' Estates to administer the Chapter 11 Cases) divided by (the sum of the numerator plus the total amount (including principal and accrued but unpaid interest) of the equitized Senior Secured Notes Claims)]; or (ii) in the event of a Credit Bid, 363 Sale or an Alternative Sale Transaction, [its Pro Rata share of the Distributable Proceeds, if any, pursuant to the Waterfall Recovery]. Each Intercompany Interest shall be, at the option of the Debtors, Reinstated, set off, settled, distributed, contributed, cancelled, or released without any distribution on account of such Intercompany Interest, or such other treatment as is reasonably determined by the Debtors. All Existing Equity Interests in Rite Aid will be cancelled and extinguished, and Holders of Existing Equity Interests in Rite Aid shall receive no recovery on account of such Interests. All amounts necessary for the Debtors and, if applicable, the Wind-Down Debtors, to make payments or distributions pursuant to the Plan shall be (in each case subject to the terms of the Purchase Agreement(s) and the Sale Order, as applicable) obtained from the proceeds of the issuance of New Rite Aid Common Stock, Exit Facilities, Takeback Facility (if any), Cash of the Debtors, and any additional Cash consideration provided under one or more Purchase Agreements, in accordance with the terms thereof. Unless otherwise agreed, distributions required by the Plan on account of Allowed Claims that are Assumed Liabilities under a Purchase Agreement shall be the sole responsibility of the applicable Purchaser. In the event of the Plan Restructuring and on the Effective Date, in accordance with the terms of the New Organizational Documents, the New Rite Aid Board shall be appointed, and New Rite Aid shall adopt the New Organizational Documents; provided, that each disinterested director of the Debtors shall retain authority following the Effective Date with respect to matters relating to Professional Fee Claim requests by Professionals acting at their authority and discretion in accordance with the terms of the Plan. Each disinterested director shall not have any of their privileged and confidential documents, communications, or information transferred to New Rite Aid, the Reorganized Debtors, or any other Entity without such director's prior written consent. Each disinterested director of the Debtors retains the right to review, approve, and make decisions, as well as to file papers and be heard before the Bankruptcy Court, on all matters under such director's continuing authority. In the event the Restructuring Transaction is a Sale Transaction, on and after the Effective Date, the Wind-Down Debtors shall continue in existence for purposes of (a) resolving Disputed Claims, (b) making distributions on account of Allowed Claims, (c) establishing and funding the Administrative/Priority Claims Reserve and the Wind-Down Reserve, (d) enforcing and prosecuting Claims, interests, rights, and privileges under the Causes of Action on the Schedule of Retained Causes of Action in an efficacious manner and only to the extent the benefits of such enforcement or prosecution are reasonably believed to outweigh the costs associated therewith, (e) filing appropriate tax returns, (f) complying with its continuing obligations under the Purchase Agreement(s), if any, (g) liquidating all assets of the Wind-Down Debtors, and (h) otherwise administering the Plan. The Wind-Down Debtors shall be deemed to be substituted as the party-in-lieu of the Debtors in all matters, including (x) motions, contested matters, and adversary proceedings pending in the Bankruptcy Court and (y) all matters pending in any courts, tribunals, forums, or administrative proceedings outside of the Bankruptcy Court, in each case without the need or requirement for the Wind-Down Debtors to File motions or substitutions of parties or counsel in each such matter. A full-text copy of the Disclosure Statement dated October 16, 2023 is available at https://urlcurt.com/u?l=Szk8PN from PacerMonitor.com at no charge. About Rite Aid Rite Aid -- http://www.riteaid.com-- is a full-service pharmacy that improves health outcomes. Rite Aid is defining the modern pharmacy by meeting customer needs with a wide range of vehicles that offer convenience, including retail and delivery pharmacy, as well as services offered through our wholly owned subsidiaries, Elixir, Bartell Drugs and Health Dialog. Elixir, Rite Aid's pharmacy benefits and services company, consists of accredited mail and specialty pharmacies, prescription discount programs and an industry leading adjudication platform to offer superior member experience and cost savings. Health Dialog provides healthcare coaching and disease management services via live online and phone health services. Regional chain Bartell Drugs has supported thehealth and wellness needs in the Seattle area for more than 130 years. Rite Aid employs more than 6,100 pharmacists and operates more than 2,100 retail pharmacy locations across 17 states. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Lead Case No. 23-18993) on October 15, 2023. In the petition signed by Jeffrey S. Stein, chief executive officer and chief restructuring officer, the Debtor disclosed $7,650,418,000 in total assets and $8,597,866,000 in total liabilities. Judge Michael B. Kaplan oversees the case. The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis International LLP as general bankruptcy counsel, Cole Schotz, P.C. as local bankruptcy counsel, Guggenheim Partners as investment banker, Alvarez & Marsal North America, LLC as financial, tax and restructuring advisor, and Kroll Restructing Administration as claims and noticing agent. RIVERBED HOLDINGS: Moody's Withdraws 'Caa3' Corp. Family Rating --------------------------------------------------------------- Moody's Investors Service has withdrawn all ratings of Riverbed Holdings, Inc., including the Caa3 corporate family rating, the Caa3-PD Probability of Default Rating and the Caa3 backed senior secured rating at Riverbed's subsidiary, Riverbed Technology LLC. The outlooks prior to the withdrawal were negative. RATINGS RATIONALE Moody's has decided to withdraw the ratings because it believes it has insufficient or otherwise inadequate information to support the maintenance of the ratings. RIZOV CORP: Robert Handler Named Subchapter V Trustee ----------------------------------------------------- The U.S. Trustee for Region 11 appointed Robert Handler of Commercial Recovery Associates, LLC as Subchapter V trustee for Rizov Corp. Mr. Handler will be paid an hourly fee of $450 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Handler declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Robert P. Handler Commercial Recovery Associates, LLC 205 West Wacker Drive, Suite 918 Chicago, IL 60606 Tel. (312) 845-5001 x221 Email: rhandler@com-rec.com About Rizov Corp. Rizov Corp. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ill. Case No. Case No. 23-13345) on Oct. 5, 2023, with $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Rade Rizov, president, signed the petition. Saulius Modestas, Esq., at Modestas Law Offices, P.C. represents the Debtor as bankruptcy counsel. ROBBIN'S NEST: Updates Several Secured Claims; Files Amended Plan ----------------------------------------------------------------- Robbin's Nest for Children, LLC, submitted a Second Amended Disclosure Statement describing Second Amended Plan of Reorganization dated October 16, 2023. The Debtor has promulgated the Plan consistent with the provisions of the Bankruptcy Code. The purpose of the Plan is to pay all Creditors as much as possible and allow the Debtor to survive. As of the Effective Date of the Plan, the Reorganized Debtor will be responsible for all payments and distributions to be made under the Plan to the holders of Allowed Claims, together with any payments that become due under any executory contract or unexpired lease assumed by the Debtor or the Reorganized Debtor. Each executory contract and unexpired lease to which the Debtor is determined to be a party shall be deemed rejected unless the Debtor expressly assumes a particular executory contract or lease before the Effective Date. Class 3(b) consists of the claims of Lender Creditor – Land. * Mohamad Akbari has a secured mortgage claim for $174,477.31 pursuant to Debtor's schedules. The payment on this mortgage will be $1,120.00 per month for 240 months, including 4% interest. The mortgagee will hold his lien through the deed of trust until the debt is paid in full. This mortgage was taken out by the Debtor to finance the purchase of 715 Elm Street, Fresno, Texas. This mortgage's priority is second in line after the Fort Bend County and Fort Bend ISD ad valorem taxes. * Ali Farasat has a secured mortgage claim for $151,714.80 pursuant to Debtor's schedules. The payment on this mortgage will be $1,120.00 per month for 240 months, including 4% interest. The mortgagee will hold his lien through the deed of trust until the debt is paid in full. This mortgage was taken out by the Debtor to finance the purchase of 715 Elm Street, Fresno, Texas. This mortgage's priority is second in line after the Fort Bend County and Fort Bend ISD ad valorem taxes. Class 3(c) consists of the United States Small Business Administration Claim. The Small Business Administration has a secured claim for $265,000. This debt will be paid in 360 monthly payments with the first payment being due and payable on the 15th day of the first full month following the first full calendar month after the effective date of the plan. The interest rate will be 3.5% and the monthly payment will be $1,190.00. The ad valorem tax liens and the mortgage liens are senior to the SBA lien filed in the Fort Bend County Real Property Records. The SBA may also have a lien against all Machinery, Equipment and Fixtures purchased with the funds from the SBA loan and the distributions from the sale of the Machinery, Equipment and Fixtures. Class 4 consists of General Unsecured Claims. The allowed general unsecured creditors are owed a total of approximately $413,054.41 and they will be paid as much of the balance of what they are owed as possible. Each year, if the Reorganized Debtor made a profit, after income taxes, and after making all priority and secured plan payments and normal overhead payments, the Reorganized Debtor shall pay to the allowed unsecured creditors their pro-rata share of 10% of the net profit for the previous year, in twelve monthly payments beginning on June 15th of the year in which the financial statement is mailed to these creditors. Each year, during the term of the five-year Plan, the Reorganized Debtor will repeat the 12- month payment plan to the allowed unsecured creditors if the Reorganized Debtor made a net profit the previous year as reflected in the previous year's financial statement. This payout will not exceed five years, and at the end of the five-year Plan term, the remaining balance owed, if any, to the allowed unsecured creditors will be discharged. This class is impaired. Equity interest holders are parties who hold an ownership interest (i.e., equity interest) in ROBBIN'S NEST FOR CHILDREN, LLC. The equity interest holder and member is Robbin Kemp. Ms. Kemp will not be reimbursed for any debt the Debtor may owe her. Pursuant to the provisions of Sections 1141(b) and 1141(c) of the Bankruptcy Code, all assets of the Debtor that remain will vest in the Reorganized Debtor on the Effective Date free and clear of all Claims, Liens, encumbrances, charges and other interests of the holders of Claims and Equity Interests, except as otherwise provided in the Plan. The Debtor believes that it will have sufficient disposable income to fund the Plan. A full-text copy of the Second Amended Disclosure Statement dated October 16, 2023 is available at https://urlcurt.com/u?l=sGQrs9 from PacerMonitor.com at no charge. About Robbin's Nest for Children Robbin's Nest for Children, LLC, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Texas Case No. 23-30735) on March 3, 2023, with as much as $1 million in both assets and liabilities. Judge Jeffrey P. Norman oversees the case. The Debtor tapped Margaret M. McClure, Esq., as legal counsel and Karyn Andersen of Total Sum, LLC as bookkeeper. SALISH COAST: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Salish Coast Enterprises, Inc. dba Skagit Valley Malting 11966 Westar Lane Burlington, WA 98233 Business Description: Salish Coast is a craft malthouse in Burlington, Washington. The Company malts its local grains to create ingredients for craft beer, distilling, and baking customers. Chapter 11 Petition Date: October 20, 2023 Court: United States Bankruptcy Court Western District of Washington Case No.: 23-12026 Debtor's Counsel: Aditi Paranjpye, Esq. CAIRNCROSS & HEMPELMANN, P.S. 524 Second Avenue Suite 500 Seattle, WA 98104 Tel: 206-587-0700 Fax: 206-587-2308 Email: aparanjpye@cairncross.com Debtors' Corporate Legal Counsel: LEE & HAYES Total Assets: $8,828,537 Total Liabilities: $7,392,238 The petition was signed by David Green as chief executive officer. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/BKMFZ6Q/Salish_Coast_Enterprises_Inc__wawbke-23-12026__0001.0.pdf?mcid=tGE4TAMA SAM'S SERVICE: Seeks to Sell Property to Embrey for $13.5-Mil. -------------------------------------------------------------- Sam's Service Co. asked the U.S. Bankruptcy Court for the District of Colorado to approve the sale of its property to Embrey Partners, LLC. The property consists of 8.5 acres of land and the improvements thereon located at 1314 W. Oxford Avenue, Englewood, Colorado. Sam's Service and the buyer signed a sale agreement prior to the company's Chapter 11 bankruptcy filing. The sale, however, has been postponed after residents in Englewood challenged Embrey's plan to rezone the property, which the buyer intends to redevelop into a mix of multifamily housing and townhomes. Under the sale agreement, Embrey offered to buy the property for $13.5 million and provide earnest money deposits totaling $425,000. The property is being sold "free and clear" of all liens, claims and encumbrances. Embrey's obligations under the agreement are conditioned upon the following: (i) the buyer must complete a feasibility study; (ii) the buyer must have inspection rights; and (iii) an environmental audit must be performed. The sale agreement is subject to assumption in the bankruptcy case, the assumption of which must be approved by the court. Aaron Garber, Esq., Sam's Service's attorney, said the sale and the assumption of the agreement "provide a substantial benefit to the estate." "Any effort to remarket and sell the property will not provide a better return to creditors," the attorney said, adding that the buyer is providing Sam's Service with consideration for not remarketing the property and delay in the closing in the form of a "progress" payment. Embrey agreed to make a one-time progress payment of $300,000 upon zoning approval and court approval of the sale. The progress payment is non-refundable but must be applied to the sale price at closing. "The buyer has, upon information and belief, already dedicated over $2 million toward the sale process and in fairness should be given an opportunity to get to a closing," Mr. Garber said in a motion filed in the bankruptcy court. About Sam's Service Sam's Service Co offers auto body repair services in Englewood, Colo. The Debtor filed Chapter 11 petition (Bankr. D. Colo. Case No. 23-13762) on Aug. 23, 2023, with $13,966,635 in assets and $3,937,691 in liabilities. Mark Dennis, a certified public accountant at SL Biggs, has been appointed as Subchapter V trustee. Judge Joseph G. Rosania, Jr. oversees the case. Aaron A. Garber, Esq., at Wadsworth Garber Warner Conrardy, P.C. represents the Debtor as legal counsel. SAMSON TOURS: Seeks to Hire Falcone Law Firm as Bankruptcy Counsel ------------------------------------------------------------------ Samson Tours Inc., doing business as Samson Trailways, seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ The Falcone Law Firm, PC as counsel. The firm's services include: (a) advise, assist, and represent the Debtor regarding its rights, powers, duties, and obligations in the administration of its Chapter 11 case; (b) advise, assist, and represent the Debtor in connection with the analysis of its assets, liabilities, financial condition, and other matters related to its business; (c) advise, assist, and represent the Debtor in the preparation, negotiation, and implementation of a plan of reorganization; (d) advise, assist, and represent the Debtor regarding objections to or subordination of claims and other litigation as required by the Debtor; (e) advise, assist, and represent the Debtor regarding the rejection of assumption and potential assignment of any executory contracts or unexpired leases; (f) advise, assist, and represent the Debtor regarding applications, motions or complaints concerning the use of the estate's assets and similar matters; (g) advise, assist, and represent the Debtor regarding the sale or other dispositions of any assets of the estate; (h) prepare legal papers; (i) assist the Debtor regarding the proper receipt, disbursement and accounting of funds and property of the estate; and (j) perform any and all other legal services related to the Chapter 11 case. The hourly rates of the firm's counsel and staff are as follows: Senior Attorneys $400 Associate Attorneys $250 Paralegals $175 Administrative Assistants $75 The firm has received a security deposit of $30,000 from the Debtor. Ian Falcone, Esq., a partner at Falcone Law Firm, 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 through: Ian M. Falcone, Esq. Falcone Law Firm, PC 363 Lawrence Street Marietta, GA 30060 Telephone: (770) 426-9359 Email: Imffalconefirm.com About Samson Tours Samson Tours Inc., doing business as Samson Trailways, provides luxury bus charter services, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 23-59894) on Oct. 6, 2022. In the petition signed by its chief executive officer, John Sambdman, the Debtor disclosed $4,795,908 in assets and $5,833,867 in liabilities. Ian M. Falcone, Esq., at Falcone Law Firm, PC is the Debtor's counsel. SDPBC ACQUISITION: Jeanne Goddard Named Subchapter V Trustee ------------------------------------------------------------ The Acting U.S. Trustee for Region 15 appointed Jeanne Goddard as Subchapter V trustee for SDPBC Acquisition LP. Ms. Goddard will be paid an hourly fee of $250 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Goddard declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Jeanne Goddard, CPA, CFE, CIRA 6120 Paseo Del Norte Suite A-1 Carlsbad, CA 92011 Phone: (760) 930-0282 Email: jgoddard@NGSLLP.com About SDPBC Acquisition SDPBC Acquisition, LP provides optimized design and manufacturing of retail and specialty packaging. Its capabilities include custom print and finishes, as well as fulfillment services providing box assembly, product packaging, product storage, and kitting. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Calif. Case No. 23-03065) on Oct. 5, 2023, with $1 million to $10 million in both assets and liabilities. Paul E. Mayer, manager of SDPBC Holdings LLC, general partner of the Debtor, signed the petition. Kit James Gardner, Esq., at the Law Offices of Kit J. Gardner represents the Debtor as bankruptcy counsel. SECURED COMMUNICATIONS: Court OKs Cash Access, $750,000 DIP Loan ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized Secured Communications, Inc. to use cash collateral and obtain postpetition financing, on a final basis. The Debtor obtained post-petition financing, consisting of senior secured superpriority, multi-draw term loans in the aggregate maximum final amount of $750,000 from: -- Norman Willox, -- John P. Benson, and -- Peter Ernaut The Debtor will use the money to: (i) pay certain costs, fees and expenses related to the Chapter 11 Case as provided for in the DIP Orders; (ii) roll up and convert up to $348,924 of the Prepetition Secured Loan Obligations into DIP Loans; and (iii) provide working capital and for other general corporate purposes. As of the Petition Date, the Debtor was indebted to the Prepetition Lenders as follows: (a) The Debtor was indebted to Mr. Willox under a multi-draw Secured Promissory Note, dated as of May 16, 2023, with a maximum original principal amount of up to $150,000, executed by the Debtor in favor of Mr. Willox, as amended by a First Amendment to Secured Promissory Note dated as of July 5, 2023; (b) The Debtor was indebted to Mr. Benson under a multi-draw Secured Promissory Note, dated as of May 16, 2023, with a maximum original principal amount of up to $150,000, executed by the Debtor in favor of Mr. Benson, as amended by a First Amendment to Secured Promissory Note dated as of July 5, 2023; and (c) The Debtor was indebted to Mr. Ernaut under a multi-draw Secured Promissory Note dated as of July 5, 2023, with a maximum original principal amount of up to 50,000, executed by the Debtor in favor of Mr. Ernaut. The Court said all of the outstanding Prepetition Secured Loans will be converted into DIP Obligations; provided that, pending entry of the Final Order, for each $1 drawn by the Debtor under the DIP Loans, $1 of the Prepetition Secured Loans will convert or "roll up" into DIP Obligations. The Prepetition Secured Loans utilized as of the Petition Date and the amount in the Budget amount under the DIP Loans will be used for operating expenses. As adequate protection for the use of cash collateral, the Prepetition Lenders are granted a valid, binding, continuing, enforceable, fully perfected replacement (and if applicable, new) security interest in and lien on the DIP Collateral. The Prepetition Lenders are also granted allowed administrative expense claim against the Debtor on a joint and several basis with priority over all other administrative claims in the Chapter 11 Case, subject only to the Carve Out. The Adequate Protection Claims are junior to the DIP Superpriority Claims. The events that constitute an "Event of Default" include: (i) The Debtor's failure to comply with any material provision of the Interim Order (except where the failure would not materially and adversely affect the DIP Lenders); (ii) Any order authorizing the Borrower to obtain the DIP Loan, whether on an interim or final basis, is reversed, vacated, stayed, amended, supplemented, or otherwise modified in a manner which materially and adversely affects the rights of the DIP Lenders; (iii) Failure of any representation or warranty of the Borrower contained in any DIP Loan Document to be true and correct in all material respects when made; (iv) Failure to comply with the Budget; and (v) The DIP Lenders will cease to have a valid and perfected first-priority security interest in and lien on any DIP Collateral (other than upon a release by reason of a transaction that is permitted by the DIP Lenders). The Carve-Out means: (i) Statutory fees payable to the U.S. Trustee pursuant to 28 U.S.C. section 1930(a)(6); (ii) Fees payable to the Clerk of the Court; (iii) Subject to the terms and conditions of the Final DIP Order and the Budget, the unpaid outstanding reasonable fees and expenses actually incurred on or after the Petition Date, provided for in the Budget and approved and allowed by a Bankruptcy Court order pursuant to 11 U.S.C. sections 326, 328, 330 or 331 by attorneys, accountants and other professionals retained by the Debtor and the subchapter 5 trustee under 11 U.S.C. sections 327 or 1103(a), regardless of when such Bankruptcy approval is given; and (iv) The fees and expenses payable to the subchapter V trustee. A copy of the order is available at https://urlcurt.com/u?l=bMEDgi from PacerMonitor.com. About Secured Communications, Inc. Secured Communications, Inc. is a global technology company specializing in safeguarding communications. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-11043) on August 1, 2023. In the petition signed by Damien Fortune, chief financial officer and chief operating officer, the Debtor disclosed $819,354 in assets and $2,794,128 in liabilities. Judge Thomas M. Horan oversees the case. William E. Chipman, Jr., Esq., at Chipman Brown Cicero & Cole, LLP, represents the Debtor as legal counsel. SHIFT TECHNOLOGIES: Gets OK to Sell Used Vehicles by Auction ------------------------------------------------------------ Shift Technologies, Inc. and its affiliates received approval from the U.S. Bankruptcy Court for the Northern District of California to sell their inventory by auction. The inventory consists of approximately 400 used vehicles located in Oakland and Pomona. The companies intend to sell the vehicles wholesale at two separate auctions to be conducted by ADESA, a wholesale vehicle auction provider. The first auction will take place at ADESA Golden Gate in Tracy, Calif., while the second auction will be held at ADESA Los Angeles in Mira Loma, Calif. During the auctions, Shift's management or employees will be available online to watch the auctions and answer questions that may come up during the sale. In the event that any vehicle is not sold at the auctions, the companies will reach out directly to dealers to sell the vehicle at or above the highest price offered for such vehicle at the auctions. The vehicles will be sold "free and clear" of liens, claims, encumbrances, and interests, according to the companies' attorney, Jane Kim, Esq., at Keller Benvenutti Kim, LLP. "The [companies] have determined that they will be able to obtain the highest prices for the vehicle inventory, with the lowest attendant expense, by selling the vehicle inventory at the wholesale auctions," Ms. Kim said in court papers. From January through the petition date, the companies sold over 1,000 cars through wholesale channels, representing 8% of their inventory. The aggregate purchase price obtained from such wholesale sales was approximately $13 million. As of the petition date, the companies' business consists solely of selling vehicles through the wholesale segment. The companies ceased operation of their retail business shortly before their Chapter 11 bankruptcy filing. About Shift Technologies Shift Technologies, Inc. is a consumer-centric omnichannel used car retailer. It operates the website www.shift.com and two locations in Oakland and Pomona, Calif. Shift Technologies and its affiliates filed Chapter 11 petitions (Bankr. N.D. Calif. Lead Case No. 23-30387) on Oct. 9, 2023. In the petition signed by its chief financial officer, Jason Curtis, Shift Technologies disclosed up to $50,000 in assets and up to $500,000 in liabilities. Judge Hannah L. Blumenstiel oversees the cases. Jane Kim, Esq., at Keller Benvenutti Kim, LLP is the Debtors' legal counsel. SIMPLETECH REPAIR: Unsecureds Will Get 1% of Claims over 60 Months ------------------------------------------------------------------ Simpletech Repair, LLC, filed with the U.S. Bankruptcy Court for the Northern District of New York a Small Business Plan of Reorganization dated October 16, 2023. The Debtor is a limited liability corporation formed in 2017 in Auburn, New York. The Debtor has operated its business in various locations in Auburn, New York purchasing cell phones in bulk and then servicing, repairing and ultimately reselling these phones on various platforms. The Debtor has three classes of creditors, secured, bifurcated and general unsecured creditors. The plan proposes to pay the secured claim of Lyons National Bank in full with interest of 8% in equal monthly installments over a period of 120 months, or 10 years. The Debtor has a secured claim in StorFund, in the amount of approximately $27,000 which the Debtor and StorFund have mutually agreed to repay with a 20% retention of sale proceeds until this balance is paid in full. The Debtor has one final secured claim UCC REP. The Debtor proposes to bifurcate the secured claim of UCC REP based upon the allegations that there exists no value in any of the Debtor's collateral or asset for the secured claim of UCC REP. The entire claim of UCC REP will be treated as a general unsecured claim within the 5 years of the Debtor's plan. The Debtor intends to repay its general unsecured creditors approximately 1% over the 60 months of the plan based upon the Debtor's projected surplus net operating income and repayment of secured claims, and administrative fees. Class 4 consists of all allowed unsecured creditors. Payments pro-rate based upon claims as filed and allowed. Total unsecured claims are $439,931.27 to be paid $4,399.31 or $73.32 per month over the life of the plan pro rata based upon amounts of claims filed and allowed. The entire unsecured pool shall share in this distribution of $73.32 per month. This Class will receive a distribution of 1% of their allowed claims. Jeffrey VanDusen is the sole Equity Interest Holder of the debtor. Mr. VanDusen shall retain his equity interest under the plan. Payments pursuant to the Plan will commence on the first day of the month following confirmation of the Plan. The Plan will be funded primarily through the Debtor's operating income. A full-text copy of the Plan of Reorganization dated October 16, 2023 is available at https://urlcurt.com/u?l=FXgWo7 from PacerMonitor.com at no charge. Attorney for Debtor: Maxsen D. Champion, Esq. 8578 East Genesee Street Fayetteville, NY 13066 Telephone: (315) 664-2550 Email: max2040@live.com About Simpletech Repair LLCs Simpletech Repair LLC is a limited liability corporation formed in 2017 in Auburn, New York. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. N.Y. Case No. 23-30542-5-wak) on August 4, 2023. In the petition signed by Jeffrey VanDusen, sole and controlling member, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Judge Wendy A. Kinsella oversees the case. Maxsen D. Champion, Esq. represents the Debtor as legal counsel. SINCLAIR TELEVISION: $740MM Bank Debt Trades at 28% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Sinclair Television Group Inc is a borrower were trading in the secondary market around 72.1 cents-on-the-dollar during the week ended Friday, October 20, 2023, according to Bloomberg's Evaluated Pricing service data. The $740 million facility is a Term loan that is scheduled to mature on April 1, 2028. About $723.2 million of the loan is withdrawn and outstanding. Sinclair Television Group, Inc. provides media broadcasting services. The Company offers television broadcasting and programming services. SINTX TECHNOLOGIES: Files Registration Statement for $75M Offering ------------------------------------------------------------------ SINTX Technologies, Inc. filed a Form S-3 registration statement with the Securities and Exchange Commission covering the offering, issuance and sale by the Company of up to $75,000,000 in the aggregate of any combination of common stock, preferred stock, debt securities, warrants, rights, and units. The Company may also offer shares of common stock or shares of preferred stock upon conversion of debt securities, shares of common stock upon conversion of shares of preferred stock, or shares of common stock, shares of preferred stock or debt securities upon the exercise of warrants. The Company's common stock is listed on The NASDAQ Capital Market under the symbol "SINT". On Oct. 11, 2023, the last reported sale price for the Company's common stock was $0.802 per share. As of Oct. 12, 2023, the aggregate market value of the Company's outstanding common stock held by non-affiliates, or the public float, was approximately $5,259,217, which was calculated based on 4,207,374 shares of outstanding common stock held by non-affiliates and on a price per share of $1.25, the closing price of its common stock on The NASDAQ Capital Market on Aug. 14, 2023. During the 12 calendar months prior to and including the date of this prospectus, the Company has sold $10,402 shares of common stock pursuant to General Instruction I.B.6 of Form S-3. Pursuant to General Instruction I.B.6 of Form S-3, in no event will the Company sell securities registered on this registration statement in a public primary offering with a value exceeding more than one-third of its public float (the market value of its common stock held by its non-affiliates) in any 12-month period so long as the Company's public float remains below $75.0 million. As of Oct. 11, 2023, one-third of the Company's public float is equal to approximately $1,753,072. The applicable prospectus supplement will contain information, where applicable, as to any other listing on The NASDAQ Capital Market or any securities market or other exchange of the securities, if any, covered by the prospectus supplement. A full-text copy of the prospectus is available for free at: https://www.sec.gov/Archives/edgar/data/1269026/000149315223037042/forms-3.htm About SINTX Technologies Headquartered in Salt Lake City, Utah, SINTX Technologies, Inc. -- https://ir.sintx.com -- is a ceramics company formed in December 1996, focused on providing solutions in a variety of biomedical, technical, and antipathogenic applications. The Company has grown from focusing primarily on the research, development and commercialization of medical devices manufactured with silicon nitride to becoming an advanced ceramics company engaged in diverse fields, including biomedical, technical and antipathogenic applications. SINTX reported net loss of $12.04 million in 2022, a net loss of $9.31 million in 2021, a net loss of $7.03 million in 2020, and a net loss of $4.79 million in 2019. For the six months ended June 30, 2023, the Company reported a net loss of $2.75 million. SINTX said in its Quarterly Report on Form 10-Q for the period ended June 30, 2023, that "If the Company seeks to obtain additional equity and/or debt financing, such funding is not assured and may not be available to the Company on favorable or acceptable terms and may involve significant restrictive covenants. Any additional equity financing is also not assured and, if available to the Company, will most likely be dilutive to its current stockholders. If the Company is not able to obtain additional debt or equity financing on a timely basis, the impact on the Company will be material and adverse. These uncertainties raise substantial doubt about our ability to continue as a going concern." SONOMA PHARMACEUTICALS: Amends Form S-1 for 6.7M Shares Offering ---------------------------------------------------------------- Sonoma Pharmaceuticals, Inc. filed with the Securities and Exchange Commission a pre-effective amendment No. 1 to its Form S-1 registration statement relating to the offering on a best efforts basis, of up to 6,666,666 shares of the Company's common stock, $0.0001 par value per share, based on an assumed public offering price of $0.75 per share, which is equal to the closing price of the Company's shares of Common Stock on the Nasdaq Capital Market on Oct. 9, 2023. The Company's common stock is traded on the Nasdaq Capital Market under the symbol "SNOA." On Oct. 9, 2023, the last reported sale price for the Company's common stock was $0.75 per share. The offering will terminate on Nov. 15, 2023, unless completed sooner or unless the Company decides to terminate the offering (which the Company may do at any time in its discretion) prior to that date. The Company expects that this offering will end two trading days after the Company first enters into a securities purchase agreement and the Company will deliver all securities issued in connection with this offering delivery versus payment/receipt versus payment upon our receipt of investor funds. Accordingly, neither the Company nor the placement agent have made any arrangements to place investor funds in an escrow account or trust account since the placement agent will not receive investor funds in connection with the sale of the securities offered hereunder. The Company has engaged Maxim Group LLC as its exclusive placement agent to use its reasonable best efforts to solicit offers to purchase the Securities in this offering. The placement agent has no obligation to purchase any of the Securities from the Company or to arrange for the purchase or sale of any specific number or dollar amount of the Securities. Because there is no minimum offering amount required as a condition to closing in this offering the actual public offering amount, placement agent's fee, and proceeds to the Company, if any, are not presently determinable and may be substantially less than the total maximum offering amounts set forth above and throughout this prospectus. The Company has agreed to pay the placement agent the placement agent fees. The final public offering price of the securities sold in this offering will be determined between the Company, the placement agent, and the investors in the offering and may be at a discount to the current market price of its common stock. Therefore, the recent market price used throughout this prospectus will not be indicative of the actual public offering price. A full-text copy of the amended prospectus is available for free at: https://www.sec.gov/Archives/edgar/data/1367083/000168316823007167/sonoma_s1a1.htm About Sonoma Pharmaceuticals Sonoma Pharmaceuticals, Inc. -- http://www.sonomapharma.com-- is a global healthcare company developing and producing stabilized hypochlorous acid, or HOCl, products for a wide range of applications, including wound care, eye care, oral care, dermatological conditions, podiatry, animal health care and non-toxic disinfectants. The Company's products reduce infections, itch, pain, scarring and harmful inflammatory responses in a safe and effective manner. In-vitro and clinical studies of HOCl show it to have impressive antipruritic, antimicrobial, antiviral and anti-inflammatory properties. The Company's stabilized HOCl immediately relieves itch and pain, kills pathogens and breaks down biofilm, does not sting or irritate skin and oxygenates the cells in the area treated, assisting the body in its natural healing process. The Company sells its products either directly or via partners in 55 countries worldwide. Sonoma Pharmaceuticals reported a net loss of $5.15 million for the year ended March 31, 2023, compared to a net loss of $5.08 million for the year ended March 31, 2022. As of March 31, 2023, the Company had $16.23 million in total assets, $8.25 million in total liabilities, and $7.98 million in total stockholders' equity. Atlanta, Georgia-based Frazier & Deeter, LLC, the Company's auditor since 2021, issued a "going concern" qualification in its report dated June 21, 2023, citing that the Company has incurred significant losses and negative operating cash flows and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about its ability to continue as a going concern. SOURCEWATER INC: Plan Contemplates Two Scenarios ------------------------------------------------ Sourcewater, Inc., d/b/a Sourcenergy, submitted a Disclosure Statement in support of Second Amended Chapter 11 Plan dated October 16, 2023. The Debtor's Plan provides for two alternate, mutually exclusive, approaches to paying claims against the Debtor's estate: (1) a reorganization approach (the "Reorganization Approach") substantially consistent with the Debtor's First Amended Plan; and (2) a liquidation approach (the "Liquidation Approach") in which the Debtor will pursue a sale of substantially all of its assets, the proceeds of which that constitute Disposable Income will be used to make disbursements on account of Allowed Claims and Interests consistent with the priorities set forth in the Plan. The Reorganization Approach provides for the continued operations of the Debtor in order to make payments to its creditors as set forth in the Plan. The Debtor seeks to confirm a consensual Plan so that all payments to creditors required under the Plan's Reorganization Approach will be made directly by the Reorganized Debtor to its creditors. The Reorganization Approach also provides for the payment of Allowed Administrative Claims and other unclassified Claims from available cash or the Exit Facility either on the Effective Date or within a short period after such Claims become Allowed Claims. The Plan provides for payments on Allowed Secured Claims from Disposable Income resulting from Litigation Recoveries in accordance with the priority of such Secured Claims with respect to any such Litigation Recovery. Finally, the Plan also provides for periodic payments of the Debtor's Projected Disposable Income from operations on account of Allowed General Unsecured Claims. Allowed General Unsecured Claims may also receive payments from Disposable Income resulting from Litigation Recoveries if Allowed Secured Claims have been paid in full. The Liquidation Approach is structured to support one or more Sale Transactions with respect to substantially all of the Liquidating Debtor's assets consistent with the Cash Collateral Order and applicable provisions of the Bankruptcy Code. The Liquidation Approach provides for the payment of Allowed Administrative Claims and other unclassified Claims from available cash or the Exit Facility either on the Effective Date or within a short period after such Claims become Allowed Claims. The Liquidation Approach also provides for payments on other Allowed Claims and Interests from Sale Proceeds constituting Disposable Income in accordance with the priority of such Claims and Interests set forth in the Plan. Under the Liquidation Approach, the Debtor will wind up operations following the closing of the sale of assets and remaining cash from the Debtor's operations constituting Disposable Income at that time will be used to make disbursements on account of Allowed Claims and Interests in accordance with their priorities as set forth in the Plan. Because the Debtor will have no ongoing business operations following the sale, the Debtor does not anticipate any additional Disposable Income will be available after the point, and thus the Plan does not contemplate periodic ongoing payments like the Reorganization Approach does. Class 4 consists of General Unsecured Claims. The allowed unsecured claims total $7,108,583.43. * Reorganization Approach: Payment of $32,961.93 in Year 2 and $28,488.92 in Year 3, divided pro rata amongst Allowed Class 4 Claims. Payment from Litigation Recoveries or Sale Proceeds, to the extent sufficient funds exist, divided pro rata amongst Allowed Class 4 Claims. * Liquidation Approach: Payment from Liquidation Disposable Income, including Sale Proceeds, to the extent sufficient funds exist, divided pro rata amongst Allowed Class 4 Claims. Class 5 consists of Equity Interest Holders. * Reorganization Approach: Equity interests retained. Distributions from Litigation Recoveries or Sale Proceeds, to the extent sufficient funds exist, divided pro rata amongst Allowed Class 5 Interests. * Liquidation Approach: Equity interests retained. Distributions from Liquidation Disposable Income, to the extent sufficient funds exist, divided pro rata amongst Allowed Class 5 Interests. The Reorganization Approach and the Liquidation Approach embodied in the Plan are mutually exclusive. Upon Confirmation of the Plan, the Plan's Reorganization Approach provisions will apply and the Liquidation Approach provisions will have no effect, unless the Bankruptcy Court holds that the Reorganization Approach does not satisfy the requirements for Plan Confirmation, or otherwise indicates in a Confirmation Order that the Liquidation Approach will apply and the Reorganization Approach provisions of the Plan will have no effect. A full-text copy of the Disclosure Statement dated October 16, 2023 is available at https://urlcurt.com/u?l=ETbIqs from PacerMonitor.com at no charge. Counsel for Debtor: Jarrod B. Martin, Esq. Chamberlain, Hrdlicka, White, Williams & Aughtry, PC 1200 Smith Street, Suite 1400 Houston, TX 77002 Telephone: (713) 356-1280 Facsimile: (713) 658-2553 Email: jarrod.martin@chamberlainlaw.com About Sourcewater Inc. Sourcewater, Inc. gathers, analyzes and visualizes surface and subsurface energy and water activity. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-30960) on March 17, 2023. In the petition signed by Joshua A. Adler, as chief executive officer, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Jeffrey P. Norman oversees the case. Jarrod B. Martin, Esq., at Chamberlain, Hrdlicka, White, Williams, & Aughtry, P.C., is serving as the Debtor's legal counsel. STADIUMS EXPORT: Douglas Flugum Named Subchapter V Trustee ---------------------------------------------------------- The Acting U.S. Trustee for Region 12 appointed Douglas Flugum as Subchapter V trustee for Stadiums Export, Inc. Mr. Flugum will be paid an hourly fee of $250 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Flugum declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Douglas Flugum P.O. Box 308 Cedar Rapids, IA 52406 Email: dflugum@bugeyeventures.com About Stadiums Export Stadiums Export, Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Iowa Case No. 23-00798) on Oct. 6, 2023, with $731,310 in assets and $2,222,543 in liabilities. Charles Johnston, president, signed the petition. Joseph A. Peiffer, Esq., at AG & Business Legal Strategies represents the Debtor as legal counsel. SUMMIT MIDSTREAM: Fitch Affirms 'B-' LongTerm IDRs, Outlook Stable ------------------------------------------------------------------ Fitch Ratings has affirmed Summit Midstream Partners, L.P.'s (Summit), and Summit Midstream Holdings, L.L.C.'s (Summit Midstream) Long-Term Issuer Default Ratings (IDRs) at 'B-'. Fitch has also affirmed Summit Midstream's Second Lien Secured Debt instrument rating at 'B+'/'RR2'. The Rating Outlook is Stable. The ratings reflect concerns of execution risk on bolstering liquidity, Fitch's expectation of declining EBITDA interest coverage. The ratings also reflect uncertainties regarding the announcement that Summit's board is evaluating important strategic options, including the sale of the entire company. The ratings are supported by basin diversity and that 90% of the run-rate EBITDA will be derived from long-term fixed-fee acreage-dedication contracts. The Stable Outlook reflects the company's commitment to proactively improving its liquidity profile. KEY RATING DRIVERS Attenuating Financial Flexibility: Summit's main source of liquidity is its ABL facility, which has a springing maturity, if the senior unsecured notes due April 2025 are not refinanced early. At the current interest rate environment, the ABL facility is reprising periodically at higher SOFR rates, and Fitch expects the 2025 notes to be refinanced at a much higher rate. Therefore, Summit's debt interest burden is expected to increase, leading to diminishing EBITDA interest coverage to approximately 2.2x in the near term (per Fitch's calculations). Fitch believes, with the possibility of rates remaining higher for longer, Summit's interest coverage may decline further. Fitch does not expect Summit to execute on a large growth project; however, increased interest expense is expected to reduce FCF available for debt repayment, which could limit financial flexibility, given the upcoming debt maturities and high revolver balance. Yielding Cash Flow Profile: More than 90% of Summit's run-rate EBITDA is expected to come from long-term fee-based acreage dedicated contracts with a weighted average remaining life of over seven years, providing protection against commodity price volatility. Though Summit has some revenue assurance type minimum volume commitment contracts (MVC), it is only expected to account for about 15%-20% of the EBITDA in the near term, consistently declining year-over-year to approximately 10% or less over the medium term. The lack of a sizeable portion of cash flows under revenue assurance type contracts exposes the company to significant volumetric risks; and combined with exposure to mature declining basins, provides less certainty of future cash flows. Roughly 10% of the EBITDA is expected to come from commodity price exposed businesses, which remains a source of cash flow variability for the company. Modest Counterparty Credit Quality: Summit's top 20 customers are expected to account for over 90% of its EBITDA. While some of Summit's customers are investment-grade counterparties, the majority of its customers are either high-yield or small private (unrated) companies deemed to be high-yield, and are expected to account for over 80% of the EBITDA, exposing the company to counterparty risks. Therefore, in down-cycles, some of the company's top customer could be severely impacted, which would have negative consequences for Summit. Nonetheless, Fitch expects credit quality of most of Summit's top customers to remain intact, at least in the near term. Diligent Management Strategy: On Oct. 3, 2023, in a press release, Summit announced the launch of a strategic review, which includes addressing the upcoming debt maturities among other things. Historically, the management has demonstrated its ability to prudently manage debt maturities, and improve the financial profile. In 1Q20, management suspended distributions on preferred and common units to maintain balance sheet strength. Distributions are expected to remain suspended till Summit achieves its internal leverage targets, and the majority of FCF is expected to be used towards debt repayment. Fitch estimates Summit's interest coverage at approximately 2.2x, and leverage at approximately 5.0x in 2024 (per Fitch's calculations, which is different from management or bank's calculations). Fitch expects short-term refinancing will likely have an impact on decreasing interest coverage in 2025. Fitch believes management will be able to proactively address the debt maturities. Parent Subsidiary Linkage: There is a parent subsidiary relationship between Summit (parent) and Summit Midstream Holdings, LLC (Summit Midstream; subsidiary). Fitch determines Summit's credit profile based on consolidated metrics and believes Summit Midstream has the stronger credit profile. Legal ring-fencing is considered open due to the absence of regulatory ring-fencing and only certain limitations on intercompany flow of funds. Effective control is evaluated as open given that Summit Midstream is wholly owned and controlled by Summit. Funding and Cash Management is evaluated as porous due to Summit Midstream's ability to obtain both internal and external funding. Due to the above linkage considerations, Fitch rates both entities based on consolidated credit profile and has assigned the same IDRs. DERIVATION SUMMARY Harvest Midstream I, L.P. (Harvest; BB-/Stable) is a comparable peer. Both are G&P companies with presence across multiple regions, exposure to mature declining basins, and high volumetric risks. However, Harvest is bigger in size. Customer concentration risk is nearly similar, notwithstanding Harvest's more diverse customer base. Harvest has a greater portion of revenue coming from its top customer, which is also considered a supportive affiliate. Fitch expects Harvest's leverage at approximately 3.5x in 2024, which is lower than Summit's, and interest coverage at Harvest is expected to be distinctly higher, leading to better financial flexibility in the near term. Harvest's bigger size, lower leverage, better financial flexibility, and more supportive counterparty relationship, accounts for the three-notch difference between it and Summit's IDRs. Blue Racer Midstream, LLC (Blue Racer; B+/Stable), is another G&P peer company with operations concentrated in the Appalachia basin, which is considered a more prolific region. Unlike Summit, Blue Racer is a private company, half owned by Williams Companies, Inc. (The) (Williams; BBB/Stable), viewed as a supportive owner. Blue Racer's size is comparable, but slightly larger than Summit. Both lack sizeable revenue assurance type contracts and have exposures to non-investment grade counterparties; however, Blue Racer has better MVC contract coverage. Blue Racer's leverage is expected at approximately 4.0x, which is lower, and its expected financial flexibility better, given its larger revolver. The lower leverage, and presence in more prolific region, are primary drivers for the two-notch difference in Blue Racer's and Summit's IDRs. However, Fitch acknowledges Blue Racer's slightly better contract coverage, financial flexibility, and supportive ownership. KEY ASSUMPTIONS - Fitch's base case of Natural Gas at Henry Hub of $2.8/mcf, $3.25/mcf, $3/mcf, and $2.75/mcf in 2023, 2024, 2025 and beyond, respectively; - Fitch's base case West Texas Intermediate (WTI) oil price of $75, $70, $65, $60, and $57 in 2023, 2024, 2025, and out years, respectively; - Company-wide, volumes rise at low-single-digit percentage in the near term before declining at a low-single-digit percentage yoy over the medium term, reflecting Fitch's base case for oil and gas prices; - Base interest rate for the credit facility reflects Fitch's Global Economic Outlook, e.g., 5.75%, 4.5%, and 3.25% for 2023, 2024, and 2025, respectively; - Timely refinancing of the upcoming debt maturities, albeit at a higher coupon rate, consistent with prevailing interest rate environment and spreads; - Distributions from joint ventures received in accordance with the agreements; - Preferred unit distributions and common dividends remain suspended in the near term; - No M&A, asset divestitures, or large growth projects over the forecast period. Recovery Rating Assumptions: - For the Recovery Rating, Fitch estimates the company's going-concern value was greater than the liquidation value. The going-concern multiple used was a 6.0x EBITDA multiple, which is in the range of most multiples seen in recent reorganizations in the energy sector. There have been a limited number of bankruptcies within the midstream sector; - Two recent gathering and processing bankruptcies of companies indicate an EBITDA multiple between 5.0x and 7.0x, by Fitch's best estimates. In Fitch's recent bankruptcy case study report, "Energy, Power and Commodities Bankruptcies Enterprise Value and Creditor Recoveries," published in September 2023, the median enterprise valuation exit multiple for the 51 energy cases with sufficient data to estimate was 5.3x, with a wide range of multiples observed; - Fitch assumed a going-concern EBITDA of approximately $180 million, which reflects Fitch's view of a sustainable, post-reorganization EBITDA level upon which it has based the company's valuation. As per criteria, the going concern EBITDA reflects some residual portion of the distress that caused the default; - Fitch calculated administrative claims to be 10%, and a fully drawn ABL facility, which are standard assumptions. The outcome is a 'B+'/'RR2' rating for the Senior Second Lien Secured Debt, which corresponds to an expected recovery in the range of 71% to 90%. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: - EBITDA leverage on a TTM basis below and expected to sustain below 5.5x; - Meaningful change to earnings stability profile in terms of greater proportion of EBITDA derived from high growth basins or decreased volumetric exposure. Factors that could, individually or collectively, lead to negative rating action/downgrade: - Interest Coverage sustained below 2.2x; - Failure to proactively address the upcoming debt maturities; - Reduced liquidity; - EBITDA leverage expected to sustain above 6.5x; - Material change to contractual arrangement and operating practices that negatively impacts cash flow or earnings profile, including a move away from current majority of revenue being fee based; - Meaningful deterioration in customer credit quality or a significant event at a major customer that impairs cash flows; - Increases in capital spending beyond Fitch's expectation that have negative consequences for credit profile (e.g. if not funded with a balance of debt and equity). LIQUIDITY AND DEBT STRUCTURE Sufficient Liquidity: As of June 30, 2023, Summit had a total liquidity of approximately $82 million. The company had approximately $14 million of cash on its balance sheet, and approximately $68 million available under its $400 million first lien secured asset-based lending credit facility (ABL) (net of $4.3 million in outstanding letters of credit). The ABL is subject to a borrowing base, which at June 30, 2023 was determined at $709 million (more than the commitment amount). In the event that, approximately $50 million or more of the senior unsecured notes due April 15, 2025 remain outstanding by Dec. 13, 2024, the ABL matures on such date. This springing maturity provision is not the only one, but is the most severe. In the event no springing maturity provision applies, the ABL is due on May 1, 2026. The 5.75% $260 million outstanding 2025 senior unsecured notes mature on April 15, 2025, and the 8.5% $785 million outstanding 2026 second-lien secured notes mature on Oct. 15, 2026. The covenants on the ABL facility agreement, as of the last day of any fiscal quarter, requires the borrower to maintain a first lien net leverage ratio of less than 2.5x, and interest coverage ratio of greater than 2.0x. As of June 30, 2023, the borrower was compliant with the covenants, and had a first lien net leverage ratio of 1.36x, and interest coverage ratio of 2.14x (as calculated under the ABL facility agreement). Fitch expects the borrower to remain compliant with the covenants on the ABL facility in the near term. ISSUER PROFILE Summit owns, develops and operates midstream energy infrastructure assets in unconventional resource basins, primarily shale formations in the continental United States. Summit, through its 100% ownership of Summit Midstream Holdings, LLC (Summit Midstream) provides natural gas gathering, compression, treating, and processing services, as well as crude oil and produced water gathering services. SUMMARY OF FINANCIAL ADJUSTMENTS The values in the above Sensitivities and other metric values in this press release are calculated by de-consolidating the consolidated debt of Summit Permian Transmission Holdco, LLC (for leverage), and removing the interest expense related to this debt (for coverage). Further, no material flows related to Double E Pipeline, LLC are used in the aforementioned metrics. Fitch's calculation of adjusted EBITDA excludes equity in earnings from unconsolidated affiliates and includes cash distributions from those unconsolidated affiliates. Fitch gives 50% equity credit to Summit's 9.50% Series A Preferred Cumulative Perpetual Units under Fitch's hybrid methodology, Corporates Hybrids Treatment and Notching Criteria. 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 ----------- ------ -------- ----- Summit Midstream Finance Corp. Senior Secured 2nd Lien LT B+ Affirmed RR2 B+ Summit Midstream Partners, LP LT IDR B- Affirmed B- Summit Midstream Holdings, LLC LT IDR B- Affirmed B- Senior Secured 2nd Lien LT B+ Affirmed RR2 B+ SUNLIGHT PROPERTIES: Gets OK to Sell Alpine Tree Property --------------------------------------------------------- Sunlight Properties, LLC received approval from the U.S. Bankruptcy Court for the District of Nevada to sell its real property located at 6215 Alpine Tree Avenue, Las Vegas. The buyers, Aberra Chekol and Rebebu Sioume Eshete, offered to purchase the property for $440,000. The property will be sold "free and clear" of liens and interests, with those liens and interests to attach to the sale proceeds. The Bank of New York Mellon, a secured creditor, will be paid in full directly from escrow from the proceeds of the sale. About Sunlight Properties Sunlight Properties, LLC is the fee simple owner of five real properties in Las Vegas, with a total current value of $2.58 million. Sunlight Properties sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 22-10708) on March 1, 2022, with $2,581,500 in total assets and $1,348,000 in total liabilities. Val Grigorian, managing member, signed the petition. Judge August B. Landis oversees the case. David Mincin, Esq., at Mincin Law, PLLC serves as the Debtor's bankruptcy counsel. SUNLIGHT PROPERTIES: Selling Distant Rain Property for $499,000 --------------------------------------------------------------- Sunlight Properties, LLC asked the U.S. Bankruptcy Court for the District of Nevada to approve the sale of its real property located at 10037 Distant Rain Court, Las Vegas. The buyer, Yudel Schott Sanchez, Jr., offered to purchase the property for $499,000. The property will be sold "free and clear" of liens and interests, with those liens and interests to attach to the sale proceeds. The sale will allow Sunlight Properties to retire secured claims against the property and will generate surplus cash for the Chapter 11 estate, according to the company's attorney, David Mincin, Esq., at Mincin Law, PLLC. The hearing on the proposed sale is scheduled for Nov. 15. About Sunlight Properties Sunlight Properties, LLC is the fee simple owner of five real properties in Las Vegas, with a total current value of $2.58 million. Sunlight Properties sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 22-10708) on March 1, 2022, with $2,581,500 in total assets and $1,348,000 in total liabilities. Val Grigorian, managing member, signed the petition. Judge August B. Landis oversees the case. David Mincin, Esq., at Mincin Law, PLLC serves as the Debtor's bankruptcy counsel. SYMPLR SOFTWARE: Moody's Assigns 'Caa1' CFR, Outlook Stable ----------------------------------------------------------- Moody's Investors Service assigned a Caa1 corporate family rating and Caa2-PD probability of default rating to Symplr Software Intermediate Holdings, Inc. ("symplr"), and withdrew Symplr Software, Inc's B3 CFR and B3-PD PDR ratings. symplr is the parent company and guarantor of Symplr Software, Inc. Concurrently, Moody's downgraded the company's existing first lien credit facilities issued at Symplr Software, Inc. to B3 from B2. The outlook is stable. symplr is a provider of healthcare governance, risk and compliance ("GRC") software and solutions to healthcare facilities and healthcare providers. The assignment of the Caa1 CFR to symplr is effectively representative of a one-notch downgrade of the company's CFR and reflects symplr's challenges to generate positive free cash flow and reduce its highly levered capital structure. The effective two-notch downgrade of the PDR to Caa2-PD reflects Moody's view of high default risk given symplr's liquidity profile with an expected above average recovery value in the event of default given the company's assets. Rising benchmark rates and an aggressive acquisition growth strategy have increased symplr's interest expense. The ratings downgrade also reflects revenue growth that has been lower than Moody's had expected following the acquisition of Midas Health Analytics Solutions ("Midas") in 2022. Moody's expects meaningful free cash flow deficits during the next twelve months and that the company will need to materially grow revenue and improve profitability to offset its high cost of debt. symplr's aggressive financial strategies and underperformance versus its plan following the Midas acquisition in 2022 are key ESG considerations reflected in the governance score change to G-5 from G-4. RATINGS RATIONALE The credit profile of symplr reflects high financial leverage with debt to EBITDA less capitalized software over 14x for the twelve months ended June 30, 2023 (giving partial credit for certain one-time items that Moody's considers non-recurring). Moody's expects debt to EBITDA leverage will improve to towards 10x in 2024 as cost savings and synergies are realized and that the quality of earnings should improve as high transaction and integration costs in connection with the 2022 Midas acquisition decline during the next 12 months. Nonetheless, revenue growth has been below Moody's expectations. Moody's anticipates that symplr's exposure to rising interest rates will result in a further rise in interest expense in 2023 and drives Moody's expectation for free cash flow deficits and weakening liquidity. The company completed a $100 million add-on to its first lien term loan earlier this year to repay revolver borrowings and add cash to the balance sheet, but the company has a limited time frame to demonstrate earnings growth sufficient to offset high cash interest payments that Moody's expect will increase by another $25 million to $30 million over the next 12 months. The company's highly acquisitive growth strategy also incorporates ongoing integration risk to the credit profile. Unless otherwise noted, all financial metrics cited reflect Moody's standard adjustments. Symplr benefits from a strong niche competitive position in the healthcare GRC software industry. Demand for SaaS solutions is supported by increased healthcare spending, greater regulatory-driven complexity, margin pressures at healthcare providers, and the need for an enterprise-wide solution to support the complexity of GRC as hospitals consolidate. Additionally, the credentialing, staffing, and scheduling software that symplr's platform facilitates have become even more necessary to providers in response to the COVID pandemic. The company has strong EBITDA margins near 40% with a highly recurring revenue base that is integral to its clients operations. Moody's considers symplr's liquidity to be weak, reflecting Moody's expectation for negative free cash flow during the next 12 months that is exposed to rising interest rates. Support comes from the company's $100 million revolving credit facility expiring on December 22, 2025 and $11 million in balance sheet cash, as of June 30, 2023. Moody's believes that the company has sufficient liquidity to operate through 2024, but that the company could require additional liquidity support in 2025 without a significant improvement in revenue and earnings. The company has a 8.5x first lien net leverage covenant test when the revolver is 35% drawn. Moody's expects that the company will remain in compliance, if tested. The individual debt instruments are rated at the borrower Symplr Software, Inc., and guaranteed by Symplr Software Intermediate Holdings, Inc. The stable rating outlook reflects Moody's expectation that organic top-line growth of low-single-digit percentages, realization of cost savings initiatives, and reduced integration costs will drive deleveraging to 10x by the end of 2024. Nonetheless, Moody's anticipates liquidity will remain weak and maintenance of the stable outlook may require additional external liquidity and progress towards addressing the December 2025 expiration of its revolver facility. Moody's has decided to withdraw the ratings for its own business reasons. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if earnings growth and synergy realization enable Symplr to sustain debt to EBITDA below 7.5x, and if Moody's expects free cash flow as a percentage of debt is expected to be sustained above 1.0%. A ratings downgrade could result if earnings and profitability do not improve, or if free cash flow deteriorates more quickly than expected. Failure to achieve at least mid-single-digit organic revenue growth or to make progress towards deleveraging, due to difficulties integrating acquisitions or falling short of anticipated synergies, could also pressure the rating. The principal methodology used in these ratings was Software published in June 2022. Headquartered in Houston, TX, borrower Symplr Software, Inc. and its subsidiaries provide on-premise and software-as-a-service (SaaS) medical compliance and credentialing solutions to healthcare facilities and healthcare providers. Symplr Software Intermediate Holdings, Inc. is a holding company and parent to the borrower that is primarily owned indirectly by private equity owners Clearlake Capital and Charlesbank. T. JONES TRUCKING: Wins Cash Collateral Access Thru Nov 9 --------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Orlando Division, authorized T. Jones Trucking, LLC to use cash collateral on an interim basis in accordance with the budget, through November 9, 2023. Blue Water Capital; CT Corporation System, as representative; Mantis Funding; Corporation Service Company; Infusion Capital Group; and First Corporate Solutions as representatives, assert a lien or security interest in the Debtor's cash collateral. The Debtor is permitted to use cash collateral to pay: (a) amounts expressly authorized by the Court, including payments to the U.S. Trustee for quarterly fees; (b) the current and necessary expenses set forth in the budget; and (c) additional amounts as may be expressly approved in writing by Secured Creditor. The Court said Blue Water, CT Corporation, Mantis Funding, Corporation Service, Infusion Capital, and First Corporate Solutions will have a perfected post-petition lien against cash collateral to the same extent and with the same validity and priority as the pre-petition 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 the loan and security documents with Secured Creditor and the Inferior Interests. A continued preliminary hearing on the matter is set for November 9 at 3 p.m. A copy of the Court's order and the Debtor's budget is available at https://urlcurt.com/u?l=LECHp5 from PacerMonitor.com. The Debtor projects $30,000 in gross sales and $25,011 in total operating expenses for October 2023. About T. Jones Trucking T. Jones Trucking, LLC filed a Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 23-01392) on April 14, 2023, with as much as $1 million in both assets and liabilities. Judge Tiffany P. Geyer oversees the case. The Debtor is represented by BransonLaw, PLLC. TELESAT CANADA: BLSCI Fund Marks $816,557 Loan at 38% Off --------------------------------------------------------- Blackstone Long Short Credit Income Fund has marked its $816,557 loan extended to Telesat Canada to market at $506,163 or 62% of the outstanding amount, as of June 30, 2023, according to BLSCI Fund's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Long Short Credit Income Fund is a participant in a First Lien Term Loan B-5 (3M US L + 2.75%) to Telesat Canada. The loan matures on December 7, 2026. Blackstone Long Short Credit Income Fund is a closed-end fund that trades on the New York Stock Exchange under the symbol BGX. Headquartered in Ottawa, Ontario, Canada, Telesat Canada is the world's fourth largest provider of fixed satellite services and one of three companies operating on a global basis. TELESAT CANADA: BSCTF 2027 Fund Marks $2.6MM Loan at 38% Off ------------------------------------------------------------ Blackstone Strategic Credit 2027 Term Fund has marked its $2,655,521 loan extended to Telesat Canada to market at $1,646,091 or 62% of the outstanding amount, as of June 30, 2023, according to BSCTF 2027's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Strategic Credit 2027 Term Fund is a participant in a First Lien Term Loan B-5 (3M US L + 2.75%) to Telesat Canada. The loan matures on December 7, 2026. Blackstone Strategic Credit 2027 Term Fund is a closed-end term fund that trades on the New York Stock Exchange under the symbol BGB. BGB has a limited term and will dissolve on or about September 15, 2027, absent shareholder approval to extend such term. Headquartered in Ottawa, Ontario, Canada, Telesat Canada is the world's fourth largest provider of fixed satellite services and one of three companies operating on a global basis. THIRTEEN FIFTY: Seeks to Hire Shraiberg Page as Bankruptcy Counsel ------------------------------------------------------------------ Thirteen Fifty Apparel LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ the law firm of Shraiberg Page PA as its bankruptcy counsel. Th Debtor requires legal counsel to: (a) give advice regarding matters of bankruptcy law in connection with the Debtor's Chapter 11 case; (b) advise the Debtor of the requirements of the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, applicable bankruptcy rules; (c) represent the Debtor in all proceedings before this court; (d) prepare and review legal documents arising in this case; (e) negotiate with creditors, prepare and seek confirmation of a plan of reorganization and related documents, and assist the Debtor with implementation of any plan; and (f) perform all other legal services for the Debtor, which may be necessary herein. The hourly rates of the firm's counsel and staff are as follows: Attorneys $325 - $600 Legal Assistants $275 In addition, the firm will seek reimbursement for expenses incurred. Prior to the petition date, the Debtor provided the firm with a fee retainer of $25,000. Eric Pendergraft, Esq., an attorney at Shraiberg Page, disclosed in a court filing that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Eric Pendergraft, Esq. Shraiberg Page PA 2385 NW Executive Center Drive, Suite 300 Boca Raton, FL 33431 Telephone: (561) 443-0800 Facsimile: (561) 998-0047 Email: ependergraft@slp.law About Thirteen Fifty Apparel LLC Thirteen Fifty Apparel LLC offers clothing and accessories for first responders. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-18236) on October 9, 2023, with $314,414 in assets and $2,310,441 in liabilities. Christopher Lewis, chief executive officer and owner, signed the petition. Judge Mindy A. Mora oversees the case. Eric Pendergraft, Esq., at Shraiberg Page PA represents the Debtor as legal counsel. THRASYS INC: Case Summary & 30 Largest Unsecured Creditors ---------------------------------------------------------- Six affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Thrasys, Inc. 23-11744 14000 S. Military Trail Ste. 202 Delray Beach FL 33484 Comprehensive Care Alliance LLC 23-11746 Behavioral Health Services LLC 23-11747 BHS Pharmacy LLC 23-11748 Psych Care Consultants LLC 23-11749 Reimbursement Solutions LLC 23-11750 Business Description: Thrasys provides a comprehensive technology platform to manage health for individuals and populations with complex medical, behavioral health, and social needs. Thrasys' customers are health systems, health plans, physician groups, pharmacy benefits managers, county and community organizations launching integrated care programs to coordinate services, improve outcomes and reduce costs. The Debtors are moving for joint administration of their cases, with the lead case number assigned to the chapter 11 case of UpHealth Holdings, Inc. (23-11476). Chapter 11 Petition Date: October 20, 2023 Court: United States Bankruptcy Court District of Delaware Judge: Hon. Laurie Selber Silverstein Debtors' General Bankruptcy Counsel: Stuart M. Brown, Esq. DLA Piper LLP (US) 1201 North Market Street, Suite 2100 Wilmington DE 19801 Tel: (302) 468-5640 Email: stuart.brown@us.dlapiper.com Debtors' Strategic Communications Consultant: COLLECTED STRATEGIS, LLC Estimated Assets: $100 million to $500 million Estimated Liabilities: $100 million to $500 million The petitions were signed by Martin S. A. Beck as chief executive officer. Full-text copies of three of the Debtors' petitions are available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/FOJSNKQ/Thrasys_Inc__debke-23-11744__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/FKO4F4A/Comprehensive_Care_Alliance_LLC__debke-23-11746__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/4WZHDQI/Behavioral_Health_Services_LLC__debke-23-11747__0001.0.pdf?mcid=tGE4TAMA Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Needham & Company, LLC Professional $40,000,000 250 Park Avenue Services New York, NY 10177 Contact Name: Edward Flanders Tel: (212) 858-1000 Email: edward.flanders@pillsburylaw.com 2. Wilmington Trust, Senior Secured Unknown National Association Notes 1100 N. Market Street Suite 1300 Wilmington, DE 19801 Counsel: Kurt F. Gwynne Phone: (302) 778-7550 Email: kgwynne@reedsmith.com 3. PillDrill, Inc. Litigation $18,000,000 c/o Grellas Shah LLP 20400 Stevens Creek Blvd., Suite 280 Cupertino, CA 95014 Contact Name: Dhaivat J. Shah Phone: (408) 255-6310 Email: ds@grellas.com 4. Specialist Resources Supplier $243,430 Global, Inc. 318 Seaboard Lane Suite 110 Franklin, TN 37067 Contact Name: Sambhavi Sivakumaran Phone: (615) 332-7701 Email: sambhavi.sivakumaran@emids.com 5. Microsoft Supplier $170,351 1350 Harrison Avenue Redwood City, CA 94062 Email: wocs-na@microsoft.com 6. Excell HCA, LLC Supplier $169,432 10 Mystic Lane Malvern, PA 19355 Contact Name: Sawn Archambault Phone: (484) 329-6991 Email: info@excellhca.com 7. Redacted EEOC Complaint $150,000 8. Collective Medical Supplier $100,646 Technologies, Inc. 10377 South Jordan Gateway Suite 600 South Jordan, UT 84095 Phone: (905) 858-8885 Email: ar@collectivemedical.com 9. David S. Howard Promissory Note $181,283 650 N. 1st Street San Jose, CA 95112 Contact Name: David S. Howard Phone: (408) 772-9534 Email: dave@dshowardlaw.com 10. Sandra Johnson-Rhodes Litigation $75,000 c/o HKM Employment Attorneys LLP 222 South 9th Street Suite 430 Minneapolis, MN 55402 Contact Name: Blaine L.M. Balow, Esq. Phone: (612) 337-1934 Email: bbalow@hkm.com 11. Health Innovation Supplier $38,881 Solutions Private Limited PO Box 92416 Chicago, IL 60675-2416 12. Kambda S.A. Supplier $29,709 VMG Building, 1st Floor Guachipelin, Escazu San Jose, Costa Rica Contact Name: Emilio Acosta Phone: (336) 666-2253 Email: info@kambda.com 13. First DataBank, Inc. Supplier $29,580 PO Box 77267 San Francisco, CA 94107 Contact Name: Cynthia MacAskill Phone: (800) 633-3453 Email: finance@fdfhealth.com 14. Opportunity Guidance Supplier $28,710 Solutions, Inc. 4151 Keyes Lane Crossroads, TX 76227 Phone: (214) 444-4811 Email: dctkach@gmail.com 15. Toptal, LLC Supplier $23,520 2810 N. Church Street #36879 Wilmington, DE 19802 Contact Name: Bill Tsingos Phone: (888) 867-7001 Email: payment@toptal.com 16. Executive Park Office Lease $19,408 Properties, LLC 150 Executive Park Blvd. Suite 4000 San Francisco, CA 94134 Contact Name: Joanne Tran Phone: (415) 468-6676 Email: jtran@bdisf.com 17. Datadog, Inc. Supplier $18,860 620 8th Avenue, Floor 45 New York, NY 10018 Phone: (866) 329-4466 Email: emittances@datadoghq.com 18. SureLink Technology Supplier $16,574 Services, LLC 11475 Olde Cabin Rd Suite 130 St. Louis, MO 63141 Phone: (314) 878-7878 Email: info@surelinkit.com 19. The File Room Supplier $14,758 4107 Rider Trail North Earth City, MO 63045 Phone: (314) 396-2991 20. Feinberg Real Estate Office Lease $13,670 Investments One, LLC 3 Somerset Downs St. Louis, MO 63124 Contact Name: G.T. Cozad, III Phone: (314) 781-1890 Email: ccozad@cozadgroup.com 21. Enliven, LLC Supplier $12,330 587 N. Vent Parks Road, Suite E PMB-18 Newbury Park, CA 91320 Contact Name: Brian Leahy Phone: (805) 402-0788 Email: bleahy@earthlink.com 22. Holmusk USA Inc. Supplier $11,998 212 W Main Street Suite 201 Durham, NC 27701 Contact Name: Wingsoon Wong Phone: (658) 688-5161 Email: wingsoon.wong@holmusk.com 23. Shaka Dev LLC Supplier $11,150 17520 Dartown Rd, Unit 216 Westfield, IN 46074 Email: rtretola@gmail.com 24. Association for Supplier $9,000 Community Affiliated Plans 1155 15th Street, N.W. Suite 600 Washington, DC 20005 Contact Name: Pramila Shrestha Phone: (202) 204-7508 Email: pshrestha@communityplans.ne 25. Triune Infomatics, Inc. Supplier $8,400 39111 Paseo Padre Suite 320 Fremont, CA 94538 Phone: (510) 319-3300 Email: susan@triuneinfomatics.com 26. QRS Inc. Supplier $6,110 2010 Castalc Lane Knoxville, TN 37932 Email: qrs-admin@qrshs.com 27. Redacted HIPAA Complaint Unknown c/o Lear Werts LLP 103 Ripley Street Columbia, MO 65201 Contact Name: Todd C. Werts, Esq. Phone: (573) 875-1991 Email: werts@learwerts.com 28. Redacted Medical Unknown c/o Gray, Ritter & Complaint Graham, P.C. 701 Market Street Suite 800 St. Louis, MO 63101 Contact Name: Stephen R. Woodley, Esq. Phone: (314) 241-5620 Email: swoodley@grgpc.com 29. Redacted Medical Unknown c/o Gray, Ritter & Complaint Graham, P.C. 701 Market Street Suite 800 St. Louis, MO 63101 Contact Name: Stephen R. Woodley, Esq. Phone: (314) 241-5620 Email: swoodley@grgpc.com 30. U.S. Department of Justice Investigation Unknown 111 South 10th Street Room 20.333 St. Louis, MO 63102 Contact Name: Amy E. Sestric, Esq. Telephone: (314) 539-2200 THRASYS INC: Files Voluntary Chapter 11 Bankruptcy Petition ----------------------------------------------------------- UpHealth, Inc. (NYSE: UPH), a global digital health company delivering technology platforms, infrastructure, and services to modernize care delivery and health management, on Oct. 20 announced Thrasys, Inc. and its sole subsidiary Comprehensive Care Alliance LLC, which has no operations, (collectively, "Thrasys") filed voluntary petitions for reorganization under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"). Thrasys is a subsidiary of UpHealth Holdings, Inc. ("Holdings"), the subsidiary of UpHealth that filed for Chapter 11 protection on September 19, 2023 in the Bankruptcy Court. Holdings' Chapter 11 filing followed the September 14, 2023 decision by a trial court in New York to grant summary judgment in favor of Needham & Company LLC ("the Needham decision") in a lawsuit unrelated to the Company's operations. UpHealth (NYSE: UPH) and its direct and indirect subsidiaries, Cloudbreak Health, LLC and TTC Healthcare, Inc., respectively, have not filed for Chapter 11 protection and are operating in the normal course of business. Martin Beck, Chief Executive Officer of UpHealth, stated, "As we continue to seek a fair resolution of the Needham decision, we determined that placing Thrasys into Chapter 11 is the best course of action to ensure its immediate cash needs are met. Thrasys remains committed to providing service to customers to continue to manage the health of their patients through Thrasys' comprehensive integrated care technology platform. As we work to restructure our financials and preserve stakeholder value, we continue to focus on our mission of enabling high quality, affordable and accessible healthcare for all." The Company also announced that Behavioral Health Services, LLC, as well as the subsidiaries of Behavioral Health Services (collectively, "BHS"), filed for Chapter 11 protection. As previously disclosed, the Company discontinued operations of BHS earlier this year. Holdings, Thrasys and BHS have filed a motion with the Bankruptcy Court seeking to jointly administer their Chapter 11 cases under the caption In re UpHealth Holdings, Inc., Case No. 23 11476. Holdings, Thrasys and BHS have filed a number of customary first day motions that, once approved, will allow these entities to continue to operate in the normal course of business without interruption to their customers, vendors and employees. The Company expects to receive Bankruptcy Court approval for these requests and intends to pay vendors in full for all goods received and services provided after the filing date. DLA Piper is serving as legal counsel to UpHealth and its subsidiaries. About UpHealth UpHealth is a global digital health company that delivers digital-first technology, infrastructure, and services to dramatically improve how healthcare is delivered and managed. The UpHealth platform creates digitally enabled "care communities" that improve access and achieve better patient outcomes at lower cost, through digital health solutions and interoperability tools that serve patients wherever they are, in their native language. UpHealth's clients include health plans, healthcare providers and community-based organizations. For more information, please visit https://uphealthinc.com and follow at UpHealth Inc on LinkedIn. About Thrasys Thrasys provides a comprehensive technology platform to manage health for individuals and populations with complex medical, behavioral health, and social needs. Thrasys' customers are health systems, health plans, physician groups, pharmacy benefits managers, county and community organizations launching integrated care programs to coordinate services, improve outcomes and reduce costs. Thrasys, Inc., comprises the Integrated Care Management segment of UpHealth, Inc. TICOAT INC: Seeks to Hire Russell Gary Small as Bankruptcy Counsel ------------------------------------------------------------------ TiCoat, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Connecticut to employ The Law Office of Russell Gary Small, PC as its counsel. The Debtor requires legal counsel to: (a) give advice with respect to the rights, duties and powers of the Debtor in its Chapter 11 case; (b) assist and advise the Debtor with respect to financial agreements, debt restructuring, cash collateral orders and other financial transactions; (c) advise the Debtor regarding the treatment of creditors; (d) advise the Debtor as to legal actions to determine the validity of certain claims; (e) prepare legal documents; (f) counsel the Debtor in connection with all aspects of preparing and confirming a plan of reorganization and related documents; and (g) perform all other legal services as may be necessary in this Chapter 11 case. The hourly rates of the firm's counsel and staff are as follows: Russell Gary Small, Esq. $350 Staff $65 In addition, the firm will seek reimbursement for expenses incurred. Prior to the petition date, the firm received a retainer of $14,000 from the Debtor. Mr. Small disclosed in a court filing that the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Russell G. Small, Esq. Law Office of Russell Gary Small, PC 3715 Main St., Suite 406 Bridgeport, CT 06606 Telephone: (203) 396-0100 Facsimile: (203) 396-0050 Email: russell@rgsmall.com About TiCoat Inc. TiCoat, Inc. is a manufacturer of surface cleaner and deodorizing technology in North Windham, Conn. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Conn. Case No. 23-20736) on Sept. 15, 2023, with $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Todd Hodrinsky, chief executive officer, signed the petition. Russell G. Small, Esq., at the Law Office of Russell Gary Small, P.C. represents the Debtor as bankruptcy counsel. TNT INDUSTRIES: Brian Rothschild Named Subchapter V Trustee ----------------------------------------------------------- The U.S. Trustee for Region 19 appointed Brian Rothschild, Esq., as Subchapter V trustee for TNT Industries, LLC. Mr. Rothschild, an attorney at Parsons Behle & Latimer, will be paid an hourly fee of $430 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Rothschild declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Brian M. Rothschild, Esq. Parsons Behle & Latimer 201 South Main Street, Suite 1800 Salt Lake City, UT 84111 Phone: (801) 532-1234 Email: brothschild@parsonsbehle.com About TNT Industries TNT Industries, LLC filed Chapter 11 petition (Bankr. D. Utah Case No. 23-24401) on Oct. 1, 2023, with $500,001 to $1 million in both assets and liabilities. Judge William T. Thurman oversees the case. Geoffrey L. Chesnut, Esq., at Red Rock Legal Services, P.L.L.C. represents the Debtor as legal counsel. TRANSIT PHYSICAL: No Patient Care Concern, 2nd PCO Report Says -------------------------------------------------------------- Tamar Terzian, the court-appointed patient care ombudsman, filed with the U.S. Bankruptcy Court for the Central District of California her second interim report regarding the quality of patient care provided at Transit Physical Therapy PC's facilities. The PCO finds that all locations have adequate staff and providers on site to meet the standard of care for each patient. There is no medication at the clinics, and the clinics are clean with adequate equipment for patient use applicable for physical, speech, occupational and neurological physical therapy. Specifically, each clinic has multiple treatment exam rooms, treatment tables, exercise machines and tools utilized by therapists to implement the patient care plan and goals. Additionally, at each site the clinics have sufficient cleaning supplies to sanitize the treatment tables before and after patient use. The PCO observes that medical records are thoroughly maintained with patients ID, insurance, authorizations, initial reports, progress reports, and treatment plans or goals for each patient. She observed patient care and treatment. The clinics are clean with ample equipment for patient care. There are no pending complaints by patients or staff. No concerns are noted. The PCO noted that Transit Physical Therapy continues to provide patient care in a manner that meets the required standards of care. She recommended that Transit Physical Therapy notifies her of any changes in staffing or in the services that it provides to patients the closure of any locations or complaints by patients throughout the reporting periods. A copy of the second interim report is available for free at https://urlcurt.com/u?l=X0KrYq from PacerMonitor.com. The ombudsman may be reached at: Tamar Terzian, Esq. Terzian Law Group 1122 E. Green Street Pasadena, CA 91106 Telephone: (818) 242-1100 Facsimile: (818) 242-1012 Email: tterzian@terzlaw.com About Transit Physical Therapy Transit Physical Therapy, PC offers personal rehabilitation services including physical therapy, occupational therapy, and speech and language pathology. It is based in San Bernardino, Calif. Transit Physical Therapy sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 23-11057) on March 20, 2023, with $2,700,328 in assets and $4,147,237 in liabilities. Mitree Michael Piromgraipakd, president, signed the petition. Judge Scott H. Yun oversees the case. Todd Turoci, Esq., at the Turoci Firm, represents the Debtor as legal counsel. Tamar Terzian is the patient care ombudsman appointed in the Debtor's Chapter 11 case. UNITED SITE: Blackstone Fund Marks $3.1MM Loan at 18% Off --------------------------------------------------------- Blackstone Strategic Credit 2027 Term Fund has marked its $3,162,457 loan extended to United Site to market at $2,606,260 or 82% of the outstanding amount, as of June 30, 2023, according to BSCTF 2027's Form N-CSRS for the semi-annual period ended June 30, 2023, filed with the Securities and Exchange Commission. Blackstone Strategic Credit 2027 Term Fund is a participant in a First Lien Term Loan (3M US L + 4.25%) to United Site. The loan matures on December 15, 2028. Blackstone Strategic Credit 2027 Term Fund is a closed-end term fund that trades on the New York Stock Exchange under the symbol BGB.BGB has a limited term and will dissolve on or about September 15, 2027, absent shareholder approval to extend such term. United Site Services provides portable sanitation and related site services. US RENAL CARE: $225MM Bank Debt Trades at 53% Discount ------------------------------------------------------ Participations in a syndicated loan under which US Renal Care Inc is a borrower were trading in the secondary market around 47.1 cents-on-the-dollar during the week ended Friday, October 20, 2023, according to Bloomberg's Evaluated Pricing service data. The $225 million facility is a Term loan that is scheduled to mature on July 26, 2026. About $40.6 million of the loan is withdrawn and outstanding. U.S. Renal Care is a dialysis provider available for people living with chronic and acute renal disease. VENTURE GLOBAL: Fitch Hikes LongTerm IDR to 'B+', Outlook Stable ---------------------------------------------------------------- Fitch Ratings has upgraded Venture Global LNG, Inc. (VGLNG)'s Long-Term Issuer Default Rating (IDR) to 'B+' from 'B'. Fitch has also upgraded the existing senior secured notes to 'BB'/'RR2' from 'BB-'/'RR2' and assigned a 'BB'/'RR2' rating to the proposed senior secured notes issuance. The Rating Outlook is Stable. The upgrade to VGLNG's IDR reflects the recently affected reorganization folding in VG Commodities (VGC) as a subsidiary of VGLNG thereby allowing for significantly greater cashflows and debt capacity. VGC, which has rights to sell the excess liquefied natural gas (LNG) production capacity above nameplate of each project, is now a direct subsidiary of VGLNG and proforma for this financing, it will be debt-free. The ratings also reflect the volatility of VGC's and VGLNG's revenue streams due to commodity price exposure associated with early commissioning revenues and with the sale of any excess capacity cargos after meeting contractual requirements at the LNG projects. Also reflected in the ratings, is the completion, construction and development risk at the underlying LNG projects, which collectively require a large amount of capital expenditures. Fitch expects VGLNG to manage the large scale, multi-year construction projects in a credit supportive manner. KEY RATING DRIVERS Priority Access to Commodity Cashflows: With the consolidation of the VGC entity, VGLNG's debt obligations benefit from early cargo revenues generated both during the commissioning period of its projects and now, with the consolidation of VGC, from the excess capacity revenues generated post COD. Pre-consolidation, these excess capacity cashflows were structured to flow directly to the owners. These cashflows now flow directly to VGLNG, bypassing the project debt waterfall and significantly boosting cash available for debt service, reducing reliance on subordinated project cash flows. Notably, after commissioning, VGLNG debt obligations will also receive distributions paid after servicing over $6.0 billion of non-recourse debt at VGCP and up to $12.9 billion of total expected non-recourse debt at VGPL. Underlying project indentures contain a covenant preventing distributions if forward-looking debt service coverage ratios (DSCR) are less than 1.25x. This provision could be triggered as the projects face refinancing risk at COD and an uncertain opex profile during ramp-up. With direct access to excess capacity cargos, Fitch calculates VGLNG will likely be able to service holdco debt from internally generated cashflows without need for additional external financing or owner support. High Commodity Exposure: Fitch believes VGLNG's approach to fund future LNG plants with the early cargo sales and excess capacity revenues exposes the company to significant commodity risk. The mid-scale modular trains produce substantially more LNG cargos during commissioning than a typical stick-built large-scale LNG Train, which are available before the long-term SPAs commence. Similarly, the equipment and the configuration of the plants can produce excess cargos over and above what is required to service the SPAs. While as yet unproven, Fitch expects 10%-15% excess production is possible from these plants, based on general industry practices. Fitch expects VGC will sell these cargos into the short-term market on a rolling basis. Together, under its base case, Fitch expects these commodity-linked revenue streams will produce over 60% of total cashflows available to VGLNG in 2023-2027 time period. Favorable Global LNG Markets: VGLNG benefited during the commissioning of its first project, Venture Global Calcasieu Pass, LLC (VGCP), when the market basis differential between Henry Hub (HH) gas and Title Transfer Facility, the European LNG hub, reached historic highs in 2022. However, global LNG pricing has returned closer to historic norms, and will vary based on global supply and demand, potentially impacting the FCF available for VGLNG to finance its future LNG construction and meet debt obligations. Fitch believes demand for LNG will remain strong in the near term, given the European drive to move away from Russian natural gas, acceleration of the energy transition and limited new LNG production capacity coming online until the mid-2020s. However, LNG spot market pricing is expected to narrow as new LNG plants come online in 2025 and 2026 globally. Fitch's price deck supports this view. Past cycles as recent as 2019 illustrate the drop-in spot market prices as new production capacity outpaced global demand. Ongoing Construction and Commissioning Risk: VGLNG's construction risk will be ongoing over the near term. Further upward rating momentum will be predicated on successfully managing this risk. The first project, a 10 mtpa mid-scale LNG facility, VGCP is already producing cargos but its commercial operation date (COD) is delayed to December 2024 due to defects in third-party equipment and arbitration proceedings are underway. Construction at Venture Global Plaquemines LNG, LLC (VGPL), a 20 mtpa mid-scale LNG facility, is 53% complete at the end of August, 2023. Fitch believes LNG plants are among the most complex facilities in Fitch's rated midstream portfolio to construct and operate. The VGPL project is a very large scale $18.4 billion project being constructed by a joint venture of KBR and Zachry Group. VGPL is using a proven mid-scale liquefaction technology employed at VGCP but has potential scale-up and interface risks through its multi-contractor structure. The project's off-site modular fabrication avoids risk seen in large-scale on-site manufacturing. However, it differs from other LNG projects in that it does not rely on a single contractor to bear most, if not all, budget and completion risk, relying instead on an owner-led multi-contractor strategy which Fitch views as being riskier. Some of these risks are mitigated by the construction progression, experienced specialized contractors, performance security and an above average contingency and incentives for early completion. Robust Sales and Purchase Agreements: FCF from VGCP and VGPL is backed by long-term SPAs with largely investment-grade counterparties, comprised of 17 customers across the two projects. In addition, CP2 has contracted for 9.25 mtpa out of it 14.4 mtpa Phase I capacity also with largely IG counterparties. Each will operate under the contracts once COD is reached. Fitch believes the contract structure available during the operating period provides stable cash flow while insulating cash flow from trends in the global LNG market but is a small portion of the cash flow available to VGLNG's bondholders. Credit Metrics: Fitch applies both a deconsolidated and proportionally consolidated approach in calculating VGLNG's credit metrics. The subsidiaries have non-recourse debt, which is considered in the proportionally consolidated credit metrics. Stonepeak Infrastructure owns two series of preferred instruments, one which, based on current projections, is expected to convert into approximately 23% ownership of VGCP at COD. Fitch considers these preferred instruments as debt under Fitch's criteria. Holdco-only FFO Leverage (total holdco debt divided by cash available for debt service after maintenance capex) averages less than 2.0x over the forecast period through 2027, with growth capex funded from excess cash flow, among other sources. On a proportionally consolidated basis, leverage (total consolidated debt to proportional EBITDA) averages around 6.5x during 2023-2027, but peaks at 9.5x in the near-term during a period of high capex and declining market global spot prices. This peak leverage highlights the commodity risk. DERIVATION SUMMARY VGLNG is a midstream corporation with two projects under construction. Advanced capital equipment purchases are underway for a third project. The first project, a 10 mtpa facility in Calcasieu Pass, LA, has been operational under commissioning since 2022. The majority of the cashflow is from sales of early commissioning LNG cargos in the global spot market. Additionally, its operations are supported by long-term take-or-pay contracts with a diverse mix of predominately investment grade customers, similar to peer Cheniere Energy Inc. (CEI; BBB-/Stable). CEI is a midstream corporation with the largest LNG production and export facilities (60 mtpa) in the U.S. and second largest globally. VGLNG's obligations are backed by long-term SPAs with largely investment-grade counterparties, comprised of 17 customers across the two projects, VGCP and VGPL. Each SPA provides revenue from a fixed-capacity fee paid regardless of LNG volumes lifted and a commodity-based variable fee on LNG volumes delivered, equal to 115% of current HH prices. The contracts are almost all 20 years. VGCP has two short-term contracts of less than five years (15% of capacity). Additional revenues generated from early cargos and excess capacity is will directly support debt service at VGLNG. However, as far as cash flows from SPA's are concerned, VGLNG's obligations are structurally subordinate to about $20 billion of operating subsidiaries' project obligations, which were used to fund the construction of the LNG facilities and related lateral pipelines. CEI has a similar structure, with its obligations subordinate to about $19 billion of project debt and $4 billion of intermediate holding company debt. Both are subject to distribution tests that could impede distributions to the parent companies. While both VGLNG and CEI receive revenues from short term market sales, the early cargo revenues are a larger portion of total cash flow for VGLNG compared to CEI. CEI has greater scale, operating two seasoned projects, Sabine Pass Liquefaction (BBB/Stable) and Corpus Christi Liquefaction (BBB-/Stable), with expected DSCRs well in excess of its distribution coverage test, mitigating the concern over distribution lock-ups ultimately to the parent. While VGLNG has revenues from early cargos and excess capacity, those revenues, in Fitch's opinion, are not as predictable, and subject to commodity price risk. VGLNG's leverage is considerably higher than CEI, on a proportionally consolidated basis, averaging over 6.0x during the forecast. CEI's Fitch forecasted leverage is between 4x-4.5x after 2024. The difference in construction risk, cashflow predictability, scale and leverage account for the difference in the ratings. KEY ASSUMPTIONS - VGCP, nearly complete, reaches COD in December 2024 and the SPA contracts begin only after that. Nameplate capacity of 10 mtpa is fully contracted and generates additional liquefaction fees on 1.5 mtpa excess capacity above nameplate which is sold as merchant cargos; - Construction at VGPL continues on schedule consistent with management expectations of about $19 billion cost, reaching first commissioning in 2024. The non-recourse project term loan is refinanced in 2027 at a rate of 8%, when COD occurs. Nameplate capacity of 20 mtpa is fully contracted and generates additional liquefaction fees on 2.5 mtpa excess capacity above nameplate which is sold as merchant cargos; - Construction of CP2 is in line with management expectations, at a cost of about $26 billion, and reaches COD at the end of 2027. The first phase of the third project, CP2, is currently close to 64% contracted and assumed to be fully contracted during the operating period; - The Delta project is not funded during the forecast period; - The Fitch price deck for oil and natural gas informs the assumptions for natural gas, crude, LNG and the unhedged volumes. The Fitch operating margin under the rating case for the early commissioning cargos is as follows: $10.00/MMBtu in 2023, $8.00/MMBtu in 2024, $7.00/MMBtu in 2025, $5.00/MMBtu in 2026, and $4.00/MMBtu in 2027; - Base interest rates reflect the Fitch Global Economic Outlook. RECOVERY ANALYSIS - For the Recovery Rating, Fitch estimates the company's going-concern value was greater than the liquidation value, despite the high equity value retained by VGLNG in VGCP and VGPL. Fitch updated the going concern EBITDA estimate to $3,500 million, from $1,530 million previously, which reflects cashflows from the excess capacity cargos. It is a measure of Fitch's view of a sustainable, post-reorganization EBITDA level upon which Fitch bases the valuation of the company. Fitch calculated administrative claims to be 10%, which is the standard assumption. Fitch assumes the default occurs in 2025 during a period of depressed LNG spot market pricing lowering excess capacity revenues, VGCP begins to operate under the long-term SPAs as it reorganizes and there are delays at VGPL. As per criteria, the going concern EBITDA reflects some residual portion of the distress that caused the default; - The going-concern multiple used was a 4.0x EBITDA multiple, which reflects the default occurring during construction and the reorganization would be impacted by the complexity and large scale of the construction project; - The recovery reflects the lien status of the senior notes, paid from the any excess capacity revenues and residual equity value, after the redeemable preferred units at Calcasieu Pass Funding, LLC and the remaining Plaquemines Equity Bridge loan; - There have been a limited number of bankruptcies within the midstream sector. Two recent gathering and processing bankruptcies of companies indicate an EBITDA multiple between 5.0x and 7.0x, by Fitch's best estimates. In its recent Bankruptcy Case Study Report, "Energy, Power and Commodities Bankruptcies Enterprise Value and Creditor Recoveries", published in September 2021, the median enterprise valuation exit multiple for the 51 energy cases with sufficient data to estimate was 5.3x, with a wide range of multiples observed. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: - Reach COD for VGCP and commissioning of VGPL; - Reduction in the reliance on the commodity price exposed cashflows; - Reduction in the refinancing exposure at VGPL resulting in improved distributions to VGLNG. Factors that could, individually or collectively, lead to negative rating action/downgrade: - A material increase in Holdco debt such that the recovery profile is weaker, resulting in a negative rating action for the secured debt; - Significant weakness in global LNG prices, or decline in spreads realized by the company pressuring the company's cash flow generation from early cargoes; - Any construction issues that significantly increases costs, cause delays or results in deteriorating cash flows; - A significant adverse ruling in the arbitration proceedings, currently not anticipated; - Holdco-only FFO leverage above 4.0x on a sustained basis or proportionally consolidated leverage above 7.0x on a sustained basis; - A multi-notch downgrade or financial distress of any significant SPA counterparty. LIQUIDITY AND DEBT STRUCTURE Sound Liquidity: VGLNG and its subsidiaries have sound liquidity. As of June 30, 2023, VGLNG had about $3.3 billion cash. Going forward, Fitch expects the company will maintain about $1.5 billion of unrestricted cash for its liquidity needs at the holdco level. About $760 million of the project cash is restricted to support project level debt service reserve funds. Each project has a working capital facility to support its needs, primarily natural gas purchases. Distributions can be made to VGLNG from VGCP and VGPL as long as the DSCR is greater than 1.25x in the next 12 months and the previous 12 months, subject, in the case of VGPL, to achieving certain agreed upon construction milestones. Debt: Proceeds from the notes will pay VGC's term loan facility due August 2024 which has approximately $545.9 million outstanding. The remainder of the proceeds will be used for general corporate purposes. While these covenants allow FCF to be distributed out of VGLNG under Fitch's assumptions, Fitch expects management will use FCF to fund future LNG projects. VG and its subsidiaries have several maturities in the near term. The next maturity is March 2025 when the VGPL Equity Bridge loan comes due. At the project level, the remaining VGCP term loan is due August 2026. The majority of the term loan has been refinanced with four series of non-recourse, project level bonds. These bonds have bullet maturities in 2028-2033. Fitch assumes the remaining term loan will be refinanced in a similar manner with non-recourse debt. At VGPL, there is a term loan that is due in 2029. ISSUER PROFILE Venture Global LNG, LLC is an energy company that develops, builds and operates LNG for export under long term sales and purchase agreements. It currently operates a 10 mpta natural gas liquefaction and LNG export facility and is developing three additional plants, with 74 mtpa total nameplate production capacity. SUMMARY OF FINANCIAL ADJUSTMENTS Fitch adjusts the restricted cash accounts on the balance sheet to show cash restricted at its subsidiaries. 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 ----------- ------ -------- ----- Venture Global LNG, Inc. LT IDR B+ Upgrade B senior secured LT BB New Rating RR2 senior secured LT BB Upgrade RR2 BB- VENUS CONCEPT: MADRYN Entities Report 39.7% Equity Stake -------------------------------------------------------- In a Schedule 13D/A filed with the Securities and Exchange Commission, these entities reported beneficial ownership of shares of common stock of Venus Concept Inc. as of Oct. 4, 2023: Shares Percent Beneficially of Reporting Person Owned Class Madryn Asset Management, LP 3,561,242 39.7% Madryn Health Partners, LP 1,317,533 14.7% Madryn Health Partners (Cayman Master) 2,243,708 25.0% Madryn Health Advisors, LP 3,561,242 39.7% The Reporting Persons beneficially own in the aggregate 3,561,242 shares of Common Stock, which represents approximately 39.7% of the outstanding shares of Common Stock. Each percentage ownership of shares of Common Stock set forth in this Statement is based on 5,526,481 shares of Common Stock reported by the Company as outstanding as of Aug. 9, 2023 in its Quarterly Report on Form 10-Q filed with the SEC on Aug. 14, 2023 plus the shares of Common Stock issued or issuable on conversion or exercise, as applicable, of the 2023 Convertible Notes, the Warrants and the Series X Preferred Stock. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1409269/000119312523255017/d550497dsc13da.htm About Venus Concept Toronto, Ontario-based Venus Concept Inc. is an innovative global medical technology company that develops, commercializes, and delivers minimally invasive and non-invasive medical aesthetic and hair restoration technologies and related practice enhancement services. The Company's aesthetic systems have been designed on a cost-effective, proprietary and flexible platform that enables the Company to expand beyond the aesthetic industry's traditional markets of dermatology and plastic surgery, and into non-traditional markets, including family and general practitioners and aesthetic medical spas. Venus Concept reported a net loss of $43.58 million in 2022 compared to a net loss of $22.14 million in 2021. As of Dec. 31, 2022, the Company had $125.38 million in total assets, $116.64 million in total liabilities, and $8.74 million in stockholders' equity. Toronto, Canada-based MNP LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated March 27, 2023, citing that the Company has reported recurring net losses and negative cash flows from operations, that raise substantial doubt about its ability to continue as a going concern. VISTA CLINICAL: Wins Cash Collateral Access Thru Nov 7 ------------------------------------------------------ The U.S. Bankruptcy Court for the Middle District of Florida, Orlando Division, authorized Vista Clinical Diagnostics to use cash collateral on an interim basis in accordance with the budget, through the date of the continued hearing set for November 7, 2023 at 2:30 p.m. The Debtor is authorized to use cash collateral to pay: (a) amounts expressly authorized by the Court, including the monthly fees due to the Subchapter V Trustee; (b) the current and necessary expenses set forth in the budget, plus an amount not to exceed 10% for the expenses. During the interim period, Lake City Medical Properties, LLC will have a perfected post-petition lien against cash collateral to the same extent and with the same validity and priority as its respective prepetition lien, without the need to file or execute any documents as may otherwise be required under applicable non-bankruptcy law. The replacement lien(s) granted will secure all obligations owing from the Debtor to Lender. A copy of the court's order and the Debtor's budget is available at https://urlcurt.com/u?l=iTmJqi from PacerMonitor.com. The Debtor projects total operating cash flow, on a weekly basis, as follows: $294,416 for the week starting October 30, 2023; and $198,514 for the week starting November 6, 2023. About Vista Clinical Diagnostics, LLC Vista Clinical Diagnostics, LLC is an independent laboratory offering a complete compendium of clinical laboratory testing capabilities, including microbiology, PCR molecular biology & surgical pathology. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-04109) on October 2, 2023. In the petition signed by Davian S. Santana, president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Tiffany P. Geyer oversees the case. R.Scott Shuker, Esq., at Shuker & Dorris, PA, represents the Debtor as legal counsel. VISTAGEN THERAPEUTICS: Great Point, 2 Others Report 9.99% Stake --------------------------------------------------------------- In a Schedule 13G filed with the Securities and Exchange Commission, Great Point Partners, LLC, Dr. Jeffrey R. Jay, M.D., and Mr. Ortav Yehudai disclosed that as of Oct. 2, 2023, they beneficially owned 2,792,927 shares of common stock of Vistagen Therapeutics, Inc., representing 9.99 percent of the shares outstanding. In addition to an aggregate of 1,858,735 shares of the Issuer's common stock in the aggregate held outright, the reporting persons hold in the aggregate warrants to purchase 2,055,834 shares of Common Stock; however, the provisions of such warrants restrict the exercise of such warrants to the extent that, after giving effect to such exercise, the holder of the warrants and its affiliates, together with any other person or entities with which such holder would constitute a group, would beneficially own in excess of 9.99% of the number of shares of Common Stock outstanding immediately after giving effect to such exercise. As a result, an aggregate of 934,192 shares underlying such warrants are beneficially owned by the reporting persons. The percentage was based on a total of 27,957,230 shares outstanding, which is the sum of (i) 22,885,961 common shares outstanding as reported by the Issuer in its 424B Prospectus filed with the SEC on Oct. 2, 2023, (ii) 4,137,077 shares of common stock sold under the Issuer's ATM program since June 30, 2023 as reported in the same Prospectus, and (iii) 934,192 shares of the Common Stock issuable upon exercise of warrants held by the reporting persons (subject to the Beneficial Ownership Cap). A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1281446/000117266123003393/greatpoint-vtgn100223.htm About VistaGen Headquartered in San Francisco, California, VistaGen Therapeutics, Inc. -- http://www.vistagen.com-- is a late clinical-stage biopharmaceutical company aiming to transform the treatment landscape for individuals living with anxiety, depression and other CNS disorders. The Company is advancing therapeutics with the potential to be faster-acting, and with fewer side effects and safety concerns, than those that are currently available for treatment of anxiety, depression and multiple CNS disorders. Vistagen reported a net loss and comprehensive loss of $59.25 million for the fiscal year ended March 31, 2023, compared to a net loss and comprehensive loss of $47.76 million on $1.11 million of total revenues for the year ended March 31, 2022. As of March 31, 2023, the Company had $21.09 million in total assets, $9.01 million in total liabilities, and $12.08 million in total stockholders' equity. San Francisco, California-based WithumSmith+Brown, PC, the Company's auditor since 2006, issued a "going concern" qualification in its report dated June 28, 2023, citing that the Company has suffered negative cash flows from operations and recurring losses from operations since inception, resulting in an accumulated deficit of $326.9 million as of March 31, 2023, that raise substantial doubt about its ability to continue as a going concern. W LOFTS DEVELOPMENT: Property Sale Proceeds to Fund Trustee's Plan ------------------------------------------------------------------ John O. Desmond, chapter 11 trustee of the estate of W Lofts Development, LLC, filed with the U.S. Bankruptcy Court for the District of Massachusetts a Disclosure Statement describing Chapter 11 Plan dated October 16, 2023. The Debtor's business consists solely of owning and managing the Blackstone Lofts Condominium, which consists of 9 condominium units at 85 Harding St., Worcester, MA, 7 of which are complete and inhabitable, and approximately 100,000 sq. ft. of common area in the adjoining property at 70 Winter Street (the "Real Property"). The Debtor purchased the Real Property in November 2018. The Debtor intended to develop the 70 Winter St. portion of the Real Property into over 100 loft-style apartments. In 2021, the Debtor obtained a loan from the Lender in the amount of $4,140,000.00. The purpose of the loan was to pay off the existing debt on the Real Property and fund the Debtor's efforts to develop the Real Property, including the permitting process with the City of Worcester. In addition to its development plans, the Debtor's operations included renting out the seven finished units at 85 Harding St. At the time of the case filing, all seven units were occupied, though only six of the units were generating income. The rent for each unit is between $1,260 and $1,500 a month. At the time of the case filing, the Real Property was generating $8,285 a month if all the tenants paid their rent. The Plan is a liquidating plan that provides for the sale of the Debtor's primary asset, the Real Property, which is located at 85 Harding Street and 70 Winter Street, Worcester, MA. Distributions under the Plan will be funded either from the Net Proceeds of the sale or from the Carve-Out negotiated with the Debtor's secured lender, Northern Bank and Trust Company (the "Lender"). The Trustee does not anticipate receiving a sale price in excess of the Debt owed to the Lender, so it is likely that the Plan will be funded from the Carve-Out. The Carve-Out will pay all costs associated with the sale along with all Administrative Expense Claims, Priority Tax Claims, and Other Priority Claims (if any). The Carve-Out includes a payment to the Estate of 2% of the sale price for distribution to the Debtor's creditors, including Priority Tax Claims, Other Priority Claims, and General Unsecured Claims. Based on the Trustee's estimate of the Claims that will be Allowed Claims, the Trustee estimates that holders of Class 4 Claims, i.e. the General Unsecured Claims, will receive at least approximately 60% of their Claims from the Carve Out after payment of Priority Tax Claims, and Other Priority Claims (if any). Finally, the Plan includes a broad permanent injunction preventing any Person or Entity who has or could have any Claim, Lien, Interest, right or liability against or in the Debtor from taking any action on account of such Claim, Lien, Interest, right or liability with respect to the Debtor's Estate, the Real Property, or the Successful Bidder. This will help insulate the Successful Bidder from future litigation and will enhance the price of the Real Property. The Trustee conducted a public auction to determine the highest bid for the Real Property. The highest bid for the Real Property was the Lender's credit bid of $4 million. Also present at the auction was a party who purportedly made an offer to purchase the Real Property for $7.5 million in August 2022. This person did not bid at the auction. The Trustee has not verified the legitimacy of the alleged $7.5 million offer. As of the case filing, the amount owed on the Lender's first mortgage was $4,600,843.50. The Court held a hearing on September 26, 2023 to consider approval of the sale to the Lender for $4 million. Despite the lack of competitive bidding at the auction and the sale price coming in under the amount of the Debt of the Lender, the Trustee continues to believe that the Lender's bid represents a fair price for the Real Property given the circumstances of this case, the current market conditions, and the challenges presented by Fiorillo's involvement. Class 4 consists of the Allowed General Unsecured Claims against the Debtor. Each holder of an Allowed Class 4 Claim shall receive a pro rata distribution of the 2% of sale price of the Real Property as provided for by the Carve-Out after payment of the Priority Tax Claims, and the Other Priority Claims (if any). In addition, each holder of an Allowed Class 4 Claim Class 4 shall receive pro rata distribution (up to payment in full) of all money remaining in the Estate, including from the Net Proceeds remaining, if any, after payment in full of the Lender Secured Claim. Class 4 is Impaired under the Plan. Class 5 consists of the holders of all Interests in the Debtor. A holder of a Class 5 Interest will neither receive nor retain anything on account of such Interest in the Debtor. On the Effective Date, all Interests shall be cancelled, extinguished, and discharged. The Plan contains appropriate provisions consistent with sections 1123(a)(5) and 1142(a) of the Bankruptcy Code for its implementation. The funds needed to make distributions and other payments required by this Plan shall be from (a) the proceeds related to the sale of the Real Property, and (b) any funds remaining in the Estate from operating of the Real Property prior to the sale or any other sources. The Trustee intends to sell the Real Property to the Successful Bidder in accordance with the terms of the Sale Agreement, the Bid Procedures Order, the Sale Order, and the Confirmation Order, if and as applicable. The Trustee has accepted an offer of $4,000,000.00 for the Real Property from the Lender, now serving as the stalking horse bidder. The Trustee is now soliciting higher and better offers. In connection with Trustee's motion to approve plan solicitation procedures, the Trustee is seeking an order approving the form of notice for (i) solicitation of counteroffers, and (ii) to add a 2.5% overbid protection for any new bid procedures. A full-text copy of the Disclosure Statement dated October 16, 2023 is available at https://urlcurt.com/u?l=Pv3GIe from PacerMonitor.com at no charge. Counsel to John O. Desmond, Chapter 11 Trustee: Kate E. Nicholson, Esq. Nicholson PC 21 Bishop Allen Dr. Cambridge, MA 02139 Telephone: (857) 600-0508 Email: knicholson@nicholsonpc.com About W Lofts Development W Lofts Development, LLC owns and manages the Blackstone Lofts Condominium, which consists of 9 condominium units at 85 Harding St., Worcester, MA (the "Real Property"). The Debtor filed an involuntary petition under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 23-40157) on Mar. 1, 2023. Judge Christopher J. Panos oversees the case. The Law Office of Neil Kreuzer serves as the Debtor's counsel. On May 25, 2023, John O. Desmond, was duly appointed as Chapter 11 trustee of the Debtor's estate. Kate E. Nicholson, Esq., at Nicholson PC serves as his counsel. WAYSTAR TECHNOLOGIES: S&P Places 'B-' ICR on CreditWatch Positive ----------------------------------------------------------------- S&P Global Ratings placed all ratings on Waystar Technologies Inc., including its 'B-' issuer credit rating, on CreditWatch with positive implications. S&P said, "We expect to resolve the CreditWatch placement if the company completes the IPO and reduces its debt balance. We could consider a higher rating of one or more notches depending on our expectations for the company's business performance and its financial policy as a public entity." The CreditWatch placement follows Waystar's S-1 filing, which indicates it could undertake an IPO. The company has not specified the expected proceeds but has indicated its intention to use the proceeds to repay outstanding debt, starting with its higher cost second-lien facility. Its total debt outstanding as of June 30, 2023, was $2.2 billion with a trailing-12-month S&P Global Ratings-adjusted debt-to-EBITDA ratio of 7.2x, and S&P believes the leverage ratio could be significantly lower following the IPO and debt repayment. Waystar filed an S-1 for an IPO. S&P believes it will use the net proceeds from the IPO to repay a significant portion of its debt. S&P said, "We expect continued solid growth in Waystar's revenue cycle management (RCM) business while maintaining stable profit margins. Through the first two quarters of 2023, Waystar has generated solid organic growth of about 12% largely driven by successful cross-sell efforts, supported by a net retention rate of 110%, and in part to the pass through of annual price increases. In our opinion, this highlights the tangible return on investment Waystar adds for its customers by bettering the overall financial experience for patients and reducing revenue leakage, enabling on-time and precise payments." Furthermore, Waystar has also benefitted from the ongoing expansion in health system and hospital transaction volume as individuals engage in procedures that may have been delayed or deferred through the COVID-19 pandemic. While S&P still expects solid growth in the second half of 2023 and into 2024, it anticipates a slight pullback in growth relative to recent performance as resource constraints and approval layers elongate the decision-making process and implementation timeline of health care providers. Over the past two to three quarters, health care providers have faced resource constraints, particularly back-office resources, which has left them without an appropriate level of personnel to roll out new solutions. In addition, as nursing labor shortages continue to shrink provider margins, the decision to take on large, contracted information technology (IT) solutions is getting pushed up the hierarchical pyramid, thus elongating the decision-making process and delaying revenue recognition of certain revenue streams to the IT supplier. S&P said, "As Waystar grows its revenue base both organically and through mergers and acquisitions in 2023 and 2024, we expect its pricing actions and synergy realization from recent acquisitions to more than offset margin pressure. This pressure is related to inflationary cost pressures and a higher proportion of patient payment solutions, which are generally a lower-margin business relative to provider solutions. As such, we expect incremental improvement in Waystar's S&P Global Ratings-adjusted EBITDA margin of about 250 basis points (bps) over the next two years, similar to historical periods. "Despite favorable provider market dynamics, we believe the competitive nature of the industry will require Waystar to continue its acquisition strategy to maintain its market position. Health care IT solutions continue to be a front-running strategic priority among U.S. health care providers. This trend has been spurred by labor challenges and complex payment models making health care IT investments increasingly critical for providers to improve clinical performance, collections, operating margins, customer service, and-- ultimately--health care quality. "Furthermore, we are also seeing a shift toward single end-to-end IT vendors as providers seek to consolidate their existing tech stacks and focus on vendors that offer a broad suit of IT services. While we view these market dynamics as generally positive for Waystar, the company is also competing with companies much larger size with robust product suits. With significantly larger and better financed players such as Epic Systems, Optum (via its acquisition of Change Healthcare), and Oracle (via its acquisition of Cerner Corp.), we believe the capital required for Waystar to compete could increase over the long run as companies with much greater resources assemble more complete service offerings." However, Waystar has remained in its niche, high-margin RCM software lane, often providing an RCM platform for electronic health record (EHR) companies whose core competence is clinical data. It also provides platforms for end-to-end (labor heavy) RCM companies that do not have the same technological capabilities, raising the proportion of revenue stemming from business-to-business-to-consumer contracts. Overall, while we believe Waystar has a rather solid market position from the quality of its products, the industry in which it operates continues to grow in competition. In S&P's opinion, this dynamic will require Waystar to continue building its portfolio of service offerings, allowing the company to better penetrate its existing customer base and extend its reach within RCM software. S&P said, "We intend to resolve the CreditWatch upon IPO pricing, when we can quantify the proceeds applied to debt repayment and assess the company's future financial policy. We will also reassess our recovery ratings on Waystar's senior secured debt once debt reduction is confirmed. We could consider a higher rating of one or more notches to the extent proceeds are used for debt repayment and the financial policy supports a sustained lower amount of leverage." WESTLAKE SURGICAL: Thomas Mackey Files First PCO Report ------------------------------------------------------- Dr. Thomas Mackey, the court-appointed patient care ombudsman, filed with the U.S. Bankruptcy Court for the Western District of Texas a first report regarding quality and safety of patient care provided at The Hospital at Westlake Medical Center, a boutique hospital in Westlake Hills operated by Westlake Surgical, L.P. The report contains the PCO's findings from his visit on Oct. 5 and 6. According to the report, Westlake has adequate clinical staff for the number of patients being seen, has not terminated any employees and has not missed payrolls. An appropriate number of physicians, staff nurses, pharmacists, and other critical staff are employed to care for the number of active patients. The PCO observed that while there has been some turnover of staff, there has been no reduction in staffing because of Westlake's Chapter 11. Personnel interviewed displayed a positive attitude of change toward providing quality and safe care to patients. The PCO believes there are some quality and safety issues at Westlake's hospital facility. Such issues are partly a result of Chapter 11 while others are long standing system neglects needing to be address by the current leadership, administrative and clinical. Significant issues needing to be addressed and discussed with Westlake's leadership team include: * There is a lack of significant clear data for quality indicators and peer evaluation to measure and track provider clinical performance and outcomes. * Infection control personnel are inadequately prepared to fulfill the role placing Westlake, patients, and staff at risk. Furthermore, there is a lack of infection control processes and data to determine quality of care. * Effectiveness of the Director of Nursing (DON) and Director of Quality Compliance & Risk (DQCR) is reduced due to workload. The positions would greatly benefit from an assistant to expedite advancement of quality and safety of patient care. * Carpeting in the patient care areas is filthy, poses both quality and safety of patient care issues, and needs immediate replacement. * Patient food preparation receives minimal input from a very part-time dietitian and poses a quality and safety of patient care issue. * There has been significant personnel or staff turnover since January this year posing potential gaps in delivery of quality and safe care. However, current staff are dedicated to providing excellent patient quality and safety. * Delineation between policies, procedures, and plans (i.e., quality improvement plan) is not clear. Consequently, there is a lack of future direction for critical areas related to patient quality and safety of care. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=HshVfp from PacerMonitor.com. About Westlake Surgical Westlake Surgical, L.P. operates The Hospital at Westlake Medical Center, a boutique hospital in Westlake Hills, Texas. Its core service areas include surgical procedures, outpatient radiology and a 24/7 emergency room. Westlake Surgical filed Chapter 11 petition (Bankr. W.D. Texas Case No. 23-10747) on Sept. 8, 2023, with $10 million to $50 million in both assets and liabilities. Judge Shad Robinson oversees the case. The Debtor tapped Hayward, PLLC as legal counsel and Donlin, Recano & Company, Inc. as claims agent. eCapital Healthcare Corp., the debtor-in-possession (DIP) lender, is represented by Foley & Lardner, LLP. Dr. Thomas A. Mackey is the patient care ombudsman appointed in the Debtor's Chapter 11 case. WINDSOR TERRACE: Court Directs U.S. Trustee to Appoint PCO ---------------------------------------------------------- Judge Victoria Kaufman of the U.S. Bankruptcy Court for the Central District of California directed the U.S. Trustee for Region 16 to appoint a patient care ombudsman for Windsor Hayward Estates, LLC and Windsor Sacramento Estates, LLC, affiliates of Windsor Terrace Healthcare, LLC. Pursuant to Section 333 of the Bankruptcy Code, the patient care ombudsman and any of his designees shall: * Monitor the quality of patient care provided to patients of Windsor Hayward and Windsor Sacramento to the extent necessary under the circumstances, including interviewing patients, physicians and other appropriate interested parties. * In the event that the PCO determines that the quality of patient care provided to patients of Windsor Hayward and Windsor Sacramento is declining significantly or is otherwise materially compromised, the PCO shall file with the court a motion or a written report, with notice to concerned parties immediately upon making such determination. * As required by Section 333(b)(2) of the Bankruptcy Code, not later than 60 days after the date of the appointment, and thereafter in 60-day intervals, report to the court after notice to the concerned parties, at a hearing or in writing, regarding the quality of patient care provided to patients of Windsor Hayward and Windsor Sacramento. * The PCO shall maintain any patient information, including information related to patient records, as confidential information. He or she shall have access to patient records consistent with authority of such ombudsman under the Older Americans Act of 1965 and under non-Federal law governing the State Long Term Care Ombudsman program. * The PCO may review confidential patient records as necessary and appropriate to discharge his or her duties, provided however, that the PCO protects the confidentiality of such records as required under applicable non-bankruptcy law and regulations, including but not limited to the Health Insurance Portability and Accountability Act of 1996 and the federal HIPAA privacy regulations at 45 Code of Federal Regulations. About Windsor Terrace Healthcare Windsor Terrace Healthcare, LLC are primarily engaged in the businesses of owning and operating skilled nursing facilities throughout the State of California. Collectively, the Debtors own and operate 16 skilled nursing facilities, which provide 24 hour, 7 days a week and 365 days a year care to patients who reside at those facilities. In addition to the 16 skilled nursing facilities, the Debtors own and operate one assisted living facility (which is Windsor Court Assisted Living, LLC), one home health care center (which is S&F Home Health Opco I, LLC), and one hospice care center (which is S&F Hospice Opco I, LLC). The Debtors do not own any of the real property upon which the facilities are located. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Lead Case No. 23-11200) on Aug. 23, 2023. Windsor Sacramento Estates, LLC and Windsor Hayward Estates, LLC filed Chapter 11 petitions on Sept. 29, 2023. In the petitions signed by Avrohom Tress, manager, the Debtors disclosed up to $10 million in both assets and liabilities. Judge Victoria S. Kaufman oversees the cases. Ron Bender, Esq., Monica Y. Kim, Esq., and Juliet Y. Oh, Esq., at Levene, Neale, Bender, Yoo, and Golubchik LLP, represent the Debtors as legal counsel. Stretto, Inc. is the Debtors' claims, noticing and solicitation agent. WORKSITE LABS: Seeks to Sell Personal Property by Auction --------------------------------------------------------- Worksite Labs, Inc. asked the U.S. Bankruptcy Court for the Central District of California for approval to sell its personal property by auction. The property up for sale includes laboratory equipment, office furniture and furnishings, Pace American trailers, alinity processing module and other assets used to operate the company's business in California, Nevada, New York and Washington. Worksite Labs has tapped the services of auction firms, ThreeSixty Asset Advisors, LLC and Equipnet, Inc., to sell the property. Pursuant to their agreement with Worksite Labs, the firms will conduct the auction on-site at the company's premises on Nov. 30. Any personal property not sold at the auction will be abandoned or destroyed. The sales are expected to generate gross proceeds in the range of $192,500 to $250,000 and net proceeds of $132,750 to $182,500, according to an estimate by the auction firms. "The sale of the assets will provide funds from which unsecured creditors may be paid," David Golubchik, Esq., the company's attorney, said. "Based on discussions with the auctioneers, [Worksite Labs] estimates that the auction will gross approximately $175,000, while eliminating the time and expense that the estate would have to incur to remove and store the assets elsewhere," the attorney said in a motion filed in court. As compensation, ThreeSixty and Equipnet, Inc. will get 10% of the sale proceeds and a buyers' premium on all sales at a rate of 19%. The buyer's premium will be added to each buyer's invoice and paid directly to the auction firms by buyers. In addition, the auction firms will receive expense reimbursement of up to $42,500. The sale motion is on the court's calendar for Oct. 24. 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. YIELD10 BIOSCIENCE: Jack Schuler Reports 21.8% Stake ---------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, these entities reported beneficial ownership of shares of common stock of Yield10 Bioscience, Inc. as of Aug. 15, 2023: Shares Percent Beneficially of Reporting Person Owned Class Jack W. Schuler 2,835,339 21.8% Jack W. Schuler Living Trust 2,801,340 21.5% Schuler Education Foundation 33,999 0.3% In connection with the August 2023 Offering, on Aug. 15, 2023, the Trust purchased from the Issuer 765,000 Shares and August 2023 Warrants to purchase 765,000 Shares, in each case pursuant to the August 2023 Purchase Agreement. The amount beneficially owned by Mr. Schuler consists of: (i) 1,637,956 Shares held by the Trust; (ii) 4,009 Shares acquirable by the Trust upon the exercise of 2017 Warrants; (iii) 394,375 Shares acquirable by the Trust upon the exercise of 2019 Series B Warrants; (iv) 765,000 Shares acquirable by the Trust upon the exercise of August 2023 Warrants; and (v) 33,999 Shares held by the Foundation. As sole trustee of the Trust, Mr. Schuler shares with the Trust the power to vote or direct the vote, and the power to dispose or direct the disposition of, the Shares held by the Trust or acquirable by the Trust upon the exercise of Exercisable Warrants. As president of the Foundation, Mr. Schuler shares with the Foundation the power to vote or direct the vote, and the power to dispose or direct the disposition of, the Shares held by the Foundation. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1021412/000090883423000122/yten_13d_a_9.htm About Yield10 Yield10 Bioscience, Inc. -- http://www.yield10bio.com-- is an agricultural bioscience company focused on the large-scale production of low carbon sustainable products from processing Camelina seed using the oilseed Camelina sativa ("Camelina") as a platform crop. Yield10 Bioscience reported a net loss of $13.57 million for the year ended Dec. 31, 2022, compared to a net loss of $11.03 million for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $8.08 million in total assets, $3.68 million in total liabilities, and $4.40 million in total stockholders' equity. Boston, Massachusetts-based RSM US LLP, the Company's auditor since 2017, issued a "going concern" qualification in its report dated March 14, 2023, citing that the Company has suffered recurring losses from operations and does not have sufficient liquidity to meet forecasted costs. This raises substantial doubt about the Company's ability to continue as a going concern. [^] BOND PRICING: For the Week from October 16 to 20, 2023 ---------------------------------------------------------- Company Ticker Coupon Bid Price Maturity ------- ------ ------ --------- -------- 99 Escrow Issuer Inc NDN 7.500 35.376 1/15/2026 99 Escrow Issuer Inc NDN 7.500 35.875 1/15/2026 99 Escrow Issuer Inc NDN 7.500 35.875 1/15/2026 Acorda Therapeutics Inc ACOR 6.000 65.792 12/1/2024 Amyris Inc AMRS 1.500 12.850 11/15/2026 At Home Group Inc HOME 7.125 25.250 7/15/2029 At Home Group Inc HOME 7.125 24.964 7/15/2029 Audacy Capital Corp CBSR 6.750 1.393 3/31/2029 Audacy Capital Corp CBSR 6.500 0.983 5/1/2027 Audacy Capital Corp CBSR 6.750 1.983 3/31/2029 Bausch Health Americas BHCCN 8.500 46.160 1/31/2027 Bausch Health Americas BHCCN 8.500 46.526 1/31/2027 Benefitfocus Inc BNFT 1.250 95.000 12/15/2023 BPZ Resources Inc BPZR 6.500 3.017 3/1/2049 Brixmor LLC BRX 6.900 9.875 2/15/2028 Citizens Financial Group Inc CFG 6.375 84.050 N/A Clovis Oncology Inc CLVS 1.250 9.703 5/1/2025 Clovis Oncology Inc CLVS 4.500 8.593 8/1/2024 Clovis Oncology Inc CLVS 4.500 9.908 8/1/2024 CNG Holdings Inc CNGHLD 12.500 85.583 6/15/2024 CNG Holdings Inc CNGHLD 12.500 85.583 6/15/2024 CNG Holdings Inc CNGHLD 12.500 85.583 6/15/2024 Curo Group Holdings Corp CURO 7.500 23.544 8/1/2028 Danimer Scientific Inc DNMR 3.250 32.694 12/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 1.438 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 6.625 2.000 8/15/2027 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 1.349 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 1.297 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 1.297 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 6.625 1.370 8/15/2027 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 1.349 8/15/2026 DIRECTV Holdings LLC / DIRECTV Financing Co Inc DTV 6.000 13.820 8/15/2040 DIRECTV Holdings LLC / DIRECTV Financing Co Inc DTV 6.350 7.204 3/15/2040 DTE Energy Center LLC DTEENE 7.458 88.566 4/30/2024 Endo Finance LLC / Endo Finco Inc ENDP 5.375 5.000 1/15/2023 Endo Finance LLC / Endo Finco Inc ENDP 5.375 5.000 1/15/2023 Energy Conversion Devices Inc ENER 3.000 0.551 6/15/2013 Envision Healthcare Corp EVHC 8.750 5.000 10/15/2026 Envision Healthcare Corp EVHC 8.750 4.802 10/15/2026 Esperion Therapeutics Inc ESPR 4.000 50.010 11/15/2025 Exela Intermediate LLC / Exela Finance Inc EXLINT 11.500 19.500 7/15/2026 Exela Intermediate LLC / Exela Finance Inc EXLINT 11.500 19.563 7/15/2026 Federal Home Loan Banks FHLB 4.500 99.392 10/27/2023 Federal Home Loan Banks FHLB 3.300 99.381 10/27/2023 Federal Home Loan Banks FHLB 4.750 99.831 10/24/2023 Federal Home Loan Banks FHLB 4.750 99.402 10/27/2023 Federal Home Loan Banks FHLB 4.500 99.404 10/26/2023 Federal Home Loan Banks FHLB 3.500 99.393 10/26/2023 Federal Home Loan Banks FHLB 4.550 99.399 10/27/2023 Federal Home Loan Banks FHLB 3.500 99.386 10/27/2023 Federal Home Loan Banks FHLB 3.170 99.944 10/24/2023 Federal Home Loan Banks FHLB 3.250 99.382 10/27/2023 Federal Home Loan Banks FHLB 3.400 99.384 10/27/2023 Federal Home Loan Mortgage Corp FHLMC 2.400 99.397 10/25/2023 Federal National Mortgage Association FNMA 0.300 99.914 10/24/2023 Federal National Mortgage Association FNMA 5.125 53.807 4/26/2024 First Citizens Bancshares Inc/TX FIRCTZ 6.000 92.919 9/1/2028 First Citizens Bancshares Inc/TX FIRCTZ 6.000 92.919 9/1/2028 First Republic Bank/CA FRCB 4.375 0.175 8/1/2046 First Republic Bank/CA FRCB 4.625 0.125 2/13/2047 Gannett Media Corp GCI 4.750 86.500 4/15/2024 GNC Holdings Inc GNC 1.500 0.474 8/15/2020 Goodman Networks Inc GOODNT 8.000 1.000 5/31/2022 Hallmark Financial Services Inc HALL 6.250 18.500 8/15/2029 H-Food Holdings LLC / Hearthside Finance Co Inc HEFOSO 8.500 24.220 6/1/2026 H-Food Holdings LLC / Hearthside Finance Co Inc HEFOSO 8.500 24.548 6/1/2026 Inseego Corp INSG 3.250 40.250 5/1/2025 Invacare Corp IVC 5.000 83.125 11/15/2024 Invacare Corp IVC 4.250 2.273 3/15/2026 JPMorgan Chase Bank NA JPM 2.000 79.191 9/10/2031 Karyopharm Therapeutics KPTI 3.000 53.838 10/15/2025 Liberty Interactive LLC LINTA 8.250 26.998 2/1/2030 Liberty Interactive LLC LINTA 8.500 27.151 7/15/2029 Macy's Retail Holdings LLC M 7.875 91.061 3/1/2030 Macy's Retail Holdings LLC M 7.875 91.061 3/1/2030 Mashantucket Western Pequot Tribe MASHTU 7.350 41.250 7/1/2026 MBIA Insurance Corp MBI 16.915 4.250 1/15/2033 MBIA Insurance Corp MBI 16.920 2.390 1/15/2033 Morgan Stanley MS 1.800 65.820 8/27/2036 National Rural Utilities Cooperative Finance Corp NRUC 3.000 90.998 1/15/2024 National Rural Utilities Cooperative Finance Corp NRUC 3.150 89.404 2/15/2024 National Rural Utilities Cooperative Finance Corp NRUC 3.000 96.690 11/15/2023 National Rural Utilities Cooperative Finance Corp NRUC 3.400 93.477 12/15/2023 National Rural Utilities Cooperative Finance Corp NRUC 3.100 89.473 2/15/2024 National Rural Utilities Cooperative Finance Corp NRUC 3.050 91.088 1/15/2024 National Rural Utilities Cooperative Finance Corp NRUC 3.050 89.459 2/15/2024 National Rural Utilities Cooperative Finance Corp NRUC 3.150 91.110 1/15/2024 National Rural Utilities Cooperative Finance Corp NRUC 3.050 89.443 2/15/2024 New York Community Bancorp Inc NYCB 5.900 92.458 11/6/2028 New York Life Global Funding NYLIFE 0.400 99.783 10/21/2023 New York Life Global Funding NYLIFE 5.679 99.492 10/21/2023 New York Life Global Funding NYLIFE 0.400 99.879 10/21/2023 NOA Bancorp Inc NOABAN 6.700 92.155 11/1/2028 NOA Bancorp Inc NOABAN 6.700 92.155 11/1/2028 Omeros Corp OMER 5.250 60.750 2/15/2026 Omeros Corp OMER 6.250 96.537 11/15/2023 OMX Timber Finance Investments II LLC OMX 5.540 0.850 1/29/2020 Photo Holdings Merger Sub Inc SFLY 8.500 40.045 10/1/2026 Photo Holdings Merger Sub Inc SFLY 8.500 40.045 10/1/2026 Polar US Borrower LLC / Schenectady International Group Inc SIGRP 6.750 43.431 5/15/2026 Polar US Borrower LLC / Schenectady International Group Inc SIGRP 6.750 49.027 5/15/2026 Porch Group Inc PRCH 0.750 14.000 9/15/2026 Radiology Partners Inc RADPAR 9.250 37.339 2/1/2028 Radiology Partners Inc RADPAR 9.250 36.842 2/1/2028 Renco Metals Inc RENCO 11.500 24.875 7/1/2003 Rite Aid Corp RAD 7.700 8.715 2/15/2027 Rite Aid Corp RAD 6.875 7.621 12/15/2028 Rite Aid Corp RAD 6.875 7.621 12/15/2028 RumbleON Inc RMBL 6.750 46.053 1/1/2025 SBL Holdings Inc SECBEN 7.000 61.000 N/A SBL Holdings Inc SECBEN 7.000 60.000 N/A Shift Technologies Inc SFT 4.750 0.875 5/15/2026 Signature Bank/ New York NY SBNY 4.000 3.375 10/15/2030 Signature Bank/ New York NY SBNY 4.125 3.440 11/1/2029 SVB Financial Group SIVB 3.500 61.000 1/29/2025 SVB Financial Group SIVB 4.000 1.875 N/A SVB Financial Group SIVB 4.100 1.750 N/A SVB Financial Group SIVB 4.250 2.250 N/A SVB Financial Group SIVB 4.700 1.813 N/A Synovus Financial Corp SNV 5.900 88.312 2/7/2029 Talen Energy Supply LLC TLN 10.500 34.750 1/15/2026 Talen Energy Supply LLC TLN 6.500 35.233 6/1/2025 Talen Energy Supply LLC TLN 10.500 34.750 1/15/2026 Talen Energy Supply LLC TLN 6.500 27.625 9/15/2024 Talen Energy Supply LLC TLN 7.000 27.625 10/15/2027 Talen Energy Supply LLC TLN 10.500 34.750 1/15/2026 Talen Energy Supply LLC TLN 6.500 27.625 9/15/2024 TerraVia Holdings Inc TVIA 5.000 4.644 10/1/2019 Tricida Inc TCDA 3.500 10.266 5/15/2027 UpHealth Inc UPH 6.250 24.500 6/15/2026 US Renal Care Inc USRENA 10.625 43.000 7/15/2027 US Renal Care Inc USRENA 10.625 39.950 7/15/2027 UTB Financial Holding Co UTBFIN 6.500 95.293 9/1/2028 Veritone Inc VERI 1.750 35.250 11/15/2026 Virgin Galactic Holdings Inc SPCE 2.500 38.344 2/1/2027 Wesco Aircraft Holdings WAIR 9.000 9.257 11/15/2026 Wesco Aircraft Holdings WAIR 8.500 3.753 11/15/2024 Wesco Aircraft Holdings WAIR 13.125 2.558 11/15/2027 Wesco Aircraft Holdings WAIR 8.500 3.753 11/15/2024 Wesco Aircraft Holdings WAIR 9.000 9.257 11/15/2026 Wesco Aircraft Holdings WAIR 13.125 2.558 11/15/2027 WeWork Cos Inc WEWORK 7.875 3.125 5/1/2025 WeWork Cos LLC WEWORK 15.000 46.750 8/15/2027 WeWork Cos LLC WEWORK 11.000 12.000 8/15/2027 WeWork Cos LLC WEWORK 12.000 8.337 8/15/2027 WeWork Cos LLC / WW Co-Obligor Inc WEWORK 5.000 11.375 7/10/2025 WeWork Cos LLC / WW Co-Obligor Inc WEWORK 5.000 11.250 7/10/2025 ********* 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. 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